BECTON DICKINSON & CO — Director's Dealing 2011

Feb 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2011-02-01

Reporting Person: BECTON HENRY P JR (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-01	Common Stock	A	1798	—	Acquired	19092	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11400	Indirect
Common Stock	121841	Indirect
Common Stock	517860	Indirect
Common Stock	37166	Indirect
Common Stock	108712	Indirect
Common Stock	16200	Indirect
Common Stock	70000	Indirect

Footnotes

F1: Represents restricted stock units awarded under the Becton, Dickinson and Company 2004 Employee and Director Equity-Based Compensation Plan.

F2: Includes units acquired through dividend reinvestment since the last report filed by the reporting person.

F3: By trust for benefit of reporting person and his siblings, of which he is a co-trustee.

F4: Held in trust and/or limited liability company for benefit of reporting person.

F5: Represents shares held in a limited liability company (the "LLC") in which the reporting person had previously held a passive interest. The reporting person obtained investment control upon the death of his father in October 2009. The reporting person disclaims beneficial interest in the shares except to the extent in the LLC.

F6: Represents shares held in trust and directly by spouse.

F7: By trusts for benefit of reporting person's children, with wife and independent advisor as co-trustees.

F8: Represents shares held in certain trusts of which reporting person is a co-trustee. These shares were formerly in trust for reporting person's parent.