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CD74HC4050: Not getting any output

Part Number: CD74HC4050

Tool/software:

I am trying to use the 4050 chip and am not getting anywhere. I am using 3.3v as VCC and the input is 12v in hopes of getting 3.3v on the output. I am using 1k pulldown resistors on each input and 10k resistors on the output to the uP . I tried bypassing the input resistor and appeared to draw over an amp but still nothing higher than 0.48v on the output. Schematic is here: www.dropbox.com/.../CD74HC4050PWR-circuit.png

TIA