UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 30, 2014

KLA-TENCOR CORPORATION
(Exact name of registrant as specified in its charter)
Delaware	000-09992		04-2564110
(State or other jurisdiction of incorporation)	(Commission File Number)		(I.R.S. Employer Identification No.)
One Technology Drive, Milpitas, California				95035
(Address of principal executive offices)				(Zip Code)
Registrant’s telephone number, including area code: (408) 875-3000
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 8.01	Other Events.

On October 31, 2014, KLA-Tencor Corporation issued a press release announcing the pricing of its offering of $250,000,000 aggregate principal amount of 2.375% Senior Notes due 2017, $250,000,000 aggregate principal amount of 3.375% Senior Notes due 2019, $500,000,000 aggregate principal amount of 4.125% Senior Notes due 2021, $1,250,000,000 aggregate principal amount of 4.650% Senior Notes due 2024 and $250,000,000 aggregate principal amount of 5.650% Senior Notes due 2034 under an automatic shelf registration statement on file with the Securities and Exchange Commission. A copy of the press release is filed herewith as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01	Financial Statements and Exhibits.

(d)	Exhibits

The following exhibit is filed herewith:

Exhibit No.		Description
99.1		Text of press release issued by KLA-Tencor Corporation dated October 31, 2014

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

				KLA-TENCOR CORPORATION
Date: October 31, 2014				By:		/s/ BRIAN M. MARTIN
				Name:		Brian M. Martin
				Title:		Executive Vice President and General Counsel

EXHIBIT INDEX

Exhibit No.		Description
99.1		Text of press release issued by KLA-Tencor Corporation dated October 31, 2014