BECTON DICKINSON & CO — Director's Dealing 2004

Mar 9, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2004-02-18

Reporting Person: LUDWIG EDWARD J (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-02-18	Common Stock	G	1000	—	Disposed	81706	Direct
2004-02-26	Common Stock	G	800	—	Disposed	80906	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-03-08	Common Stock	$	A	80.14	Acquired		Common Stock (80.14)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	18778	Indirect

Footnotes

F1: Represents shares of common stock held under the Becton, Dickinson and Company Savings Incentive Plan (the "SIP"). Mr. Ludwig also has an interest in 566 shares of Series B Convertible Preferred Stock under the SIP, which are convertible into 3,622 shares of common stock. The information presented for the SIP is as of February 29, 2004.

F2: The securities convert to common stock on a one-for-one basis.

F3: The securities are generally distributed upon termination, or following retirement on the date or dates specified by the reporting person.