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JOHNSON & JOHNSON Director's Dealing 2005

Mar 10, 2005

29750_dirs_2005-03-10_42be8209-66d2-4006-b4e6-039284da6f00.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2005-03-08

Reporting Person: SCHACHT HENRY B (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-03-08	Phantom Stock Units	$	J	53	Acquired		Common (53)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	2389	Direct

Footnotes

F1: Includes 214 shares held under Issuer's Dividend Reinvestment Plan.

F2: The Phantom Stock Units acquired under the Issuer's Non-Employee Director Deferred Fee Plan on March 8, 2005 at $68.27 per share are to be settled in cash upon the Reporting Person's Retirement.

F3: 1 for 1