Johnson & Johnson
JOHNSON & JOHNSON(Form: 8-K, Received: 08/13/2002 10:01:13)      
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): August 12, 2002

JOHNSON & JOHNSON

(Exact name of registrant as specified in its charter)

  New Jersey                1-3215              22-1024240

(State or other          (Commission      (I.R.S. Employer
jurisdiction             File Number)    Identification No.)
of incorporation)

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

Total number of sequentially numbered pages in this filing,
including exhibits thereto: 6

Item 9. Regulation FD Disclosure.

On August 12, 2002, each of William C. Weldon, Chairman and Chief Executive Officer, and Robert J. Darretta, Executive Vice President and Chief Financial Officer, of Johnson & Johnson, a New Jersey corporation, submitted to the Securities and Exchange Commission (the "Commission") sworn statements certifying previously filed reports pursuant to Commission Order No. 4-460. Copies of these statements are attached hereto as Exhibits.

 
Item 7. Financial Statements and Exhibits.

(c) Exhibits

The following Exhibits are included herein:

Exhibit 99(a): Statement under Oath of Principal Executive Officer Regarding Facts and Circumstances Relating to Exchange Act Filings

Exhibit 99(b): Statement under Oath of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings

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: August 12, 2002          By: /s/ Michael H. Ullmann
                                   Michael H. Ullmann
                                   Secretary


 
EXHIBIT INDEX

Exhibit No.              Description of Exhibit

Exhibit 99(a):    Statement under Oath of Principal Executive
                    Officer Regarding Facts and Circumstances
                    Relating to Exchange Act Filings

Exhibit 99(b):    Statement under Oath of Principal Financial
                    Officer Regarding Facts and Circumstances
                    Relating to Exchange Act Filings

 

 
EXHIBIT 99(a)

Statement Under Oath Of Principal Executive Officer and Principal Financial Officer
Regarding Facts And Circumstances Relating To Exchange Act Filings

I, William C. Weldon, principal executive officer of Johnson & Johnson, a New Jersey corporation, state and attest that:

(1) To the best of my knowledge, based upon a review of the covered reports of Johnson & Johnson, and, except as corrected or supplemented in a subsequent covered report:
no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and

no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

(2) I have reviewed the contents of this statement with the Audit Committee of the Board of Directors of Johnson & Johnson.

(3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report":

the Annual Report on Form 10-K of Johnson & Johnson for the fiscal year ended December 30, 2001;

all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Johnson & Johnson filed with the Commission subsequent to the filing of the Form 10- K identified above; and

any amendments to any of the foregoing.


/s/ William C. Weldon                    Subscribed and sworn to
Name:  William C. Weldon                 before me this 9th day of
Date:   August 9, 2002.                  August 2002.

                                        /s/ Linda A. Piscadlo
                                        Notary Public of New Jersey
                                        My Commission Expires
                                        9/18/06


 

 
EXHIBIT 99(b)

Statement Under Oath Of Principal Executive Officer and Principal Financial Officer
Regarding Facts And Circumstances Relating To Exchange Act Filings

I, Robert J. Darretta, principal financial officer of Johnson & Johnson, a New Jersey corporation, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of Johnson & Johnson, and, except as corrected or supplemented in a subsequent covered report:

no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and

no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

(2) I have reviewed the contents of this statement with the Audit Committee of the Board of Directors of Johnson & Johnson.

(3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report":

the Annual Report on Form 10-K of Johnson & Johnson for the fiscal year ended December 30, 2001;

all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Johnson & Johnson filed with the Commission subsequent to the filing of the Form 10- K identified above; and

any amendments to any of the foregoing.


/s/ Robert J. Darretta                 Subscribed and sworn to
Name:  Robert J. Darretta              before me this 9th day of
Date:   August 9, 2002.                August 2002.

                                       /s/ Linda A. Piscadlo
                                       Notary Public of New Jersey
                                       My Commission Expires
                                       9/18/06