8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT
                Pursuant to Section 13 or 15(d) of the Securities
                              Exchange Act of 1934



                Date of Report (Date of earliest event reported):

                                  July 2, 2003



                        PARAMETRIC TECHNOLOGY CORPORATION
             (Exact Name of Registrant as Specified in its Charter)



      Massachusetts                     0-18059                 04-2866152
(State or other Jurisdiction   (Commission File Number)        (IRS Employer
    of Incorporation)                                       Identification No.)


                140 Kendrick Street, Needham, Massachusetts 02494

              (Address of principal executive offices and zip code)


               Registrant's telephone number, including area code:

                                 (781) 370-5000





Item 9.    Regulation FD Disclosure.  Information Furnished under Item 12
           ("Results of Operations and Financial Condition").

On July 2, 2003 the company issued a press release announcing preliminary
results for the fiscal quarter ended June 28, 2003. Pursuant to Item 12, a copy
of that press release is hereby furnished to the Commission as Exhibit 99.1.



                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Parametric Technology Corporation

Date: July 2, 2003

By:       /s/ Cornelius F. Moses III
         ----------------------------------
              Cornelius F. Moses III
              Executive Vice President and Chief Financial Officer







EXHIBIT INDEX


Exhibit No.                    Description

99.1                           Press release issued by Parametric Technology
                               Corporation on July 2, 2003.

EX-99

Exhibit 99.1



       Investor Relations Contact:            Public Relations Contact:
       Meredith Mendola                       Joe Gavaghan
       781-370-6151                           781-370-5074
       mmendola@ptc.com                       jgavaghan@ptc.com


                PTC Provides Third Quarter 2003 Financial Update

NEEDHAM, Mass., July 2, 2003 - PTC (Nasdaq: PMTC) today announced that it
expects revenue for the fiscal 2003 third quarter ended June 28, 2003 to be
approximately $165 million, compared with the Company's guidance of
approximately $170 million. GAAP net loss per share for the third quarter is
expected to be in the range of $0.12 to $0.14. This includes restructuring
charges of approximately $8 million associated with PTC's previously announced
cost reduction plan, as well as a charge of approximately $6 million to increase
previously established liabilities for excess leased facilities associated with
PTC's 1998 acquisition of Computervision Corporation.

"Our net loss for the quarter will be higher than expected, due primarily to the
facilities charge made necessary by the weakened commercial real estate market
in the Northeast U.S.," said Neil Moses, executive vice president and chief
financial officer. "We are aggressively implementing the operating cost
reductions announced in April. These actions should result in a modest benefit
to operating expenses in the third quarter, with a more pronounced benefit in
the fourth quarter as we position ourselves for profitability in 2004."

"Revenue growth continues to be challenging as the manufacturing sector has
remained stagnant," added C. Richard Harrison, president and chief executive
officer. "Nevertheless, our commitment to our strategy has significantly
improved our ability to help customers drive value within product development
more quickly and cost-effectively. This has clearly strengthened the confidence
our customers have in PTC and our competitive position in the marketplace."

PTC expects to announce final results for the third quarter on Wednesday, July
16, before the market opens. On that day at 10 a.m. ET, the Company will hold a
conference call and live webcast to discuss its results and provide an outlook
update (the earnings press release and accompanying financial and operating
statistics will be accessible prior to the conference call and webcast on the
Company's web site). To access the live webcast, please visit
www.ptc.com/for/investors.htm. To access the live call, please dial 888-829-8668
(in the U.S.) or +1-630-395-0019 (international). Please use passcode PTC. A
replay of the call will be available until 5:00 p.m. ET on July 21, 2003. To
access the replay via webcast, please visit www.ptc.com/for/investors.htm. To
access the replay by phone, please dial 402-530-7895.

PTC (Nasdaq: PMTC) develops, markets, and supports software solutions that help
manufacturers win with superior products. PTC is the world's largest software
company with a total commitment to product development and product lifecycle
management. The company services more than 35,000 customers worldwide. Further
information on PTC is available at http://www.ptc.com.

Except for the historical information contained herein, matters discussed in
this news release may constitute forward-looking statements that involve risks
and uncertainties that could cause actual results to differ materially from
those projected. These include: the Company's final operating results for the
third quarter of fiscal 2003; continued execution of our cost reduction
initiatives; the success of our initiatives to facilitate our customer's
understanding of the benefits of our product development system, including
return on investment and value creation, and the effects of a weak IT spending
environment which has impacted the overall demand for software and related
services; as well as other risks and uncertainties detailed from time to time in
reports filed by PTC with the Securities and Exchange Commission, including the
Company's most recent reports on Form 10-K and 10-Q.

PTC, The Product Development Company, Product First, Pro/ENGINEER, Wildfire,
Windchill, and all PTC product names and logos are trademarks or registered
trademarks of Parametric Technology Corporation or its subsidiaries in the
United States and in other countries.

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