TRANSCAT INC — Director's Dealing 2003

Nov 5, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRANSCAT INC (TRNS)
CIK: 0000099302
Period of Report: 2003-11-03

Reporting Person: HESSLER NANCY D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-11-03	Common Stock, $.50 par value	S	3365	$2.64	Disposed	31534	Direct
2003-11-03	Common Stock, $.50 par value	S	100	$2.68	Disposed	31434	Direct
2003-11-03	Common Stock, $.50 par value	S	100	$2.69	Disposed	31334	Direct
2003-11-03	Common Stock, $.50 par value	S	200	$2.75	Disposed	31134	Direct
2003-11-03	Common Stock, $.50 par value	S	200	$2.79	Disposed	30934	Direct
2003-11-03	Common Stock, $.50 par value	S	100	$2.80	Disposed	30834	Direct
2003-11-03	Common Stock, $.50 par value	S	100	$2.89	Disposed	30734	Direct
2003-11-03	Common Stock, $.50 par value	S	500	$2.90	Disposed	30234	Direct
2003-11-03	Common Stock, $.50 par value	S	100	$2.91	Disposed	30134	Direct
2003-11-03	Common Stock, $.50 par value	S	135	$2.92	Disposed	29999	Direct
2003-11-03	Common Stock, $.50 par value	S	100	$2.99	Disposed	29899	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant (Right to Buy)	$3.0625	2004-08-17	Common Stock, par value $.50 per share (4000)	4000	Direct
Warrant (Right to Buy)	$2.9062	2005-08-15	Common Stock, par value $.50 per share (4000)	4000	Direct
Warrant (Right to Buy)	$2.00	2006-08-21	Common Stock, par value $.50 per share (4000)	4000	Direct
Warrant (Right to Buy)	$.97	2007-08-19	Common Stock, par value $.50 per share (4000)	4000	Direct
Warrant (Right to Buy)	$2.31	2008-08-19	Common Stock, par value $.50 per share (4000)	4000	Direct

Footnotes

F1: For the 10,532 shares awarded to Ms. Hessler under the Directors' Stock Plan between 7/5/01 and 3/31/03, Ms. Hessler has elected to defer receipt of all such shares so awarded until the expiration of the deferral period applicable to such shares, at which time the shares will be issued pursuant to the terms of her prior election.

F2: This non-transferable warrant was previously reported by Ms. Hessler.

F3: This non-transferable warrant was previously reported by Ms. Hessler. Ms. Hessler can exercise this warrant in cumulative increments of 1,000 shares after each of the following dates, providing the market price of the Company's Common Stock meets or exceeds, for 20 of 30 consecutive trading days, the following respective amounts: 8/16/00--$5.50; 1/1/01--$7.50; 1/1/02--$10.50; 1/1/03--$15.00; to the extent such market price requirements are not satisfied, the balance of the warrant becomes exercisable on 8/16/04.

F4: This non-transferable warrant was previously reported by Ms. Hessler. Ms. Hessler can exercise this warrant in cumulative increments of 1,000 shares after each of the following dates, providing the market price of the Company's Common Stock meets or exceeds, for 20 of 30 consecutive trading days, the following respective amounts: 8/22/01--$3.50; 1/1/02--$6.00; 1/1/03--$9.00; 1/1/04--$13.50; to the extent such market price requirements are not satisfied, the balance of the warrant becomes exercisable on 8/22/05.

F5: This non-transferable warrant was previously reported by Ms. Hessler. Ms. Hessler can exercise this warrant in cumulative increments of 1,000 shares after each of the following dates, providing the market price of the Company's Common Stock meets or exceeds, for 20 of 30 consecutive trading days, the following respective amounts: 8/20/02--$2.25; 1/1/03--$3.50; 1/1/04--$5.25; 1/1/05--$7.50; to the extent such market price requirements are not satisfied, the balance of the option becomes exercisable on 8/20/06.

F6: This non-transferable warrant was previously reported by Ms. Hessler. Ms. Hessler can exercise this warrant in cumulative increments of 1,000 shares after each of the following dates, providing the market price of the Company's Common Stock meets or exceeds, for 20 of 30 consecutive trading days, the following respective amounts: 8/20/03--$3.50; 1/1/04--$5.00; 1/1/05--$6.50; 1/1/06--$7.00; to the extent such market price requirements are not satisfied, the balance of the option becomes exercisable on 8/20/07.