JOHNSON & JOHNSON — Director's Dealing 2003

Jun 3, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2003-05-30

Reporting Person: HEISEN JOANN HEFFERNAN (Member, Executive Committee)

Footnotes

F1: Adjusted to reflect two-for-one stock splits in 1996 and 2001.

F2: Shares acquired under Johnson & Johnson's 401(k) and ESOP Savings Plans at prices ranging from $53.09 to $56.34.

F3: As previously reported, 297 shares of Common Stock are held for Son under UTMA. 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.

F4: As previously reported, the following shares of Common Stock are held by the reporting person's Husband as custodian under UTMA: 197 by Daughter; 197 by Son; and 197 by Daughter. 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.

F5: Awarded under Issuer's Stock Option Plan and exercisable in increments of 20% per year starting two years from date of grant.