TEXAS INSTRUMENTS INC — Director's Dealing 2003

Oct 21, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2003-10-17

Reporting Person: ADAMS JAMES R (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-10-17	Stock Units	$1	A	178.99	Acquired	1988-08-08	Common Stock (178.99)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	19396.17	Direct
Common Stock	456.02	Indirect
Common Stock	2983.32	Indirect
Common Stock	4800	Indirect
Common Stock	168000	Indirect

Footnotes

F1: Estimated shares attributable to TI Universal Profit Sharing account. [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.

F2: Estimated shares attributable to TI 401(k) Account. [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.

F3: Beneficial ownership by reporting person disclaimed.

F4: Shares held in trust for the benefit of family members of which reporting person is trustee. Beneficial ownership by reporting person disclaimed.

F5: Security converts to common stock on a one-for-one basis.

F6: Stock units credited under the Texas Instruments 2003 Director Compensation Plan, to be settled in common stock of the Issuer following the reporting person's termination of service as a director of the Issuer.