JOHNSON & JOHNSON — Director's Dealing 2006

Dec 15, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2006-12-15

Reporting Person: JORDAN ANN DIBBLE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-12-15	Common	M	2200	$24.66	Acquired	11622	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-12-15	Stock Option (Right to Buy)	$24.66	M	2200	Disposed	2006-12-29	Common (2200)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock Units	$		Common (0)	15394	Direct

Footnotes

F1: Adjusted to reflect two-for-one stock split in 2001.

F2: Includes shares held under Issuer's Dividend Reinvestment Plan.

F3: The Phantom Stock Units held under the Issuer's Non-Employee Director Deferred Fee Plan are to be settled in cash upon the Reporting Person's Retirement.

F4: 1 for 1

F5: Awarded under Issuer's Stock Option Plan and exercisable in full starting one year from date of grant.