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CORRESP
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    responseltr.htm

    November
      12, 2007

    Via
      Federal Express

    Mr.
      Tim
      Buchmiller

    Senior
      Attorney, Division of Corporation Finance

    U.S.
      Securities and Exchange Commission

    100
      F
      Street, NE

    Washington,
      DC 20549

    Re:
      Texas
      Instruments Incorporated

    Annual
      Report for the Fiscal Year Ended
      December 31, 2006 on Form 10-K File No. 001-3761

    Dear
      Mr.
      Buchmiller:

    I
      am
      writing in response to your letter dated October 30, 2007 to Texas Instruments
      Incorporated containing comments on our Form 10-K for the year ended December
      31, 2006.  As you will note below, we have addressed your comments in
      our Form 10-Q for the quarter ended September 30, 2007, and will do so in our
      Form 10-K for the year ended December 31, 2007, as appropriate.  We
      intend to include similar disclosures, revised as appropriate, in our filings
      for relevant subsequent periods.

    Management’s
      Discussion and Analysis

    Financial
      Condition; and Liquidity and Capital Resources

    COMMENT:    It
      appears
      from footnote 3 to your financial statements for the fiscal year ended December
      31, 2006 that a significant portion of your cash equivalents and short-term
      investments were held in “asset-backed fixed income securities.”  In
      future filings, please clearly discuss the nature of the material components
      of
      those assets as necessary to provide your investors with information necessary
      for a clear understanding of your financial condition.  Also, if these
      securities are reasonably likely to affect your financial condition in a
      material way, please expand your discussion and analysis in applicable future
      filings to provide your investors with information necessary for a clear
      understanding of the trend or uncertainty.  Refer to Item 303(a) of
      Regulation S-K.  For example, as appropriate, identify the percentage
      and nature of any mortgage-backed securities you hold, indicate what factors
      may
      affect the value of those securities and disclose any material
      risks.  Also add any appropriate disclosure required by Item 305 of
      Regulation S-K.

    RESPONSE:     We
      responded
      to this comment in our Quarterly Report on Form 10-Q for the quarter ended
      September 30, 2007, which we filed on November 1, 2007.  Specifically
      in the Financial Condition section we disclosed:

    Total
      cash (cash and cash equivalents plus short-term investments) decreased $48
      million from year-end 2006 to $3.67 billion at the end of the third
      quarter.  Total cash includes $926 million of asset-backed fixed
      income securities, divided about equally between mortgage-backed securities
      secured by non-subprime-mortgage pools and non-mortgage-related asset-backed
      commercial paper.  These asset-backed fixed income securities continue
      to be rated either AAA, A-1 or P-1.  To date, we have collected all
      principal and interest payable on these securities and expect to continue to
      do
      so as they mature.

    We
      intend
      to revise our disclosures in the notes to our financial statements and in our
      Quantitative and Qualitative Disclosures about Market Risk (Regulation S-K
      Item
      305) as requested in future filings.

    In
      addition, please note the effect of changes in interest rates on the fair value
      of our asset-backed fixed income securities has not been material since we
      filed
      our 2006 Form 10-K, and is not expected to be material for the foreseeable
      future, due to the quality and duration of our investments.  In
      addition, our sensitivity analysis indicated that a 1% general change in the
      applicable interest rates associated with these investments as of the end of
      the
      third quarter of 2007 would not have resulted in a material change in the
      securities’ fair value, thus obviating the need to update the year end
      disclosure on Quantitative and Qualitative Disclosures about Market
      Risk.

    As
      we
      have previously disclosed in our notes to financial statements, we consider
      our
      investment in these securities to be held available for sale, therefore under
      Statement of Financial Accounting Standards No. 115, Accounting for Certain
      Investments in Debt and Equity Securities, any changes in the fair value of
      these investments would be reflected as a component of other comprehensive
      income for the period and not as a direct entry to the income
      statement.  Such changes have not been material and are not expected
      to be material in the foreseeable future.

    In
      connection with this response to your comment regarding our Form 10-K for the
      year ended December 31, 2006, we acknowledge that:

              ·

              We
                are responsible for the adequacy and accuracy of the disclosure in
                the
                filing;

              ·

              Staff
                comments or changes to our disclosures in response to staff comments
                do
                not foreclose the Commission from taking any action with respect
                to the
                filing; and

              ·

              We
                may not assert staff comments as a defense in any proceeding initiated
                by
                the Commission or any person under the federal securities laws of
                the
                United States.

    We
      trust
      that the above information will be sufficient for your purposes.  If you
      have any questions, please call Charlie Miller of Texas Instruments at
      214-480-6707.

    Very
      truly yours,

    /s/
      Kevin P.
      March

    Kevin
      P.
      March

    Senior
      Vice President and

    Chief
      Financial Officer