BECTON DICKINSON & CO — Director's Dealing 2008

Feb 6, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2008-02-04

Reporting Person: CONSIDINE JOHN R (Senior Executive VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-04	Common Stock	M	125000	$32.49	Acquired	194462	Direct
2008-02-04	Common Stock	S	115769	$88.17	Disposed	78693	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-02-04	Employee Stock Option (right to buy)	$32.49	M	125000	Disposed	2011-11-27	Common Stock (125000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2485	Indirect

Footnotes

F1: The reported sale price reflects an average price for numerous separate transactions. The actual sales prices for the transactions ranged from $88.01 through $88.49.

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, 2007.

F3: The option became exercisable in four annual installments beginning November 27, 2002.