<PAGE>   1
                                     
                                                          File No. 33-

     As filed with the Securities and Exchange Commission on January 29, 1999.

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                 LTX Corporation
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>
<S>                                                    <C>

             Massachusetts                                 04-2594045  
--------------------------------------------------------------------------------
      (State or other jurisdiction                       (I.R.S. Employer
    of incorporation or organization)                   Identification No.)

University Avenue, Westwood, Massachusetts                    02090   
--------------------------------------------------------------------------------         
 (Address of Principal Executive Offices)                   (Zip Code)
</TABLE>


                       1993 Employees' Stock Purchase Plan
--------------------------------------------------------------------------------
                            (Full title of the plan)

                                David G. Tacelli
                      University Avenue, Westwood, MA 02090
--------------------------------------------------------------------------------
                     (Name and address of agent for service)

                                 (781) 461-1000
--------------------------------------------------------------------------------
          (Telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
================================================================================

                                    Proposed       Proposed
Title of                            maximum        maximum
securities           Amount         offering       aggregate      Amount of
to be                to be          price          offering       registration
registered           registered     per share*     price*         fee               
----------           ----------     ----------     ---------      ------------   
<S>                  <C>            <C>            <C>            <C>
Common Stock,        1,500,000      $4.03125       $6,046,875     $2,085.13
$.05 par value       Shares

================================================================================
</TABLE>

* This estimate is made pursuant to Rule 457(h) solely for the purpose of
determining the registration fee. It is not known how many shares will be
purchased under the Plan or at what price such shares will be purchased. The
above calculation is based on the offering of 1,500,000 shares at a purchase
price of $4.03125 per share, which is the average of the high and low prices of
the Company's Common Stock as reported by the National Association of Securities
Dealers Automated Quotation System on January 27, 1999.



<PAGE>   2


                                     PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 3:  INCORPORATION  OF DOCUMENTS BY REFERENCE

         The following documents are incorporated by reference in this
Registration Statement:

         (a) the undersigned registrant's Annual Report on Form 10-K for the
year ended July 31, 1998; (b) the registrant's Quarterly Report on Form 10-Q for
the quarter ended October 31, 1998; and (c) the description of the registrant's
Common Stock contained in a Registration Statement filed under the Securities
Exchange Act of 1934 (the "Exchange Act"), including any amendment or report
filed for the purpose of updating such description.

         All documents subsequently filed by the registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, shall be deemed
to be incorporated by reference in the Registration Statement and to be part
thereof from the date of filing of such documents.

ITEM 4:  DESCRIPTION OF SECURITIES

         Not Applicable

ITEM 5:  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not applicable.

ITEM 6:  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Chapter 156B of the Massachusetts General Laws, under which the Company
is organized, permits a Massachusetts corporation to adopt a provision in its
Articles of Organization eliminating or limiting the liability of a director to
the Company or its stockholders for monetary damages for breach of fiduciary
duty as a director, provided that such liability does not arise from certain
proscribed conduct (including intentional misconduct and breach of duty of
loyalty).

         On December 8, 1987, the stockholders approved an amendment to the
Company's Articles of Organization. The amendment to the Articles of
Organization, which became effective on April 8, 1988, is as follows:

         "No director shall be personally liable to the Company or any of its
stockholders for monetary damages for any breach of fiduciary duty as a director
notwithstanding any provision of law imposing such liability; provided, however,
that this provision shall not eliminate or limit the liability of a director for
(i) any breach of the director's duty of loyalty to the Company or its
stockholders, (ii) acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of law, (iii) authorizing
distributions to stockholders in violation of the Company's Articles of
Organization or which render the Company insolvent or bankrupt, and approving
loans to officers or directors of the Company which are not repaid and which
were not approved or ratified by a majority of disinterested directors or
stockholders, or (iv) any transaction from which the director derived an
improper personal benefit. No amendment to or repeal of this provision shall
apply to or have any effect on the liability or alleged liability of any
director of the Company for or with respect to any acts or omissions of such
director occurring prior to the effective date of such amendment."

         The By-laws of the registrant provide for indemnification of officers
and directors as follows:

         Section 6.5  Indemnification.

         (a) The Company shall indemnify each director and officer against all
judgments, fines, settlement payments and expenses, including reasonable
attorneys' fees, paid or incurred in connection with any claim, action, suit or
proceeding, civil or criminal, to which he may be made a party or with which he
may be threatened by reason of his being or having been a director or officer of
the Company, or, at its request, a director, officer, stockholder or member of
any other corporation, firm, association or other organization or by reason of
his serving or having served, at its request, in any capacity with respect to
any employee benefit plan, or by reason of any action or omission by him in such
capacity, whether or not he continues to be a director or officer at the time of
incurring such expenses or at the time the indemnification is made. No

                                      II-1

<PAGE>   3

indemnification shall be made hereunder (i) with respect to payments and
expenses incurred in relation to matters as to which he shall be finally
adjudged in such action, suit or proceeding not to have acted in good faith and
in the reasonable belief that his action was in the best interests of the
Company (or, to the extent that such matter relates to service with respect to
an employee benefit plan, in the best interest of the participants or
beneficiaries of such employee benefit plan), or (ii) otherwise prohibited by
law. The foregoing right of indemnification shall not be exclusive of other
rights to which any director or officer may otherwise be entitled and shall
inure to the benefit of the executor or administrator of such director or
officer. The Company may pay the expenses incurred by any such person in
defending a civil or criminal action, suit or proceeding in advance of the final
disposition of such action, suit or proceeding, upon receipt of an undertaking
by such person to repay such payment if it is determined that such person is not
entitled to indemnification hereunder.

         (b) The Board of Directors may, without stockholder approval, authorize
the Company to enter into agreements, including any amendments or modification
thereto, with any of its directors, officers or other persons described in
paragraph (a) above providing for indemnification of such persons to the maximum
extent permitted under applicable law and the Company's Articles of Organization
and By-laws.

         (c) No amendment to or repeal of this section shall have any adverse
effect on (i) the right of any director or officer under any agreement entered
into prior thereto, or (ii) the rights of any director or officer hereunder
relating to his service, for which he would otherwise be entitled to indemnity
hereunder, during any period prior to such amendment or repeal.

         The Company has a directors and officers liability policy that insures
the Company's directors and officers against certain liabilities which they may
incur as directors or officers of the Company.

ITEM 7:  EXEMPTION FROM REGISTRATION CLAIMED

         Not applicable

ITEM 8:  EXHIBITS

         The following exhibits are filed as part of this Registration
Statement:

         (4)      1993 Employees' Stock Purchase Plan

         (5)      Opinion and Consent of Joseph A. Hedal as to the legality of 
                  the securities being registered.

         (23)(A)  Consent of Arthur Andersen LLP.

         (23)(B)  Consent of Joseph A. Hedal - included in Exhibit 5.

         (24)     Power of Attorney (contained on the signature page).

ITEM 9:  UNDERTAKINGS

         1. The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered herein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         2. The undersigned registrant hereby undertakes:

            (a)  To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                 (i)   To include any  prospectus  required by Section 10(a)(3) 
of the Securities Act of 1933;

                 (ii)  To reflect in the prospectus any facts or events arising
after the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the aggregate,
represent a fundamental change in the information set forth in the registration
statement;

                                      II-2
<PAGE>   4


                 (iii) To include any material information with respect to the 
plan of distribution not previously disclosed in the registration statement or
any material change to such information in the registration statement;

            Provided, however, that paragraphs (a)(i) and (a)(ii) do not
apply if the information required to be included in a post-effective amendment
by those paragraphs is contained in periodic reports filed by the registrant
pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
that are incorporated by reference herein.

            (b) That, for the purpose of determining any liability under the 
Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered herein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

            (c) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         3. Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer of controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                      II-3

<PAGE>   5
                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Town of Westwood, and Commonwealth of Massachusetts on the
27th day of January, 1999.

                                       LTX Corporation

                                       By  /s/ Roger W. Blethen   
                                           -------------------------------------
                                           Roger W. Blethen
                                           President and Chief Executive Officer


         KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below hereby constitutes and appoints Roger W. Blethen his/her true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, for him/her and in his/her name, place and stead, in any and all
capacities, to sign any amendments or post-effective amendments to this
Registration Statement and to file the same with all exhibits thereto and other
documents in connection therewith with the Securities and Exchange Commission,
granting unto said attorney-in-fact and agent, full power and authority to do
and perform each and every act and thing requisite and necessary to be done in
and about the premises, as fully to all intents and purposes as he/she might or
could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent, or his/her substitute or substitutes, may do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.

<TABLE>
<CAPTION>

Signature                            Title                                   Date
---------                            -----                                   ----
<S>                                  <C>                                     <C>

/s/ Roger W. Blethen                 President and                           January 27, 1999
---------------------------          Chief Executive Officer                                                                     
Roger W. Blethen                     (Principal Executive Officer)


/s/ David G. Tacelli                 Vice President, Chief                   January 27, 1999
---------------------------          Financial Officer and                                                                     
David G. Tacelli                     Treasurer (Principal
                                     Financial Officer and
                                     Principal Accounting Officer)


/s/ Samuel Rubinovitz                Chairman of the Board                   January 27, 1999
---------------------------                                                                                      
Samuel Rubinovitz


/s/ Robert J. Boehlke                Director                                January 27, 1999
---------------------------                                                                             
Robert J. Boehlke


/s/ Jacques Bouyer                   Director                                January 27, 1999
---------------------------
Jacques Bouyer


/s/ Stephen M. Jennings              Director                                January 27, 1999
---------------------------                                                                             
Stephen M. Jennings


/s/ Roger J. Maggs                   Director                                January 27, 1999
---------------------------                                                                   
Roger J. Maggs


/s/ Robert E. Moore                  Director                                January 27, 1999
---------------------------                                                                             
Robert E. Moore
</TABLE>

                                      II-4



<PAGE>   6

                                  Exhibit Index

<TABLE>
<CAPTION>

Exhibit No.                         Description of Document
-----------                         -----------------------
<S>                 <C>                                
    4               1993 Employees' Stock Purchase Plan

    5               Opinion of Joseph A. Hedal

   23(A)            Consent of Arthur Andersen LLP

   23(B)            Consent of Joseph A. Hedal is contained in its opinion 
                    filed as Exhibit 5

   24               Power of Attorney (contained on the signature page)
</TABLE>


                                      II-5
[{"type": "S-8", "sequence": "1", "description": "LTX CORPORATION", "secsgml_size_bytes": 18823}]
{"company-data": {"conformed-name": "LTX CORP", "cik": "0000357020", "assigned-sic": "3825", "irs-number": "042594045", "state-of-incorporation": "MA", "fiscal-year-end": "0731"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-71455", "film-number": "99517117"}, "business-address": {"street1": "LTX PARK AT UNIVERSITY AVE", "city": "WESTWOOD", "state": "MA", "zip": "02090", "phone": "7814611000"}, "mail-address": {"street1": "LTX PARK AT UNIVERSITY AVENUE", "city": "WESTWOOD", "state": "MA", "zip": "02090"}}
1
                                     
                                                          File No. 33-

     As filed with the Securities and Exchange Commission on January 29, 1999.

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                 LTX Corporation
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
Massachusetts                                 04-2594045  
--------------------------------------------------------------------------------
      (State or other jurisdiction                       (I.R.S. Employer
    of incorporation or organization)                   Identification No.)

University Avenue, Westwood, Massachusetts                    02090   
--------------------------------------------------------------------------------         
 (Address of Principal Executive Offices)                   (Zip Code)
1993 Employees' Stock Purchase Plan
--------------------------------------------------------------------------------
                            (Full title of the plan)

                                David G. Tacelli
                      University Avenue, Westwood, MA 02090
--------------------------------------------------------------------------------
                     (Name and address of agent for service)

                                 (781) 461-1000
--------------------------------------------------------------------------------
          (Telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
================================================================================

                                    Proposed       Proposed
Title of                            maximum        maximum
securities           Amount         offering       aggregate      Amount of
to be                to be          price          offering       registration
registered           registered     per share*     price*         fee               
----------           ----------     ----------     ---------      ------------
Common Stock,        1,500,000      $4.03125       $6,046,875     $2,085.13
$.05 par value       Shares

================================================================================
* This estimate is made pursuant to Rule 457(h) solely for the purpose of
determining the registration fee. It is not known how many shares will be
purchased under the Plan or at what price such shares will be purchased. The
above calculation is based on the offering of 1,500,000 shares at a purchase
price of $4.03125 per share, which is the average of the high and low prices of
the Company's Common Stock as reported by the National Association of Securities
Dealers Automated Quotation System on January 27, 1999.
2

                                     PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 3:  INCORPORATION  OF DOCUMENTS BY REFERENCE

         The following documents are incorporated by reference in this
Registration Statement:

         (a) the undersigned registrant's Annual Report on Form 10-K for the
year ended July 31, 1998; (b) the registrant's Quarterly Report on Form 10-Q for
the quarter ended October 31, 1998; and (c) the description of the registrant's
Common Stock contained in a Registration Statement filed under the Securities
Exchange Act of 1934 (the "Exchange Act"), including any amendment or report
filed for the purpose of updating such description.

         All documents subsequently filed by the registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, shall be deemed
to be incorporated by reference in the Registration Statement and to be part
thereof from the date of filing of such documents.

ITEM 4:  DESCRIPTION OF SECURITIES

         Not Applicable

ITEM 5:  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not applicable.

ITEM 6:  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Chapter 156B of the Massachusetts General Laws, under which the Company
is organized, permits a Massachusetts corporation to adopt a provision in its
Articles of Organization eliminating or limiting the liability of a director to
the Company or its stockholders for monetary damages for breach of fiduciary
duty as a director, provided that such liability does not arise from certain
proscribed conduct (including intentional misconduct and breach of duty of
loyalty).

         On December 8, 1987, the stockholders approved an amendment to the
Company's Articles of Organization. The amendment to the Articles of
Organization, which became effective on April 8, 1988, is as follows:

         "No director shall be personally liable to the Company or any of its
stockholders for monetary damages for any breach of fiduciary duty as a director
notwithstanding any provision of law imposing such liability; provided, however,
that this provision shall not eliminate or limit the liability of a director for
(i) any breach of the director's duty of loyalty to the Company or its
stockholders, (ii) acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of law, (iii) authorizing
distributions to stockholders in violation of the Company's Articles of
Organization or which render the Company insolvent or bankrupt, and approving
loans to officers or directors of the Company which are not repaid and which
were not approved or ratified by a majority of disinterested directors or
stockholders, or (iv) any transaction from which the director derived an
improper personal benefit. No amendment to or repeal of this provision shall
apply to or have any effect on the liability or alleged liability of any
director of the Company for or with respect to any acts or omissions of such
director occurring prior to the effective date of such amendment."

         The By-laws of the registrant provide for indemnification of officers
and directors as follows:

         Section 6.5  Indemnification.

         (a) The Company shall indemnify each director and officer against all
judgments, fines, settlement payments and expenses, including reasonable
attorneys' fees, paid or incurred in connection with any claim, action, suit or
proceeding, civil or criminal, to which he may be made a party or with which he
may be threatened by reason of his being or having been a director or officer of
the Company, or, at its request, a director, officer, stockholder or member of
any other corporation, firm, association or other organization or by reason of
his serving or having served, at its request, in any capacity with respect to
any employee benefit plan, or by reason of any action or omission by him in such
capacity, whether or not he continues to be a director or officer at the time of
incurring such expenses or at the time the indemnification is made. No

                                      II-1
3

indemnification shall be made hereunder (i) with respect to payments and
expenses incurred in relation to matters as to which he shall be finally
adjudged in such action, suit or proceeding not to have acted in good faith and
in the reasonable belief that his action was in the best interests of the
Company (or, to the extent that such matter relates to service with respect to
an employee benefit plan, in the best interest of the participants or
beneficiaries of such employee benefit plan), or (ii) otherwise prohibited by
law. The foregoing right of indemnification shall not be exclusive of other
rights to which any director or officer may otherwise be entitled and shall
inure to the benefit of the executor or administrator of such director or
officer. The Company may pay the expenses incurred by any such person in
defending a civil or criminal action, suit or proceeding in advance of the final
disposition of such action, suit or proceeding, upon receipt of an undertaking
by such person to repay such payment if it is determined that such person is not
entitled to indemnification hereunder.

         (b) The Board of Directors may, without stockholder approval, authorize
the Company to enter into agreements, including any amendments or modification
thereto, with any of its directors, officers or other persons described in
paragraph (a) above providing for indemnification of such persons to the maximum
extent permitted under applicable law and the Company's Articles of Organization
and By-laws.

         (c) No amendment to or repeal of this section shall have any adverse
effect on (i) the right of any director or officer under any agreement entered
into prior thereto, or (ii) the rights of any director or officer hereunder
relating to his service, for which he would otherwise be entitled to indemnity
hereunder, during any period prior to such amendment or repeal.

         The Company has a directors and officers liability policy that insures
the Company's directors and officers against certain liabilities which they may
incur as directors or officers of the Company.

ITEM 7:  EXEMPTION FROM REGISTRATION CLAIMED

         Not applicable

ITEM 8:  EXHIBITS

         The following exhibits are filed as part of this Registration
Statement:

         (4)      1993 Employees' Stock Purchase Plan

         (5)      Opinion and Consent of Joseph A. Hedal as to the legality of 
                  the securities being registered.

         (23)(A)  Consent of Arthur Andersen LLP.

         (23)(B)  Consent of Joseph A. Hedal - included in Exhibit 5.

         (24)     Power of Attorney (contained on the signature page).

ITEM 9:  UNDERTAKINGS

         1. The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered herein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         2. The undersigned registrant hereby undertakes:

            (a)  To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                 (i)   To include any  prospectus  required by Section 10(a)(3) 
of the Securities Act of 1933;

                 (ii)  To reflect in the prospectus any facts or events arising
after the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the aggregate,
represent a fundamental change in the information set forth in the registration
statement;

                                      II-2
4

                 (iii) To include any material information with respect to the 
plan of distribution not previously disclosed in the registration statement or
any material change to such information in the registration statement;

            Provided, however, that paragraphs (a)(i) and (a)(ii) do not
apply if the information required to be included in a post-effective amendment
by those paragraphs is contained in periodic reports filed by the registrant
pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
that are incorporated by reference herein.

            (b) That, for the purpose of determining any liability under the 
Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered herein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

            (c) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         3. Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer of controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                      II-3
5
                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Town of Westwood, and Commonwealth of Massachusetts on the
27th day of January, 1999.

                                       LTX Corporation

                                       By  /s/ Roger W. Blethen   
                                           -------------------------------------
                                           Roger W. Blethen
                                           President and Chief Executive Officer

         KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below hereby constitutes and appoints Roger W. Blethen his/her true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, for him/her and in his/her name, place and stead, in any and all
capacities, to sign any amendments or post-effective amendments to this
Registration Statement and to file the same with all exhibits thereto and other
documents in connection therewith with the Securities and Exchange Commission,
granting unto said attorney-in-fact and agent, full power and authority to do
and perform each and every act and thing requisite and necessary to be done in
and about the premises, as fully to all intents and purposes as he/she might or
could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent, or his/her substitute or substitutes, may do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
Signature                            Title                                   Date
---------                            -----                                   ----
/s/ Roger W. Blethen                 President and                           January 27, 1999
---------------------------          Chief Executive Officer                                                                     
Roger W. Blethen                     (Principal Executive Officer)

/s/ David G. Tacelli                 Vice President, Chief                   January 27, 1999
---------------------------          Financial Officer and                                                                     
David G. Tacelli                     Treasurer (Principal
                                     Financial Officer and
                                     Principal Accounting Officer)

/s/ Samuel Rubinovitz                Chairman of the Board                   January 27, 1999
---------------------------                                                                                      
Samuel Rubinovitz

/s/ Robert J. Boehlke                Director                                January 27, 1999
---------------------------                                                                             
Robert J. Boehlke

/s/ Jacques Bouyer                   Director                                January 27, 1999
---------------------------
Jacques Bouyer

/s/ Stephen M. Jennings              Director                                January 27, 1999
---------------------------                                                                             
Stephen M. Jennings

/s/ Roger J. Maggs                   Director                                January 27, 1999
---------------------------                                                                   
Roger J. Maggs

/s/ Robert E. Moore                  Director                                January 27, 1999
---------------------------                                                                             
Robert E. Moore
II-4
6

                                  Exhibit Index
Exhibit No.                         Description of Document
-----------                         -----------------------
4               1993 Employees' Stock Purchase Plan

    5               Opinion of Joseph A. Hedal

   23(A)            Consent of Arthur Andersen LLP

   23(B)            Consent of Joseph A. Hedal is contained in its opinion 
                    filed as Exhibit 5

   24               Power of Attorney (contained on the signature page)
II-5