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

FORM 11-K

(MARK ONE)

x	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
	FOR THE CALENDAR YEAR ENDED DECEMBER 31, 2012.

OR

o	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
	FOR THE TRANSITION PERIOD FROM                   TO

COMMISSION FILE NUMBER: 001-15405

A.	FULL TITLE OF THE PLAN AND THE ADDRESS OF THE PLAN, IF DIFFERENT FROM THAT OF THE ISSUER NAMED BELOW:

AGILENT TECHNOLOGIES, INC. 401(K) PLAN

B.	NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE:

AGILENT TECHNOLOGIES, INC.
5301 STEVENS CREEK BOULEVARD
SANTA CLARA, CALIFORNIA 95051

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Table of Contents
			PAGE
REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS			1
FINANCIAL STATEMENTS
	Statements of net assets available for benefits		3
	Statements of changes in net assets available for benefits		4
	Notes to financial statements		5
SUPPLEMENTAL SCHEDULES REQUIRED BY THE DEPARTMENT OF LABOR
	Schedule H, line 4(a) – Schedule of delinquent participant contributions		15
	Schedule H, line 4(i) – Schedule of assets (held at end of year)		16

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Participants and
Plan Administrator of the
Agilent Technologies, Inc. 401(k) Plan

We have audited the financial statements of the Agilent Technologies, Inc. 401(k) Plan (the Plan) as of December 31, 2012, and for the year then ended, as listed in the accompanying table of contents. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Plan’s management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2012, and the changes in net assets available for benefits for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules, as listed in the accompanying table of contents, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, as amended. These supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/Moss Adams LLP

Campbell, California
June 24, 2013

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Participants and
Plan Administrator of the
Agilent Technologies, Inc. 401(k) Plan

We have audited the financial statements of the Agilent Technologies, Inc. 401(k) Plan (the Plan) as of December 31, 2011, and for the year then ended, as listed in the accompanying table of contents. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Plan’s management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2011, and the changes in net assets available for benefits for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/Mohler, Nixon & Williams
MOHLER, NIXON & WILLIAMS
Accountancy Corporation

Campbell, California
June 21, 2012

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS (in thousands)

		December 31,
		2012				2011
Assets:
Investments, at fair value		$	1,961,599			$	1,753,021
Receivables:
Notes receivable from participants			15,308				13,106
Receivable from broker for securities sold			3,174				309
Total receivables			18,482				13,415
Total assets			1,980,081				1,766,436
Liabilities:
Accrued fees payable			94				83
Payable to broker for securities purchased			4,147				476
Total liabilities			4,241				559
Net assets at fair value			1,975,840				1,765,877
Adjustment from fair value to contract value               for fully benefit-responsive investment contracts			(12,181	)			(8,811	)
Net assets available for benefits		$	1,963,659			$	1,757,066

See accompanying notes.

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (in thousands)

		Years ended December 31,
		2012			2011
Additions (deductions) to net assets attributed to:
Investment and other income:
Dividends and interest		$	44,776		$	35,770
Net realized and unrealized appreciation                      (depreciation) in fair value of investments			182,490			(62,994	)
			227,266			(27,224	)
Contributions:
Participants'			69,064			70,416
Employer's			24,842			24,143
			93,906			94,559
Total additions			321,172			67,335
Deductions from net assets attributed to        withdrawals and distributions			114,579			117,301
Net increase (decrease) prior to transfers			206,593			(49,966	)
Transfer of assets to the Plan			-			149,530
Net increase in net assets			206,593			99,564
Net assets available for benefits:
Beginning of year			1,757,066			1,657,502
End of year		$	1,963,659		$	1,757,066

See accompanying notes.

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NOTE 1 - THE PLAN AND ITS SIGNIFICANT ACCOUNTING POLICIES

General – The following description of the Agilent Technologies, Inc. 401(k) Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

The Plan is a defined contribution plan that was established in 2000 by Agilent Technologies, Inc. (the Company) to provide benefits to eligible employees, as defined in the Plan document. The Plan administrator believes that the Plan is currently designed and operated in compliance with the applicable requirements of the Internal Revenue Code of 1986 (the Code), as amended, and the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended. The Company intends that the Plan be qualified pursuant to Sections 401(a) and 401(k) of the Code.

In June 2012, the Company acquired Dako, a cancer diagnostics company. This acquisition has no effect on the Plan in 2012.

Administration – The Board of Directors of the Company has appointed a Benefits Committee (the Committee) with certain authority to manage the policy, design and administration of the Plan. The Company has contracted with Fidelity Management Trust Company (Fidelity) to act as the trustee and an affiliate of Fidelity to process and maintain the records of participant data. Substantially all expenses incurred for administering the Plan are paid by the Company.

Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Basis of accounting – The financial statements of the Plan are prepared on the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America.

Investments valuation and income recognition – Investments of the Plan are held by Fidelity, as trustee, and invested based solely upon instructions received from participants.

The Plan’s investments are stated at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. See Note 3 for discussion of fair value measurements.

Purchases and sales of securities are recorded on a trade date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) includes the Plan’s gains and losses on investments bought or sold as well as held during the year.

Investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount the participants would receive if they were to initiate permitted transactions under the terms of the Plan. The statements of net assets available for benefits present the fair value of the investment contracts as well as the adjustment to fully benefit-responsive investment contracts from fair value to contract value. The statements of changes in net assets available for benefits are prepared on a contract value basis.

Notes receivable from participants – Notes receivable from participants (notes receivable) are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent notes receivable are reclassified as distributions based upon the terms of the Plan document.

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Income taxes - The Plan has been amended since receiving its latest favorable determination letter dated June 11, 2009. The Company believes that the Plan is operated in accordance with, and qualifies under, the applicable requirements of the Code and related state statutes, and that the trust, which forms a part of the Plan, is exempt from federal income and state franchise taxes.

The Internal Revenue Service (IRS) has created a five-year determination letter submission cycle for individually-designed plans such as the Agilent Plan. Under this scheme, the Company is required to submit an application for a favorable determination letter once every five years. The Company has filed its most recent request for a determination letter for the Plan with the IRS in January 2013. The letter has been acknowledged as received by the IRS on March 4, 2013 and is currently under review.

Accounting principles generally accepted in the United States of America require Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. No uncertain positions have been identified that would require recognition of a liability (or asset) or disclosure in the financial statements as of December 31, 2012. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan administrator believes the Plan is no longer subject to income tax examinations for years prior to 2009.

Risks and uncertainties – The Plan provides for various investment options in any combination of investment securities offered by the Plan, including the Company’s common stock. Investment securities are exposed to various risks, such as interest rate, market fluctuations and credit risks. Due to the risk associated with certain investment securities, it is at least reasonably possible that changes in market values, interest rates or other factors in the near term would materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits.

Recent accounting pronouncements – In May 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2011-04, Fair Value Measurement (Topic 820) - Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. ASU No. 2011-04 requires information about all transfers between levels 1 and 2, not just significant transfers, disclosure of valuation techniques for level 2 and level 3 measurements, and for level 3 measurements requires disclosure of valuation processes used by the reporting entity and quantitative information about significant unobservable inputs, as well as additional disclosure for level 3 measurements regarding the sensitivity of fair value to changes in unobservable inputs and any interrelationships between those inputs. It also requires disclosure of the categorization by level for items that are not measured at fair value in the statement of net assets available for benefits but are disclosed at fair value. The new guidance is effective for reporting periods beginning after December 15, 2011. The Plan adopted the new disclosure requirements effective January 1, 2012 (Note 3).

Subsequent events – The Plan has evaluated subsequent events through June 24, 2013, which is the date the financial statements were available to be issued.

NOTE 2 - STABLE VALUE FUND

Stable Value Fund – The Stable Value Fund’s objective is to protect principal while providing a higher rate of return than shorter maturity investments, such as money market funds or certificates of deposit. To achieve this, the Stable Value Fund invests in instruments which are not expected to experience significant price fluctuation in most economic or interest rate environments. However, there is no assurance that this objective can be achieved.

The Plan’s Stable Value Fund is composed primarily of investments in bank collective funds and synthetic investment contracts (synthetic GICs) and a traditional investment contract (traditional GIC). Since the Stable Value Fund is fully benefit-responsive, contract value is the relevant measurement attribute for that portion of the net assets available for benefits attributable to the investments included in the Stable Value Fund. Contract value represents contributions made plus interest accrued at the contract rate, less withdrawals. Traditional GICs are issued by insurance companies and typically pay a guaranteed fixed or floating rate of interest over the life of the contract with a repayment of principal at maturity. A Synthetic GIC is similar to a Traditional GIC but has unbundled the insurance and investment components of the Traditional GIC. Synthetic GICs consist of various contracts with banks or other institutions which provide for fully benefit responsive withdrawals and transfers by Plan participants in the Stable Value Fund at contract value. The fund requires 30 days advance written notice prior to redemption at the Plan level.

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The Plan’s GICs consist of the following (in thousands):

As of December 31, 2012:

Carrier Name		Major credit ratings		Year-end contract value			Investments at fair value (1)			Investment contracts at fair value			Adjustments to contract value (2)
Traditional GIC
Jackson National Life Insurance		AA/A1/AA		$	4,664					$	4,744		$	(80	)
Synthetic GICs
Monumental Life Insurance Co.		AA-/A1/AA-		$	79,853		$	84,526			59		$	(4,732	)
Natixis Financial Products Inc.		A/A2/A+			67,712			72,110						(4,398	)
RGA Reinsurance Co.		AA-/A1/A+			70,638			73,609						(2,971	)
Total				$	222,867		$	230,245		$	4,803		$	(12,181	)

____________________
 

(1)		Note: Total year-end contract value and investments at fair value do not include assets held in cash, which are $18,649,000 as of December 31, 2012.
(2)		Adjustments from fair value to contract value for fully benefit-responsive investment contracts.

As of December 31, 2011:

Carrier Name		Major credit ratings		Year-end contract value			Investments at fair value (1)			Investment contracts at fair value			Adjustments to contract value (2)
Synthetic GICs
Bank of America, N.A.		A/A2/A		$	29,533		$	30,713			46		$	(1,225	)
Natixis Financial Products Inc.		A+/Aa3/A+			65,616			68,719						(3,103	)
JPMorgan Chase Bank		A+/Aa1/AA-			29,561			30,740			173			(1,352	)
Monumental Life Insurance Co.		AA-/A1/AA-			65,587			68,695			23			(3,131	)
Total				$	190,297		$	198,867		$	242		$	(8,811	)

____________________
 

(1)		Note: Total year-end contract value and investments at fair value do not include assets held in cash, which are $42,887,000 as of December 31, 2011.
(2)		Adjustments from fair value to contract value for fully benefit-responsive investment contracts.

There are no reserves against contract value for credit risk of the contract issuer or otherwise. The crediting interest rate is based on a formula agreed upon with the contract issuer, but it may not be less than zero. Such interest rates are reviewed on a periodic basis for resetting. The relationship of future crediting rates and the adjustment to contract value reported on the statements of net assets available for benefits is provided through the mechanism of the crediting rate formula. The difference between the contract value and the fair value of the investments of each contract is periodically amortized into each contract’s crediting rate. The amortization factor is calculated by dividing the difference between the fair value of the investment and the contract value of the duration of the bond portfolio covered by the investment contract.

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The average yields on the fund are as follows for the years ended December 31:

The key factors that could influence future interest crediting rates include, but are not limited to: (1) the Plan’s cash flows, (2) changes in interest rates, (3) total return performance of the fair market value bond strategies underlying each synthetic GIC contract, (4) default or credit failures of any of the securities, investment contracts or other investments held in the fund or (5) the initiation of an extended termination of one or more of the synthetic GIC contracts by the contract issuer.

Certain employer initiated events or other external events not initiated by Plan participants will limit the ability of the Plan to transact at contract value with the issuer. Such events include but are not limited to, the following: (1) the Plan’s failure to qualify under the Internal Revenue Code of 1986, as amended, (2) amendments to the Plan documents (including complete or partial Plan termination or merger with another plan), (3) changes to the Plan’s prohibition on competing investment options or establishment of a competing plan by the Plan sponsor, (4) bankruptcy of the Plan sponsor or other Plan sponsor events (for example, divestitures or spin-offs of a subsidiary) that cause a significant withdrawal from the Plan or (5) events resulting in a material and adverse financial impact on the contract issuer, including changes in the tax code, laws or regulations. The Plan administrator does not believe that the occurrence of any such value event, which would limit the Plan’s ability to transact at contract value with participants, is probable.

The synthetic GICs do not permit the contract issuer to terminate the agreement prior to the scheduled maturity date unless there is a breach in contract which is not corrected within the specified cure period.

NOTE 3 - FAIR VALUE MEASUREMENTS

The fair value measurements standard establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under the standard are described below:

Basis of fair value measurement

Level 1 - Unadjusted quoted prices for identical assets in active markets that the Plan has the ability to access.

Level 2 - Quoted prices for similar assets in active markets; quoted prices for identical or similar assets in inactive markets; inputs other than quoted prices that are observable for the asset; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability.

Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs.

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Following is a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies used at December 31, 2012 and 2011.

Bank collective funds: Investments are stated at fair value determined as of the close of regular trading. The index funds and U.S. government securities are valued at the net asset value (NAV) of units held as determined by the trustee. The NAV is based on the fair value of the underlying investments held by the fund less its liabilities. The guaranteed investment contracts are valued at fair value by the insurance company by discounting the related cash flows based on current yields of similar instruments with comparable durations considering the credit worthiness of the issuer (see Note 2).

Wrapper contracts: Valued using replacement cost methodology.

Collective trust fund: Valued at the NAV of units held of a bank collective trust. The NAV is based on the fair value of the underlying investments held by the fund less its liabilities.

Mutual funds and money market funds: Valued at the NAV of shares held by the Plan at year end.

Common stocks and employer stock: Valued at the closing price reported on the active market on which the individual securities are traded.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

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The following tables set forth by level within the fair value hierarchy, the Plan’s assets at fair value, as of December 31, 2012 and 2011.

Investment Assets at Fair Value as of December 31, 2012

(in thousands)

Description		Level 1			Level 2			Level 3			Total
Mutual funds:
Index funds		$	316,885								$	316,885
Balanced funds			239,792									239,792
Growth funds			592,122									592,122
Fixed income			201,482									201,482
Other funds			6,466									6,466
Total mutual funds			1,356,747									1,356,747
Common stocks:
Industrial			3,210									3,210
Telecommunications			536									536
Consumer			7,058									7,058
Financial institutions			4,849									4,849
Energy			4,414									4,414
Media			2,388									2,388
Pharmaceuticals			2,734									2,734
Technology			3,397									3,397
Other			1,106									1,106
Total common stocks			29,692									29,692
Bank collective funds:
Index funds					$	178,000						178,000
U.S. government securities						60,200						60,200
Guaranteed investment contract						230,245						230,245
Wrapper contracts								$	4,803			4,803
Total bank collective funds						468,445			4,803			473,248
Collective trust fund						30,489						30,489
Employer stock			51,016									51,016
Money market funds			20,407									20,407
Total assets at fair value		$	1,457,862		$	498,934		$	4,803		$	1,961,599

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Investment Assets at Fair Value as of December 31, 2011

(in thousands)

Description		Level 1			Level 2			Level 3			Total
Mutual funds:
Index funds		$	271,836								$	271,836
Balanced funds			191,071									191,071
Growth funds			568,015									568,015
Fixed income			175,137									175,137
Other funds			5,530									5,530
Total mutual funds			1,211,589									1,211,589
Common stocks:
Industrial			1,906									1,906
Telecommunications			847									847
Consumer			6,754									6,754
Financial institutions			2,742									2,742
Energy			4,889									4,889
Media			1,548									1,548
Pharmaceuticals			3,141									3,141
Technology			3,627									3,627
Other			1,050									1,050
Total common stocks			26,504									26,504
Bank collective funds:
Index funds					$	134,975						134,975
U.S. government securities						45,790						45,790
Guaranteed investment contract						198,867						198,867
Wrapper contracts								$	242			242
Total bank collective funds						379,632			242			379,874
Collective trust fund						25,515						25,515
Employer stock			65,611									65,611
Money market funds			43,928									43,928
Total assets at fair value		$	1,347,632		$	405,147		$	242		$	1,753,021

NOTE 4 - RELATED PARTY TRANSACTIONS

Certain Plan investments are managed by an affiliate of Fidelity, the trustee of the Plan. Any purchases and sales of these funds are performed in the open market at fair value. Such transactions, while considered party-in-interest transactions under ERISA regulations, are permitted under the provisions of the Plan and are specifically exempt from the prohibition of party-in-interest transactions under ERISA.

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As allowed by the Plan, participants may elect to invest a portion of their accounts in the Agilent Technologies Stock Fund (the Fund), which is primarily invested in shares of Company common stock. Investments in the Fund are at the direction of the Plan participants. Participants are not permitted to allocate more than 25% of their total contributions, including Company matching contributions, to the Fund and the maximum amount of the participant’s account balance that can be allocated to the Fund is limited to 25% of the participant’s account. Effective as of December 28, 2012, the Plan was amended to provide that if a participant’s total investment in the Fund is greater than 25% of the participant’s total Plan account balance, the amount in excess of the limit must be transferred to a different investment option available under the Plan. If an affected participant did not make an alternative investment election, the amount in excess of the limit was transferred to the Plan’s default investment option. The same process will take place at the end of the 2013 and 2014 Plan years. The shares of Company common stock are traded in the open market.

The number of shares of the Company common stock in the Fund was 1,246,120 and 1,878,354 as of December 31, 2012 and 2011, respectively. The fair value of the Company common stock included in the Fund was approximately $51,016,000 and $65,611,000 at December 31, 2012 and 2011, respectively. The Fund assigns units of participation to those participants with account balances in the Fund. The total number of units in the Fund at December 31, 2012 and 2011 was 1,693,270 and 2,558,749, respectively, and the net unit value was $30.37 and $25.91, respectively, at these dates. The Fund is comprised primarily of Company common stock purchased on the open market. The Fund also includes a minor investment in the Fidelity Institutional Money Market Fund.

In January 2012, the Company approved the initiation of a quarterly cash dividend to Company shareholders. As a result, the Company determined that it was desirable to convert the Fund to an Employee Stock Ownership Plan component under the 401(k) Plan (the “ESOP”). The Company’s Compensation Committee approved the ESOP conversion in March 2012 and the Benefits Committee approved it in June 2012. Effective June 27, 2012, the Plan was amended to adopt the ESOP conversion. Under the terms of the ESOP, participants may elect to either receive any dividends in cash or reinvest the dividends into the Fund.

NOTE 5 - PARTICIPATION AND BENEFITS

Eligibility – Employees who are eligible to participate in the Plan include those employees of the Company and its designated domestic subsidiaries who are on the U.S. dollar payroll and who are employed as regular full-time or regular part-time employees of the Company. There is no waiting period for eligibility.

Participant contributions – Upon initially becoming an eligible employee, a participant is deemed to have elected a 3% pre-tax deferral effective on the first day of commencement of participation, unless that employee makes a change to that election in the manner prescribed by the Plan. Participating employees can elect to have the Company contribute up to 50% of their eligible pre-tax or after-tax compensation, not to exceed the amount allowable under the Plan document and current income tax regulations. Participants who elect to have the Company contribute a portion of their compensation to the Plan agree to accept an equivalent reduction in taxable or taxed compensation. Contributions withheld are invested in accordance with the participant’s direction. The Plan also allows eligible participants to make a catch-up contribution up to the maximum allowed under current income tax regulations.

Participants are also allowed to make rollover contributions of eligible distributions received from other tax-qualified employer-sponsored retirement plans. Such contributions are deposited in the appropriate investment funds in accordance with the participant’s direction and the Plan’s provisions.

Employer contributions – The Company makes matching contributions as required by the Plan document. In 2012 and 2011, the Company matched 100% of the employee’s salary deferral for the first 3% of employee’s eligible pre-tax or taxed compensation, and 50% of their salary deferral for the next 2% of their eligible pre-tax or taxed compensation. The Company matching contribution is deposited into the individual employee’s Plan account after the end of each pay period.

Both employee deferrals and Company contributions in 2012 and 2011 have been made in cash for all funds; however, Company contributions may be made in either cash or common stock of the Company. No Company contributions have been made in the form of common stock of the Company in 2012 and 2011.

Vesting – Participants are 100% vested in their salary deferrals of eligible pre-taxed or taxed compensation, rollover contributions, and Company matching contributions, subject to the terms of the Plan.

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Participant accounts – Each participant’s account is credited with the participant’s salary deferrals of eligible pre-taxed or taxed compensation, Plan earnings or losses and an allocation of the Company’s matching contribution. Allocation of the Company’s matching contribution is based on participant salary deferrals of eligible pre-taxed or taxed compensation, as defined in the Plan.

Participants can transfer their invested funds among the available investment options and/or change the investment of their future contributions as often as desired. These transfers and changes must be made in whole percent increments. Initial contributions for new hires are automatically invested in the retirement age-appropriate Vanguard Target Retirement Fund, the fund designated as the Plan default fund until the participant makes a change to that investment election.

Payment of benefits – Upon termination of employment, the participants or beneficiaries may elect to leave their account balance in the Plan, or receive their total benefits in a lump sum amount equal to the value of the participant’s interest in their account, in the form of rollovers or payments in cash and Company stock. The Plan allows for automatic lump sum distribution of participant account balances that do not exceed $1,000.

Notes receivable from participant – The Plan allows participants to borrow not less than $1,000 and up to the lesser of $50,000 or 50% of their account balance. The notes receivable are secured by the participant’s balance. Such notes receivable bear interest at a rate fixed at the time of the loan at the prime rate plus one-half percent and must be repaid to the Plan between one year and four years. Generally, notes receivable are repaid semi-monthly via automatic payroll deduction. The Plan allows terminated participants to electronically continue to repay their notes receivable after termination of employment. The specific terms and conditions of such notes receivable are established by the Committee. Outstanding notes receivable at December 31, 2012 carry interest rates ranging from 3.75% to 9.25%.

NOTE 6 - MERGERS & TRANSFERS

On February 28, 2011, the Varian, Inc. Retirement Plan was merged into the Plan and assets totaling approximately $150 million were transferred from the Varian, Inc. Retirement Plan into the Plan.

NOTE 7 - INVESTMENTS

The following table is a summary of the fair values of investments and investment funds that represent 5% or more of the Plan’s net assets at December 31 (in thousands):

*Less than 5% of the Plan’s net assets at year end

The Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year appreciated (depreciated) in value as follows for the years ended December 31 (in thousands):

13

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NOTE 8 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500

The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500 (in thousands):

As described in Note 1, fully benefit-responsive investment contracts are reported at fair value in the Form 5500 and are reported at contract value in the financial statements.

The following is a reconciliation of the affected components of the changes in net assets available for benefits per the financial statements to the Form 5500 (in thousands) for the year ended December 31, 2012:

NOTE 9 - PLAN TERMINATION OR MODIFICATION

The Company intends to continue the Plan indefinitely for the benefit of its participants; however, it reserves the right to terminate or modify the Plan at any time by resolution of its Board of Directors and subject to the provisions of ERISA.

14

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AGILENT TECHNOLOGIES, INC.		EIN: 77-0518772
401(k) PLAN		PLAN #003
SCHEDULE H, LINE 4a - SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
YEAR ENDED DECEMBER 31, 2012

			Totals that constitute nonexempt prohibited transactions
										Corrected in
Participant								Contributions		accordance with
contributions					Contributions			pending		the principles of
transferred late			Contributions		corrected			correction		VFCP and PTE
to Plan			not corrected		outside VFCP			in VFCP		2002-51
$	2,477				$	2,477				$	2,477

15

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AGILENT TECHNOLOGIES, INC.		EIN: 77-0518772
401(k) PLAN		PLAN #003
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2012

Identity of issue, borrower,				Description of investment including maturity date,		Current
lessor or similar party				rate of interest, collateral, par or maturity value		value
		Stable Value Fund Holdings:
*		Money Market		Money market		$	18,648,767
		Pyramid Intermediate Fixed Income Fund		Bank Collective Fund			38,012,719
		Pyramid Intermediate Managed Maturing Fund		Bank Collective Fund			35,597,150
		Pyramid Short Managed Maturing Fund		Bank Collective Fund			156,635,528
		Total bank collective funds					230,245,397
		Jackson National Life Insurance		Wrapper Contracts			4,743,523
		Monumental Life Insurance Co		Wrapper Contracts			59,029
		Total investment contracts at fair value					4,802,552
		Total fair value of underlying assets of Stable Value Fund					253,696,716
		BlackRock US Debt Index Fund		Bank Collective Fund			77,459,122
		BlackRock ACWI Ex US Non-Lending Index		Bank Collective Fund			100,541,204
		State Street Global Advisors TIPS Fund		Bank Collective Fund			60,200,129
		Harbor Capital Appreciation Fund		Mutual Fund			148,070,673
		Templeton Foreign Fund A		Mutual Fund			81,722,224
		PIMCO Total Return Fund		Mutual Fund			201,481,621
		Domini Social Equity Fund		Mutual Fund			6,466,275
		Small Cap Core - Goldman Sachs		Mutual Fund			31,197,717
		Small Cap Core - Copper Rock Small Cap Growth		Collective Trust Fund			30,488,508
		Money Market		Money Market			47,213
*		Fidelity Institutional Money Market Fund		Money Market			797,227
*		Agilent Technologies, Inc. common stock		Common Stock			51,016,153
*		Fidelity Contrafund		Mutual Fund			210,059,506
*		Fidelity Low-Priced Stock Fund		Mutual Fund			121,071,830
		Vanguard Extended Market Index Fund		Mutual Fund			88,662,549
		Vanguard Institutional Index Plus Fund		Mutual Fund			228,222,370
		Vanguard Target Retirement Income Fund		Mutual Fund			10,534,968
		Vanguard Target Retirement 2010 Fund		Mutual Fund			16,594,586
		Vanguard Target Retirement 2015 Fund		Mutual Fund			34,427,692
		Vanguard Target Retirement 2020 Fund		Mutual Fund			49,506,375
		Vanguard Target Retirement 2025 Fund		Mutual Fund			45,046,674
		Vanguard Target Retirement 2030 Fund		Mutual Fund			27,589,501
		Vanguard Target Retirement 2035 Fund		Mutual Fund			22,517,931
		Vanguard Target Retirement 2040 Fund		Mutual Fund			18,774,586
		Vanguard Target Retirement 2045 Fund		Mutual Fund			8,364,980
		Vanguard Target Retirement 2050 Fund		Mutual Fund			5,362,760
		Vanguard Target Retirement 2055 Fund		Mutual Fund			1,072,373

16

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AGILENT TECHNOLOGIES, INC.		EIN: 77-0518772
401(k) PLAN		PLAN #003
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2012

Identity of issue, borrower,				Description of investment including maturity date,		Current
lessor or similar party				rate of interest, collateral, par or maturity value		value
		AllianceBernstein US Value Equities Portfolio:
*		Fidelity Institutional Money Market Fund		Money Market		913,472
		Aetna Inc		Common Stock		209,507
		Altria Group Inc		Common Stock		474,442
		American Electric Power Co		Common Stock		122,705
		Apple Inc		Common Stock		519,704
		Applied Materials Inc		Common Stock		352,352
		Astrazeneca Plc Spons Adr		Common Stock		456,155

17

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AGILENT TECHNOLOGIES, INC.		EIN: 77-0518772
401(k) PLAN		PLAN #003
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2012

Identity of issue, borrower,				Description of investment including maturity date,		Current
lessor or similar party				rate of interest, collateral, par or maturity value		value
		AT&T Inc		Common Stock		364,068
		Atmos Energy Corp		Common Stock		172,088
		BB&T Corp		Common Stock		291,100
		BP Plc Spon Adr		Common Stock		449,712
		Bank of America Corp		Common Stock		566,080
		Berkshire Hathaway CL B		Common Stock		98,670
		Bunge Ltd		Common Stock		105,400
		CA Inc		Common Stock		17,584
		CenturyLink Inc		Common Stock		172,128
		CF Industries Holdings Inc		Common Stock		36,569
		Chevron Corp		Common Stock		529,886
		Chubb Corp		Common Stock		88,501
		Cimarex Energy Co		Common Stock		86,595
		Cisco Systems Inc		Common Stock		508,935
		CIT Group		Common Stock		479,136
		Citigroup Inc		Common Stock		842,628
		Coca Cola Co		Common Stock		108,750
		Coca Cola Enterprises Inc		Common Stock		17,451
		Comcast Corp CL A		Common Stock		534,534
		Conagra Foods Inc		Common Stock		100,300
		Covidien Plc		Common Stock		31,757
		Cummins Inc		Common Stock		281,710
		CVS Caremark Corp		Common Stock		212,740
		Dell Inc		Common Stock		47,611
		Delta Air Inc		Common Stock		255,205
		Diamond Offshore Drilling		Common Stock		237,860
		The Walt Disney Co		Common Stock		303,719
		Discover Fin Svcs		Common Stock		373,935
		DirectTV CL A		Common Stock		255,816
		DTE Energy Co		Common Stock		21,017
		Edison Intl		Common Stock		225,950
		Exxon Mobil Corp		Common Stock		1,438,894
		FedEx Corp		Common Stock		89,427
		Fidelity Natl Finl Inc		Common Stock		186,045
		Fifth Third Bancorp		Common Stock		45,570
		Flowserve Corp		Common Stock		264,240
		Ford Motor Co		Common Stock		378,140

18

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AGILENT TECHNOLOGIES, INC.		EIN: 77-0518772
401(k) PLAN		PLAN #003
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2012

Identity of issue, borrower,				Description of investment including maturity date,		Current
lessor or similar party				rate of interest, collateral, par or maturity value		value
		Gamestop Corp		Common Stock		238,355
		Gannett Inc		Common Stock		248,538
		General Dynamics Corp		Common Stock		200,883
		General Electric Co		Common Stock		726,254
		Great Plains Energy Inc		Common Stock		144,201
		Harris Corp		Common Stock		156,672
		Health Net Inc		Common Stock		136,080
		Helmerich & Payne Inc		Common Stock		308,055
		Hewlett-Packard Co		Common Stock		521,550
		Home Depot Inc		Common Stock		216,475
		Intl Bus Mach Corp		Common Stock		181,972
		Johnson & Johnson		Common Stock		504,720
		JPMorgan Chase & Co		Common Stock		373,745
		Key Corp		Common Stock		16,840
		Kimberly Clark Corp		Common Stock		46,437
		Kroger Co		Common Stock		499,584
		Lear Corp New		Common Stock		252,936
		Lorillard Inc		Common Stock		338,343
		Lowes Cos Inc		Common Stock		277,056
		LyondellBasell Inds Class		Common Stock		388,212
		Macys Inc		Common Stock		358,984
		Marathon Oil Corp		Common Stock		68,985
		McDonalds Corp		Common Stock		44,105
		McGraw-Hill Co		Common Stock		333,487
		McKesson Corp		Common Stock		31,512
		Metronic Inc		Common Stock		270,732
		Merck & Co Inc New		Common Stock		393,024
		MGM Resorts International		Common Stock		357,348
		MetLife Inc.		Common Stock		95,526
		Micron Technology Inc		Common Stock		234,950
		Microsoft Corp		Common Stock		326,106
		Motorola Solutions Inc		Common Stock		19,488

19

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AGILENT TECHNOLOGIES, INC.		EIN: 77-0518772
401(k) PLAN		PLAN #003
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2012

Identity of issue, borrower,				Description of investment including maturity date,		Current
lessor or similar party				rate of interest, collateral, par or maturity value		value
		News Corp Ltd CL A		Common Stock		284,771
		Nike Inc		Common Stock		38,700
		Northrop Grumman Corp		Common Stock		57,443
		NV Energy Inc		Common Stock		255,774
		Oracle Corp		Common Stock		226,576
		Parker Hannifin Corp		Common Stock		57,416
		Partnerre Ltd		Common Stock		233,421
		Pepsico Inc		Common Stock		123,174
		Pfizer Inc		Common Stock		1,063,392
		Philip Morris Intl Inc		Common Stock		271,830
		PNC Fin Services Group		Common Stock		34,986
		PPG Industries Inc		Common Stock		128,583
		PPL Corp		Common Stock		20,041
		Procter & Gamble Co		Common Stock		449,771
		Pulte Group Inc		Common Stock		308,720
		Regions Financial Corp		Common Stock		21,360
		Reinsurance Group of America		Common Stock		144,504
		Reynolds American Inc		Common Stock		19,679
		Roche Holding Ltd Spon Adr		Common Stock		161,600
		Royal Dutch Shell Sp		Common Stock		220,640
		Sempra Energy		Common Stock		19,509
		State Street Corp		Common Stock		230,349
		Suntrust Banks Inc		Common Stock		49,613
		Symantec Corp		Common Stock		192,803
		Target Corp		Common Stock		53,253
		TJX Companies Inc		Common Stock		348,090
		Time Warner Cable		Common Stock		354,744
		Timken Co		Common Stock		162,622
		Torch Mark Corp		Common Stock		82,672
		Travelers Companies Inc		Common Stock		93,366
		TRW Automotive Hldgs Corp		Common Stock		192,996
		Tyson Foods Inc		Common Stock		353,080
		US Bancorp Del		Common Stock		335,370
		Union Pacific Corp		Common Stock		150,864
		United Technologies Corp		Common Stock		82,010

20

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AGILENT TECHNOLOGIES, INC.		EIN: 77-0518772
401(k) PLAN		PLAN #003
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2012

Identity of issue, borrower,				Description of investment including maturity date,				Current
lessor or similar party				rate of interest, collateral, par or maturity value				value
		Valero Energy Corp		Common Stock					73,358
		Validus Holding		Common Stock					82,992
		Vertex Pharmaceuticals Inc		Common Stock					155,178
		Viacom Inc CL B		Common Stock					406,098
		Visa Inc		Common Stock					90,948
		Wellpoint Inc		Common Stock					520,866
		Wells Fargo & Co		Common Stock					854,500
		Total fair value of common stock							29,692,218
		Total fair value of underlying assets of AllianceBernstein
		US Value Equities							30,605,690
*		Notes receivable from participants		Interest rates ranging from 3.75% to 9.25%					15,308,011
						Total		$	1,976,907,164

* Party-in-interest

21

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SIGNATURE

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 thereunto duly authorized.

		AGILENT TECHNOLOGIES, INC.
Dated: June 24, 2013		By:	/s/ NEIL P. DOUGHERTY
			Neil P. Dougherty
			Vice President, Treasurer

22

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EXHIBIT INDEX

Exhibit
Number		Description
23.1		Consent of Moss Adams LLP
23.2		Consent of Mohler, Nixon & Williams Accountancy Corporation

23

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