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, 2013.

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
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	1
FINANCIAL STATEMENTS
Statements of net assets available for benefits	2
Statements of changes in net assets available for benefits	3
Notes to financial statements	4
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, 2013 and 2012, and for the years 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 audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits 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 audits provide 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, 2013 and 2012, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Our audits were 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 audits 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 25, 2014

1

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

		December 31,
		2013				2012
Assets:
Investments, at fair value		$	2,302,307			$	1,961,599
Receivables:
Notes receivable from participants			15,715				15,308
Receivable from broker for securities sold			987				3,174
Total receivables			16,702				18,482
Total assets			2,319,009				1,980,081
Liabilities:
Accrued fees payable			101				94
Payable to broker for securities purchased			1,090				4,147
Total liabilities			1,191				4,241
Net assets at fair value			2,317,818				1,975,840
Adjustment from fair value to contract value
for fully benefit-responsive investment contracts			(5,112	)			(12,181	)
Net assets available for benefits		$	2,312,706			$	1,963,659

See accompanying notes.

2

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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,
		2013			2012
Additions to net assets attributed to:
Investment and other income:
Dividends and interest		$	57,367		$	44,776
Net realized and unrealized appreciation
in fair value of investments			342,934			182,490
			400,301			227,266
Contributions:
Participants'			70,497			69,064
Employer's			25,184			24,842
			95,681			93,906
Total additions			495,982			321,172
Deductions from net assets attributed to
withdrawals and distributions			146,935			114,579
Net increase in net assets			349,047			206,593
Net assets available for benefits:
Beginning of year			1,963,659			1,757,066
End of year		$	2,312,706		$	1,963,659

See accompanying notes.

3

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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.

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 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.

4

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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.

Income taxes – The Plan has been amended since receiving its latest favorable determination letter dated October 24, 2013. 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.

In accordance with guidance on accounting for uncertainty in income taxes (ASC 740-10), management evaluated the Plan’s tax positions and does not believe the Plan has any uncertain tax positions that require disclosure or adjustment to the financial statements. 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 2010.

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.

Subsequent events – The Plan has evaluated subsequent events through June 25, 2014, 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.

5

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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

As of December 31, 2013:

		Major		Year-end			Investments			Investment			Adjustments
		credit		contract			at fair			contracts at			to contract value
Carrier Name		ratings		value(1)			value (1)			fair value			(2)
Traditional GIC
Jackson National Life Insurance		AA/A1/AA		$	4,745					$	4,809		$	(64	)
Synthetic GICs
Monumental Life Insurance Co.		AA-/A1/AA-			82,146		$	83,785			63			(1,702	)
Prudential Insurance Co.		AA-/A1/A+			77,852			79,576						(1,724	)
RGA Reinsurance Co.		AA-/A1/A+			84,259			85,881						(1,622	)
Total				$	249,002		$	249,242		$	4,872		$	(5,112	)

____________________
 

(1)	Note: Total year-end contract value and investments at fair value do not include assets held in cash, which are approximately $18,784,000 as of December 31, 2013.
(2)	Adjustments from fair value to contract value for fully benefit-responsive investment contracts.

As of December 31, 2012:

		Major		Year-end			Investments			Investment			Adjustments
		credit		contract			at fair			contracts at			to contract value
Carrier Name		ratings		value			value (1)			fair 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 approximately $18,649,000 as of December 31, 2012.
(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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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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.

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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.

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, 2013 and 2012.

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 utilizing replacement cost methodology.

Collective trust funds: 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 based on the closing price reported on the active market on which the individual funds are traded.

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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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

The following tables set forth by level within the fair value hierarchy, the Plan’s assets at fair value, as of December 31, 2013 and 2012.

Investment Assets at Fair Value as of December 31, 2013

(in thousands)
Description		Level 1			Level 2			Level 3			Total
Mutual funds:
Index funds		$	442,020								$	442,020
Growth funds			739,976									739,976
Fixed income			154,006									154,006
Other funds			9,024									9,024
Total mutual funds			1,345,026									1,345,026
Common stocks:
Industrial			2,442									2,442
Telecommunications			3,064									3,064
Consumer			7,831									7,831
Financial institutions			6,378									6,378
Energy			6,381									6,381
Media			1,631									1,631
Pharmaceuticals			4,182									4,182
Technology			5,151									5,151
Transportation			1,703									1,703
Other			2,851									2,851
Total common stocks			41,614									41,614
Bank collective funds:
Index funds					$	206,720						206,720
U.S. government securities						34,975						34,975
Guaranteed investment contract						249,242						249,242
Wrapper contracts								$	4,872			4,872
Total bank collective funds						490,937			4,872			495,809
Collective trust fund						338,612						338,612
Employer stock			61,462									61,462
Money market funds			19,784									19,784
Total assets at fair value		$	1,467,886		$	829,549		$	4,872		$	2,302,307

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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

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.

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 shares of Company common stock are traded in the open market.

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

The number of shares of the Company common stock in the Fund was 1,074,707 and 1,246,120 as of December 31, 2013 and 2012, respectively. The fair value of the Company common stock included in the Fund was approximately $61,462,000 and $51,016,000 at December 31, 2013 and 2012, 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, 2013 and 2012 was 1,467,880 and 1,693,270, respectively, and the net unit value was $42.32 and $30.37, 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 2013 and 2012, 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 the employee’s salary deferral for the next 2% of employee’s eligible pre-tax or taxed compensation. The Company matching contribution was deposited into the individual employee’s Plan account after the end of each pay period.

Both employee deferrals and Company contributions in 2013 and 2012 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 2013 and 2012.

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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.

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 participants – 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, 2013 carry interest rates ranging from 3.75% to 9.25%.

NOTE 6 – 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

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

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

NOTE 7 – 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, 2013:

NOTE 8 – 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.

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS

NOTE 9 – SUBSEQUENT EVENTS

In June 2012, the Company acquired Dako, a Denmark based cancer diagnostics company. The Dako 401(k) Plan was merged into the Agilent Plan on May 1, 2014 and approximately $39 million was transferred into the Plan.

The Agilent Stock Fund will be eliminated as an investment option effective July 31, 2014.

As of August 1, 2014 (the “Transaction Date”), Agilent Technologies, Inc. will create a wholly-owned subsidiary titled Keysight Technologies, Inc. (“Keysight”) in order to complete a planned corporate separation of the Keysight operations as of the Transaction Date and subsequent distribution of all outstanding Keysight common stock to Agilent’s shareholders as of November 1, 2014. In connection with this transaction, the Keysight Technologies, Inc. 401(k) Plan (the “Keysight 401(k) Plan”) will be established as of the Transaction Date, and the portion of the assets and liabilities of the Plan attributable to certain Participants in the Keysight 401(k) Plan who had participated in the Plan (“Former Agilent Participants”) are expected to be transferred to the Keysight 401(k) Plan as of the Transaction Date. On and after the Transaction Date, all Former Agilent Participants’ Plan Benefits will be payable from the Keysight 401(k) Plan rather than the Plan.

14

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN SCHEDULE H, LINE 4(a) – SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS December 31, 2013

Plan sponsor: Agilent Technologies, Inc.
Employer identification number: 77-051772
Plan number: #003
Schedule H, Line 4(a)

		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
$1,915				$1,915

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN SCHEDULE H, LINE 4(i) – SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2013

Plan sponsor: Agilent Technologies, Inc.
Employer identification number: 77-051772
Plan number: #003
Schedule H, Line 4(i)

		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		$	18,783,725
		Pyramid Intermediate Fixed Income Fund		Bank Collective Fund			163,361,273
		Pyramid Intermediate Managed Maturing Fund		Bank Collective Fund			41,899,455
		Pyramid Short Managed Maturing Fund		Bank Collective Fund			43,980,878
		Total bank collective funds					249,241,606
		Jackson National Life Insurance		Wrapper Contracts			4,808,985
		Monumental Life Insurance Co		Wrapper Contracts			63,001
		Total investment contracts at fair value					4,871,986
		Total fair value of underlying assets of Stable Value Fund					272,897,317
		BlackRock US Debt Index Fund		Bank Collective Fund			76,287,346
		BlackRock ACWI Ex US Non-Lending Index		Bank Collective Fund			130,432,650
		State Street Global Advisors TIPS Fund		Bank Collective Fund			34,974,774
		Small Cap Core - Copper Rock Small Cap		Collective Trust Fund			39,278,386
		Harbor Capital Appreciation Fund		Mutual Fund			188,162,911
		Templeton Foreign Fund A		Mutual Fund			94,453,221
		PIMCO Total Return Fund		Mutual Fund			154,005,685
		Domini Social Equity Fund		Mutual Fund			9,025,632
		Small Cap Core - Goldman Sachs		Mutual Fund			39,951,444
*		Agilent Technologies, Inc. common stock		Common Stock			61,462,493
*		Fidelity Institutional Money Market Fund		Money Market			692,276
*		Fidelity Contrafund		Mutual Fund			260,286,262
*		Fidelity Low-Priced Stock Fund		Mutual Fund			157,122,110
		Vanguard Extended Market Index Fund		Mutual Fund			135,510,695
		Vanguard Institutional Index Fund		Mutual Fund			306,509,272
		Vanguard Target Retirement Income Fund		Collective Trust Fund			10,086,537
		Vanguard Target Retirement 2010 Fund		Collective Trust Fund			14,869,304
		Vanguard Target Retirement 2015 Fund		Collective Trust Fund			40,468,226
		Vanguard Target Retirement 2020 Fund		Collective Trust Fund			60,058,314
		Vanguard Target Retirement 2025 Fund		Collective Trust Fund			55,715,432
		Vanguard Target Retirement 2030 Fund		Collective Trust Fund			36,048,057
		Vanguard Target Retirement 2035 Fund		Collective Trust Fund			31,577,214
		Vanguard Target Retirement 2040 Fund		Collective Trust Fund			26,573,410
		Vanguard Target Retirement 2045 Fund		Collective Trust Fund			12,451,037
		Vanguard Target Retirement 2050 Fund		Collective Trust Fund			8,769,811
		Vanguard Target Retirement 2055 Fund		Collective Trust Fund			2,444,011
		Vanguard Target Retirement 2060 Fund		Collective Trust Fund			272,373
		AllianceBernstein US Value Equities Portfolio:
*		Fidelity Institutional Money Market Fund		Money Market			307,941

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN SCHEDULE H, LINE 4(i) – SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2013

		Identity of issue, borrower,		Description of investment including maturity date,		Current
		lessor or similar party		rate of interest, collateral, par or maturity value		value
		3M CO		Common Stock			52,594
		AETNA Inc		Common Stock			404,681
		AMDOCS LTD		Common Stock			140,216
		American Electric Power		Common Stock			112,176
		American FINL Group Inc OHIO		Common Stock			334,776
		American International Group		Common Stock			678,965
		AON PLC		Common Stock			486,562
		Apple Inc		Common Stock			911,804
		Applied Materials Inc		Common Stock			366,183
		Arrow Electronics Inc		Common Stock			238,700
		Assurant Inc		Common Stock			232,295
		AT&T Inc		Common Stock			657,492
		Atmos Energy Corp		Common Stock			222,558
		Bank Of America Corp		Common Stock			1,005,822
		Berkshire Hathaway Inc CL B		Common Stock			130,416
		Boeing Co		Common Stock			122,841
		Capital One Financial Corp		Common Stock			589,897
		Celgene Corp		Common Stock			84,480
		Centerpoint Energy Inc		Common Stock			217,892
		Centurylink Inc		Common Stock			79,625
		Chesapeake Energy Corp		Common Stock			24,426
		Chevron Corp		Common Stock			899,352
		CHUBB Corp		Common Stock			521,802
		CISCO System Inc		Common Stock			424,305
		CIT Group Inc		Common Stock			453,531
		CITIGROUP Inc		Common Stock			875,448
		COCA COLA Co		Common Stock			53,703
		COCA-COLA Enterprises Inc New		Common Stock			24,272
		Colgate-Palmolive Co		Common Stock			24,454
		Comcast Corp CL A		Common Stock			207,860
		Covidien PLC		Common Stock			112,365
		CVS Caremark Corp		Common Stock			193,239
		DELTA Air Inc		Common Stock			167,567
		Discover Fin Svs		Common Stock			408,435
		DTE Energy Co		Common Stock			23,236
		E Trade Financial Corp		Common Stock			159,084
		Edison Intl		Common Stock			463,000
		Electronic Arts Inc		Common Stock			442,742
		Everest Reinsurance Group LTD		Common Stock			120,799
		Exxon Mobil Corp		Common Stock			941,160
		FEDEX Corp		Common Stock			25,160
		FIFTH THIRD BANCORP		Common Stock			63,090
		Ford Motor Co		Common Stock			450,556
		Gamestop Corp CL A		Common Stock			349,746
		Gannett Inc		Common Stock			357,918
		General Electric Co		Common Stock			997,868
		General Motors Co		Common Stock			465,918
		Genworth Financial Inc A		Common Stock			385,144
		Gilead Sciences Inc		Common Stock			270,540
		Glaxosmithkline PLC Spons ADR		Common Stock			405,764
		Goldman Sachs Group Inc		Common Stock			416,561
		Google Inc A		Common Stock			392,249

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN SCHEDULE H, LINE 4(i) – SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2013

		Identity of issue, borrower,		Description of investment including maturity date,		Current
		lessor or similar party		rate of interest, collateral, par or maturity value		value
		Halliburton Co		Common Stock			482,125
		Harris Corp		Common Stock			356,031
		Health Net Inc		Common Stock			166,152
		Hess Corp		Common Stock			705,500
		Hewlett-Packard Co		Common Stock			808,622
		Hollyfrontier Corp		Common Stock			21,118
		Home Depot Inc		Common Stock			172,914
		Huntington Bancshares Inc		Common Stock			53,075
		Illinois Tool Works Inc		Common Stock			538,112
		ING US Inc		Common Stock			108,965
		Ingersoll Rand PLC		Common Stock			20,020
		INTL BUS MACH Corp		Common Stock			161,310
		Johnson & Johnson		Common Stock			1,034,967
		JPMorgan Chase & Co		Common Stock			678,368
		KEYCORP		Common Stock			26,840
		Kimberly Clark Corp		Common Stock			57,453
		Kraft Foods Group Inc		Common Stock			40,440
		Kroger Co		Common Stock			616,668
		LAM Research Corp		Common Stock			234,135
		Lear Corp New		Common Stock			129,552
		Liberty Global PLC CL A		Common Stock			160,805
		Liberty Global PLC CL C		Common Stock			286,772
		Lincoln National Corp		Common Stock			480,066
		Lowes Cos Inc		Common Stock			247,750
		Lyndellbasell Inds Class A		Common Stock			746,604
		Macys Inc		Common Stock			391,155
		Marathon Oil Corp		Common Stock			49,420
		Marathon Petroleum Corp		Common Stock			660,456
		MasterCard Inc CL A		Common Stock			104,432
		McDonald Corp		Common Stock			67,921
		McGraw Hill Financial Inc		Common Stock			52,785
		Medtronic Inc		Common Stock			619,812
		Merck & Co Inc New		Common Stock			445,445
		Metlife Inc		Common Stock			37,744
		MICRON Technology Inc		Common Stock			198,016
		Microsoft Corp		Common Stock			456,646
		Mondelez International Inc		Common Stock			77,660
		Nabors Industries LTD		Common Stock			98,542
		NIKE Inc CL B		Common Stock			58,980
		Northrop Grumman Corp		Common Stock			97,419
		NVIDIA Corp		Common Stock			22,428
		Occidental Petroleum Corp		Common Stock			684,720
		Oracle Corp		Common Stock			294,602
		Parker Hannifin Corp		Common Stock			86,832
		Partnerre LTD		Common Stock			442,806
		Pepsico Inc		Common Stock			149,292

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AGILENT TECHNOLOGIES, INC. 401(k) PLAN SCHEDULE H, LINE 4(i) – SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2013

		Identity of issue, borrower,		Description of investment including maturity date,		Current
		lessor or similar party		rate of interest, collateral, par or maturity value		value
		PFIZER Inc		Common Stock			1,359,972
		Philip Morris Intl Inc		Common Stock			461,789
		Phillips 66		Common Stock			158,116
		PNC Financial Services GRP Inc		Common Stock			46,548
		PPL Corporation		Common Stock			19,559
		Procter & Gamble Co		Common Stock			488,460
		PulteGroup Inc		Common Stock			468,510
		Regal Entertainment Group CL A		Common Stock			95,305
		Regions Financial Corp		Common Stock			29,670
		Reinsurance Group Of America		Common Stock			135,468
		Roche Holding LTD Spon ADR		Common Stock			224,640
		Sempra Energy		Common Stock			24,684
		Staples Inc		Common Stock			22,246
		State Street Corp		Common Stock			113,754
		Suntrust Banks Inc		Common Stock			150,921
		Symantec Corp		Common Stock			220,473
		TE Connectivity LTD		Common Stock			30,310
		Time Warner Inc		Common Stock			216,132
		TJX Companies Inc		Common Stock			739,268
		Travelers Companies Inc		Common Stock			117,702
		TRW Automotive HLDGS Corp		Common Stock			342,194
		Twenty First Century Fox Inc A		Common Stock			457,340
		UGI Corp New		Common Stock			178,278
		Union Pacific Corp		Common Stock			121,800
		UNUM Group		Common Stock			22,802
		US Bancorp Del		Common Stock			177,760
		Valero Energy Corp		Common Stock			660,240
		Vertex Pharmaceuticals Inc		Common Stock			163,460
		VIACOM Inc CL B		Common Stock			353,727
		VISA Inc CL A		Common Stock			66,804
		Vodafone Group PLC Spon ADR		Common Stock			499,237
		WAL MART Stories Inc		Common Stock			157,380
		WellPoint Inc		Common Stock			101,629
		Wells Fargo & Co		Common Stock			967,020
		Xerox Corp		Common Stock			546,433
		XL Group PLC		Common Stock			19,104
		Thomson Reuters Corp		Foreign Stock			32,147
		Total fair value of common stock					41,613,628
		Total fair value of underlying assets of AllianceBernstein
		US Value Equities					41,921,569
*		Notes receivable from participants		Interest rates ranging from 3.75% to 9.25%			15,714,569
				Total		$	2,318,022,338

____________________

* Party-in-interest

19

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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 25, 2014	By:
		Guillermo Gualino
		Vice President, Treasurer

20

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EXHIBIT INDEX

Exhibit
Number		Description
23.1		Consent of Moss Adams LLP

21

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