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: REINEMUND STEVEN (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-13	Phantom Stock Units	$	J	9	Acquired		Common (9)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	2711	Direct

Footnotes

F1: 1 for 1

F2: 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.