UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2006 JOHNSON & JOHNSON ------------------------------------------------------ (Exact name of registrant as specified in its charter) New Jersey 1-3215 22-1024240 ---------------------------- ------------ ------------------ (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) One Johnson & Johnson Plaza, New Brunswick, New Jersey 08933 ------------------------------------------------------ --------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (732) 524-0400 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c) Item 8.01 Other Events During the fiscal first quarter of 2006 the Company adopted SFAS No. 123 (R), Share Based Payment. The Company has applied the modified retrospective transition method to implement SFAS No. 123 (R). The Company's previously reported consolidated financial statements for the fiscal years 2003, 2004 and 2005 have been adjusted to reflect the impact of the adoption of SFAS No. 123(R). These financial statements and the notes thereto, as well as the related adjusted Management's Discussion and Analysis of Results of Operations and Financial Condition, Summary of Operations and Statistical Data 1995 - 2005, and Statement of Computation of Ratio of Earnings to Fixed Charges appear and are incorporated by reference to Exhibits 12 and 13 to this report. Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit 12 Statement of Computation of Ratio of Earnings to Fixed Charges Exhibit 13 Pages 28 through 66 of the Company's Annual Report to Shareholders for fiscal year 2005. This includes Management's Discussion and Analysis of Results of Operations and Financial Condition, Consolidated Financial Statements, Notes to Consolidated Financial Statements, Management's Report on Internal Control Over Financial Reporting, Report of Independent Registered Public Accounting Firm and Summary of Operations and Statistical Data 1995 - 2005 Exhibit 23 Consent of Independent Registered Public Accounting Firm SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. JOHNSON & JOHNSON Date: October 31, 2006 By: /s/ Stephen J. Cosgrove ------------------------------ Stephen J. Cosgrove Chief Accounting Officer