JOHNSON & JOHNSON — Director's Dealing 2011

Jan 13, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2011-01-10

Reporting Person: WELDON WILLIAM C (Director, Chairman/CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-09-20	Common	G	1600	—	Disposed	257760	Direct
2011-01-10	Common	A	4765	—	Acquired	262525	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-01-10	Employee Stock Option (Right to Buy)	$62.20	A	560691	Acquired	2021-01-10	Common Stock (560691)	Direct
2011-01-10	Restricted Share Units	$	A	46724	Acquired		Common Stock (46724)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	32582	Indirect
Common	121777	Indirect

Footnotes

F1: Gift

F2: Awarded under Issuer's Executive Incentive Plan.

F3: 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.

F4: Awarded under Issuer's Long-Term Incentive Plan.

F5: Each Restricted Share Unit represents a contingent right to receive one share of Company Common Stock.

F6: The Restricted Share Units vest three years after date of grant.