JOHNSON & JOHNSON — Director's Dealing 2004

Feb 11, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2004-02-09

Reporting Person: VALERIANI NICHOLAS J (Vice President,Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-02-09	Common	A	1022	—	Acquired	29195	Direct
2004-01-30	Common	J	115	—	Acquired	7192	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-02-09	Employee Stock Option (Right to Buy)	$53.93	A	70000	Acquired	2014-02-07	Common (70000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	2185	Indirect
Common	2462	Indirect

Footnotes

F1: Awarded under Issuer's Stock Compensation Plan.

F2: Shares acquired under Johnson & Johnson's 401(k) and ESOP Savings Plans at Plans' most recent reporting date (01/30/2004).

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.

F4: Awarded under Issuer's Stock Option Plan.