BECTON DICKINSON & CO — Director's Dealing 2004

Nov 8, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2004-11-05

Reporting Person: COHEN GARY M (President - BD Medical)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-11-05	Common Stock	M	102538	$24.8125	Acquired	132751	Direct
2004-11-05	Common Stock	M	2852	$35.0625	Acquired	135603	Direct
2004-11-05	Common Stock	M	3583	$27.9063	Acquired	139186	Direct
2004-11-05	Common Stock	S	102538	$52.24	Disposed	36648	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-11-05	Employee Stock Option (right to buy)	$24.8125	M	102538	Disposed	2007-01-26	Common Stock (102538)	Direct
2004-11-05	Employee Stock Option (right to buy)	$35.0625	M	2852	Disposed	2009-01-24	Common Stock (2852)	Direct
2004-11-05	Employee Stock Option (right to buy)	$27.9063	M	3583	Disposed	2010-01-23	Common Stock (3583)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10635	Indirect

Footnotes

F1: Includes shares acquired through dividend reinvestment since the last report filed by the reporting person.

F2: Represents shares of common stock held under the Becton, Dickinson and Company Savings Incentive Plan (the "SIP"). Mr. Cohen also has an interest in 491 shares of Series B Convertible Preferred Stock under the SIP, which are convertible into 3,142 shares of common stock. The information presented for the SIP is as of October 31, 2004.

F3: The option became 50% exercisable on January 27, 1999 and fully exercisable on January 27, 2000.

F4: The option became 50% exercisable on January 25, 2001 and fully exercisable on January 25, 2002.

F5: The option became 50% exercisable on January 24, 2002 and fully exercisable on January 24, 2003.