TEKTRONIX, INC.

                      Code of Ethics for Financial Managers

Purpose

The Board of Directors (the "Board") of Tektronix, Inc. (the "Company") has
adopted this Code of Ethics for Financial Managers (this "Code") to promote
honest and ethical conduct, proper disclosure of financial information and
compliance with applicable laws, rules and regulations by the Company's
financial managers. This Code is intended to supplement the Company's Business
Practices Guidelines and any other applicable Company policies or guidelines
related to the areas covered by this Code.

Applicability

The Code applies to the Company's chief executive officer, principal financial
officer, principal accounting officer or controller and any other persons
performing similar functions on behalf of the Company (each a "Financial
Manager"). Each Financial Manager is expected to adhere to and advocate the
principles and practices described in this Code.

Principles and Practices

Each Financial Manager must:

     1.   Act with honesty and integrity, avoiding actual or apparent conflicts
          of interest between personal and professional relationships.

     2.   Provide full, fair, accurate, timely and understandable disclosure in
          reports the Company files with, or submits to, the Securities Exchange
          Commission and in other public communications.

     3.   Comply with laws, rules and regulations of federal, state, provincial
          and local governments and appropriate private and public regulatory
          agencies.

     4.   Refrain from using confidential information acquired in the course of
          business for personal advantage.

     5.   Protect and ensure the efficient use of assets and resources employed
          by or entrusted to such Financial Manager.

     6.   Promote ethical behavior as a responsible partner among peers in the
          work environment and the community.

     7.   Comply with the provisions of the Company's Business Practices
          Guidelines and any other applicable Company policies or guidelines.


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     8.   Promptly report any possible violation of this Code or the Company's
          Business Practices Guidelines to the Chairman of the Audit Committee.

Waivers or Amendments

Any request for a waiver of any provision of this Code must be in writing and
addressed to the Audit Committee. Any waiver or amendment of this Code will
promptly be disclosed by the Company to the Securities and Exchange Commission
as required by federal or state laws and regulations, or other regulatory
requirements.

Compliance and Accountability

The Audit Committee will assess compliance with this Code, report material
violations to the Board of Directors and recommend to the Board appropriate
action. Violations of any part of this Code may result in disciplinary action,
including termination of employment.

Adopted by the Board June 25, 2003


Code of Ethics for Financial Officers

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