JOHNSON & JOHNSON — Director's Dealing 2009

Sep 10, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2009-09-08

Reporting Person: SATCHER DAVID (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-09-08	Phantom Stock Units	$	J	50	Acquired		Common (50)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	8981	Direct

Footnotes

F1: The Phantom Stock Units acquired under the Issuer's Non-Employee Director Deferred Fee Plan on September 8, 2009 at $59.99 per share are to be settled in cash upon the Reporting Person's Retirement (with each Phantom Stock Unit representing the fair market value of one share of Common Stock on the settlement date). Alternatively, the cash value represented by the Phantom Stock Units may be transferred by the Reporting Person into an alternative investment account under the Plan at any time.

F2: 1 for 1