JOHNSON & JOHNSON — Director's Dealing 2006

Feb 15, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2006-02-13

Reporting Person: Foster-Cheek Kaye I (VP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-01-31	Common	J	149	—	Acquired	411	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-02-13	Employee Stock Option (Right to Buy)	$58.34	A	71992	Acquired	2016-02-12	Common Stock (71992)	Direct
2006-02-13	Restricted Share Units	$	A	5999	Acquired		Common Stock (5999)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	622	Direct

Footnotes

F1: Includes shares acquired under Issuer's Dividend Reinvestment Program.

F2: Shares acquired under Johnson & Johnson's 401(k) and ESOP Savings Plans at Plans' most recent reporting date (01/31/2006).

F3: Awarded under Issuer's Long-Term Incentive Plan

F4: Each restricted share unit represents a contingent right to receive one share of Company common stock.

F5: The restricted share units vest three years after date of grant.