BECTON DICKINSON & CO — Director's Dealing 2010

Feb 5, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2010-02-03

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-03	Common Stock	M	45000	$32.49	Acquired	236102	Direct
2010-02-03	Common Stock	S	45000	$76.34	Disposed	191102	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-03	Employee Stock Option (right to buy)	$32.49	M	45000	Disposed	2011-11-27	Common Stock (45000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	16000	Indirect
Common Stock	27695	Indirect

Footnotes

F1: The reported sale price reflects the weighted average sale price for multiple transactions. The actual sales prices for the transactions ranged from $76.25 through $76.48. Full information regarding the number of shares purchased at each separate price will be provided to the Securities and Exchange Commission, the issuer or a security holder of the issuer upon request.

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, 2010.

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