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JOHNSON & JOHNSON Director's Dealing 2004

Mar 10, 2004

29750_dirs_2004-03-10_0fda0bf3-5336-4d28-bcaa-17cb2e0ef9d2.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: 2004-03-09

Reporting Person: SCHACHT HENRY B (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-03-09	Phantom Stock Units	$0	J	416	Acquired		Common (416)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	2382	Direct

Footnotes

F1: Includes 207 shares held under Issuer's Dividend Reinvestment Plan.

F2: The Phantom Stock Units acquired under the Issuer's Non-Employee Director Deferred Fee Plan on March 9, 2004 at $53.38 per share are to be settled in cash upon the Reporting Person's Retirement.

F3: 1 for 1