JOHNSON & JOHNSON — Director's Dealing 2009

Sep 11, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2009-09-10

Reporting Person: COSGROVE STEPHEN J (Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-09-10	Common	M	12700	$50.08	Acquired	83678	Direct
2009-09-10	Common	S	12700	$60.69	Disposed	70978	Direct
2009-08-31	Common	J	45	—	Acquired	205	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-09-10	Employee Stock Options (Right to Buy)	$50.08	M	12700	Disposed	2009-12-01	Common Stock (12700)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	1594	Indirect
Common	1438	Indirect
Common	1438	Indirect
Common	1438	Indirect

Footnotes

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

F2: This transaction was executed in multiple trades at prices ranging from $69.6900 to $69.6913. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: Shares acquired in the Johnson & Johnson Stock Fund under the Johnson & Johnson 401(k) Savings Plan as of Plan's most recent reporting date (08/31/2009).

F4: Shares held by ESOP under the Johnson & Johnson 401(k) Savings Plan as of Plan's most recent reporting date (08/31/2009).

F5: 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.

F6: Awarded under Issuer's Stock Option Plan and exercisable in full starting three years from date of grant.