Item 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On May 10, 2012, the Compensation Committee of the Board of Directors of Quest Diagnostics Incorporated (the "Company") amended and restated the Company's Executive Officer Severance Plan ("Plan") to eliminate the excise tax gross-up on Internal Revenue Code Section 280G "excess parachute payments" that was previously provided to certain participants under the Plan. As amended and restated, the Plan will entitle eligible Plan participants to the better after-tax result of (i) a reduction of any payments and benefits under the Plan to the so-called "Section 280G safe harbor amount" (i.e., the maximum amount that would be payable to a participant without giving rise to the excise tax) or
(ii) no reduction of payments and benefits under the Plan with payment by the participant of any applicable excise tax.

As amended and restated, the Plan also includes Stephen H. Rusckowski, the Company's President and Chief Executive Officer, as a Schedule A participant under the Plan (as previously described in the Company's Form 8-K filed on April 11, 2012).

The amended and restated Plan is attached as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number Description

10.1 Amended and Restated Quest Diagnostics Incorporated Executive Severance Plan