The following table sets forth the computation of basic and diluted net income per common share:


	For the Three Months Ended				For the Six Months Ended
	June 30, 2013		July 1, 2012		June 30, 2013		July 1, 2012
	(in thousands, except per share amounts)
Net income for basic and diluted net income per share	$	66,556	$	111,387	$	73,145	$	144,951

Weighted average common shares-basic		190,569		186,573		190,128		186,205

Effect of dilutive potential common shares:
Incremental shares from assumed conversion of convertible notes(1)		23,266		22,301		23,326		22,651
Convertible note hedge warrant shares(2)		18,689		17,340		18,774		17,829
Restricted stock units		772		1,171		947		1,405
Stock options		1,554		2,160		1,615		2,247
Employee stock purchase rights		59		101		43		62

Dilutive potential common shares		44,340		43,073		44,705		44,194

Weighted average common shares-diluted		234,909		229,646		234,833		230,399

Net income per common share-basic	$	0.35	$	0.60	$	0.38	$	0.78

Net income per common share-diluted	$	0.28	$	0.49	$	0.31	$	0.63

(1)

Incremental shares from assumed conversion of the convertible notes for the three and six months ended June 30, 2013 and July 1, 2012 are calculated using the difference between the average Teradyne stock price for the period and the conversion price of $5.48, multiplied by the 34.7 million shares that would be issued upon conversion. The result of this calculation, representing the total intrinsic value of the convertible debt, is divided by the average Teradyne stock price for the period.

(2)

Convertible note hedge warrant shares for the three and six months ended June 30, 2013 and July 1, 2012 are calculated using the difference between the average Teradyne stock price for the period and the warrant price of $7.67, multiplied by the 34.7 million shares that would be issued upon conversion. The result of this calculation, representing the total intrinsic value of the warrant, is divided by the average Teradyne stock price for the period.