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JOHNSON & JOHNSON Director's Dealing 2010

Jul 2, 2010

29750_dirs_2010-07-02_7fe8f9c0-331d-454e-9af4-86bf2dfbae64.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: 2010-06-30

Reporting Person: Caruso Dominic J (Chief Financial Officer)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-06-30 Phantom Stock Units $ A 62 Acquired Common Stock (62) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 35763 Direct
Common Stock 35 Indirect
Common Stock 225 Indirect

Footnotes

F1: Shares held in the Johnson & Johnson Stock Fund under the Johnson & Johnson 401(k) Savings Plan as of Plan's most recent reporting date (6/30/2010).

F2: Shares held by ESOP under the Johnson & Johnson 401(k) Savings Plan as of Plan's most recent reporting date (6/30/2010).

F3: Phantom Stock Units acquired under the Issuer's Executive Income Deferral Plan on June 30, 2010 at $59.05 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.