JOHNSON & JOHNSON — Director's Dealing 2005

Nov 10, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2005-11-09

Reporting Person: DEYO RUSSELL C (VP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-11-09	Common	M	9200	$21.57	Acquired	113321	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-11-09	Employee Stock Option (Right to Buy)	$21.57	M	9200	Disposed	2005-11-30	Common (9200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	6777	Indirect
Common	4506	Indirect
Common	1621	Indirect
Common	1456	Indirect
Commmon	16705	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock Units	$0		Common (0)	13547	Direct

Footnotes

F1: Adjusted to reflect two-for-one stock splits in 1996 and 2001.

F2: Shares held under Johnson & Johnson's 401(k) and ESOP Savings Plans at Plans' most recent reporting date (10/31/2005).

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: 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 by Wife as custodian for child under Uniform Transfers to Minors Act.

F5: Includes shares acquired under Issuer's Dividend Reinvestment Program.

F6: The Phantom Stock Units held under the Issuer's Executive Income Deferral Plan are to be settled in cash upon the Reporting Person's Retirement.

F7: The Phantom Stock converts into common stock on a one-for-one basis.

F8: Awarded under Issuer's Stock Option Plan and exercisable in increments of 20% per year starting two years from date of grant.