JOHNSON & JOHNSON — Director's Dealing 2004

Mar 10, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2004-03-08

Reporting Person: COSGROVE STEPHEN J (Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-03-08	Common	M	8000	$21.57	Acquired	63376	Direct
2004-03-08	Common	S	2000	$53.64	Disposed	61376	Direct
2004-03-08	Common	S	6000	$53.62	Disposed	55376	Direct
2004-03-09	Common	M	5600	$13.41	Acquired	60976	Direct
2004-03-09	Common	F	1414	$53.10	Disposed	59562	Direct
2004-02-27	Common	J	14	—	Acquired	1529	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-03-08	Employee Stock Option (Right to Buy)	$21.57	M	8000	Disposed	2005-11-30	Common (8000)	Direct
2004-03-09	Employee Stock Option (Right to Buy)	$13.41	M	5600	Disposed	2004-11-30	Common (5600)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	1338	Indirect
Common	1338	Indirect
Common	1338	Indirect

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 Plans' most recent reporting date (02/27/2004).

F3: 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. Held under UGMA.

F4: Awarded under Issuer's Stock Option Plan and exercisable in increments of 20% per year starting two years from date of grant.