JOHNSON & JOHNSON — Director's Dealing 2008

May 23, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2008-05-21

Reporting Person: COSGROVE STEPHEN J (Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-05-21	Common	M	7300	$40.16	Acquired	78642	Direct
2008-05-21	Common	S	3600	$66.39	Disposed	75042	Direct
2008-05-21	Common	S	300	$66.37	Disposed	74742	Direct
2008-05-21	Common	S	2700	$66.36	Disposed	72042	Direct
2008-05-21	Common	S	700	$66.35	Disposed	71342	Direct
2008-05-22	Common	S	1530	$65.62	Disposed	69812	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-05-21	Employee Stock Option (Right to Buy)	$40.16	M	7300	Disposed	2008-12-02	Common Stock (7300)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	1717	Indirect
Common	1438	Indirect
Common	1438	Indirect
Common	1438	Indirect

Footnotes

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

F2: Shares held under Johnson & Johnson's 401(k) and ESOP Savings Plans at Plans' most recent reporting date (04/30/2008).

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. Held under UGMA.

F4: Awarded under Issuer's Stock Option Plan and exercisable in full starting three years from date of grant.