SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Szczsponik John J Jr (Last) (First) (Middle) 12500 TI BOULEVARD (Street) DALLAS TX 75243 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/16/2009	3. Issuer Name and Ticker or Trading Symbol TEXAS INSTRUMENTS INC [ TXN ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Sr. Vice President	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	193,917(1)	D
Common Stock	9,560.61(2)	I	By Trust--401(k)
Common Stock	4,578.71(3)	I	By Trust--Pft Sharing

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
NQ Stock Option (Right to Buy)	(4)	09/16/2009	Common Stock	40,000	43.36	D
NQ Stock Option (Right to Buy)	(5)	01/19/2010	Common Stock	30,000	55.22	D
NQ Stock Option (Right to Buy)	(6)	01/17/2011	Common Stock	30,000	50.38	D
NQ Stock Option (Right to Buy)	(7)	07/31/2011	Common Stock	41,250	35.13	D
NQ Stock Option (Right to Buy)	(8)	02/21/2012	Common Stock	100	29.19	D
NQ Stock Option (Right to Buy)	(9)	01/14/2014	Common Stock	50,000	32.39	D
NQ Stock Option (Right to Buy)	(10)	01/20/2015	Common Stock	40,000	21.55	D
NQ Stock Option (Right to Buy)	(11)	01/19/2016	Common Stock	50,000	32.55	D
NQ Stock Option (Right to Buy)	(12)	01/18/2017	Common Stock	60,000	28.32	D
NQ Stock Option (Right to Buy)	(13)	01/25/2018	Common Stock	60,000	29.79	D
NQ Stock Option (Right to Buy)	(14)	01/29/2019	Common Stock	87,500	14.95	D
NQ Stock Option (Right to Buy)	(14)	01/29/2019	Common Stock	87,500	14.95	D
Stock Units	(15)	(15)	Common Stock	602.03	0	D

Explanation of Responses:

1. Includes 193,334 shares subject to terms of restricted stock units awarded under the 2000 Long-Term Incentive Plan.

2. Estimated shares attributable to TI 401(k) account as of April 16, 2009. (Interests in this account are denominated in units. Consequently, share amount shown is an estimate.)

3. Estimated shares attributable to TI Universal Profit Sharing account as of April 16, 2009. (Interests in this account are denominated in units. Consequently, share amount shown is an estimate.)

4. The option becomes exercisable in four equal annual installments beginning on September 16, 2000.

5. The option becomes exercisable in four equal annual installments beginning on January 19, 2001.

6. The option becomes exercisable in four equal annual installments beginning on January 17, 2002.

7. The option becomes exercisable in four equal annual installments beginning on July 31, 2002.

8. The option becomes 100% exercisable on February 21, 2003.

9. The option becomes exercisable in four equal annual installments beginning on January 14, 2005.

10. The option becomes exercisable in four equal annual installments beginning on January 20, 2006.

11. The option becomes exercisable in four equal annual installments beginning on January 19, 2007.

12. The option becomes exercisable in four equal annual installments beginning on January 18, 2008.

13. The option becomes exercisable in four equal annual installments beginning on January 25, 2009.

14. The option becomes exercisable in four equal annual installments beginning on January 29, 2010.

15. Estimated share interest attributable to TI Benefit Restoration and Deferred Compensation account as of April 16, 2009. [Interests in this account are denominated in units. Consequently, share interest amount shown is an estimate.] Share interest to be settled in cash upon the reporting person's termination of service from Issuer.

	John J. Szczsponik, Jr.	04/24/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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