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JOHNSON & JOHNSON Director's Dealing 2007

Feb 15, 2007

29750_dirs_2007-02-15_a2b6cef2-d929-4fd0-85e6-1897241213cd.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: 2007-02-12

Reporting Person: COSGROVE STEPHEN J (Corporate Controller)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2007-01-31 Common J 9 Acquired 1663 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2007-02-12 Employee Stock Option (Right to Buy) $65.62 A 22859 Acquired 2017-02-10 Common (22859) Direct
2007-02-12 Restricted Share Units $ A 1905 Acquired Common Stock (1905) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common 66114 Direct
Common 1438 Indirect
Common 1438 Indirect
Common 1438 Indirect

Footnotes

F1: Shares acquired under Johnson & Johnson's 401(k) and ESOP Savings Plans as of Plans' most recent reporting date (01/31/2007).

F2: 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 under UGMA.

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.