JOHNSON & JOHNSON — Director's Dealing 2012

Jan 20, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2012-01-17

Reporting Person: Ullmann Michael H (VP, General Counsel)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-17	Restricted Share Units	$	A	8949	Acquired		Common Stock (8949)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	39382	Direct
Common Stock	12	Indirect
Common Stock	1287	Indirect

Footnotes

F1: Shares held in the Johnson & Johnson Stock Fund under Johnson & Johnson's 401(k) Savings Plan as of Plan's most recent reporting date (12/31/2011).

F2: Shares held by ESOP under Johnson & Johnson's 401(k) Savings Plan as of Plan's most recent reporting date (12/31/2011).

F3: Awarded under Issuer's Long-Term Incentive Plan.

F4: Each Restricted Share Unit represents a contingent right to receive one share of Common Stock.

F5: The Restricted Share Units vest three years after date of grant.