SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* TA ASSOCIATES INC (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST, 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Eagle Test Systems, Inc. [ EGLT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/14/2008
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/14/2008		D		4,372,014(1)	D	$15.65(11)	0	I	See Footnote 6(6)
Common Stock	11/14/2008		D		1,234,603(2)	D	$15.65(11)	0	I	See Footnote 7(7)
Common Stock	11/14/2008		D		89,492(3)	D	$15.65(11)	0	I	See Footnote 8(8)
Common Stock	11/14/2008		D		16,060(4)	D	$15.65(11)	0	I	See Footnote 9(9)
Common Stock	11/14/2008		D		347,527(5)	D	$15.65(11)	0	I	See Footnote 10(10)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* TA ASSOCIATES INC (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST, 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* TA IX LP (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA ASSOCIATES IX LLC (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA / ATLANTIC & PACIFIC IV LP (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA ASSOCIATES AP IV LP (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA ASSOCIATES STRATEGIC PARTNERS FUND A LP (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA ASSOCIATES STRATEGIC PARTNERS FUND B LP (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA ASSOCIATES SPF LP (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA SUBORDINATED DEBT FUND LP (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

1. Name and Address of Reporting Person* TA ASSOCIATES SDF LLC (Last) (First) (Middle) JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See General Remarks

Explanation of Responses:

1. These securities were sold solely by TA IX L.P.

2. These securities were sold solely by TA/Atlantic and Pacific IV L.P.

3. These securities were sold solely by TA Strategic Partners Fund A L.P.

4. These securities were sold solely by TA Strategic Partners Fund B L.P.

5. These securities were sold solely by TA Subordinated Debt Fund L.P.

6. These securities were owned solely by TA IX L.P. TA Associates, Inc. is the Manager of TA Associates IX LLC, which is the General Partner of TA IX L.P.

7. These securities were owned solely by TA/Atlantic and Pacific IV L.P. TA Associates, Inc. is the General Partner of TA Associates AP IV L.P., which is the General Partner of TA/Atlantic and Pacific IV L.P.

8. These securities were owned solely by TA Strategic Partners Fund A L.P. TA Associates, Inc. is the General Partner of TA Associates SPF L.P., which is the General Partner of TA Strategic Partners Fund A L.P.

9. These securities were owned solely by TA Strategic Partners Fund B L.P. TA Associates, Inc. is the General Partner of TA Associates SPF L.P., which is the General Partner of TA Strategic Partners Fund B L.P.

10. These securities were owned solely by TA Subordinated Debt Fund L.P. TA Associates, Inc. is the Manager of TA Associates SDF LLC, which is the General Partner of TA Subordinated Debt Fund L.P.

11. Pursuant to the Agreement and Plan of Merger, dated as of September 1, 2008, by and among Teradyne, Inc., Turin Acquisition Corp., and Eagle Test Systems, Inc. (the "Merger Agreement"), each of these shares of Common Stock was converted at the Effective Time of the Merger Agreement into the right to receive $15.65 per share in cash, without interest and less any required withholding taxes (the "Merger Consideration").

Remarks:

Due to the limit of joint filers that can be included on one form, TA Associates Inc., TA IX L.P., TA/Atlantic and Pacific IV L.P., TA Strategic Partners Fund A L.P., TA Strategic Partners Fund B L.P., TA Subordinated Debt Fund L.P., and TA Investors LLC have filed two seperate forms simultaneously, which relate to the same securities of the Issuer held by such Reporting Persons.

	TA Associates, Inc., By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA IX L.P., By TA Associates IX LLC, Its General Partner, By TA Associates, Inc., Its Manager, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA Associates IX LLC, By TA Associates, Inc., Its Manager, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA/Atlantic and Pacific IV L.P., By TA Associates AP IV L.P., Its General Partner, By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA Associates AP IV L.P., By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA Strategic Partners Fund A L.P., By TA Associates SPF L.P., Its General Partner, By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA Strategic Partners Fund B L.P., By TA Associates SPF L.P., Its General Partner, By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA Associates SPF L.P., By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA Subordinated Debt Fund L.P., By TA Associates SDF LLC, Its General Partner, By TA Associates, Inc., Its Manager, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	TA Associates SDF LLC, By TA Associates, Inc., Its Manager, By Thomas P. Alber, Chief Financial Officer	11/18/2008
	** Signature of Reporting Person	Date
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