AGILENT TECHNOLOGIES, INC. — Director's Dealing 2011

Feb 24, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGILENT TECHNOLOGIES INC (A)
CIK: 0001090872
Period of Report: 2011-02-22

Reporting Person: Roelofs Nicolas H PHD (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-22	Common Stock	M	2400	$19.00	Acquired	66228	Direct
2011-02-22	Common Stock	S	2400	$43.24	Disposed	63828	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-22	Employee Stock Option (Right to Buy)	$19.00	M	2400	Disposed	2018-11-17	Common Stock (2400)	Direct

Footnotes

F1: This transaction was effected pursuant to a Rule 10b5-1 plan.

F2: Right to buy Agilent Technologies, Inc. common stock granted under the Agilent Technologies, Inc. 1999 Stock Plan, in compliance with Rule 16b-3.

F3: The option is exercisable in four equal installments beginning on the first anniversary of the date of the grant. The first vesting date is stated.