BECTON DICKINSON & CO — Director's Dealing 2008

Feb 28, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2008-02-26

Reporting Person: COHEN GARY M (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-26	Common Stock	M	61666	$29.99	Acquired	134657	Direct
2008-02-26	Common Stock	S	61666	$91.67	Disposed	72991	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-02-26	Employee Stock Option (right to buy)	$29.99	M	61666	Disposed	2012-11-25	Common Stock (61666)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15285	Indirect

Footnotes

F1: The reported sale price reflects an average price for numerous separate transactions. The actual sales prices for the transactions ranged from $91.49 through $91.96.

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 January 31, 2008.

F3: The option became exercisable in four annual installments beginning November 25, 2003.