AGILENT TECHNOLOGIES, INC. — Director's Dealing 2011

Feb 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGILENT TECHNOLOGIES INC (A)
CIK: 0001090872
Period of Report: 2011-02-11

Reporting Person: McMullen Michael R. (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-11	Common Stock	M	6301	$24.45	Acquired	71498.5419	Direct
2011-02-11	Common Stock	S	6301	$45.00	Disposed	65197.5419	Direct
2011-02-11	Common Stock	M	7702	$15.14	Acquired	72899.5419	Direct
2011-02-11	Common Stock	S	7702	$45.00	Disposed	65197.5419	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-11	Employee Stock Option (Right to Buy)	$24.45	M	6301	Disposed	2011-11-25	Common Stock (6301)	Direct
2011-02-11	Employee Stock Option (Right to Buy)	$15.14	M	7702	Disposed	2012-11-18	Common Stock (7702)	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: This option is fully vested and exercisable.