TEXAS INSTRUMENTS INC — Director's Dealing 2003

Oct 31, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2003-10-28

Reporting Person: ADAMS JAMES R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-10-28	Common Stock	J	160000	—	Acquired	179396.17	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	456.02	Indirect
Common Stock	2983.32	Indirect
Common Stock	4800	Indirect
Common Stock	8000	Indirect

Footnotes

F1: Transfer of shares in payment of promissory note. The promissory note was originally issued in the amount of $7,467,000 by a trust of which the reporting person is the trustee, to purchase interests in a family limited partnership 53% of the assets of which consisted of Issuer stock.

F2: Estimated shares attributable to TI Universal Profit Sharing account as of 12-31-02. (Interests in this account are denominated in units. Consequently, share amount shown is an estimate.) This statement does not include changes in beneficial ownership of shares held in such account occurring after 12-31-02 that are eligible for deferred reporting on Form 5.

F3: Estimated shares attributable to TI 401(k) Account as of 12-31-02. (Interests in this account are denominated in units. Consequently, share amount shown is an estimate.) This statement does not include changes in beneficial ownership of shares held in this account occurring after 12-31-02 that are eligible for deferred reporting on Form 5.

F4: Beneficial ownership by reporting person disclaimed.

F5: Shares held in trust for the benefit of family members of which reporting person is trustee. Beneficial ownership by reporting person disclaimed.