BECTON DICKINSON & CO — Director's Dealing 2006

Feb 1, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2006-01-30

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-01-30	Common Stock	M	46594	$29.34	Acquired	91656	Direct
2006-01-30	Common Stock	S	46594	$64.06	Disposed	45062	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-01-30	Employee Stock Option (right to buy)	$29.34	M	46594	Disposed	2008-01-26	Common Stock (46594)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14346	Indirect

Footnotes

F1: The reported sale price reflects an average price for seventeen separate transactions. The actual sales prices for the transactions ranged from $64.00 through $64.16.

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 December 31, 2005.

F3: The option became 50% exercisable on January 26, 2000 and fully exercisable on January 26, 2001.