JOHNSON & JOHNSON — Director's Dealing 2005

Dec 15, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2005-12-13

Reporting Person: COLEMAN MARY SUE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-10-25	Common Stock	G	549	—	Acquired	2697	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-13	Phantom Stock Units	$	J	411	Acquired		Common (411)	Direct

Footnotes

F1: Gift

F2: Includes 432 shares held in IRA controlled by reporting person.

F3: Includes 5 shares held under Issuer's Dividend Reinvestment Plan.

F4: The Phantom Stock Units acquired under the Issuer's Non-Employee Director Deferred Fee Plan on December 13, 2005 at $60.13 per share are to be settled in cash upon the Reporting Person's Retirement.

F5: 1 for 1