TI

2004 Annual Report

Common Stock Prices and Dividends

TI common stock is listed on the New York Stock Exchange and traded principally in that market. The table below shows the high and low closing prices of TI common stock as reported by Bloomberg L.P. and the dividends paid per common share for each quarter during the past two years.


 
         Quarter
    

 
         1st
     2nd
     3rd
     4th
Stock prices:
   2004 High
                 $ 33.65           $ 30.94           $ 23.54           $ 25.36   
         Low
                    27.15              23.00              18.40              21.09   
 
2003 High
                 $ 18.67           $ 21.10           $ 26.03           $ 30.92   
        Low
                    14.15              16.23              17.62              23.25   
 
Dividends paid:
                                                                                         
2004
                 $ .0213           $ .0213           $ .0213           $ .0250   
     2003
                 $ .0213            $ .0213            $ .0213            $ .0213    
 
Safe Harbor Statement

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This report includes forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by phrases such as TI or its management “believes,” “expects,” “anticipates,” “foresees,” “forecasts,” “estimates” or other words or phrases of similar import. Similarly, statements in this report that describe the Company’s business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. All such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those in forward-looking statements.

We urge you to carefully consider the following important factors that could cause actual results to differ materially from the expectations of the Company or its management:

•  Market demand for semiconductors, particularly for analog chips and digital signal processors in key markets such as telecommunications and computers;
•  TI’s ability to maintain or improve profit margins, including its ability to utilize its manufacturing facilities at sufficient levels to cover its fixed operating costs, in an intensely competitive and cyclical industry;
•  TI’s ability to develop, manufacture and market innovative products in a rapidly changing technological environment;
•  TI’s ability to compete in products and prices in an intensely competitive industry;
•  TI’s ability to maintain and enforce a strong intellectual property portfolio and obtain needed licenses from third parties;
•  Consolidation of TI’s patent licensees and market conditions reducing royalty payments to TI;
•  Economic, social and political conditions in the countries in which TI, its customers or its suppliers operate, including security risks, health conditions, possible disruptions in transportation networks and fluctuations in foreign currency exchange rates;
•  Natural events such as severe weather and earthquakes in the locations in which TI, its customers or suppliers operate;
•  Availability of raw materials and critical manufacturing equipment;
•  Changes in the tax rate applicable to TI as the result of changes in tax law, the jurisdictions in which profits are determined to be earned and taxed, the outcome of tax audits and the ability to realize deferred tax assets;
•  Changes in the accounting treatment of stock options and other share-based compensation;
•  Losses or curtailments of purchases from key customers and the timing and amount of distributor and other customer inventory adjustments;
•  Customer demand that differs from company forecasts;
•  The financial impact of inadequate or excess TI inventories to meet demand that differs from projections;
•  Product liability or warranty claims, or recalls by TI customers for a product containing a TI part;
•  TI’s ability to recruit and retain skilled personnel; and
•  Timely implementation of new manufacturing technologies, installation of manufacturing equipment and the ability to obtain needed third-party foundry and assembly/test subcontract services.

For a more detailed discussion of these factors, see the text under the heading “Cautionary Statements Regarding Future Results of Operations” in Item 1 of the Company’s most recent Form 10-K. The forward-looking statements included in this report are made only as of the date of the publication (February 2005), and the Company undertakes no obligation to update the forward-looking statements to reflect subsequent events or circumstances.




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