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JOHNSON & JOHNSON Director's Dealing 2008

Feb 13, 2008

29750_dirs_2008-02-13_b04672bf-6f11-41a9-b9e8-e146c7a684e8.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: 2008-02-11

Reporting Person: COSGROVE STEPHEN J (Corporate Controller)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-01-31 Common J 11 Acquired 1706 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-02-11 Employee Stock Option (Right to Buy) $61.75 A 25688 Acquired 2018-02-10 Common Stock (25688) Direct
2008-02-11 Restricted Share Units $ A 2141 Acquired Common Stock (2141) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common 70094 Direct
Common 1438 Indirect
Common 1438 Indirect
Common 1438 Indirect

Footnotes

F1: Shares acquired under Johnson & Johnson's 401(k) and ESOP Savings Plans at Plans' most recent reporting date (01/31/2008).

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.