(b) John T. Kuelbs, Teledyne's Executive Vice President, General Counsel and Secretary, will be retiring from that position with Teledyne effective September 1, 2012. Melanie S. Cibik, currently Teledyne's Vice President, Associate General Counsel and Assistant Secretary, will become Senior Vice President, General Counsel and Secretary of Teledyne effective September 1, 2012. George C. Bobb, III, currently Teledyne's Associate General Counsel and General Counsel of the Engineered Systems and Digital Imaging segments, will become Vice President - Contracts, Chief Compliance Officer and Deputy General Counsel - Litigation of Teledyne effective September 1, 2012.

(d) On July 24, 2012, Teledyne's Board of Directors, in accordance with Teledyne's Amended and Restated By-laws and following the recommendation of the Nominating and Governance Committee, increased the number of directors to ten, and appointed Ruth E. Bruch as a Class III Director effective August 1, 2012, for a term expiring at the 2014 Annual Meeting of Stockholders. Ms. Bruch will serve on both the Audit Committee and the Personnel and Compensation Committee of Teledyne's Board.

Ms. Bruch served as Senior Vice President and Chief Information Officer of Kellogg Company, a food manufacturer, from February 2006 until her retirement in February 2009. Prior to joining Kellogg, Ms. Bruch served as Senior Vice President and Chief Information Officer of Lucent Technologies, Inc., a global supplier of communications networking equipment. Prior to Lucent Technologies, Ms. Bruch served as Vice President and Chief Information Officer of Visteon Corporation, a supplier to the automotive industry. Since 2007, Ms. Bruch has served as a director of The Bank of New York Mellon Corporation and served as a director of Mellon Financial Corporation from 2003 to 2007.

Teledyne's Board and Nominating and Governance Committee have determined that Ms. Bruch is an "independent" member of our Board and meets the requirements of the New York Stock Exchange and the Securities and Exchange Commission to be a member of our Audit Committee.

As a director, Ms. Bruch will be entitled to receive an annual retainer fee, currently $80,000. For 2012, this retainer fee will be prorated for the amount of days remaining in year. Ms. Bruch will also be paid $1,500 for each Board and Committee meeting attended. Pursuant to administrative rules adopted under the Amended and Restated 2008 Incentive Award Plan, in lieu of cash annual retainer fees and cash Board and Committee meeting fees, Ms Bruch may elect to receive shares of our common stock and/or stock options or to defer compensation under the Teledyne Technologies Incorporated Executive Deferred Compensation Plan (including a phantom share fund); provided, however, that at least 25% of the annual retainer fee must be paid in the form of our common stock and/or options to acquire our common stock. It also provides for automatic stock option grants for 4,000 shares of our common stock at the end of each Annual Meeting of Stockholders. A non-employee director like Ms. Bruch that is first elected other than at an annual meeting will receive an automatic option grant for 2,000 shares of our common stock.

A press release dated July 27, 2012 announcing Ms. Bruch's appointment as a new member of Teledyne's Board of Directors is included as Exhibit 99.1 to this report.

(e) On July 24, 2012, the Personnel and Compensation Committee of the Board of Directors of Teledyne approved new annual base salaries for the following Teledyne's named executive officers set forth below, effective September 9, 2012.

Name                                      Position                         Base Salary
Robert Mehrabian       Chairman, President and Chief Executive
                       Officer                                            $     910,000
Dale A. Schnittjer     Senior Vice President and Chief Financial
                       Officer                                            $     416,625
Aldo Pichelli          President and Chief Operating Officer,
                       Instrumentation and Aerospace and Defense
                       Electronics Segments                               $     407,000
Rex D. Geveden         President, Engineered Systems Segment and
                       Teledyne Scientific & Imaging, LLC                 $     371,000

(d) Exhibits

Exhibit 99.1 Press Release announcing Ms. Bruch's appointment as a new member of Teledyne's Board of Directors dated July 27, 2012.