JOHNSON & JOHNSON — Director's Dealing 2011

Feb 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2011-02-11

Reporting Person: COSGROVE STEPHEN J (Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-11	Common Stock	M	2141	—	Acquired	75715	Direct
2011-02-11	Common Stock	F	779	$60.84	Disposed	74936	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-11	Restricted Share Units	$	M	2141	Disposed		Common Stock (2141)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	283	Indirect
Common Stock	1594	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 (01/31/2011).

F2: Shares held by ESOP under the Johnson & Johnson 401(k) Savings Plan as of Plan's most recent reporting date (01/31/2011).

F3: Each Restricted Share Unit, awarded under Issuer's Long-Term Incentive Plan on February 11, 2008, represents a contingent right to receive one share of Company Common Stock.

F4: The Restricted Share Units vest three years after date of grant.