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BECTON DICKINSON & CO Director's Dealing 2005

Mar 3, 2005

30003_dirs_2005-03-03_484e6a28-e0ce-41e5-b9ed-f2d1d8494591.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2005-03-01

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-03-01 Common Stock M 20000 $24.81 Acquired 120143 Direct
2005-03-01 Common Stock S 19000 $60.00 Disposed 101143 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-03-01 Employee Stock Option (right to buy) $24.81 M 20000 Disposed 2007-01-27 Common Stock (20000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 24628 Indirect

Footnotes

F1: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan (the "Plan") adopted by the reporting person on February 9, 2005. Details of the Plan were furnished in a Current Report on Form 8-K filed February 9, 2005.

F2: Represents shares of common stock held under the Becton, Dickinson and Company Savings Incentive Plan (the "SIP"). The information presented for the SIP is as of February 28, 2005.

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