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JOHNSON & JOHNSON Director's Dealing 2003

Oct 2, 2003

29750_dirs_2003-10-02_663981b1-b2dc-4fea-b3af-f0a5f8962c01.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2003-09-30

Reporting Person: LENEHAN JAMES T (Director, Vice Chairman)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2003-09-30 Common J 39 Acquired 8471 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2003-09-30 Phantom Stock Units $0 J 67 Acquired Common (67) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common 191372 Direct
Common 1475 Indirect

Footnotes

F1: Shares acquired under Johnson & Johnson's 401(k) and ESOP Savings Plans at Plan's most recent reporting date (09/30/2003).

F2: Held in custody for son. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F3: The Phantom Stock converts into common stock on a one-for-one basis.

F4: The Phantom Stock Units were acquired under the Issuer's Executive Income Deferral Plan on September 30, 2003 at $49.55 per share and are to be settled in cash upon the Reporting Person's Retirement.