10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission file number 001-4802

Becton, Dickinson and Company

(Exact name of registrant as specified in its charter)

New Jersey	22-0760120
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1 Becton Drive, Franklin Lakes, New Jersey 07417-1880
(Address of principal executive offices)
(Zip Code)

(201) 847-6800

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year,

if changed since last report)

     Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

     Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

     Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer þ	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
		(Do not check if a smaller reporting company)

     Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

     Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class of Common Stock	Shares Outstanding as of June 30, 2011
Common stock, par value $1.00	217,446,690

BECTON, DICKINSON AND COMPANY
FORM 10-Q
For the quarterly period ended June 30, 2011

TABLE OF CONTENTS

	Page Number
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets		3
Condensed Consolidated Statements of Income		4
Condensed Consolidated Statements of Cash Flows		5
Notes to Condensed Consolidated Financial Statements		6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		24
Item 3. Quantitative and Qualitative Disclosures About Market Risk		36
Item 4. Controls and Procedures		36
Part II. OTHER INFORMATION
Item 1. Legal Proceedings		37
Item 1A. Risk Factors		38
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		38
Item 3. Defaults Upon Senior Securities		39
Item 4. Reserved		39
Item 5. Other Information		39
Item 6. Exhibits		39
Signatures		40
Exhibits		41
EX-31
EX-32
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

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ITEM 1. FINANCIAL STATEMENTS
BECTON, DICKINSON AND COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

Thousands of dollars

	June 30,			September 30,
	2011			2010
	(Unaudited)
Assets
Current Assets:
Cash and equivalents	$	1,158,037		$	1,215,989
Short-term investments		763,289			528,206
Trade receivables, net		1,250,195			1,205,377
Inventories:
Materials		176,111			169,268
Work in process		256,899			225,878
Finished products		898,093			750,191
		1,331,103			1,145,337
Prepaid expenses, deferred taxes and other		570,509			410,341
Total Current Assets		5,073,133			4,505,250
Property, plant and equipment		6,938,331			6,532,062
Less allowances for depreciation and amortization		3,721,208			3,431,570
		3,217,123			3,100,492
Goodwill		867,778			763,961
Core and Developed Technology, Net		400,768			310,783
Other Intangibles, Net		272,906			227,857
Capitalized Software, Net		297,419			254,761
Other		491,692			487,590
Total Assets	$	10,620,819		$	9,650,694
Liabilities and Shareholders’ Equity
Current Liabilities:
Short-term debt	$	239,784		$	202,758
Payables and accrued expenses		1,418,142			1,468,915
Total Current Liabilities		1,657,926			1,671,673
Long-Term Debt		2,484,953			1,495,357
Long-Term Employee Benefit Obligations		904,307			899,109
Deferred Income Taxes and Other		275,233			149,975
Commitments and Contingencies		—			—
Shareholders’ Equity:
Common stock		332,662			332,662
Capital in excess of par value		1,779,158			1,624,768
Retained earnings		9,422,074			8,724,228
Deferred compensation		16,944			17,164
Common shares in treasury — at cost		(6,054,027	)		(4,806,333	)
Accumulated other comprehensive loss		(198,411	)		(457,909	)
Total Shareholders’ Equity		5,298,400			5,434,580
Total Liabilities and Shareholders’ Equity	$	10,620,819		$	9,650,694

See notes to condensed consolidated financial statements

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BECTON, DICKINSON AND COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

Thousands of dollars, except per share data

(Unaudited)

	Three Months Ended						Nine Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
Revenues	$	2,014,081		$	1,830,911		$	5,778,109		$	5,499,138
Cost of products sold		951,980			883,434			2,738,000			2,642,250
Selling and administrative		474,646			416,468			1,364,543			1,283,217
Research and development		115,748			108,047			350,441			307,391
Total Operating Costs and Expenses		1,542,374			1,407,949			4,452,984			4,232,858
Operating Income		471,707			422,962			1,325,125			1,266,280
Interest income		11,508			2,094			41,294			20,535
Interest expense		(22,211	)		(13,085	)		(61,685	)		(38,985	)
Other (expense) income, net		(363	)		1,402			(7,481	)		(788	)
Income From Continuing Operations Before Income Taxes		460,641			413,373			1,297,253			1,247,042
Income tax provision		122,531			119,213			333,804			363,755
Income From Continuing Operations		338,110			294,160			963,449			883,287
Income from Discontinued Operations, net		4,948			12,748			7,566			37,628
Net Income	$	343,058		$	306,908		$	971,015		$	920,915
Basic Earnings per Share:
Income from Continuing Operations	$	1.54		$	1.26		$	4.33		$	3.75
Income from Discontinued Operations		0.02			0.05			0.03			0.16
Basic Earnings per Share (A)	$	1.57		$	1.32		$	4.36		$	3.91
Diluted Earnings per Share:
Income from Continuing Operations	$	1.51		$	1.23		$	4.23		$	3.66
Income from Discontinued Operations		0.02			0.05			0.03			0.16
Diluted Earnings per Share (A)	$	1.53		$	1.29		$	4.26		$	3.82
Dividends per Common Share	$	0.410		$	0.370		$	1.230		$	1.110

(A) Total per share amounts may not add due to rounding.

See notes to condensed consolidated financial statements

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BECTON, DICKINSON AND COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Thousands of dollars

(Unaudited)

	Nine Months Ended
	June 30,
	2011			2010
Operating Activities
Net income	$	971,015		$	920,915
Less: Income from discontinued operations, net		7,566			37,628
Income from continuing operations		963,449			883,287
Adjustments to income from continuing operations to derive net cash provided by continuing operating activities, net of amounts acquired:
Depreciation and amortization		372,210			378,569
Share-based compensation		72,202			69,117
Deferred income taxes		27,430			7,088
Change in operating assets and liabilities		(314,682	)		(133,068	)
Pension obligation		60,872			(119,062	)
Other, net		(6,989	)		28,240
Net Cash Provided by Continuing Operating Activities		1,174,492			1,114,171
Investing Activities
Capital expenditures		(321,268	)		(326,972	)
Capitalized software		(58,018	)		(78,113	)
Purchases of investments, net		(204,981	)		(146,879	)
Acquisitions of businesses, net of cash acquired		(204,970	)		(281,367	)
Other, net		(41,759	)		(42,924	)
Net Cash Used for Continuing Investing Activities		(830,996	)		(876,255	)
Financing Activities
Change in short-term debt		33,611			(200,448	)
Proceeds from long-term debt		991,265			—
Payments of debt		(27	)		(68	)
Repurchase of common stock		(1,272,828	)		(549,999	)
Excess tax benefits from payments under share-based compensation plans		35,200			18,911
Dividends paid		(272,737	)		(260,344	)
Issuance of common stock and other, net		77,263			35,764
Net Cash Used for Continuing Financing Activities		(408,253	)		(956,184	)
Discontinued Operations
Net cash (used for) provided by operating activities		(1,189	)		80,073
Net cash used for investing activities		(88	)		(3,013	)
Net Cash (Used for) Provided by Discontinued Operations		(1,277	)		77,060
Effect of exchange rate changes on cash and equivalents		8,082			(2,930	)
Net decrease in cash and equivalents		(57,952	)		(644,138	)
Opening Cash and Equivalents		1,215,989			1,394,244
Closing Cash and Equivalents	$	1,158,037		$	750,106

See notes to condensed consolidated financial statements

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BECTON, DICKINSON AND COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Dollar and share amounts in thousands, except per share data

June 30, 2011

Note 1 — Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, in the opinion of the management of the Company, include all adjustments which are of a normal recurring nature, necessary for a fair presentation of the financial position and the results of operations and cash flows for the periods presented. However, the financial statements do not include all information and accompanying notes required for a presentation in accordance with U.S. generally accepted accounting principles. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included or incorporated by reference in the Company’s 2010 Annual Report on Form 10-K. The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year.

Note 2 — Accounting Changes

In October 2009, the Financial Accounting Standards Board (“FASB”) issued revised revenue recognition guidance affecting the accounting for software-enabled devices and multiple-element arrangements. The revisions expand the scope of multiple-element arrangement guidance to include revenue arrangements containing certain nonsoftware elements and related software elements. Additionally, the revised guidance changes the manner in which separate units of accounting are identified within a multiple-element arrangement and modifies the manner in which transaction consideration is allocated across the separately identified deliverables. The Company adopted the revised revenue recognition guidance for new arrangements the Company entered into on or after October 1, 2010. The adoption of these new requirements did not significantly impact the Company’s consolidated financial statements.

In June 2009, the FASB issued guidance amending the variable interest consolidation model. The revised model amends certain guidance for determining whether an entity is a variable interest entity and requires a qualitative, rather than quantitative, analysis to determine the primary beneficiary of a variable interest entity. The Company’s adoption of the amended variable interest consolidation model on October 1, 2010 did not significantly impact the Company’s consolidated financial statements.

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Note 3 — Comprehensive Income

Comprehensive income was comprised of the following:

	Three Months Ended					Nine Months Ended
	June 30,					June 30,
	2011		2010			2011		2010
Net Income	$	343,058	$	306,908		$	971,015	$	920,915
Other Comprehensive Income (Loss), Net of Tax
Foreign currency translation adjustments		80,663		(158,700	)		217,272		(304,933	)
Benefit plans adjustment		10,765		8,059			32,295		24,177
Unrealized gains on investments, net of amounts realized		535		—			535		—
Unrealized gains on cash flow hedges, net of amounts realized		249		11,871			9,396		55,043
		92,212		(138,770	)		259,498		(225,713	)
Comprehensive Income	$	435,270	$	168,138		$	1,230,513	$	695,202

The gain recorded as foreign currency translation adjustments for the three months ended June 30, 2011 is mainly attributable to the strengthening of the Euro, as well as certain currencies in Latin America and Asia-Pacific, against the U.S. dollar during this period. The gain recorded as foreign currency translation adjustments for the nine months ended June 30, 2011 is primarily attributable to the strengthening of the Euro against the U.S. dollar during this period.

Note 4 — Earnings per Share

The weighted average common shares used in the computations of basic and diluted earnings per share (shares in thousands) were as follows:

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Average common shares outstanding		218,966		233,242		222,674		235,316
Dilutive share equivalents from share-based plans		4,601		5,077		5,108		5,835
Average common and common equivalent shares outstanding — assuming dilution		223,567		238,319		227,782		241,151

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Note 5 — Contingencies

Given the uncertain nature of litigation generally, the Company is not able in all cases to estimate the amount or range of loss that could result from an unfavorable outcome of the litigation to which the Company is a party. In accordance with U.S. generally accepted accounting principles, the Company establishes accruals to the extent probable future losses are estimable (in the case of environmental matters, without considering possible third-party recoveries). In view of the uncertainties discussed below, the Company could incur charges in excess of any currently established accruals and, to the extent available, excess liability insurance. In the opinion of management, any such future charges, individually or in the aggregate, could have a material adverse effect on the Company’s consolidated results of operations and consolidated cash flows.

The Company is named as a defendant in the following purported class action suits brought on behalf of distributors and other entities that purchase the Company’s products (the “Distributor Plaintiffs”), alleging that the Company violated federal antitrust laws, resulting in the charging of higher prices for the Company’s products to the plaintiffs and other purported class members.

Case	Court	Date Filed
Louisiana Wholesale Drug Company, Inc., et. al. vs. Becton Dickinson and Company	U.S. District Court, Newark, New Jersey	March 25, 2005
SAJ Distributors, Inc. et. al. vs. Becton Dickinson & Co.	U.S. District Court, Eastern District of Pennsylvania	September 6, 2005
Dik Drug Company, et. al. vs. Becton, Dickinson and Company	U.S. District Court, Newark, New Jersey	September 12, 2005
American Sales Company, Inc. et. al. vs. Becton, Dickinson & Co.	U.S. District Court, Eastern District of Pennsylvania	October 3, 2005
Park Surgical Co. Inc. et. al. vs. Becton, Dickinson and Company	U.S. District Court, Eastern District of Pennsylvania	October 26, 2005

These actions have been consolidated under the caption “In re Hypodermic Products Antitrust Litigation.”

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The Company is also named as a defendant in the following purported class action suits brought on behalf of purchasers of the Company’s products, such as hospitals (the “Hospital Plaintiffs”), alleging that the Company violated federal and state antitrust laws, resulting in the charging of higher prices for the Company’s products to the plaintiffs and other purported class members.

Case	Court	Date Filed
Jabo’s Pharmacy, Inc., et. al. v. Becton Dickinson & Company	U.S. District Court, Greenville, Tennessee	June 7, 2005
Drug Mart Tallman, Inc., et. al. v. Becton Dickinson and Company	U.S. District Court, Newark, New Jersey	January 17, 2006
Medstar v. Becton Dickinson	U.S. District Court, Newark, New Jersey	May 18, 2006
The Hebrew Home for the Aged at Riverdale v. Becton Dickinson and Company	U.S. District Court, Southern District of New York	March 28, 2007

The plaintiffs in each of the above antitrust class action lawsuits seek monetary damages. All of the antitrust class action lawsuits have been consolidated for pre-trial purposes in a Multi-District Litigation (MDL) in Federal court in New Jersey.

On April 27, 2009, the Company entered into a settlement agreement with the Distributor Plaintiffs in these actions. The settlement agreement provided for, among other things, the payment by the Company of $45,000 in exchange for a release by all potential class members of the direct purchaser claims under federal antitrust laws related to the products and acts enumerated in the complaint, and a dismissal of the case with prejudice, insofar as it relates to direct purchaser claims. The release would not cover potential class members that affirmatively opt out of the settlement. On September 30, 2010, the court issued an order denying a motion to approve the settlement agreement, ruling that the Hospital Plaintiffs, and not the Distributor Plaintiffs, are the direct purchasers entitled to pursue damages under the federal antitrust laws for certain sales of BD products. The settlement agreement currently remains in effect, subject to certain termination provisions, and the federal court of appeals has granted the Distributor Plaintiffs’ request to appeal the trial court’s order on an interlocutory basis. The Company currently cannot estimate the range of reasonably possible losses with respect to these class action matters beyond the $45,000 already accrued and changes to the amount already recognized may be required in the future as additional information becomes available.

In June 2007, Retractable Technologies, Inc. (“RTI”) filed a complaint against the Company under the caption Retractable Technologies, Inc. vs. Becton Dickinson and Company (Civil Action No. 2:07-cv-250, U.S. District Court, Eastern District of Texas). RTI alleges that the BD Integra^TM syringes infringe patents licensed exclusively to RTI. In its complaint, RTI also alleges that the Company engaged in false advertising with respect to certain of the Company’s safety-engineered products in violation of the Lanham Act; acted to exclude RTI from various product markets and to maintain its market share through, among other things, exclusionary contracts in violation of state and federal antitrust laws; and engaged in unfair competition. In January 2008, the court severed the patent and non-patent claims into separate cases, and stayed the non-patent

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claims during the pendency of the patent claims at the trial court level. RTI seeks money damages and injunctive relief. On April 1, 2008, RTI filed a complaint against BD under the caption Retractable Technologies, Inc. and Thomas J. Shaw v. Becton Dickinson and Company (Civil Action No.2:08-cv-141, U.S. District Court, Eastern District of Texas). RTI alleges that the BD Integra^TM syringes infringe another patent licensed exclusively to RTI. RTI seeks money damages and injunctive relief. On August 29, 2008, the court ordered the consolidation of the patent cases. On November 9, 2009, at a trial of these consolidated cases, the jury rendered a verdict in favor of RTI on all but one of its infringement claims, but did not find any willful infringement, and awarded RTI $5,000 in damages. On May 19, 2010, the court granted RTI’s motion for a permanent injunction against the continued sale by the Company of its BD Integra^TM products in their current form, but stayed the injunction for the duration of the Company’s appeal. At the same time, the court lifted a stay of RTI’s non-patent claims. The Company’s appeal of the jury verdict was heard by the Court of Appeals for the Federal Circuit on March 10, 2011. On July 8, 2011, the Court of Appeals for the Federal Circuit reversed the District Court judgment that the Company’s 3ml Integra™ products infringed the asserted RTI patents and affirmed the District Court judgment of infringement against the Company’s discontinued 1ml Integra™ products. The trial on RTI’s antitrust and false advertising claims is scheduled to begin in January 2012. With respect to RTI’s antitrust and false advertising claims, the Company cannot estimate the range of reasonably possible losses as the proceedings are in the early stages and there are significant issues to be resolved.

On October 19, 2009, Gen-Probe Incorporated (“Gen-Probe”) filed a patent infringement action against BD in the U.S. District Court for the Southern District of California. The complaint alleges that the BD Viper™ and BD Viper™ XTR™ systems and BD ProbeTec™ specimen collection products infringe certain U.S. patents of Gen-Probe. On March 23, 2010, Gen-Probe filed a complaint, also in the U.S. District Court for the Southern District of California, alleging that the BD Max^TM instrument infringes Gen-Probe patents. The patents alleged to be infringed are a subset of the Gen-Probe patents asserted against the Company in the October 2009 suit. On June 8, 2010, the Court consolidated these cases. Gen-Probe is seeking monetary damages and injunctive relief. The Company currently cannot estimate the range of reasonably possible losses for this matter as the proceedings are in relatively early stages and there are significant issues to be resolved.

The Company believes that it has meritorious defenses to each of the above-mentioned suits pending against the Company and is engaged in a vigorous defense of each of these matters.

The Company is also involved both as a plaintiff and a defendant in other legal proceedings and claims that arise in the ordinary course of business.

The Company is a party to a number of Federal proceedings in the United States brought under the Comprehensive Environment Response, Compensation and Liability Act, also known as “Superfund,” and similar state laws. The affected sites are in varying stages of development. In some instances, the remedy has been completed, while in others, environmental studies are commencing. For all sites, there are other potentially responsible parties that may be jointly or severally liable to pay all cleanup costs.

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Note 6 — Segment Data

The Company’s organizational structure is based upon its three principal business segments: BD Medical (“Medical”), BD Diagnostics (“Diagnostics”), and BD Biosciences (“Biosciences”). The Company evaluates segment performance based upon operating income. Segment operating income represents revenues reduced by product costs and operating expenses. From time to time, the Company hedges against certain forecasted sales of U.S.-produced products sold outside the United States. Gains and losses associated with these foreign currency translation hedges are reported in segment revenues based upon their proportionate share of these international sales of U.S.-produced products. Financial information for the Company’s segments was as follows:

	Three Months Ended						Nine Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
Revenues (A)
Medical	$	1,044,836		$	945,522		$	2,952,713		$	2,837,827
Diagnostics		631,359			576,269			1,838,429			1,727,415
Biosciences		337,886			309,120			986,967			933,896
	$	2,014,081		$	1,830,911		$	5,778,109		$	5,499,138
Segment Operating Income
Medical	$	324,170		$	273,186		$	887,080		$	839,436
Diagnostics		164,293			146,703			481,322			452,789
Biosciences		89,943			87,101			275,643			269,797
Total Segment Operating Income		578,406			506,990			1,644,045			1,562,022
Unallocated Items (B)		(117,765	)		(93,617	)		(346,792	)		(314,980	)
Income from Continuing Operations Before Income Taxes	$	460,641		$	413,373		$	1,297,253		$	1,247,042

(A)	Intersegment revenues are not material.
(B)	Includes primarily interest, net; foreign exchange; corporate expenses; and share-based compensation expense.

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	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Revenues by Organizational Units
BD Medical
Medical Surgical Systems	$	529,018	$	493,553	$	1,546,334	$	1,507,995
Diabetes Care		220,184		197,152		641,826		586,658
Pharmaceutical Systems		295,634		254,817		764,553		743,174
	$	1,044,836	$	945,522	$	2,952,713	$	2,837,827
BD Diagnostics
Preanalytical Systems	$	330,326	$	303,526	$	949,194	$	891,362
Diagnostic Systems		301,033		272,743		889,235		836,053
	$	631,359	$	576,269	$	1,838,429	$	1,727,415
BD Biosciences
Cell Analysis	$	255,028	$	230,433	$	751,287	$	704,243
Discovery Labware		82,858		78,687		235,680		229,653
	$	337,886	$	309,120	$	986,967	$	933,896
	$	2,014,081	$	1,830,911	$	5,778,109	$	5,499,138

Revenues by geographic areas were as follows:

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Total Revenues
United States	$	855,464	$	809,428	$	2,513,247	$	2,454,604
International		1,158,617		1,021,483		3,264,862		3,044,534
	$	2,014,081	$	1,830,911	$	5,778,109	$	5,499,138

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Note 7 — Share-Based Compensation

The Company grants share-based awards under the 2004 Employee and Director Equity-Based Compensation Plan (the “2004 Plan”), which provides long-term incentive compensation to employees and directors. The Company believes that such awards align the interests of its employees and directors with those of its shareholders.

The fair value of share-based payments is recognized as compensation expense in net income. For the three months ended June 30, 2011 and 2010, compensation expense charged to income was $18,482 and $16,650, respectively. For the nine months ended June 30, 2011 and 2010, compensation expense was $72,202 and $69,117, respectively. Share-based compensation attributable to discontinued operations was not material.

The amount of unrecognized compensation expense for all non-vested share-based awards as of June 30, 2011 was approximately $120,022, which is expected to be recognized over a weighted-average remaining life of approximately 2.2 years.

The fair values of stock appreciation rights granted during the annual share-based grants in November of 2010 and 2009, respectively, were estimated on the date of grant using a lattice-based binomial valuation model based on the following assumptions:

	2011			2010
Risk-free interest rate		2.40	%		2.60	%
Expected volatility		24.00	%		28.00	%
Expected dividend yield		2.14	%		1.96	%
Expected life	7.8 years			6.5 years
Fair value derived	$	16.80		$	19.70

Note 8 — Benefit Plans

The Company has defined benefit pension plans covering substantially all of its employees in the United States and certain foreign locations. The Company also provides certain postretirement healthcare and life insurance benefits to qualifying domestic retirees. Other postretirement benefit plans in foreign countries are not material.

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Net pension and postretirement cost included the following components for the three months ended June 30:

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Service cost	$	23,114		$	18,070		$	1,463		$	1,252
Interest cost		23,470			22,533			3,289			3,548
Expected return on plan assets		(25,790	)		(24,710	)		—			—
Amortization of prior service (credit) cost		(272	)		(266	)		(171	)		1
Amortization of loss		14,007			10,308			1,117			853
Net pension and postretirement cost	$	34,529		$	25,935		$	5,698		$	5,654

Net pension and postretirement cost included the following components for the nine months ended June 30:

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Service cost	$	68,767		$	54,781		$	4,381		$	3,755
Interest cost		69,828			68,309			9,856			10,643
Expected return on plan assets		(76,731	)		(74,908	)		—			—
Amortization of prior service (credit) cost		(810	)		(806	)		(515	)		3
Amortization of loss		41,674			31,246			3,349			2,557
Curtailment/settlement loss		1,083			—			—			—
Net pension and postretirement cost	$	103,811		$	78,622		$	17,071		$	16,958

Postemployment benefit costs for the three months ended June 30, 2011 and 2010 were $6,794 and $5,467, respectively. For the nine months ended June 30, 2011 and 2010, postemployment benefit costs were $20,381 and $16,401, respectively.

Note 9 — Acquisition

On March 18, 2011, the Company acquired 100% of the outstanding shares of Accuri Cytometers, Inc. (“Accuri”), a company that develops and manufactures personal flow cytometers for researchers. The acquisition-date fair value of consideration transferred totaled $204,970, net of $3,112 in cash acquired.

The Company intends for this acquisition to expand its presence into the emerging affordable personal flow cytometer space. The acquisition is also expected to help expand the use of flow technology by researchers in developing regions where ease of use is critical, as well as by researchers in scientific disciplines that have not traditionally used flow cytometry, such as environmental studies.

The acquisition was accounted for under the acquisition method of accounting for business combinations and Accuri’s results of operations were included in the Biosciences segment’s

14

results from the acquisition date. Pro forma information is not provided as the acquisition did not have a material effect on the Company’s consolidated results. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date. These fair values are based upon the information available as of June 30, 2011 and may be adjusted should further information regarding events or circumstances existing at the acquisition date become available.

Developed technology	$	111,500
Acquired in-process research and development		42,300
Other intangibles		2,850
Deferred tax assets		10,442
Other		8,176
Total identifiable assets acquired		175,268
Deferred tax liabilities		(59,869	)
Other		(4,728	)
Total liabilities assumed		(64,597	)
Net identifiable assets acquired		110,671
Goodwill		94,299
Net assets acquired	$	204,970

The acquired in-process research and development asset of $42,300 represents development of the personal flow cytometry technology that will enable its use in the clinical market. The fair value of this project was determined based on the present value of projected cash flows utilizing an income approach reflecting an appropriate risk-adjusted discount rate based on the applicable technological and commercial risk of the project.

The $94,299 of goodwill was allocated to the Biosciences segment. Goodwill typically results through expected synergies from combining operations of an acquiree and an acquirer as well as from intangible assets that do not qualify for separate recognition. The goodwill recognized as a result of this acquisition includes, among other things, the value of broadening the Company’s potential market for flow cytometry technology. No portion of this goodwill will be deductible for tax purposes. The Company recognized $900 of acquisition-related costs that were expensed in the current year-to-date period and reported in the Consolidated Statements of Income as Selling and administrative.

Note 10 — Divestitures

In the fourth quarter of fiscal year 2010, the Company sold the Ophthalmic Systems unit and the surgical blades, critical care and extended dwell catheter product platforms for $270,000. The Company recognized a pre-tax gain on sale from all of these divestitures of $146,108. The results of operations associated with the Ophthalmic Systems unit, surgical blade platform and critical care platform are reported as discontinued operations for all periods presented in the accompanying Consolidated Statements of Income and Cash Flows and related disclosures. The Company agreed to perform contract manufacturing for a defined period after the sale of the

15

extended dwell catheter product platform and due to this significant continuing involvement in operations, the associated results of operations are reported within continuing operations.

On July 8, 2009, the Company sold certain assets and liabilities related to the elastics and thermometer components of the Home Healthcare product line of the Medical segment for $51,022. The Company recognized a pre-tax gain on sale of $18,145. Concurrent with the sale, the Company exited the remaining portion of the Home Healthcare product line. The results of operations associated with the Home Healthcare product line are reported as discontinued operations for all periods presented in the accompanying Consolidated Statements of Income and Cash Flows and related disclosures.

Results of discontinued operations were as follows:

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Revenues	$	117	$	47,316	$	3,124	$	141,372
Income from discontinued operations before income taxes		5,059		17,088		8,277		50,686
Less income tax provision		111		4,340		711		13,058
Income from discontinued operations, net	$	4,948	$	12,748	$	7,566	$	37,628

Note 11 — Intangible Assets

Intangible assets consisted of:

	June 30, 2011				September 30, 2010
	Gross				Gross
	Carrying		Accumulated		Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Amortized intangible assets
Core and developed technology	$	706,917	$	306,149	$	580,709	$	269,926
Patents, trademarks, and other		317,146		232,257		301,883		219,735
	$	1,024,063	$	538,406	$	882,592	$	489,661
Unamortized intangible assets
Acquired in-process research and development	$	185,300			$	143,000
Trademarks		2,717				2,709
	$	188,017			$	145,709

Intangible amortization expense for the three months ended June 30, 2011 and 2010 was $14,616 and $12,576, respectively. Intangible amortization expense for the nine months ended June 30, 2011 and 2010 was $39,051 and $36,648, respectively.

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Note 12 — Derivative Instruments and Hedging Activities

The Company uses derivative instruments to mitigate certain exposures. The effects these derivative instruments and hedged items have on financial position, financial performance, and cash flows are provided below.

Foreign Currency Risks and Related Strategies

The Company has foreign currency exposures throughout Europe, Asia Pacific, Canada, Japan and Latin America. From time to time, the Company may partially hedge forecasted export sales denominated in foreign currencies using forward and option contracts, generally with one-year terms. The Company’s hedging program has been designed to mitigate exposures resulting from movements of the U.S. dollar, from the beginning of a reporting period, against other foreign currencies. The Company’s strategy is to offset the changes in the present value of future foreign currency revenue resulting from these movements with either gains or losses in the fair value of foreign currency derivative contracts. Forward contracts were used to hedge forecasted sales in fiscal year 2010. As of June 30, 2011, the Company has not entered into contracts to hedge cash flows in fiscal year 2011.

The Company designates forward contracts used to hedge these certain forecasted sales denominated in foreign currencies as cash flow hedges. Changes in the effective portion of the fair value of the Company’s forward contracts that are designated and qualify as cash flow hedges (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk) are included in Other comprehensive income (loss) until the hedged transactions are reclassified in earnings. These changes result from the maturity of derivative instruments as well as the commencement of new derivative instruments. The changes also reflect movements in the period-end foreign exchange rates against the forward rates at the time the Company enters into any given derivative instrument contract. Once the hedged revenue transaction occurs, the recognized gain or loss on the contract is reclassified from Accumulated other comprehensive income (loss) to Revenues. The Company records the premium or discount of the forward contracts, which is included in the assessment of hedge effectiveness, to Revenues.

In the event that the revenue transactions underlying a derivative instrument are no longer probable of occurring, accounting for the instrument under hedge accounting is discontinued. Gains and losses previously recognized in Other comprehensive income (loss) are reclassified into Other income (expense). If only a portion of the revenue transaction underlying a derivative instrument is no longer probable of occurring, only the portion of the derivative relating to those revenues would no longer be eligible for hedge accounting.

Transactional currency exposures that arise from entering into transactions, generally on an intercompany basis, in non-hyperinflationary countries that are denominated in currencies other than the functional currency are mitigated primarily through the use of forward contracts and currency options. Hedges of the transactional foreign exchange exposures resulting primarily from intercompany payables and receivables are undesignated hedges. As such, the gains or losses on these instruments are recognized immediately in income. The offset of these gains or losses against the gains and losses on the underlying hedged items, as well as the hedging costs associated with the derivative instruments, are recognized in Other income (expense).

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The total notional amounts of the Company’s outstanding foreign exchange contracts as of June 30, 2011 and September 30, 2010 were $1,690,611 and $1,776,046, respectively.

Interest Rate Risks and Related Strategies

The Company’s primary interest rate exposure results from changes in short-term U.S. dollar interest rates. The Company’s policy is to manage interest cost using a mix of fixed and variable rate debt. The Company periodically uses interest rate swaps to manage such exposures. Under these interest rate swaps, the Company exchanges, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount. These swaps are designated as either fair value or cash flow hedges.

For interest rate swaps designated as fair value hedges (i.e., hedges against the exposure to changes in the fair value of an asset or a liability or an identified portion thereof that is attributable to a particular risk), changes in the fair value of the interest rate swaps offset changes in the fair value of the fixed rate debt due to changes in market interest rates.

Changes in the fair value of the interest rate swaps designated as cash flow hedges (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk) are offset by amounts recorded in Other comprehensive income (loss). If interest rate derivatives designated as cash flow hedges are terminated, the balance in Accumulated other comprehensive income (loss) attributable to those derivatives is reclassified into earnings over the remaining life of the hedged debt. The amount, related to terminated interest rate swaps, expected to be reclassified and recorded in Interest expense within the next 12 months is $996, net of tax.

As of both June 30, 2011 and September 30, 2010, the total notional amount of the Company’s outstanding interest rate swaps designated as fair value hedges was $200,000. The current year’s outstanding swap represents a fixed-to-floating rate swap agreement that was entered into to convert the interest payments on $200,000 in 4.55% notes, due April 15, 2013, from the fixed rate to a floating interest rate based on LIBOR. The Company had no outstanding interest rate swaps designated as cash flow hedges as of June 30, 2011.

Risk Exposures Not Hedged

The Company purchases resins, which are oil-based components used in the manufacture of certain products. While the Company has been able to hedge certain purchases of polyethylene, the Company does not currently use any hedges to manage the risk exposures related to other resins. Significant increases in world oil prices that lead to increases in resin purchase costs could impact future operating results. From time to time, the Company has managed price risks associated with other commodity purchases. The Company had no commodity forward contracts outstanding as of June 30, 2011.

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Effects on Consolidated Balance Sheets

The location and amounts of derivative instrument fair values in the consolidated balance sheet are segregated below between designated, qualifying hedging instruments and ones that are not designated for hedge accounting.

			September 30,
	June 30, 2011		2010
Asset derivatives-designated for hedge accounting Interest rate swaps	$	6,444	$	8,609
Asset derivatives-undesignated for hedge accounting Forward exchange contracts	$	12,271	$	32,392
Total asset derivatives (A)	$	18,715	$	41,001
Liability derivatives-undesignated for hedge accounting Forward exchange contracts	$	14,291	$	21,265
Total liability derivatives (B)	$	14,291	$	21,265

(A)	All asset derivatives are included in Prepaid expenses, deferred taxes and other.
(B)	All liability derivatives are included in Accrued expenses.

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Effects on Consolidated Statements of Income

Cash flow hedges

The location and amount of gains and losses on designated derivative instruments recognized in the consolidated statement of income for the three months ended June 30 consisted of:

						Gain (Loss)
	Gain (Loss)					Reclassified from
	Recognized in OCI on				Location of Gain (Loss)	Accumulated OCI into
Derivatives Accounted for as	Derivatives				Reclassified from	Income
Designated Cash Flow Hedging	Three Months Ended				Accumulated OCI into	Three Months Ended
Relationships	June 30,				Income	June 30,
	2011		2010			2011			2010
Forward exchange contracts	$	—	$	11,561	Revenues	$	—		$	(1,474	)
Interest rate swaps		249		310	Interest expense		(401	)		(500	)
Total	$	249	$	11,871		$	(401	)	$	(1,974	)

The location and amount of gains and losses on designated derivative instruments recognized in the consolidated statement of income for the nine months ended June 30 consisted of:

						Gain (Loss)
	Gain (Loss)					Reclassified from
	Recognized in OCI on				Location of Gain (Loss)	Accumulated OCI into
Derivatives Accounted for as	Derivatives				Reclassified from	Income
Designated Cash Flow Hedging	Nine Months Ended				Accumulated OCI into	Nine Months Ended
Relationships	June 30,				Income	June 30,
	2011		2010			2011			2010
Forward exchange contracts	$	—	$	54,093	Revenues	$	—		$	(42,672	)
Interest rate swaps		9,396		928	Interest expense		(1,254	)		(1,496	)
Commodity forward contracts		—		22	Cost of sales		—			(35	)
Total	$	9,396	$	55,043		$	(1,254	)	$	(44,203	)

The Company’s designated derivative instruments are perfectly effective. As such, there were no gains or losses, related to hedge ineffectiveness and amounts excluded from hedge effectiveness testing, recognized immediately in income for the three-month and nine-month periods ending June 30, 2011. The gain recognized in other comprehensive income for the nine-month period ended June 30, 2011 is attributable primarily to gains realized on interest rate swaps that were entered into in the first quarter of 2011 in anticipation of issuing $700,000 of 10-year 3.25% notes and $300,000 of 30-year 5.00% notes. These swaps were designated as hedges of the variability in interest payments attributable to changes in the benchmark interest rates against which the notes were priced. These swaps were terminated in November 2010, concurrent with the pricing of the notes. Realized gains on these swaps will be amortized over the life of the notes with an offset to interest expense.

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Fair value hedges

The location and amount of gains or losses on the hedged fixed rate debt attributable to changes in the market interest rates and the offsetting gain (loss) on the related interest rate swaps were as follows:

Income Statement
Classification	Gain/(Loss) on Swaps									Gain/(Loss) on Borrowings
	Three Months Ended				Nine Months Ended					Three Months Ended						Nine Months Ended
	June 30,				June 30,					June 30,						June 30,
	2011		2010		2011			2010		2011			2010			2011		2010
Other income (expense) (A)	$	607	$	3,061	$	(2,164	)	$	4,751	$	(607	)	$	(3,061	)	$	2,164	$	(4,751	)

(A) Changes in the fair value of the interest rate swaps offset changes in the fair value of the fixed rate debt due to changes in market interest rates. There was no hedge ineffectiveness relating to these interest rate swaps.

Undesignated hedges

The location and amount of gains and losses recognized in income on derivatives not designated for hedge accounting were as follows:

		Amount of Gain (Loss) Recognized in Income on Derivatives
	Location of Gain (Loss)	Three Months Ended						Nine Months Ended
Derivatives Not Designated as	Recognized in Income on	June 30,						June 30,
Hedging Instruments	Derivatives	2011			2010			2011			2010
Forward exchange contracts (B)	Other income (expense)	$	(13,248	)	$	(9,788	)	$	(5,106	)	$	(35,382	)

(B) The gains and losses on forward contracts and currency options utilized to hedge the intercompany transactional foreign exchange exposures are largely offset by gains and losses on the underlying hedged items in Other income (expense).

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Note 13 — Financial Instruments and Fair Value Measurements

The fair values of financial instruments, including those not recognized on the statement of financial position at fair value, carried at June 30, 2011 and September 30, 2010 are classified in accordance with the fair value hierarchy in the tables below:

			Basis of Fair Value Measurement
	June 30,		Quoted Prices in		Significant
	2011		Active Markets		Other		Significant
	Carrying		for Identical		Observable		Unobservable
	Value		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Assets
Institutional money market investments	$	311,262	$	311,262	$	—	$	—
Forward exchange contracts		12,271		—		12,271		—
Interest rate swaps		6,444		—		6,444		—
Total Assets	$	329,977	$	311,262	$	18,715	$	—
Liabilities
Forward exchange contracts	$	14,291	$	—	$	14,291	$	—
Long-term debt		2,484,953		—		2,628,673		—
Total Liabilities	$	2,499,244	$	—	$	2,642,964	$	—

			Basis of Fair Value Measurement
	September		Quoted Prices in		Significant
	30,2010		Active Markets		Other		Significant
	Carrying		for Identical		Observable		Unobservable
	Value		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Assets
Institutional money market investments	$	277,424	$	277,424	$	—	$	—
Forward exchange contracts		32,392		—		32,392		—
Interest rate swaps		8,609		—		8,609		—
Total Assets	$	318,425	$	277,424	$	41,001	$	—
Liabilities
Forward exchange contracts	$	21,265	$	—	$	21,265	$	—
Long-term debt		1,495,357		—		1,790,137		—
Total Liabilities	$	1,516,622	$	—	$	1,811,402	$	—

The Company’s institutional money market accounts permit daily redemption and the fair values of these investments are based upon the quoted prices in active markets provided by the holding financial institutions. The Company’s remaining cash equivalents were $846,775 and $938,565 at June 30, 2011 and September 30, 2010, respectively. Short-term investments are held to their maturities and are carried at cost, which approximates fair value. The cash equivalents consist of liquid investments with a maturity of three months or less and the short-term investments consist

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of instruments with maturities greater than three months and less than one year. The Company measures the fair value of forward exchange contracts and currency options using an income approach with significant observable inputs, specifically spot currency rates, market designated forward currency prices and a discount rate. The fair value of interest rate swaps is provided by the financial institutions that are counterparties to these arrangements. The fair value of long-term debt is based upon quoted prices in active markets for similar instruments.

The Company’s policy is to recognize any transfers into fair value measurement hierarchy levels and transfers out of levels at the beginning of each reporting period. There were no transfers in and out of Level 1, Level 2 or Level 3 measurements for the three and nine months ended June 30, 2011.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Company Overview

Becton, Dickinson and Company (“BD”) is a global medical technology company engaged principally in the development, manufacture and sale of medical devices, instrument systems and reagents used by healthcare institutions, life science researchers, clinical laboratories, the pharmaceutical industry and the general public. Our business consists of three worldwide business segments — BD Medical (“Medical”), BD Diagnostics (“Diagnostics”) and BD Biosciences (“Biosciences”). Our products are marketed in the United States and internationally through independent distribution channels and directly to end-users by BD and independent sales representatives.

Overview of Financial Results

Third quarter revenues of $2.014 billion represented an increase of 10% from the same period a year ago, and reflected volume increases of 6% and estimated favorable foreign currency translation of 5%, partially offset by price decreases of approximately 1%, reflecting an ongoing downward trend. During the quarter, we experienced strong international sales of safety-engineered products and strong growth in emerging markets, which was offset in part, by weaker demand in Western Europe resulting from austerity measures and lower healthcare utilization. Sales in the United States of safety-engineered devices in the third quarter of 2011 were $281 million, representing a 4% increase from the prior year’s period. International sales of safety-engineered devices of $198 million in the third quarter of 2011 grew 26% over the prior year’s period, including an estimated $18 million, or 12%, favorable impact due to foreign currency translation. International safety-engineered device revenue growth continues to be driven by strong growth in the Medical segment, with the largest growth in emerging markets, including China and Latin America. Revenues for the nine-month period ending June 30, 2011 of $5.778 billion represented an increase of 5% from the prior-year nine-month period, including an estimated 2.5% favorable impact from foreign currency translation.

Our financial condition remains strong, with cash flows from continuing operating activities totaling $1.174 billion in the first nine months of 2011. In March 2011, we completed the acquisition of Accuri Cytometers, Inc. (“Accuri”), an Ann Arbor, Michigan-based company that develops and manufactures personal flow cytometers for researchers. For further discussion of this acquisition, refer to Note 9 in the Notes to Condensed Consolidated Financial Statements. In November 2010, we issued $700 million of 10-year 3.25% notes and $300 million of 30-year 5.00% notes, as discussed further below. Also, we continued to return value to our shareholders as we repurchased $1.273 billion of our common stock and paid cash dividends of $273 million in the first nine months of 2011.

We face currency exposure each reporting period that arises from translating the results of our worldwide operations to the U.S. dollar at exchange rates that fluctuate from the beginning of such period. From time to time, we purchase forward contracts and options to partially protect against adverse foreign exchange rate movements. Gains or losses on our derivative instruments are largely offset by the gains or losses on the underlying hedged transactions. We do not enter into

24

derivative instruments for trading or speculative purposes. As of June 30, 2011, we had not entered into contracts to hedge cash flows in fiscal year 2011 or 2012.

The favorable impact of foreign currency on revenues for the quarter primarily reflected favorable foreign currency translation. The favorable impact of foreign currency on revenues for the nine-month period ending June 30, 2011 reflected favorable foreign currency translation and a favorable comparison resulting from hedge losses recognized in the prior year’s period. For further discussion of the hedge losses recognized in the prior year’s period, refer to Note 12 in the Notes to Condensed Consolidated Financial Statements.

The results for the nine-month period ending June 30, 2011 were unfavorably impacted by the earthquake and tsunami in Japan. For the total fiscal year 2011, we anticipate these events to have an aggregate unfavorable impact of about $15 million on revenues, and approximately $0.05 diluted earnings per share from continuing operations. Our operations in Japan are now fully operational.

The U.S. healthcare reform law contains certain tax provisions that will affect BD. The most significant impact is the medical device excise tax which imposes a 2.3% tax on certain U.S. sales of medical devices, beginning in January 2013. Sales of BD products that we estimate to be subject to this tax represented approximately 80% of BD’s total U.S. revenues in fiscal year 2010. This legislation also included a tax provision that eliminated the employer deduction of the Medicare Part D retiree drug subsidy and, as a result, we recorded a charge of $8.9 million, or $0.04 diluted earnings per share from continuing operations, in the second fiscal quarter of 2010.

Results of Operations

Revenues

Refer to Note 6 in the Notes to Condensed Consolidated Financial Statements for segment financial data.

Medical Segment

Third quarter revenues of $1.045 billion represented an increase of $99 million, or 10.5%, compared with the prior year’s quarter, including an estimated $53 million, or 6%, favorable impact due to foreign currency translation.

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The following is a summary of third quarter revenues by organizational unit:

	Three months ended June 30,
								Estimated
								Foreign
					Total			Exchange
(millions of dollars)	2011		2010		Change			Impact
Medical Surgical Systems	$	529	$	494		7.2	%		4.7	%
Diabetes Care		220		197		11.7	%		5.5	%
Pharmaceutical Systems		296		255		16.0	%		7.4	%
Total Revenues	$	1,045	$	946		10.5	%		5.6	%

Medical revenues reflected strong growth of Pharmaceutical Systems and international safety-engineered product sales. Segment growth was also aided by solid sales of Diabetes Care products, which were primarily attributable to pen needles. Global sales of safety-engineered products were $223 million, as compared with $195 million in the prior year’s quarter, and included an estimated $8 million favorable impact due to foreign currency translation Total Medical revenues for the nine-month period ended June 30, 2011 increased by 4% from the prior-year period, including an estimated 2% favorable impact from foreign currency translation and reflecting an unfavorable comparison to the prior-year period that included strong sales related to the H1N1 flu pandemic in the first and second quarters. We estimate that this unfavorable comparison negatively impacted Medical’s revenue growth rate for the nine-month period of 2011 by approximately 3 percentage points. For the nine-month period ended June 30, 2011, global sales of safety-engineered products were $642 million, as compared with $610 million in the prior year’s period, and included an estimated $13 million favorable impact due to foreign currency translation.

Medical operating income for the third quarter was $324 million, or 31.0% of Medical revenues, compared with $273 million, or 28.9% of segment revenues, in the prior year’s quarter. Gross profit margin was higher in the current quarter than the third quarter of 2010 due to increased sales of products with relatively higher gross margins and continued manufacturing productivity and lower manufacturing start-up costs. These favorable impacts on gross profit margin were partially offset by increases in certain raw material costs and higher pension costs allocated to the segment. See further discussion on gross profit margin below. Selling and administrative expense as a percent of Medical revenues in the third quarter of 2011 was lower than in the third quarter of 2010, primarily due to continued spending controls, partially offset by higher pension costs and unfavorable foreign currency translation. Research and development expenses for the quarter increased $1 million, or 4% above the prior year’s period, reflecting increased investment in new products and platforms. Segment operating income for the nine-month period was $887 million, or 30.0% of Medical revenues, compared with $839 million, or 29.6% in the prior year’s period.

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Diagnostics Segment

Third quarter revenues of $631 million represented an increase of $55 million, or 10%, over the prior year’s quarter, including an estimated $28 million, or approximately 5%, favorable impact due to foreign currency translation.

The following is a summary of third quarter revenues by organizational unit:

	Three months ended June 30,
								Estimated
								Foreign
					Total			Exchange
(millions of dollars)	2011		2010		Change			Impact
Preanalytical Systems	$	330	$	304		8.8	%		4.8	%
Diagnostic Systems		301		273		10.4	%		4.7	%
Total Revenues*	$	631	$	576		9.6	%		4.8	%

* Amounts may not add due to rounding

Diagnostics revenue growth reflected solid growth in sales of Preanalytical Systems safety-engineered products. Segment revenue also reflected strong growth in the Diagnostic Systems unit’s Women’s Health and Cancer and infectious disease product offerings. Global sales of safety-engineered products in the Preanalytical Systems unit totaled $256 million, compared with $233 million in the prior year’s quarter, and included an estimated $10 million favorable impact due to foreign currency translation. Total Diagnostics revenues for the nine-month period ended June 30, 2011 increased by 6% from the prior-year nine-month period, including an estimated 2.5% favorable impact from foreign currency translation. For the nine-month period ended June 30, 2011, global sales of safety-engineered products in the Preanalytical Systems unit were $732 million as compared with $677 million in the prior year’s period, and included an estimated $16 million favorable impact due to foreign currency translation.

Diagnostics operating income for the third quarter was $164 million, or 26.0% of Diagnostics revenues, compared with $147 million, or 25.5% of segment revenues, in the prior year’s quarter. Gross profit margin was higher in the current quarter than in the prior year’s quarter due to increased sales of products with relatively higher gross margins, lower manufacturing start-up costs and favorable foreign currency translation, offset in part by increases in certain raw material costs and higher pension costs. See further discussion on gross profit margin below. Selling and administrative expense as a percentage of Diagnostics revenues in the third quarter of 2011 was slightly higher than in the third quarter of 2010 primarily due to unfavorable foreign currency translation which more than offset the impact of continued spending controls. Research and development expenses in the third quarter of 2011 were relatively flat compared with the prior year’s period. Segment operating income for the nine-month period was $481 million, or 26.2% of Diagnostics revenues, compared with $453 million, or 26.2% of revenues, in the prior year’s period.

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Biosciences Segment

Third quarter revenues of $338 million represented an increase of $29 million, or 9%, over the prior year’s quarter, including an estimated $15 million, or 5%, favorable impact due to foreign currency translation.

The following is a summary of third quarter revenues by organizational unit:

	Three months ended June 30,
								Estimated
								Foreign
					Total			Exchange
(millions of dollars)	2011		2010		Change			Impact
Cell Analysis	$	255	$	230		10.7	%		5.1	%
Discovery Labware		83		79		5.3	%		4.7	%
Total Revenues	$	338	$	309		9.3	%		5.0	%

Biosciences’ revenue growth was primarily driven by instrument and reagent sales in the Cell Analysis unit. The segment’s overall revenue growth was affected by weaker than expected sales of Discovery Labware products in the U.S. and softness in Western Europe due to government research funding delays. Biosciences’ revenue growth also reflected an unfavorable comparison to the prior year’s period that included strong sales from U.S. stimulus spending and supplemental spending in Japan. We estimate that this unfavorable comparison lowered Biosciences’ revenue growth for the quarter by approximately 3 percentage points. For the nine-month period ended June 30, 2011, total Biosciences revenues increased by 6% from the prior-year nine-month period, including an estimated 3% favorable impact from foreign currency translation and reflected an unfavorable comparison to the prior-year period that included strong sales related to U.S. stimulus spending and supplemental spending in Japan. We estimate that this unfavorable comparison negatively impacted Bioscience’s revenue growth rate for the nine-month period of 2011 by approximately 4 percentage points.

Biosciences operating income for the third quarter was $90 million, or 26.6% of Biosciences revenues, compared with $87 million, or 28.2% of segment revenues, in the prior year’s quarter. Gross profit margin, as a percent of Biosciences revenue, was lower in the current quarter than the third quarter of 2010 primarily due to amortization of intangibles associated with the Accuri acquisition and increases in certain raw material costs. These unfavorable variances from the prior year’s period were partially offset by lower manufacturing costs and higher margins on service revenue. See further discussion on gross profit margin below. Selling and administrative expense as a percent of Biosciences revenues for the quarter increased compared with the prior year’s quarter, reflecting unfavorable foreign currency translation, partially offset by continued spending controls. Research and development spending in the quarter increased $3 million, or 15% above the prior-year period, reflecting increased investment in new products and platforms. Segment operating income for the nine-month period was $276 million, or 27.9% of Biosciences revenues, compared with $270 million, or 28.9% in the prior year’s period.

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Geographic Revenues

Revenues in the United States for the third quarter of $855 million represented an increase of $46 million, or 6%, over the prior year’s quarter. U.S. Medical revenues reflected strong sales of Pharmaceutical Systems products. U.S. Diagnostics revenue growth reflected solid growth in infectious disease and molecular diagnostic platforms, which was partially offset by weaker sales of Women’s Health and Cancer products due to increased intervals between Pap tests that have resulted from changes in rescreening recommendations for cervical cancer. Biosciences revenue growth in the United States reflected an unfavorable comparison to the prior year’s period, which included U.S. stimulus spending, as well as weaker sales of Discovery Labware’s products.

International revenues for the third quarter of $1.159 billion represented an increase of $137 million, or 13%, over the prior year’s quarter, including an estimated $95 million, or 9%, favorable impact due to foreign currency translation. International Medical revenues were unfavorably impacted by Pharmaceutical Systems’ customers shifting sourcing from Europe to the U.S. We experienced solid growth in both the Diagnostics and Biosciences segments. International Diagnostics revenue growth was driven by strong growth in the Women’s Health and Cancer platform, as governments are expanding programs for cervical cancer screening in developing markets. Biosciences revenue growth was driven by the Cell Analysis unit’s instrument and reagent sales in Asia Pacific, Latin America, and EMA (Eastern Europe, Middle East and Africa). International revenue growth in the Biosciences segment reflected an unfavorable comparison to the prior year’s period, which included supplemental spending in Japan.

Gross Profit Margin

Gross profit margin was 52.7% for the third quarter, compared with 51.7% for the comparable prior-year period. This gross profit margin improvement reflected estimated favorable impacts of 50 basis points relating to foreign currency translation and 60 basis points relating to operating performance. The favorable impact from operating performance resulted from increased sales of products with relatively higher gross margins, increased productivity and lower manufacturing start-up costs, which were partially offset by increases in resin and other raw material costs and higher pension costs. Gross profit margin in the third quarter of 2011 also reflected the unfavorable impact of 10 basis points relating to amortization of intangibles associated with the Accuri acquisition. Gross profit margin in the nine-month period of 2011 of 52.6% compared with the prior year’s period of 52.0% reflected an estimated favorable impact of foreign currency translation of 50 basis points. Operating performance favorably impacted gross profit margin in the nine-month period of 2011 by 20 basis points and reflected increased sales of products with relatively higher gross margins and increased productivity, which were partially offset by increases in resin and other raw material costs and higher pension costs. Gross profit margin in the nine-month period of 2011 was also unfavorably impacted by 10 basis points as a result of the natural disasters in Japan and amortization of intangibles associated with the Accuri acquisition.

Selling and Administrative Expense

Selling and administrative expense was 23.6% of revenues for the third quarter and for the nine-month period, compared with 22.7% and 23.3%, respectively, for the prior year’s periods. Aggregate expenses for the third quarter reflected an unfavorable foreign exchange impact of $21 million and an increase in core spending of $19 million, reflecting funding to expand our business in emerging markets. Aggregate expenses for the third quarter also reflected a $6

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million charge to bad debt expense related to European receivables, increased pension costs of $4 million, a $5 million increase in the deferred compensation liability, and $4 million related to our global enterprise resource planning initiative to update our business information systems. Aggregate expenses for the nine-month period of 2011 reflected $22 million of unfavorable foreign exchange, increases in core spending of $34 million, increased pension costs of $11 million and a $9 million increase in the deferred compensation plan liability, as further discussed below. Aggregate expenses for the nine-month period also included $6 million related to our global enterprise resource planning initiative to update our business information systems.

Research and Development Expense

Research and development expense was $116 million, or 5.7% of revenues, for the third quarter, an increase of 7% compared with the prior year’s amount of $108 million, or 5.9% of revenues. Spending in the third fiscal quarter of 2011 was lower as a percentage of sales than in the first and second quarters of 2011 which reflected accelerated spending for new products and platforms in each of our segments. Research and development expense was $350 million, or 6.1% of revenues, for the nine-month period in the current year, compared with the prior year’s amount of $307 million, or 5.6% of revenues.

Non-Operating Expense and Income

Interest income was $12 million in the third quarter compared with $2 million in the prior year’s period. Interest income was $41 million in the nine-month period, compared with $21 million in the prior year’s period. The increase in both the three-month and nine-month periods ending June 30, 2011 compared with the prior year’s periods resulted from higher interest rates and levels of investments outside the United States, as well as investment gains on assets related to our deferred compensation plan. The related increase in the deferred compensation plan liability was recorded as an increase in selling and administrative expenses. Interest expense was $22 million in the third quarter compared with $13 million in the prior year’s period. Interest expense was $62 million in the nine-month period, compared with $39 million in the prior year’s period. The increase in both the three-month and nine-month periods ending June 30, 2011 compared with the prior year’s periods reflects higher levels of long-term fixed rate debt, partially offset by lower average interest rates on this debt.

Income Taxes

The income tax rate was 26.6% for the third quarter, compared with the prior year’s rate of 28.8%. The nine-month tax rate was 25.7% compared with the prior year’s rate of 29.2%. The income tax rate for the nine-month period ending June 30, 2010 reflected a non-cash charge in the prior year’s period related to healthcare reform impacting Medicare Part D reimbursements as discussed earlier in “Overview of Financial Results.” The decrease in the income tax rate in the first nine months of 2011 compared with the prior year period’s rate also reflected a favorable impact due to the timing of certain tax benefits. These benefits resulted from the retroactive extension of the U.S. research tax credit as well as a European restructuring transaction, both of which occurred in the first quarter of 2011.

Income from Continuing Operations and Diluted Earnings Per Share from Continuing Operations

Income from continuing operations and diluted earnings per share from continuing operations for the third quarter of 2011 were $338 million and $1.51, respectively. Income from continuing operations and diluted earnings per share from continuing operations for the prior year’s third

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quarter were $294 million and $1.23, respectively. The current quarter’s earnings reflected an estimated $0.11 favorable impact due to foreign currency translation. For the nine-month periods, income from continuing operations and diluted earnings per share from continuing operations were $963 million and $4.23, respectively, in 2011 and $883 million and $3.66, respectively, in 2010. The current nine-month period’s earnings reflected an estimated $0.23 favorable impact due to foreign currency translation. The prior-year nine-month period’s earnings also included the $0.04 non-cash charge related to healthcare reform.

Liquidity and Capital Resources

Cash generated from operations, along with available cash and cash equivalents, is expected to be sufficient to fund our normal operating needs. Normal operating needs in fiscal year 2011 include working capital, capital expenditures, cash dividends and common stock repurchases. Net cash provided by continuing operating activities was $1.174 billion during the first nine months of 2011, compared with $1.114 billion in the same period in 2010. The current period change in operating assets and liabilities was a net use of cash and primarily reflected higher levels of inventory and prepaid expenses. Net cash provided by continuing operating activities in the first nine months of 2010 was reduced by changes in the pension obligation resulting partially from discretionary cash contributions of approximately $175 million.

Net cash used for continuing investing activities for the first nine months of the current year was $831 million, compared with $876 million in the prior-year period. Cash used for purchases of investments in the current period reflected the extension of maturities of certain highly liquid investments beyond three months. Capital expenditures were $321 million in the first nine months of 2011 and $327 million in the same period in 2010. Acquisitions of businesses in the current period reflected the payment of $205 million, net of cash acquired relating to the Accuri acquisition. The prior-year amount reflected the payment of $275 million, net of cash acquired relating to the HandyLab acquisition.

On July 26, 2011, BD has signed a definitive agreement to acquire Carmel Pharma, Inc., a Swedish company that manufactures the PhaSeal^® System, the leading closed-system drug transfer device for the safe handling of hazardous drugs that are packaged in vials. The acquisition is expected to close during the fourth quarter of fiscal year 2011.

Net cash used for continuing financing activities for the first nine months of the current year was $408 million, compared with $956 million in the prior-year period. The prior period’s change in short-term debt reflected the repayment of $200 million of 7.15% Notes, due October 1, 2009. For the first nine months of the current year, we repurchased approximately 15.6 million shares of our common stock for $1.273 billion, compared with approximately 7.2 million shares of our common stock for $550 million in the prior-year period. Aggregate common stock repurchases are estimated to be approximately $1.5 billion for the full fiscal year 2011. At June 30, 2011, Board authorization to repurchase an additional 13 million common shares remained.

As of June 30, 2011, total debt of $2.7 billion represented 33.5% of total capital (shareholders’ equity, net non-current deferred income tax liabilities, and debt), versus 23.7% at September 30, 2010. Short-term debt decreased to 8.8% of total debt at the end of June 30, 2011, from 12% at September 30, 2010. On November 8, 2010, we issued $700 million of 10-year 3.25% notes and $300 million of 30-year 5.00% notes. The net proceeds from these issuances have been and are expected to be used for general corporate purposes, which may include funding for working

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capital, capital expenditures, repurchases of our common stock and acquisitions.

We have in place a commercial paper borrowing program that is available to meet our short-term financing needs, including working capital requirements. Borrowings outstanding under this program were $200 million at June 30, 2011. We have available a $1 billion syndicated credit facility with an expiration date in December 2012. This credit facility, under which there were no borrowings outstanding at June 30, 2011, provides backup support for our commercial paper program and can also be used for other general corporate purposes. This credit facility includes a single financial covenant that requires BD to maintain an interest expense coverage ratio (ratio of earnings before income taxes, depreciation and amortization to interest expense) of not less than 5-to-1 for the most recent four consecutive fiscal quarters. On the last eight measurement dates, this ratio has ranged from 21-to-1 to 31-to-1. In addition, we have informal lines of credit outside the United States.

Government Receivables

Accounts receivable balances include sales to government-owned or government-supported healthcare facilities. Because these customers are government-owned or supported, we could be impacted by declines in sovereign credit ratings or by defaults in these countries.

We continually evaluate all government receivables, particularly in Spain, Italy, and other parts of Western Europe, for potential collection risks associated with the availability of government funding and reimbursement practices. We believe the current reserves related to government receivables are adequate and this concentration of credit risk is not expected to have a material adverse impact on our financial position or liquidity.

Cautionary Statement Regarding Forward-Looking Statements

BD and its representatives may from time to time make certain forward-looking statements in publicly released materials, both written and oral, including statements contained in filings with the Securities and Exchange Commission, press releases, and our reports to shareholders. Forward-looking statements may be identified by the use of words such as “plan,” “expect,” “believe,” “intend,” “will,” “anticipate,” “estimate” and other words of similar meaning in conjunction with, among other things, discussions of future operations and financial performance, as well as our strategy for growth, product development, regulatory approvals, market position and expenditures. All statements that address operating performance or events or developments that we expect or anticipate will occur in the future — including statements relating to volume growth, sales and earnings per share growth, cash flows or uses, and statements expressing views about future operating results — are forward-looking statements.

Forward-looking statements are based on current expectations of future events. The forward-looking statements are, and will be, based on management’s then-current views and assumptions regarding future events and operating performance, and speak only as of their dates. Investors should realize that if underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could vary materially from our expectations and projections. Investors are therefore cautioned not to place undue reliance on any forward-looking statements. Furthermore, we undertake no obligation to update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events and developments or otherwise, except as required by applicable law or regulations.

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The following are some important factors that could cause our actual results to differ from our expectations in any forward-looking statements. For further discussion of certain of these factors, see Item IA. Risk Factors in our 2010 Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

• The current conditions in the global economy and financial markets, and the potential adverse effect on the cost of operating our business, the demand for our products and services, prices for our products and services due to increases in pricing pressure or our ability to produce our products, including the impact on developing countries. Also, the increase in sovereign debt during the financial crisis as a result of governmental intervention in the world economy poses additional risks to the global financial system and economic recovery. We sell to government-owned or government-supported healthcare and research facilities, and any governmental austerity programs or other adverse change in the availability of government funding in these countries, including Western Europe, could result in less demand for our products and additional pricing pressures, as well as create potential collection risks associated with such sales.

• The consequences of the healthcare reform in the United States, which implemented an excise tax on U.S. sales of certain medical devices, and which could result in reduced demand for our products, increased pricing pressures or otherwise adversely affect BD’s business.

• Future healthcare reform in the countries in which we do business may also involve changes in government pricing and reimbursement policies or other cost containment reforms.

• Changes in domestic and foreign healthcare industry practices that result in a reduction in procedures using our products or increased pricing pressures, including the continued consolidation among healthcare providers and trends toward managed care and healthcare cost containment (including changes in reimbursement practices by third party payors).

• Our ability to penetrate developing and emerging markets, which also depends on economic and political conditions and how well we are able to acquire or form strategic business alliances with local companies and make necessary infrastructure enhancements to production facilities, distribution networks, sales equipment and technology.

• Regional, national and foreign economic factors, including inflation, deflation, and fluctuations in interest rates and, in particular, foreign currency exchange rates, and the potential effect on our revenues, expenses, margins and credit ratings.

• New or changing laws and regulations affecting our domestic and foreign operations, or changes in enforcement practices, including laws relating to trade, monetary and fiscal policies, taxation (including tax reforms that could adversely impact multinational corporations), sales practices, price controls and licensing and regulatory requirements for new products and products in the postmarketing phase. In particular, the U.S. and other countries may impose new requirements regarding registration, labeling or prohibited materials that may require us to re-register products already on the market or otherwise impact our ability to market our products. Environmental laws, particularly

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	with respect to the emission of greenhouse gases, are also becoming more stringent throughout the world, which may increase our costs of operations or necessitate changes in our manufacturing plants or processes or those of our suppliers, or result in liability to BD.
•	Product efficacy or safety concerns regarding our products resulting in product recalls, regulatory action on the part of the U.S. Food and Drug Administration (FDA) or foreign counterparts, declining sales and product liability claims, particularly in light of the current regulatory environment, including increased enforcement activity by the FDA.
•	Competitive factors that could adversely affect our operations, including new product introductions (for example, new forms of drug delivery) by our current or future competitors, increased pricing pressure due to the impact of low-cost manufacturers as certain competitors have established manufacturing sites or have contracted with suppliers in low-cost manufacturing locations as a means to lower their costs, patents attained by competitors (particularly as patents on our products expire), and new entrants into our markets.
•	The effects of events that adversely impact our ability to manufacture our products (particularly where production of a product line is concentrated in one or more plants) or our ability to source materials or components from suppliers that are needed for such manufacturing, including pandemics, natural disasters, environmental factors or cyber attacks.
•	Fluctuations in the cost and availability of oil-based resins and other raw materials, as well as certain sub-assemblies and finished goods, the ability to maintain favorable supplier arrangements and relationships (particularly with respect to sole-source suppliers), and the potential adverse effects of any disruption in the availability of such items.
•	Difficulties inherent in product development, including the potential inability to successfully continue technological innovation, complete clinical trials, obtain regulatory approvals in the United States and abroad, obtain coverage and adequate reimbursement for new products, or gain and maintain market approval of products, as well as the possibility of infringement claims by competitors with respect to patents or other intellectual property rights, all of which can preclude or delay commercialization of a product. Delays in obtaining necessary approvals or clearances from the FDA or other regulatory agencies or changes in the regulatory process (including potential 510(k) reforms) may also delay product launches and increase development costs.
•	Fluctuations in the demand for products we sell to pharmaceutical companies that are used to manufacture, or are sold with, the products of such companies, as a result of funding constraints, consolidation or otherwise.
•	Fluctuations in U.S. and international governmental funding and policies for life sciences research.

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• Our ability to achieve our projected level or mix of product sales. Our earnings forecasts are based on projected volumes and sales of many product types, some of which are more profitable than others.

• Our ability to implement our ongoing upgrade of our enterprise resource planning system, as any delays or deficiencies in the design and implementation of our upgrade could adversely affect our business.

• Pending and potential future litigation or other proceedings adverse to BD, including antitrust claims, product liability claims and patent infringement claims, and the availability or collectibility of insurance relating to any such claims.

• The effect of adverse media exposure or other publicity regarding BD’s business or operations, including the effect on BD’s reputation or demand for its products.

• The effects, if any, of governmental and media activities regarding the business practices of group purchasing organizations, which negotiate product prices on behalf of their member hospitals with BD and other suppliers.

• The effect of market fluctuations on the value of assets in BD’s pension plans and on actuarial interest rate and asset return assumptions, which could require BD to make additional contributions to the plans or increase our pension plan expense.

• Political conditions in international markets, including civil unrest, terrorist activity, governmental changes, restrictions on the ability to transfer capital across borders and expropriation of assets by a government, including the recent civil unrest in parts of the Middle East.

• The impact of business combinations, including any volatility in earnings relating to acquired in-process research and development assets, and our ability to successfully integrate any business we may acquire.

• Our ability to obtain the anticipated benefits of restructuring programs, if any, that we may undertake.

• Issuance of new or revised accounting standards by the Financial Accounting Standards Board or the Securities and Exchange Commission.

The foregoing list sets forth many, but not all, of the factors that could impact our ability to achieve results described in any forward-looking statements. Investors should understand that it is not possible to predict or identify all such factors and should not consider this list to be a complete statement of all potential risks and uncertainties.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes in information reported since the end of the fiscal year ended September 30, 2010.

Item 4. Controls and Procedures

An evaluation was carried out by BD’s management, with the participation of BD’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of BD’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) as of June 30, 2011. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were, as of the end of the period covered by this report, effective and designed to ensure that material information relating to BD and its consolidated subsidiaries would be made known to them by others within these entities. There were no changes in our internal control over financial reporting during the fiscal quarter ended June 30, 2011 identified in connection with the above-referenced evaluation that have materially affected, or are reasonably likely to materially affect, BD’s internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings

We are involved, both as a plaintiff and a defendant, in various legal proceedings which arise in the ordinary course of business, including product liability and environmental matters as set forth in our 2010 Annual Report on Form 10-K and in Note 5 of the Notes to Condensed Consolidated Financial Statements in this report. Since March 31, 2011, the following developments have occurred with respect to the legal proceedings in which we are involved:

Antitrust Class Actions

As previously reported, in September 30, 2010, the trial court issued an order denying a motion to approve the settlement agreement between BD and the distributor plaintiffs, ruling that the distributor plaintiffs are not direct purchasers entitled to pursue damages under the federal antitrust laws for certain sales of BD products. On July 22, 2011, the Third Circuit Court of Appeals granted the distributor plaintiffs’ request to appeal the trial court’s order on an interlocutory basis.

Retractable Technologies, Inc. (“RTI”)

On July 8, 2011, the Court of Appeals for the Federal Circuit reversed the District Court judgment that the Company’s 3ml Integra™ products infringed the asserted RTI patents and affirmed the District Court judgment of infringement against the Company’s discontinued 1ml Integra™ products.

Summary

Given the uncertain nature of litigation generally, BD is not able in all cases to estimate the amount or range of loss that could result from an unfavorable outcome of the litigation to which BD is a party. In accordance with U.S. generally accepted accounting principles, BD establishes accruals to the extent probable future losses are estimable (in the case of environmental matters, without considering possible third-party recoveries). In view of the uncertainties discussed above, BD could incur charges in excess of any currently established accruals and, to the extent available, excess liability insurance. In the opinion of management, any such future charges, individually or in the aggregate, could have a material adverse effect on BD’s consolidated results of operations and consolidated cash flows.

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Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed in Part 1, Item 1A, of our 2010 Annual Report on Form 10-K or Part II, Item 1A of our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2011.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The table below sets forth certain information regarding our purchases of common stock of BD during the quarter ended June 30, 2011.

Issuer Purchases of Equity Securities

					Total Number of
					Shares Purchased		Maximum Number
					as Part of		of Shares that May
	Total Number of		Average Price		Publicly		Yet Be Purchased
For the three months ended	Shares Purchased		Paid per		Announced Plans		Under the Plans or
June 30, 2011	(1)		Share		or Programs (2)		Programs (2)
April 1 — 30, 2011		769,926	$	82.97		769,504		14,718,090
May 1 — 31, 2011		576,709	$	87.72		575,000		14,143,090
June 1 — 30, 2011		1,177,502	$	85.77		1,174,638		12,968,452
Total		2,524,137	$	85.36		2,519,142		12,968,452

(1)	Includes 3,952 shares purchased during the quarter in open market transactions by the trust relating to BD’s Deferred Compensation and Retirement Benefit Restoration Plan and 1996 Directors’ Deferral Plan, and 1,043 shares delivered to BD in connection with stock option exercises.
(2)	The repurchases were made pursuant to a repurchase program covering 21 million shares authorized by the Board of Directors on September 28, 2010, for which there is no expiration date.

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Item 3. Defaults Upon Senior Securities

     Not applicable.

Item 4. Reserved

     Not applicable.

Item 5. Other Information

     Not applicable.

Item 6. Exhibits

Exhibit 31	Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to SEC Rule 13a — 14(a).
Exhibit 32	Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to Rule 13a — 14(b) and Section 1350 of Chapter 63 of Title 18 of the U.S. Code.
Exhibit 101	The following materials from this report, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) Notes to Condensed Consolidated Financial Statements.

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SIGNATURES

     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 thereunto duly authorized.

	Becton, Dickinson and Company
	(Registrant)
Dated: August 2, 2011
	/s/ David V. Elkins
	David V. Elkins
	Executive Vice President and
	Chief Financial Officer
	(Principal Financial Officer)
	/s/ William A. Tozzi
	William A. Tozzi
	Senior Vice President and Controller
	(Principal Accounting Officer)

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INDEX TO EXHIBITS

Exhibit Number	Description of Exhibits
31	Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to SEC Rule 13a — 14(a).
32	Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to Rule 13a - 14(b) and Section 1350 of Chapter 63 of Title 18 of the U.S. Code.
101	The following materials from this report, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) Notes to Condensed Consolidated Financial Statements.

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EX-31

Exhibit 31

CERTIFICATIONS

I, Edward J. Ludwig, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Becton, Dickinson and Company;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2011

/s/ Edward J. Ludwig  

Edward J. Ludwig 

Chairman and Chief Executive Officer 

I, David V. Elkins, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Becton, Dickinson and Company;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2011

/s/ David V. Elkins  

David V. Elkins 

Executive Vice President and
Chief Financial Officer 

EX-32

Exhibit 32

     The certification set forth below is being submitted in connection with the Quarterly Report on Form 10-Q of Becton, Dickinson and Company for the quarter ended June 30, 2011 (the “Report”) for the purpose of complying with Rule 13a — 14(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Section 1350 of Chapter 63 of Title 18 of the United States Code.

     I, Edward J. Ludwig, the Chief Executive Officer of Becton, Dickinson and Company, certify that:

1.	such Report fully complies with the requirements of Section 13(a) of the Exchange Act; and
2.	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Becton, Dickinson and Company.

August 2, 2011

/s/ Edward J. Ludwig
Name:	Edward J. Ludwig
Chief Executive Officer

     The certification set forth below is being submitted in connection with the Quarterly Report on Form 10-Q of Becton, Dickinson and Company for the quarter ended June 30, 2011 (the “Report”) for the purpose of complying with Rule 13a — 14(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Section 1350 of Chapter 63 of Title 18 of the United States Code.

     I, David V. Elkins, the Chief Financial Officer of Becton, Dickinson and Company, certify that:

1.	such Report fully complies with the requirements of Section 13(a) of the Exchange Act; and
2.	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Becton, Dickinson and Company.

August 2, 2011

/s/ David V. Elkins
Name:	David V. Elkins
Chief Financial Officer

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Derivative Instruments and Hedging Activities (Details Textual) (USD $)	3 Months Ended	9 Months Ended
	Jun. 30, 2011	Jun. 30, 2011	Sep. 30, 2010
Derivative Instruments and Hedging Activities (Textuals) [Abstract]
Partially hedges forecasted export sales denominated in foreign currencies using forward and option contracts	one-year terms	one-year terms
Contracts entered by the company to hedge cash flows	0	0
Notional amounts outstanding foreign exchange contracts	$ 1,690,611,000	$ 1,690,611,000	$ 1,776,046,000
Reclassification of terminated interest rate swaps to interest expense within the next 12 months	996,000	996,000
Notional amounts outstanding interest rate swaps designated as fair value hedges,4.55% notes	200,000,000	200,000,000	200,000,000
Percentage of fixed-to-floating swap rate	4.55%	4.55%
Outstanding interest rate swaps designated as cash flow hedges	0	0
Notional amount of commodity contracts	0	0
Gain (loss) related to hedge ineffectiveness	$ 0	$ 0

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Condensed Consolidated Statements of Income (Unaudited) (USD $) In Thousands, except Per Share data	3 Months Ended				9 Months Ended
	Jun. 30, 2011		Jun. 30, 2010		Jun. 30, 2011		Jun. 30, 2010
Condensed Consolidated Statements of Income [Abstract]
Revenues	$ 2,014,081		$ 1,830,911		$ 5,778,109		$ 5,499,138
Cost of products sold	951,980		883,434		2,738,000		2,642,250
Selling and administrative	474,646		416,468		1,364,543		1,283,217
Research and development	115,748		108,047		350,441		307,391
Total Operating Costs and Expenses	1,542,374		1,407,949		4,452,984		4,232,858
Operating Income	471,707		422,962		1,325,125		1,266,280
Interest income	11,508		2,094		41,294		20,535
Interest expense	(22,211)		(13,085)		(61,685)		(38,985)
Other (expense) income, net	(363)		1,402		(7,481)		(788)
Income From Continuing Operations Before Income Taxes	460,641		413,373		1,297,253		1,247,042
Income tax provision	122,531		119,213		333,804		363,755
Income From Continuing Operations	338,110		294,160		963,449		883,287
Income from Discontinued Operations, Net	4,948		12,748		7,566		37,628
Net Income	$ 343,058		$ 306,908		$ 971,015		$ 920,915
Basic Earnings per Share:
Income from Continuing Operations	$ 1.54		$ 1.26		$ 4.33		$ 3.75
Income from Discontinued Operations	$ 0.02		$ 0.05		$ 0.03		$ 0.16
Basic Earnings per Share	$ 1.57	[1]	$ 1.32	[1]	$ 4.36	[1]	$ 3.91	[1]
Diluted Earnings per Share:
Income from Continuing Operations	$ 1.51		$ 1.23		$ 4.23		$ 3.66
Income from Discontinued Operations	$ 0.02		$ 0.05		$ 0.03		$ 0.16
Diluted Earnings per Share	$ 1.53	[1]	$ 1.29	[1]	$ 4.26	[1]	$ 3.82	[1]
Dividends per Common Share	$ 0.410		$ 0.370		$ 1.230		$ 1.110

[1] Total per share amounts may not add due to rounding.

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Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) In Thousands	9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Operating Activities
Net income	$ 971,015	$ 920,915
Less: Income from discontinued operations, net	7,566	37,628
Income From Continuing Operations	963,449	883,287
Adjustments to income from continuing operations to derive net cash provided by continuing operating activities, net of amounts acquired:
Depreciation and amortization	372,210	378,569
Share-based compensation	72,202	69,117
Deferred income taxes	27,430	7,088
Change in operating assets and liabilities	(314,682)	(133,068)
Pension obligation	60,872	(119,062)
Other, net	(6,989)	28,240
Net Cash Provided by Continuing Operating Activities	1,174,492	1,114,171
Investing Activities
Capital expenditures	(321,268)	(326,972)
Capitalized software	(58,018)	(78,113)
Purchases of investments, net	(204,981)	(146,879)
Acquisitions of businesses, net of cash acquired	(204,970)	(281,367)
Other, net	(41,759)	(42,924)
Net Cash Used for Continuing Investing Activities	(830,996)	(876,255)
Financing Activities
Change in short-term debt	33,611	(200,448)
Proceeds from long-term debt	991,265
Payments of debt	(27)	(68)
Repurchase of common stock	(1,272,828)	(549,999)
Excess tax benefits from payments under share-based compensation plans	35,200	18,911
Dividends paid	(272,737)	(260,344)
Issuance of common stock and other, net	77,263	35,764
Net Cash Used for Continuing Financing Activities	(408,253)	(956,184)
Discontinued Operations
Net cash (used for) provided by operating activities	(1,189)	80,073
Net cash used for investing activities	(88)	(3,013)
Net Cash (Used for) Provided by Discontinued Operations	(1,277)	77,060
Effect of exchange rate changes on cash and equivalents	8,082	(2,930)
Net decrease in cash and equivalents	(57,952)	(644,138)
Opening Cash and Equivalents	1,215,989	1,394,244
Closing Cash and Equivalents	$ 1,158,037	$ 750,106

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Financial Instruments and Fair Value Measurements (Details Textual) (USD $)	3 Months Ended	6 Months Ended	9 Months Ended
	Jun. 30, 2011	Mar. 31, 2011	Jun. 30, 2011	Sep. 30, 2010
Financial Instruments and Fair Value Measurements (Textuals) [Abstract]
Remaining cash equivalents	$ 846,775,000		$ 846,775,000	$ 938,565,000
Maturity period of cash equivalents at the time of purchase		Three months or less
Maturity period of instruments in short term investments			Three months to one year
Transfer of assets in and out of level 1, 2 and 3 measurements during the period	0		0
Transfer of liabilities in and out of level 1, 2 and 3 measurements during the period	$ 0		$ 0

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Benefit Plans (Tables)

9 Months Ended

Jun. 30, 2011

Benefit Plans [Abstract]

Net pension and postretirement cost

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Service cost	$	23,114		$	18,070		$	1,463		$	1,252
Interest cost		23,470			22,533			3,289			3,548
Expected return on plan assets		(25,790	)		(24,710	)		—			—
Amortization of prior service (credit) cost		(272	)		(266	)		(171	)		1
Amortization of loss		14,007			10,308			1,117			853
Net pension and postretirement cost	$	34,529		$	25,935		$	5,698		$	5,654

Net pension and postretirement cost included the following components for the nine months ended June 30:

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Service cost	$	68,767		$	54,781		$	4,381		$	3,755
Interest cost		69,828			68,309			9,856			10,643
Expected return on plan assets		(76,731	)		(74,908	)		—			—
Amortization of prior service (credit) cost		(810	)		(806	)		(515	)		3
Amortization of loss		41,674			31,246			3,349			2,557
Curtailment/settlement loss		1,083			—			—			—
Net pension and postretirement cost	$	103,811		$	78,622		$	17,071		$	16,958

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Document and Entity Information (USD $)	9 Months Ended
	Jun. 30, 2011
Document and Entity Information [Abstract]
Entity Registrant Name	BECTON DICKINSON & CO
Entity Central Index Key	0000010795
Document Type	10-Q
Document Period End Date	Jun. 30, 2011
Amendment Flag	false
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--09-30
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float	$ 18,737,381,277
Entity Common Stock, Shares Outstanding	217,446,690

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Derivative Instruments and Hedging Activities (Details 3) (Swap [Member], Fair Value Hedging [Member], Other Income Expense [Member], USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Swap [Member] | Fair Value Hedging [Member] | Other Income Expense [Member]
Income Statement Classification
Gain/(Loss) on the hedged fixed rate debt attributable to changes in the market interest rates	$ 607	$ 3,061	$ (2,164)	$ 4,751

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Intangible Assets (Tables)

9 Months Ended

Jun. 30, 2011

Intangible Assets [Abstract]

Intangible assets

	June 30, 2011				September 30, 2010
	Gross				Gross
	Carrying		Accumulated		Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Amortized intangible assets
Core and developed technology	$	706,917	$	306,149	$	580,709	$	269,926
Patents, trademarks, and other		317,146		232,257		301,883		219,735
	$	1,024,063	$	538,406	$	882,592	$	489,661
Unamortized intangible assets
Acquired in-process research and development	$	185,300			$	143,000
Trademarks		2,717				2,709
	$	188,017			$	145,709

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Derivative Instruments and Hedging Activities (Details 2) (Borrowings [Member], Fair Value Hedging [Member], Other Income Expense [Member], USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Borrowings [Member] | Fair Value Hedging [Member] | Other Income Expense [Member]
Income Statement Classification
Gain/(Loss) on the hedged fixed rate debt attributable to changes in the market interest rates	$ (607)	$ (3,061)	$ 2,164	$ (4,751)

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Benefit Plans

9 Months Ended

Jun. 30, 2011

Benefit Plans [Abstract]

Benefit Plans

Note 8 — Benefit Plans

The Company has defined benefit pension plans covering substantially all of its employees in the United States and certain foreign locations. The Company also provides certain postretirement healthcare and life insurance benefits to qualifying domestic retirees. Other postretirement benefit plans in foreign countries are not material.

Net pension and postretirement cost included the following components for the three months ended June 30:

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Service cost	$	23,114		$	18,070		$	1,463		$	1,252
Interest cost		23,470			22,533			3,289			3,548
Expected return on plan assets		(25,790	)		(24,710	)		—			—
Amortization of prior service (credit) cost		(272	)		(266	)		(171	)		1
Amortization of loss		14,007			10,308			1,117			853
Net pension and postretirement cost	$	34,529		$	25,935		$	5,698		$	5,654

Net pension and postretirement cost included the following components for the nine months ended June 30:

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Service cost	$	68,767		$	54,781		$	4,381		$	3,755
Interest cost		69,828			68,309			9,856			10,643
Expected return on plan assets		(76,731	)		(74,908	)		—			—
Amortization of prior service (credit) cost		(810	)		(806	)		(515	)		3
Amortization of loss		41,674			31,246			3,349			2,557
Curtailment/settlement loss		1,083			—			—			—
Net pension and postretirement cost	$	103,811		$	78,622		$	17,071		$	16,958

Postemployment benefit costs for the three months ended June 30, 2011 and 2010 were $6,794 and $5,467, respectively. For the nine months ended June 30, 2011 and 2010, postemployment benefit costs were $20,381 and $16,401, respectively.

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Derivative Instruments and Hedging Activities (Tables)

9 Months Ended

Jun. 30, 2011

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Effects on Consolidated Balance Sheets

			September 30,
	June 30, 2011		2010
Asset derivatives-designated for hedge accounting Interest rate swaps	$	6,444	$	8,609
Asset derivatives-undesignated for hedge accounting Forward exchange contracts	$	12,271	$	32,392
Total asset derivatives (A)	$	18,715	$	41,001
Liability derivatives-undesignated for hedge accounting Forward exchange contracts	$	14,291	$	21,265
Total liability derivatives (B)	$	14,291	$	21,265

(A)	All asset derivatives are included in Prepaid expenses, deferred taxes and other.
(B)	All liability derivatives are included in Accrued expenses.

Cash flow hedges

						Gain (Loss)
	Gain (Loss)					Reclassified from
	Recognized in OCI on				Location of Gain (Loss)	Accumulated OCI into
Derivatives Accounted for as	Derivatives				Reclassified from	Income
Designated Cash Flow Hedging	Three Months Ended				Accumulated OCI into	Three Months Ended
Relationships	June 30,				Income	June 30,
	2011		2010			2011			2010
Forward exchange contracts	$	—	$	11,561	Revenues	$	—		$	(1,474	)
Interest rate swaps		249		310	Interest expense		(401	)		(500	)
Total	$	249	$	11,871		$	(401	)	$	(1,974	)

						Gain (Loss)
	Gain (Loss)					Reclassified from
	Recognized in OCI on				Location of Gain (Loss)	Accumulated OCI into
Derivatives Accounted for as	Derivatives				Reclassified from	Income
Designated Cash Flow Hedging	Nine Months Ended				Accumulated OCI into	Nine Months Ended
Relationships	June 30,				Income	June 30,
	2011		2010			2011			2010
Forward exchange contracts	$	—	$	54,093	Revenues	$	—		$	(42,672	)
Interest rate swaps		9,396		928	Interest expense		(1,254	)		(1,496	)
Commodity forward contracts		—		22	Cost of sales		—			(35	)
Total	$	9,396	$	55,043		$	(1,254	)	$	(44,203	)

Fair value hedge

Income Statement
Classification	Gain/(Loss) on Swaps									Gain/(Loss) on Borrowings
	Three Months Ended				Nine Months Ended					Three Months Ended						Nine Months Ended
	June 30,				June 30,					June 30,						June 30,
	2011		2010		2011			2010		2011			2010			2011		2010
Other income (expense) (A)	$	607	$	3,061	$	(2,164	)	$	4,751	$	(607	)	$	(3,061	)	$	2,164	$	(4,751	)

(A) Changes in the fair value of the interest rate swaps offset changes in the fair value of the fixed rate debt due to changes in market interest rates. There was no hedge ineffectiveness relating to these interest rate swaps.

Undesignated hedges

		Amount of Gain (Loss) Recognized in Income on Derivatives
	Location of Gain (Loss)	Three Months Ended						Nine Months Ended
Derivatives Not Designated as	Recognized in Income on	June 30,						June 30,
Hedging Instruments	Derivatives	2011			2010			2011			2010
Forward exchange contracts (B)	Other income (expense)	$	(13,248	)	$	(9,788	)	$	(5,106	)	$	(35,382	)

(B) The gains and losses on forward contracts and currency options utilized to hedge the intercompany transactional foreign exchange exposures are largely offset by gains and losses on the underlying hedged items in Other income (expense).

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Divestitures (Details Textual) (USD $) In Thousands	0 Months Ended	3 Months Ended
	Jul. 08, 2009 Elastics And Thermometer [Member]	Sep. 30, 2010 Certain Medical Assets [Member]
Divestiture (Textuals) [Abstract]
Proceeds received on sale of assets	$ 51,022	$ 270,000
Pre-tax gain on sale	$ 18,145	$ 146,108

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Benefit Plans (Details) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Pension Plans [Member]
Net pension and postretirement cost
Service cost	$ 23,114	$ 18,070	$ 68,767	$ 54,781
Interest cost	23,470	22,533	69,828	68,309
Expected return on plan assets	(25,790)	(24,710)	(76,731)	(74,908)
Amortization of prior service (credit) cost	(272)	(266)	(810)	(806)
Amortization of loss	14,007	10,308	41,674	31,246
Curtailment/settlement loss			1,083
Net pension and postretirement cost	34,529	25,935	103,811	78,622
Other Postretirement Benefit [Member]
Net pension and postretirement cost
Service cost	1,463	1,252	4,381	3,755
Interest cost	3,289	3,548	9,856	10,643
Amortization of prior service (credit) cost	(171)	1	(515)	3
Amortization of loss	1,117	853	3,349	2,557
Net pension and postretirement cost	$ 5,698	$ 5,654	$ 17,071	$ 16,958

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Divestitures (Tables)

9 Months Ended

Jun. 30, 2011

Divestitures [Abstract]

Results of discontinued operations

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Revenues	$	117	$	47,316	$	3,124	$	141,372
Income from discontinued operations before income taxes		5,059		17,088		8,277		50,686
Less income tax provision		111		4,340		711		13,058
Income from discontinued operations, net	$	4,948	$	12,748	$	7,566	$	37,628

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Financial Instruments and Fair Value Measurements

9 Months Ended

Jun. 30, 2011

Financial Instruments and Fair Value Measurements [Abstract]

Financial Instruments and Fair Value Measurements

Note 13 — Financial Instruments and Fair Value Measurements

The fair values of financial instruments, including those not recognized on the statement of financial position at fair value, carried at June 30, 2011 and September 30, 2010 are classified in accordance with the fair value hierarchy in the tables below:

			Basis of Fair Value Measurement
	June 30,		Quoted Prices in		Significant
	2011		Active Markets		Other		Significant
	Carrying		for Identical		Observable		Unobservable
	Value		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Assets
Institutional money market investments	$	311,262	$	311,262	$	—	$	—
Forward exchange contracts		12,271		—		12,271		—
Interest rate swaps		6,444		—		6,444		—
Total Assets	$	329,977	$	311,262	$	18,715	$	—
Liabilities
Forward exchange contracts	$	14,291	$	—	$	14,291	$	—
Long-term debt		2,484,953		—		2,628,673		—
Total Liabilities	$	2,499,244	$	—	$	2,642,964	$	—

			Basis of Fair Value Measurement
	September		Quoted Prices in		Significant
	30,2010		Active Markets		Other		Significant
	Carrying		for Identical		Observable		Unobservable
	Value		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Assets
Institutional money market investments	$	277,424	$	277,424	$	—	$	—
Forward exchange contracts		32,392		—		32,392		—
Interest rate swaps		8,609		—		8,609		—
Total Assets	$	318,425	$	277,424	$	41,001	$	—
Liabilities
Forward exchange contracts	$	21,265	$	—	$	21,265	$	—
Long-term debt		1,495,357		—		1,790,137		—
Total Liabilities	$	1,516,622	$	—	$	1,811,402	$	—

The Company’s institutional money market accounts permit daily redemption and the fair values of these investments are based upon the quoted prices in active markets provided by the holding financial institutions. The Company’s remaining cash equivalents were $846,775 and $938,565 at June 30, 2011 and September 30, 2010, respectively. Short-term investments are held to their maturities and are carried at cost, which approximates fair value. The cash equivalents consist of liquid investments with a maturity of three months or less and the short-term investments consist of instruments with maturities greater than three months and less than one year. The Company measures the fair value of forward exchange contracts and currency options using an income approach with significant observable inputs, specifically spot currency rates, market designated forward currency prices and a discount rate. The fair value of interest rate swaps is provided by the financial institutions that are counterparties to these arrangements. The fair value of long-term debt is based upon quoted prices in active markets for similar instruments.

The Company’s policy is to recognize any transfers into fair value measurement hierarchy levels and transfers out of levels at the beginning of each reporting period. There were no transfers in and out of Level 1, Level 2 or Level 3 measurements for the three and nine months ended June 30, 2011.

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Earnings per Share

9 Months Ended

Jun. 30, 2011

Earnings per Share [Abstract]

Earnings per Share

Note 4 — Earnings per Share

The weighted average common shares used in the computations of basic and diluted earnings per share (shares in thousands) were as follows:

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Average common shares outstanding		218,966		233,242		222,674		235,316
Dilutive share equivalents from share-based plans		4,601		5,077		5,108		5,835
Average common and common equivalent shares outstanding — assuming dilution		223,567		238,319		227,782		241,151

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Segment Data (Details 3) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Revenues by the geographic areas
United States	$ 855,464	$ 809,428	$ 2,513,247	$ 2,454,604
International	1,158,617	1,021,483	3,264,862	3,044,534
Total Revenue	$ 2,014,081	$ 1,830,911	$ 5,778,109	$ 5,499,138

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Divestitures

9 Months Ended

Jun. 30, 2011

Divestitures [Abstract]

Divestitures

Note 10 — Divestitures

In the fourth quarter of fiscal year 2010, the Company sold the Ophthalmic Systems unit and the surgical blades, critical care and extended dwell catheter product platforms for $270,000. The Company recognized a pre-tax gain on sale from all of these divestitures of $146,108. The results of operations associated with the Ophthalmic Systems unit, surgical blade platform and critical care platform are reported as discontinued operations for all periods presented in the accompanying Consolidated Statements of Income and Cash Flows and related disclosures. The Company agreed to perform contract manufacturing for a defined period after the sale of the extended dwell catheter product platform and due to this significant continuing involvement in operations, the associated results of operations are reported within continuing operations.

On July 8, 2009, the Company sold certain assets and liabilities related to the elastics and thermometer components of the Home Healthcare product line of the Medical segment for $51,022. The Company recognized a pre-tax gain on sale of $18,145. Concurrent with the sale, the Company exited the remaining portion of the Home Healthcare product line. The results of operations associated with the Home Healthcare product line are reported as discontinued operations for all periods presented in the accompanying Consolidated Statements of Income and Cash Flows and related disclosures.

Results of discontinued operations were as follows:

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Revenues	$	117	$	47,316	$	3,124	$	141,372
Income from discontinued operations before income taxes		5,059		17,088		8,277		50,686
Less income tax provision		111		4,340		711		13,058
Income from discontinued operations, net	$	4,948	$	12,748	$	7,566	$	37,628

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Comprehensive Income (Tables)

9 Months Ended

Jun. 30, 2011

Comprehensive Income [Abstract]

Comprehensive Income

	Three Months Ended					Nine Months Ended
	June 30,					June 30,
	2011		2010			2011		2010
Net Income	$	343,058	$	306,908		$	971,015	$	920,915
Other Comprehensive Income (Loss), Net of Tax
Foreign currency translation adjustments		80,663		(158,700	)		217,272		(304,933	)
Benefit plans adjustment		10,765		8,059			32,295		24,177
Unrealized gains on investments, net of amounts realized		535		—			535		—
Unrealized gains on cash flow hedges, net of amounts realized		249		11,871			9,396		55,043
		92,212		(138,770	)		259,498		(225,713	)
Comprehensive Income	$	435,270	$	168,138		$	1,230,513	$	695,202

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Intangible Assets

9 Months Ended

Jun. 30, 2011

Intangible Assets [Abstract]

Intangible Assets

Note 11 — Intangible Assets

Intangible assets consisted of:

	June 30, 2011				September 30, 2010
	Gross				Gross
	Carrying		Accumulated		Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Amortized intangible assets
Core and developed technology	$	706,917	$	306,149	$	580,709	$	269,926
Patents, trademarks, and other		317,146		232,257		301,883		219,735
	$	1,024,063	$	538,406	$	882,592	$	489,661
Unamortized intangible assets
Acquired in-process research and development	$	185,300			$	143,000
Trademarks		2,717				2,709
	$	188,017			$	145,709

Intangible amortization expense for the three months ended June 30, 2011 and 2010 was $14,616 and $12,576, respectively. Intangible amortization expense for the nine months ended June 30, 2011 and 2010 was $39,051 and $36,648, respectively.

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Segment Data (Details) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Revenue by principal business segments
Total Revenue	$ 2,014,081	$ 1,830,911	$ 5,778,109	$ 5,499,138
Medical [Member]
Revenue by principal business segments
Segment Reporting Information, Revenue for Reportable Segment, Total	1,044,836	945,522	2,952,713	2,837,827
Diagnostics [Member]
Revenue by principal business segments
Segment Reporting Information, Revenue for Reportable Segment, Total	631,359	576,269	1,838,429	1,727,415
Biosciences [Member]
Revenue by principal business segments
Segment Reporting Information, Revenue for Reportable Segment, Total	$ 337,886	$ 309,120	$ 986,967	$ 933,896

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Acquisition

9 Months Ended

Jun. 30, 2011

Acquisition [Abstract]

Acquisition

Note 9 — Acquisition

On March 18, 2011, the Company acquired 100% of the outstanding shares of Accuri Cytometers, Inc. (“Accuri”), a company that develops and manufactures personal flow cytometers for researchers. The acquisition-date fair value of consideration transferred totaled $204,970, net of $3,112 in cash acquired.

The Company intends for this acquisition to expand its presence into the emerging affordable personal flow cytometer space. The acquisition is also expected to help expand the use of flow technology by researchers in developing regions where ease of use is critical, as well as by researchers in scientific disciplines that have not traditionally used flow cytometry, such as environmental studies.

The acquisition was accounted for under the acquisition method of accounting for business combinations and Accuri’s results of operations were included in the Biosciences segment’s results from the acquisition date. Pro forma information is not provided as the acquisition did not have a material effect on the Company’s consolidated results. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date. These fair values are based upon the information available as of June 30, 2011 and may be adjusted should further information regarding events or circumstances existing at the acquisition date become available.

Developed technology	$	111,500
Acquired in-process research and development		42,300
Other intangibles		2,850
Deferred tax assets		10,442
Other		8,176
Total identifiable assets acquired		175,268
Deferred tax liabilities		(59,869	)
Other		(4,728	)
Total liabilities assumed		(64,597	)
Net identifiable assets acquired		110,671
Goodwill		94,299
Net assets acquired	$	204,970

The acquired in-process research and development asset of $42,300 represents development of the personal flow cytometry technology that will enable its use in the clinical market. The fair value of this project was determined based on the present value of projected cash flows utilizing an income approach reflecting an appropriate risk-adjusted discount rate based on the applicable technological and commercial risk of the project.

The $94,299 of goodwill was allocated to the Biosciences segment. Goodwill typically results through expected synergies from combining operations of an acquiree and an acquirer as well as from intangible assets that do not qualify for separate recognition. The goodwill recognized as a result of this acquisition includes, among other things, the value of broadening the Company’s potential market for flow cytometry technology. No portion of this goodwill will be deductible for tax purposes. The Company recognized $900 of acquisition-related costs that were expensed in the current year-to-date period and reported in the Consolidated Statements of Income as Selling and administrative.

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Financial Instruments and Fair Value Measurements (Details) (USD $) In Thousands	Jun. 30, 2011	Sep. 30, 2010
Carrying Value [Member]
Assets
Institutional money market investments	$ 311,262	$ 277,424
Forward exchange contracts	12,271	32,392
Interest rate swap	6,444	8,609
Total Assets	329,977	318,425
Liabilities
Forward exchange contracts	14,291	21,265
Long-term debt	2,484,953	1,495,357
Total Liabilities	2,499,244	1,516,622
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Assets
Institutional money market investments	311,262	277,424
Forward exchange contracts	0	0
Interest rate swap	0	0
Total Assets	311,262	277,424
Liabilities
Forward exchange contracts	0	0
Long-term debt	0	0
Total Liabilities	0	0
Significant Other Observable Inputs (Level 2) [Member]
Assets
Institutional money market investments	0	0
Forward exchange contracts	12,271	32,392
Interest rate swap	6,444	8,609
Total Assets	18,715	41,001
Liabilities
Forward exchange contracts	14,291	21,265
Long-term debt	2,628,673	1,790,137
Total Liabilities	2,642,964	1,811,402
Significant Unobservable Inputs (Level 3) [Member]
Assets
Institutional money market investments	0	0
Forward exchange contracts	0	0
Interest rate swap	0	0
Total Assets	0	0
Liabilities
Forward exchange contracts	0	0
Long-term debt	0	0
Total Liabilities	$ 0	$ 0

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Accounting Changes

9 Months Ended

Jun. 30, 2011

Accounting Changes [Abstract]

Accounting Changes

Note 2 — Accounting Changes

In October 2009, the Financial Accounting Standards Board (“FASB”) issued revised revenue recognition guidance affecting the accounting for software-enabled devices and multiple-element arrangements. The revisions expand the scope of multiple-element arrangement guidance to include revenue arrangements containing certain nonsoftware elements and related software elements. Additionally, the revised guidance changes the manner in which separate units of accounting are identified within a multiple-element arrangement and modifies the manner in which transaction consideration is allocated across the separately identified deliverables. The Company adopted the revised revenue recognition guidance for new arrangements the Company entered into on or after October 1, 2010. The adoption of these new requirements did not significantly impact the Company’s consolidated financial statements.

In June 2009, the FASB issued guidance amending the variable interest consolidation model. The revised model amends certain guidance for determining whether an entity is a variable interest entity and requires a qualitative, rather than quantitative, analysis to determine the primary beneficiary of a variable interest entity. The Company’s adoption of the amended variable interest consolidation model on October 1, 2010 did not significantly impact the Company’s consolidated financial statements.

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Contingencies

9 Months Ended

Jun. 30, 2011

Contingencies [Abstract]

Contingencies

Note 5 — Contingencies

Given the uncertain nature of litigation generally, the Company is not able in all cases to estimate the amount or range of loss that could result from an unfavorable outcome of the litigation to which the Company is a party. In accordance with U.S. generally accepted accounting principles, the Company establishes accruals to the extent probable future losses are estimable (in the case of environmental matters, without considering possible third-party recoveries). In view of the uncertainties discussed below, the Company could incur charges in excess of any currently established accruals and, to the extent available, excess liability insurance. In the opinion of management, any such future charges, individually or in the aggregate, could have a material adverse effect on the Company’s consolidated results of operations and consolidated cash flows.

The Company is named as a defendant in the following purported class action suits brought on behalf of distributors and other entities that purchase the Company’s products (the “Distributor Plaintiffs”), alleging that the Company violated federal antitrust laws, resulting in the charging of higher prices for the Company’s products to the plaintiffs and other purported class members.

Case	Court	Date Filed
Louisiana Wholesale Drug Company, Inc., et. al. vs. Becton Dickinson and Company	U.S. District Court, Newark, New Jersey	March 25, 2005
SAJ Distributors, Inc. et. al. vs. Becton Dickinson & Co.	U.S. District Court, Eastern District of Pennsylvania	September 6, 2005
Dik Drug Company, et. al. vs. Becton, Dickinson and Company	U.S. District Court, Newark, New Jersey	September 12, 2005
American Sales Company, Inc. et. al. vs. Becton, Dickinson & Co.	U.S. District Court, Eastern District of Pennsylvania	October 3, 2005
Park Surgical Co. Inc. et. al. vs. Becton, Dickinson and Company	U.S. District Court, Eastern District of Pennsylvania	October 26, 2005

These actions have been consolidated under the caption “In re Hypodermic Products Antitrust Litigation.”

The Company is also named as a defendant in the following purported class action suits brought on behalf of purchasers of the Company’s products, such as hospitals (the “Hospital Plaintiffs”), alleging that the Company violated federal and state antitrust laws, resulting in the charging of higher prices for the Company’s products to the plaintiffs and other purported class members.

Case	Court	Date Filed
Jabo’s Pharmacy, Inc., et. al. v. Becton Dickinson & Company	U.S. District Court, Greenville, Tennessee	June 7, 2005
Drug Mart Tallman, Inc., et. al. v. Becton Dickinson and Company	U.S. District Court, Newark, New Jersey	January 17, 2006
Medstar v. Becton Dickinson	U.S. District Court, Newark, New Jersey	May 18, 2006
The Hebrew Home for the Aged at Riverdale v. Becton Dickinson and Company	U.S. District Court, Southern District of New York	March 28, 2007

The plaintiffs in each of the above antitrust class action lawsuits seek monetary damages. All of the antitrust class action lawsuits have been consolidated for pre-trial purposes in a Multi-District Litigation (MDL) in Federal court in New Jersey.

On April 27, 2009, the Company entered into a settlement agreement with the Distributor Plaintiffs in these actions. The settlement agreement provided for, among other things, the payment by the Company of $45,000 in exchange for a release by all potential class members of the direct purchaser claims under federal antitrust laws related to the products and acts enumerated in the complaint, and a dismissal of the case with prejudice, insofar as it relates to direct purchaser claims. The release would not cover potential class members that affirmatively opt out of the settlement. On September 30, 2010, the court issued an order denying a motion to approve the settlement agreement, ruling that the Hospital Plaintiffs, and not the Distributor Plaintiffs, are the direct purchasers entitled to pursue damages under the federal antitrust laws for certain sales of BD products. The settlement agreement currently remains in effect, subject to certain termination provisions, and the federal court of appeals has granted the Distributor Plaintiffs’ request to appeal the trial court’s order on an interlocutory basis. The Company currently cannot estimate the range of reasonably possible losses with respect to these class action matters beyond the $45,000 already accrued and changes to the amount already recognized may be required in the future as additional information becomes available.

In June 2007, Retractable Technologies, Inc. (“RTI”) filed a complaint against the Company under the caption Retractable Technologies, Inc. vs. Becton Dickinson and Company (Civil Action No. 2:07-cv-250, U.S. District Court, Eastern District of Texas). RTI alleges that the BD Integra^TM syringes infringe patents licensed exclusively to RTI. In its complaint, RTI also alleges that the Company engaged in false advertising with respect to certain of the Company’s safety-engineered products in violation of the Lanham Act; acted to exclude RTI from various product markets and to maintain its market share through, among other things, exclusionary contracts in violation of state and federal antitrust laws; and engaged in unfair competition. In January 2008, the court severed the patent and non-patent claims into separate cases, and stayed the non-patent claims during the pendency of the patent claims at the trial court level. RTI seeks money damages and injunctive relief. On April 1, 2008, RTI filed a complaint against BD under the caption Retractable Technologies, Inc. and Thomas J. Shaw v. Becton Dickinson and Company (Civil Action No.2:08-cv-141, U.S. District Court, Eastern District of Texas). RTI alleges that the BD Integra^TM syringes infringe another patent licensed exclusively to RTI. RTI seeks money damages and injunctive relief. On August 29, 2008, the court ordered the consolidation of the patent cases. On November 9, 2009, at a trial of these consolidated cases, the jury rendered a verdict in favor of RTI on all but one of its infringement claims, but did not find any willful infringement, and awarded RTI $5,000 in damages. On May 19, 2010, the court granted RTI’s motion for a permanent injunction against the continued sale by the Company of its BD Integra^TM products in their current form, but stayed the injunction for the duration of the Company’s appeal. At the same time, the court lifted a stay of RTI’s non-patent claims. The Company’s appeal of the jury verdict was heard by the Court of Appeals for the Federal Circuit on March 10, 2011. On July 8, 2011, the Court of Appeals for the Federal Circuit reversed the District Court judgment that the Company’s 3ml Integra™ products infringed the asserted RTI patents and affirmed the District Court judgment of infringement against the Company’s discontinued 1ml Integra™ products. The trial on RTI’s antitrust and false advertising claims is scheduled to begin in January 2012. With respect to RTI’s antitrust and false advertising claims, the Company cannot estimate the range of reasonably possible losses as the proceedings are in the early stages and there are significant issues to be resolved.

On October 19, 2009, Gen-Probe Incorporated (“Gen-Probe”) filed a patent infringement action against BD in the U.S. District Court for the Southern District of California. The complaint alleges that the BD Viper™ and BD Viper™ XTR™ systems and BD ProbeTec™ specimen collection products infringe certain U.S. patents of Gen-Probe. On March 23, 2010, Gen-Probe filed a complaint, also in the U.S. District Court for the Southern District of California, alleging that the BD Max^TM instrument infringes Gen-Probe patents. The patents alleged to be infringed are a subset of the Gen-Probe patents asserted against the Company in the October 2009 suit. On June 8, 2010, the Court consolidated these cases. Gen-Probe is seeking monetary damages and injunctive relief. The Company currently cannot estimate the range of reasonably possible losses for this matter as the proceedings are in relatively early stages and there are significant issues to be resolved.

The Company believes that it has meritorious defenses to each of the above-mentioned suits pending against the Company and is engaged in a vigorous defense of each of these matters.

The Company is also involved both as a plaintiff and a defendant in other legal proceedings and claims that arise in the ordinary course of business.

The Company is a party to a number of Federal proceedings in the United States brought under the Comprehensive Environment Response, Compensation and Liability Act, also known as “Superfund,” and similar state laws. The affected sites are in varying stages of development. In some instances, the remedy has been completed, while in others, environmental studies are commencing. For all sites, there are other potentially responsible parties that may be jointly or severally liable to pay all cleanup costs.

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Acquisition (Details) (Cytometers [Member], USD $) In Thousands	Jun. 30, 2011	Mar. 18, 2011
Cytometers [Member]
Fair values of the assets acquired and liabilities assumed
Developed technology	$ 111,500
Acquired in-process research and development	42,300
Other intangibles	2,850
Deferred tax assets	10,442
Other	8,176
Total identifiable assets acquired	175,268
Deferred tax liabilities	(59,869)
Other	(4,728)
Total liabilities assumed	(64,597)
Net identifiable assets acquired	110,671
Goodwill	94,299
Net assets acquired	$ 204,970	$ 204,970

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Contingencies (Details) (USD $) In Thousands	Nov. 09, 2009	Apr. 27, 2009
Contingencies (Textuals) [Abstract]
Settlement fund payable subject to preliminary and final approval by court		$ 45,000
Damages awarded	$ 5,000

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Derivative Instruments And Hedging Activities (Details Textual 1) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Jun. 30, 2011
10-year 3.25% notes [Member]
Derivative Instruments and Hedging Activities (Textuals) [Abstract]
Financial instruments relating to terminated hedges, Issuing amount	$ 700,000
Financial instruments relating to terminated hedges, Interest Rate	3.25%
Financial instruments relating to terminated hedges, Maturity Period	10 years
30-year 5.00% notes [Member]
Derivative Instruments and Hedging Activities (Textuals) [Abstract]
Financial instruments relating to terminated hedges, Issuing amount	$ 300,000
Financial instruments relating to terminated hedges, Interest Rate	5.00%
Financial instruments relating to terminated hedges, Maturity Period	30 years

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Segment Data

9 Months Ended

Jun. 30, 2011

Segment Data [Abstract]

Segment Data

Note 6 — Segment Data

The Company’s organizational structure is based upon its three principal business segments: BD Medical (“Medical”), BD Diagnostics (“Diagnostics”), and BD Biosciences (“Biosciences”). The Company evaluates segment performance based upon operating income. Segment operating income represents revenues reduced by product costs and operating expenses. From time to time, the Company hedges against certain forecasted sales of U.S.-produced products sold outside the United States. Gains and losses associated with these foreign currency translation hedges are reported in segment revenues based upon their proportionate share of these international sales of U.S.-produced products. Financial information for the Company’s segments was as follows:

	Three Months Ended						Nine Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
Revenues (A)
Medical	$	1,044,836		$	945,522		$	2,952,713		$	2,837,827
Diagnostics		631,359			576,269			1,838,429			1,727,415
Biosciences		337,886			309,120			986,967			933,896
	$	2,014,081		$	1,830,911		$	5,778,109		$	5,499,138
Segment Operating Income
Medical	$	324,170		$	273,186		$	887,080		$	839,436
Diagnostics		164,293			146,703			481,322			452,789
Biosciences		89,943			87,101			275,643			269,797
Total Segment Operating Income		578,406			506,990			1,644,045			1,562,022
Unallocated Items (B)		(117,765	)		(93,617	)		(346,792	)		(314,980	)
Income from Continuing Operations Before Income Taxes	$	460,641		$	413,373		$	1,297,253		$	1,247,042

(A)	Intersegment revenues are not material.
(B)	Includes primarily interest, net; foreign exchange; corporate expenses; and share-based compensation expense.

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Revenues by Organizational Units
BD Medical
Medical Surgical Systems	$	529,018	$	493,553	$	1,546,334	$	1,507,995
Diabetes Care		220,184		197,152		641,826		586,658
Pharmaceutical Systems		295,634		254,817		764,553		743,174
	$	1,044,836	$	945,522	$	2,952,713	$	2,837,827
BD Diagnostics
Preanalytical Systems	$	330,326	$	303,526	$	949,194	$	891,362
Diagnostic Systems		301,033		272,743		889,235		836,053
	$	631,359	$	576,269	$	1,838,429	$	1,727,415
BD Biosciences
Cell Analysis	$	255,028	$	230,433	$	751,287	$	704,243
Discovery Labware		82,858		78,687		235,680		229,653
	$	337,886	$	309,120	$	986,967	$	933,896
	$	2,014,081	$	1,830,911	$	5,778,109	$	5,499,138

Revenues by geographic areas were as follows:

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Total Revenues
United States	$	855,464	$	809,428	$	2,513,247	$	2,454,604
International		1,158,617		1,021,483		3,264,862		3,044,534
	$	2,014,081	$	1,830,911	$	5,778,109	$	5,499,138

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Divestitures (Details) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Results of discontinued operations
Revenues	$ 117	$ 47,316	$ 3,124	$ 141,372
Income from discontinued operations before income taxes	5,059	17,088	8,277	50,686
Less income tax provision	111	4,340	711	13,058
Income from Discontinued Operations, Net	$ 4,948	$ 12,748	$ 7,566	$ 37,628

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Financial Instruments and Fair Value Measurements (Tables)

9 Months Ended

Jun. 30, 2011

Financial Instruments and Fair Value Measurements [Abstract]

Fair Value of Financial Instruments

			Basis of Fair Value Measurement
	June 30,		Quoted Prices in		Significant
	2011		Active Markets		Other		Significant
	Carrying		for Identical		Observable		Unobservable
	Value		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Assets
Institutional money market investments	$	311,262	$	311,262	$	—	$	—
Forward exchange contracts		12,271		—		12,271		—
Interest rate swaps		6,444		—		6,444		—
Total Assets	$	329,977	$	311,262	$	18,715	$	—
Liabilities
Forward exchange contracts	$	14,291	$	—	$	14,291	$	—
Long-term debt		2,484,953		—		2,628,673		—
Total Liabilities	$	2,499,244	$	—	$	2,642,964	$	—

			Basis of Fair Value Measurement
	September		Quoted Prices in		Significant
	30,2010		Active Markets		Other		Significant
	Carrying		for Identical		Observable		Unobservable
	Value		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Assets
Institutional money market investments	$	277,424	$	277,424	$	—	$	—
Forward exchange contracts		32,392		—		32,392		—
Interest rate swaps		8,609		—		8,609		—
Total Assets	$	318,425	$	277,424	$	41,001	$	—
Liabilities
Forward exchange contracts	$	21,265	$	—	$	21,265	$	—
Long-term debt		1,495,357		—		1,790,137		—
Total Liabilities	$	1,516,622	$	—	$	1,811,402	$	—

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Segment Data (Details 1) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Segment Operating Income
Total Segment Operating Income	$ 578,406	$ 506,990	$ 1,644,045	$ 1,562,022
Unallocated Expenses	(117,765)	(93,617)	(346,792)	(314,980)
Income From Continuing Operations Before Income Taxes	460,641	413,373	1,297,253	1,247,042
Medical [Member]
Segment Operating Income
Total Segment Operating Income	324,170	273,186	887,080	839,436
Diagnostics [Member]
Segment Operating Income
Total Segment Operating Income	164,293	146,703	481,322	452,789
Biosciences [Member]
Segment Operating Income
Total Segment Operating Income	$ 89,943	$ 87,101	$ 275,643	$ 269,797

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Acquisition (Details Textual) (Cytometers [Member], USD $)	9 Months Ended
	Jun. 30, 2011	Mar. 18, 2011
Cytometers [Member]
Acquisition (Textuals) [Abstract]
Percentage of outstanding shares acquired		100.00%
Acquisition-date fair value of consideration transferred net of in cash acquired	$ 204,970,000	$ 204,970,000
Cash acquired in acquisition		3,112,000
Research and development asset	42,300,000
Goodwill in Biosciences segment	94,299,000
Acquisition related costs in the current Period	900,000
Portion of goodwill expected to be deductible for tax purposes	$ 0

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Earnings per Share (Details) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Weighted average common shares used in the computations of basic and diluted earnings per share
Average common shares outstanding	218,966	233,242	222,674	235,316
Dilutive share equivalents from share-based plans	4,601	5,077	5,108	5,835
Average common and common equivalent shares outstanding - assuming dilution	223,567	238,319	227,782	241,151

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Accounting Changes (Policies)

9 Months Ended

Jun. 30, 2011

Accounting Changes [Abstract]

Revenue Recognition

In October 2009, the Financial Accounting Standards Board (“FASB”) issued revised revenue recognition guidance affecting the accounting for software-enabled devices and multiple-element arrangements. The revisions expand the scope of multiple-element arrangement guidance to include revenue arrangements containing certain nonsoftware elements and related software elements. Additionally, the revised guidance changes the manner in which separate units of accounting are identified within a multiple-element arrangement and modifies the manner in which transaction consideration is allocated across the separately identified deliverables. The Company adopted the revised revenue recognition guidance for new arrangements the Company entered into on or after October 1, 2010. The adoption of these new requirements did not significantly impact the Company’s consolidated financial statements.

Adoption of revised variable interest entity accounting rules

In June 2009, the FASB issued guidance amending the variable interest consolidation model. The revised model amends certain guidance for determining whether an entity is a variable interest entity and requires a qualitative, rather than quantitative, analysis to determine the primary beneficiary of a variable interest entity. The Company’s adoption of the amended variable interest consolidation model on October 1, 2010 did not significantly impact the Company’s consolidated financial statements.

ASC 450-20 recognition guidelines

Given the uncertain nature of litigation generally, the Company is not able in all cases to estimate the amount or range of loss that could result from an unfavorable outcome of the litigation to which the Company is a party. In accordance with U.S. generally accepted accounting principles, the Company establishes accruals to the extent probable future losses are estimable (in the case of environmental matters, without considering possible third-party recoveries). In view of the uncertainties discussed below, the Company could incur charges in excess of any currently established accruals and, to the extent available, excess liability insurance. In the opinion of management, any such future charges, individually or in the aggregate, could have a material adverse effect on the Company’s consolidated results of operations and consolidated cash flows.

Allocation of gain/loss of foreign currency translation hedges on a segment basis

The Company evaluates segment performance based upon operating income. Segment operating income represents revenues reduced by product costs and operating expenses. From time to time, the Company hedges against certain forecasted sales of U.S.-produced products sold outside the United States. Gains and losses associated with these foreign currency translation hedges are reported in segment revenues based upon their proportionate share of these international sales of U.S.-produced products.

Derivative Instruments and Hedging Activities

The Company has foreign currency exposures throughout Europe, Asia Pacific, Canada, Japan and Latin America. From time to time, the Company may partially hedge forecasted export sales denominated in foreign currencies using forward and option contracts, generally with one-year terms. The Company’s hedging program has been designed to mitigate exposures resulting from movements of the U.S. dollar, from the beginning of a reporting period, against other foreign currencies. The Company’s strategy is to offset the changes in the present value of future foreign currency revenue resulting from these movements with either gains or losses in the fair value of foreign currency derivative contracts. Forward contracts were used to hedge forecasted sales in fiscal year 2010. As of June 30, 2011, the Company has not entered into contracts to hedge cash flows in fiscal year 2011.

The Company designates forward contracts used to hedge these certain forecasted sales denominated in foreign currencies as cash flow hedges. Changes in the effective portion of the fair value of the Company’s forward contracts that are designated and qualify as cash flow hedges (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk) are included in Other comprehensive income (loss) until the hedged transactions are reclassified in earnings. These changes result from the maturity of derivative instruments as well as the commencement of new derivative instruments. The changes also reflect movements in the period-end foreign exchange rates against the forward rates at the time the Company enters into any given derivative instrument contract. Once the hedged revenue transaction occurs, the recognized gain or loss on the contract is reclassified from Accumulated other comprehensive income (loss) to Revenues. The Company records the premium or discount of the forward contracts, which is included in the assessment of hedge effectiveness, to Revenues.

In the event that the revenue transactions underlying a derivative instrument are no longer probable of occurring, accounting for the instrument under hedge accounting is discontinued. Gains and losses previously recognized in Other comprehensive income (loss) are reclassified into Other income (expense). If only a portion of the revenue transaction underlying a derivative instrument is no longer probable of occurring, only the portion of the derivative relating to those revenues would no longer be eligible for hedge accounting.

Transactional currency exposures that arise from entering into transactions, generally on an intercompany basis, in non-hyperinflationary countries that are denominated in currencies other than the functional currency are mitigated primarily through the use of forward contracts and currency options. Hedges of the transactional foreign exchange exposures resulting primarily from intercompany payables and receivables are undesignated hedges. As such, the gains or losses on these instruments are recognized immediately in income. The offset of these gains or losses against the gains and losses on the underlying hedged items, as well as the hedging costs associated with the derivative instruments, are recognized in Other income (expense).

The total notional amounts of the Company’s outstanding foreign exchange contracts as of June 30, 2011 and September 30, 2010 were $1,690,611 and $1,776,046, respectively.

Interest Rate Risks and Related Strategies

The Company’s primary interest rate exposure results from changes in short-term U.S. dollar interest rates. The Company’s policy is to manage interest cost using a mix of fixed and variable rate debt. The Company periodically uses interest rate swaps to manage such exposures. Under these interest rate swaps, the Company exchanges, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount. These swaps are designated as either fair value or cash flow hedges.

For interest rate swaps designated as fair value hedges (i.e., hedges against the exposure to changes in the fair value of an asset or a liability or an identified portion thereof that is attributable to a particular risk), changes in the fair value of the interest rate swaps offset changes in the fair value of the fixed rate debt due to changes in market interest rates.

Changes in the fair value of the interest rate swaps designated as cash flow hedges (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk) are offset by amounts recorded in Other comprehensive income (loss). If interest rate derivatives designated as cash flow hedges are terminated, the balance in Accumulated other comprehensive income (loss) attributable to those derivatives is reclassified into earnings over the remaining life of the hedged debt. The amount, related to terminated interest rate swaps, expected to be reclassified and recorded in Interest expense within the next 12 months is $996, net of tax.

As of both June 30, 2011 and September 30, 2010, the total notional amount of the Company’s outstanding interest rate swaps designated as fair value hedges was $200,000. The current year’s outstanding swap represents a fixed-to-floating rate swap agreement that was entered into to convert the interest payments on $200,000 in 4.55% notes, due April 15, 2013, from the fixed rate to a floating interest rate based on LIBOR. The Company had no outstanding interest rate swaps designated as cash flow hedges as of June 30, 2011.

Risk Exposures Not Hedged

The Company purchases resins, which are oil-based components used in the manufacture of certain products. While the Company has been able to hedge certain purchases of polyethylene, the Company does not currently use any hedges to manage the risk exposures related to other resins. Significant increases in world oil prices that lead to increases in resin purchase costs could impact future operating results. From time to time, the Company has managed price risks associated with other commodity purchases. The Company had no commodity forward contracts outstanding as of June 30, 2011.

ASC 820 fair value disclosure

The Company measures the fair value of forward exchange contracts and currency options using an income approach with significant observable inputs, specifically spot currency rates, market designated forward currency prices and a discount rate. The fair value of interest rate swaps is provided by the financial institutions that are counterparties to these arrangements. The fair value of long-term debt is based upon quoted prices in active markets for similar instruments.

The Company’s policy is to recognize any transfers into fair value measurement hierarchy levels and transfers out of levels at the beginning of each reporting period. There were no transfers in and out of Level 1, Level 2 or Level 3 measurements for the three and nine months ended June 30, 2011.

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Share-Based Compensation

9 Months Ended

Jun. 30, 2011

Share-Based Compensation [Abstract]

Share-Based Compensation

Note 7 — Share-Based Compensation

The Company grants share-based awards under the 2004 Employee and Director Equity-Based Compensation Plan (the “2004 Plan”), which provides long-term incentive compensation to employees and directors. The Company believes that such awards align the interests of its employees and directors with those of its shareholders.

The fair value of share-based payments is recognized as compensation expense in net income. For the three months ended June 30, 2011 and 2010, compensation expense charged to income was $18,482 and $16,650, respectively. For the nine months ended June 30, 2011 and 2010, compensation expense was $72,202 and $69,117, respectively. Share-based compensation attributable to discontinued operations was not material.

The amount of unrecognized compensation expense for all non-vested share-based awards as of June 30, 2011 was approximately $120,022, which is expected to be recognized over a weighted-average remaining life of approximately 2.2 years.

The fair values of stock appreciation rights granted during the annual share-based grants in November of 2010 and 2009, respectively, were estimated on the date of grant using a lattice-based binomial valuation model based on the following assumptions:

	2011			2010
Risk-free interest rate		2.40	%		2.60	%
Expected volatility		24.00	%		28.00	%
Expected dividend yield		2.14	%		1.96	%
Expected life	7.8 years			6.5 years
Fair value derived	$	16.80		$	19.70

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Segment Data (Tables)

9 Months Ended

Jun. 30, 2011

Segment Data [Abstract]

Financial information for the Company's segments

	Three Months Ended						Nine Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
Revenues (A)
Medical	$	1,044,836		$	945,522		$	2,952,713		$	2,837,827
Diagnostics		631,359			576,269			1,838,429			1,727,415
Biosciences		337,886			309,120			986,967			933,896
	$	2,014,081		$	1,830,911		$	5,778,109		$	5,499,138
Segment Operating Income
Medical	$	324,170		$	273,186		$	887,080		$	839,436
Diagnostics		164,293			146,703			481,322			452,789
Biosciences		89,943			87,101			275,643			269,797
Total Segment Operating Income		578,406			506,990			1,644,045			1,562,022
Unallocated Items (B)		(117,765	)		(93,617	)		(346,792	)		(314,980	)
Income from Continuing Operations Before Income Taxes	$	460,641		$	413,373		$	1,297,253		$	1,247,042

(A)	Intersegment revenues are not material.
(B)	Includes primarily interest, net; foreign exchange; corporate expenses; and share-based compensation expense.

Revenues by Organizational Units

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Revenues by Organizational Units
BD Medical
Medical Surgical Systems	$	529,018	$	493,553	$	1,546,334	$	1,507,995
Diabetes Care		220,184		197,152		641,826		586,658
Pharmaceutical Systems		295,634		254,817		764,553		743,174
	$	1,044,836	$	945,522	$	2,952,713	$	2,837,827
BD Diagnostics
Preanalytical Systems	$	330,326	$	303,526	$	949,194	$	891,362
Diagnostic Systems		301,033		272,743		889,235		836,053
	$	631,359	$	576,269	$	1,838,429	$	1,727,415
BD Biosciences
Cell Analysis	$	255,028	$	230,433	$	751,287	$	704,243
Discovery Labware		82,858		78,687		235,680		229,653
	$	337,886	$	309,120	$	986,967	$	933,896
	$	2,014,081	$	1,830,911	$	5,778,109	$	5,499,138

Revenues by the geographic areas

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Total Revenues
United States	$	855,464	$	809,428	$	2,513,247	$	2,454,604
International		1,158,617		1,021,483		3,264,862		3,044,534
	$	2,014,081	$	1,830,911	$	5,778,109	$	5,499,138

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Benefit Plans (Details Textual) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Benefit Plans (Textuals) [Abstract]
Postemployment benefit costs	$ 6,794	$ 5,467	$ 20,381	$ 16,401

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Comprehensive Income (Details) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Comprehensive Income
Net Income	$ 343,058	$ 306,908	$ 971,015	$ 920,915
Other Comprehensive (Loss) Income, Net of Tax
Foreign currency translation adjustments	80,663	(158,700)	217,272	(304,933)
Benefit plans adjustment	10,765	8,059	32,295	24,177
Unrealized gains on investments, net of amount realized	535		535
Unrealized gains on cash flow hedges, net of amounts realized	249	11,871	9,396	55,043
Total Other Comprehensive Income (Loss), Net of Tax	92,212	(138,770)	259,498	(225,713)
Comprehensive Income	$ 435,270	$ 168,138	$ 1,230,513	$ 695,202

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Basis of Presentation

9 Months Ended

Jun. 30, 2011

Basis of Presentation [Abstract]

Basis of Presentation

Note 1 — Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, in the opinion of the management of the Company, include all adjustments which are of a normal recurring nature, necessary for a fair presentation of the financial position and the results of operations and cash flows for the periods presented. However, the financial statements do not include all information and accompanying notes required for a presentation in accordance with U.S. generally accepted accounting principles. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included or incorporated by reference in the Company’s 2010 Annual Report on Form 10-K. The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year.

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Share-Based Compensation (Tables)

9 Months Ended

Jun. 30, 2011

Share-Based Compensation [Abstract]

Assumptions for estimation of the fair values of stock appreciation rights granted during the reporting periods

	2011			2010
Risk-free interest rate		2.40	%		2.60	%
Expected volatility		24.00	%		28.00	%
Expected dividend yield		2.14	%		1.96	%
Expected life	7.8 years			6.5 years
Fair value derived	$	16.80		$	19.70

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Intangible Assets (Details) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Sep. 30, 2010
Amortized intangible assets
Gross Carrying Amount	$ 1,024,063		$ 1,024,063		$ 882,592
Accumulated Amortization	538,406		538,406		489,661
Unamortized intangible assets
Unamortized intangible assets, Total	188,017		188,017		145,709
Intangible Assets (Textuals) [Abstract]
Intangible amortization expense	14,616	12,576	39,051	36,648
Core and developed technology [Member]
Amortized intangible assets
Gross Carrying Amount	706,917		706,917		580,709
Accumulated Amortization	306,149		306,149		269,926
Patents, trademarks, and other [Member]
Amortized intangible assets
Gross Carrying Amount	317,146		317,146		301,883
Accumulated Amortization	232,257		232,257		219,735
Acquired in process research and development [Member]
Unamortized intangible assets
Unamortized intangible assets, Total	185,300		185,300		143,000
Trademarks [Member]
Unamortized intangible assets
Unamortized intangible assets, Total	$ 2,717		$ 2,717		$ 2,709

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Acquisition (Tables)

9 Months Ended

Jun. 30, 2011

Acquisition [Abstract]

Fair values of assets acquired and liabilities assumed

Developed technology	$	111,500
Acquired in-process research and development		42,300
Other intangibles		2,850
Deferred tax assets		10,442
Other		8,176
Total identifiable assets acquired		175,268
Deferred tax liabilities		(59,869	)
Other		(4,728	)
Total liabilities assumed		(64,597	)
Net identifiable assets acquired		110,671
Goodwill		94,299
Net assets acquired	$	204,970

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Comprehensive Income

9 Months Ended

Jun. 30, 2011

Comprehensive Income [Abstract]

Comprehensive Income

Note 3 — Comprehensive Income

Comprehensive income was comprised of the following:

	Three Months Ended					Nine Months Ended
	June 30,					June 30,
	2011		2010			2011		2010
Net Income	$	343,058	$	306,908		$	971,015	$	920,915
Other Comprehensive Income (Loss), Net of Tax
Foreign currency translation adjustments		80,663		(158,700	)		217,272		(304,933	)
Benefit plans adjustment		10,765		8,059			32,295		24,177
Unrealized gains on investments, net of amounts realized		535		—			535		—
Unrealized gains on cash flow hedges, net of amounts realized		249		11,871			9,396		55,043
		92,212		(138,770	)		259,498		(225,713	)
Comprehensive Income	$	435,270	$	168,138		$	1,230,513	$	695,202

The gain recorded as foreign currency translation adjustments for the three months ended June 30, 2011 is mainly attributable to the strengthening of the Euro, as well as certain currencies in Latin America and Asia-Pacific, against the U.S. dollar during this period. The gain recorded as foreign currency translation adjustments for the nine months ended June 30, 2011 is primarily attributable to the strengthening of the Euro against the U.S. dollar during this period.

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Derivative Instruments and Hedging Activities

9 Months Ended

Jun. 30, 2011

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

Note 12 — Derivative Instruments and Hedging Activities

The Company uses derivative instruments to mitigate certain exposures. The effects these derivative instruments and hedged items have on financial position, financial performance, and cash flows are provided below.

Foreign Currency Risks and Related Strategies

The Company has foreign currency exposures throughout Europe, Asia Pacific, Canada, Japan and Latin America. From time to time, the Company may partially hedge forecasted export sales denominated in foreign currencies using forward and option contracts, generally with one-year terms. The Company’s hedging program has been designed to mitigate exposures resulting from movements of the U.S. dollar, from the beginning of a reporting period, against other foreign currencies. The Company’s strategy is to offset the changes in the present value of future foreign currency revenue resulting from these movements with either gains or losses in the fair value of foreign currency derivative contracts. Forward contracts were used to hedge forecasted sales in fiscal year 2010. As of June 30, 2011, the Company has not entered into contracts to hedge cash flows in fiscal year 2011.

The Company designates forward contracts used to hedge these certain forecasted sales denominated in foreign currencies as cash flow hedges. Changes in the effective portion of the fair value of the Company’s forward contracts that are designated and qualify as cash flow hedges (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk) are included in Other comprehensive income (loss) until the hedged transactions are reclassified in earnings. These changes result from the maturity of derivative instruments as well as the commencement of new derivative instruments. The changes also reflect movements in the period-end foreign exchange rates against the forward rates at the time the Company enters into any given derivative instrument contract. Once the hedged revenue transaction occurs, the recognized gain or loss on the contract is reclassified from Accumulated other comprehensive income (loss) to Revenues. The Company records the premium or discount of the forward contracts, which is included in the assessment of hedge effectiveness, to Revenues.

In the event that the revenue transactions underlying a derivative instrument are no longer probable of occurring, accounting for the instrument under hedge accounting is discontinued. Gains and losses previously recognized in Other comprehensive income (loss) are reclassified into Other income (expense). If only a portion of the revenue transaction underlying a derivative instrument is no longer probable of occurring, only the portion of the derivative relating to those revenues would no longer be eligible for hedge accounting.

Transactional currency exposures that arise from entering into transactions, generally on an intercompany basis, in non-hyperinflationary countries that are denominated in currencies other than the functional currency are mitigated primarily through the use of forward contracts and currency options. Hedges of the transactional foreign exchange exposures resulting primarily from intercompany payables and receivables are undesignated hedges. As such, the gains or losses on these instruments are recognized immediately in income. The offset of these gains or losses against the gains and losses on the underlying hedged items, as well as the hedging costs associated with the derivative instruments, are recognized in Other income (expense).

The total notional amounts of the Company’s outstanding foreign exchange contracts as of June 30, 2011 and September 30, 2010 were $1,690,611 and $1,776,046, respectively.

Interest Rate Risks and Related Strategies

The Company’s primary interest rate exposure results from changes in short-term U.S. dollar interest rates. The Company’s policy is to manage interest cost using a mix of fixed and variable rate debt. The Company periodically uses interest rate swaps to manage such exposures. Under these interest rate swaps, the Company exchanges, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount. These swaps are designated as either fair value or cash flow hedges.

For interest rate swaps designated as fair value hedges (i.e., hedges against the exposure to changes in the fair value of an asset or a liability or an identified portion thereof that is attributable to a particular risk), changes in the fair value of the interest rate swaps offset changes in the fair value of the fixed rate debt due to changes in market interest rates.

Changes in the fair value of the interest rate swaps designated as cash flow hedges (i.e., hedging the exposure to variability in expected future cash flows that is attributable to a particular risk) are offset by amounts recorded in Other comprehensive income (loss). If interest rate derivatives designated as cash flow hedges are terminated, the balance in Accumulated other comprehensive income (loss) attributable to those derivatives is reclassified into earnings over the remaining life of the hedged debt. The amount, related to terminated interest rate swaps, expected to be reclassified and recorded in Interest expense within the next 12 months is $996, net of tax.

As of both June 30, 2011 and September 30, 2010, the total notional amount of the Company’s outstanding interest rate swaps designated as fair value hedges was $200,000. The current year’s outstanding swap represents a fixed-to-floating rate swap agreement that was entered into to convert the interest payments on $200,000 in 4.55% notes, due April 15, 2013, from the fixed rate to a floating interest rate based on LIBOR. The Company had no outstanding interest rate swaps designated as cash flow hedges as of June 30, 2011.

Risk Exposures Not Hedged

The Company purchases resins, which are oil-based components used in the manufacture of certain products. While the Company has been able to hedge certain purchases of polyethylene, the Company does not currently use any hedges to manage the risk exposures related to other resins. Significant increases in world oil prices that lead to increases in resin purchase costs could impact future operating results. From time to time, the Company has managed price risks associated with other commodity purchases. The Company had no commodity forward contracts outstanding as of June 30, 2011.

Effects on Consolidated Balance Sheets

The location and amounts of derivative instrument fair values in the consolidated balance sheet are segregated below between designated, qualifying hedging instruments and ones that are not designated for hedge accounting.

			September 30,
	June 30, 2011		2010
Asset derivatives-designated for hedge accounting Interest rate swaps	$	6,444	$	8,609
Asset derivatives-undesignated for hedge accounting Forward exchange contracts	$	12,271	$	32,392
Total asset derivatives (A)	$	18,715	$	41,001
Liability derivatives-undesignated for hedge accounting Forward exchange contracts	$	14,291	$	21,265
Total liability derivatives (B)	$	14,291	$	21,265

(A)	All asset derivatives are included in Prepaid expenses, deferred taxes and other.
(B)	All liability derivatives are included in Accrued expenses.

Effects on Consolidated Statements of Income

Cash flow hedges

The location and amount of gains and losses on designated derivative instruments recognized in the consolidated statement of income for the three months ended June 30 consisted of:

						Gain (Loss)
	Gain (Loss)					Reclassified from
	Recognized in OCI on				Location of Gain (Loss)	Accumulated OCI into
Derivatives Accounted for as	Derivatives				Reclassified from	Income
Designated Cash Flow Hedging	Three Months Ended				Accumulated OCI into	Three Months Ended
Relationships	June 30,				Income	June 30,
	2011		2010			2011			2010
Forward exchange contracts	$	—	$	11,561	Revenues	$	—		$	(1,474	)
Interest rate swaps		249		310	Interest expense		(401	)		(500	)
Total	$	249	$	11,871		$	(401	)	$	(1,974	)

The location and amount of gains and losses on designated derivative instruments recognized in the consolidated statement of income for the nine months ended June 30 consisted of:

						Gain (Loss)
	Gain (Loss)					Reclassified from
	Recognized in OCI on				Location of Gain (Loss)	Accumulated OCI into
Derivatives Accounted for as	Derivatives				Reclassified from	Income
Designated Cash Flow Hedging	Nine Months Ended				Accumulated OCI into	Nine Months Ended
Relationships	June 30,				Income	June 30,
	2011		2010			2011			2010
Forward exchange contracts	$	—	$	54,093	Revenues	$	—		$	(42,672	)
Interest rate swaps		9,396		928	Interest expense		(1,254	)		(1,496	)
Commodity forward contracts		—		22	Cost of sales		—			(35	)
Total	$	9,396	$	55,043		$	(1,254	)	$	(44,203	)

The Company’s designated derivative instruments are perfectly effective. As such, there were no gains or losses, related to hedge ineffectiveness and amounts excluded from hedge effectiveness testing, recognized immediately in income for the three-month and nine-month periods ending June 30, 2011. The gain recognized in other comprehensive income for the nine-month period ended June 30, 2011 is attributable primarily to gains realized on interest rate swaps that were entered into in the first quarter of 2011 in anticipation of issuing $700,000 of 10-year 3.25% notes and $300,000 of 30-year 5.00% notes. These swaps were designated as hedges of the variability in interest payments attributable to changes in the benchmark interest rates against which the notes were priced. These swaps were terminated in November 2010, concurrent with the pricing of the notes. Realized gains on these swaps will be amortized over the life of the notes with an offset to interest expense.

Fair value hedges

The location and amount of gains or losses on the hedged fixed rate debt attributable to changes in the market interest rates and the offsetting gain (loss) on the related interest rate swaps were as follows:

Income Statement
Classification	Gain/(Loss) on Swaps									Gain/(Loss) on Borrowings
	Three Months Ended				Nine Months Ended					Three Months Ended						Nine Months Ended
	June 30,				June 30,					June 30,						June 30,
	2011		2010		2011			2010		2011			2010			2011		2010
Other income (expense) (A)	$	607	$	3,061	$	(2,164	)	$	4,751	$	(607	)	$	(3,061	)	$	2,164	$	(4,751	)

(A) Changes in the fair value of the interest rate swaps offset changes in the fair value of the fixed rate debt due to changes in market interest rates. There was no hedge ineffectiveness relating to these interest rate swaps.

Undesignated hedges

The location and amount of gains and losses recognized in income on derivatives not designated for hedge accounting were as follows:

		Amount of Gain (Loss) Recognized in Income on Derivatives
	Location of Gain (Loss)	Three Months Ended						Nine Months Ended
Derivatives Not Designated as	Recognized in Income on	June 30,						June 30,
Hedging Instruments	Derivatives	2011			2010			2011			2010
Forward exchange contracts (B)	Other income (expense)	$	(13,248	)	$	(9,788	)	$	(5,106	)	$	(35,382	)

(B) The gains and losses on forward contracts and currency options utilized to hedge the intercompany transactional foreign exchange exposures are largely offset by gains and losses on the underlying hedged items in Other income (expense).

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Segment Data (Details 2) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Revenues by organizational units
Total Revenue	$ 2,014,081	$ 1,830,911	$ 5,778,109	$ 5,499,138
Medical [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	1,044,836	945,522	2,952,713	2,837,827
Medical Surgical Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	529,018	493,553	1,546,334	1,507,995
Diabetes Care [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	220,184	197,152	641,826	586,658
Pharmaceutical Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	295,634	254,817	764,553	743,174
Diagnostics [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	631,359	576,269	1,838,429	1,727,415
Preanalytical Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	330,326	303,526	949,194	891,362
Diagnostic Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	301,033	272,743	889,235	836,053
Biosciences [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	337,886	309,120	986,967	933,896
Cell Analysis [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	255,028	230,433	751,287	704,243
Discovery Labware [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	$ 82,858	$ 78,687	$ 235,680	$ 229,653

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Earnings per Share (Tables)

9 Months Ended

Jun. 30, 2011

Earnings per Share [Abstract]

Weighted average common shares used in the computations of basic and diluted earnings per share

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2011		2010		2011		2010
Average common shares outstanding		218,966		233,242		222,674		235,316
Dilutive share equivalents from share-based plans		4,601		5,077		5,108		5,835
Average common and common equivalent shares outstanding — assuming dilution		223,567		238,319		227,782		241,151

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Condensed Consolidated Balance Sheets (USD $) In Thousands	Jun. 30, 2011	Sep. 30, 2010
Current Assets:
Cash and equivalents	$ 1,158,037	$ 1,215,989
Short-term investments	763,289	528,206
Trade receivables, net	1,250,195	1,205,377
Inventories:
Materials	176,111	169,268
Work in process	256,899	225,878
Finished products	898,093	750,191
Inventories, Total	1,331,103	1,145,337
Prepaid expenses, deferred taxes and other	570,509	410,341
Total Current Assets	5,073,133	4,505,250
Property, plant and equipment	6,938,331	6,532,062
Less allowances for depreciation and amortization	3,721,208	3,431,570
Property, Plant and Equipment, Net	3,217,123	3,100,492
Goodwill	867,778	763,961
Core and Developed Technology, Net	400,768	310,783
Other Intangibles, Net	272,906	227,857
Capitalized Software, Net	297,419	254,761
Other	491,692	487,590
Total Assets	10,620,819	9,650,694
Current Liabilities:
Short-term debt	239,784	202,758
Payables and accrued expenses	1,418,142	1,468,915
Total Current Liabilities	1,657,926	1,671,673
Long-Term Debt	2,484,953	1,495,357
Long-Term Employee Benefit Obligations	904,307	899,109
Deferred Income Taxes and Other	275,233	149,975
Commitments and Contingencies
Shareholders' Equity:
Common stock	332,662	332,662
Capital in excess of par value	1,779,158	1,624,768
Retained earnings	9,422,074	8,724,228
Deferred compensation	16,944	17,164
Common shares in treasury - at cost	(6,054,027)	(4,806,333)
Accumulated other comprehensive loss	(198,411)	(457,909)
Total Shareholders' Equity	5,298,400	5,434,580
Total Liabilities and Shareholders' Equity	$ 10,620,819	$ 9,650,694

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Share-Based Compensation (Details) (USD $)	9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Fair values of stock appreciation rights granted during the annual share-based grants, Assumptions
Risk-free interest rate	2.40%	2.60%
Expected volatility	24.00%	28.00%
Expected dividend yield	2.14%	1.96%
Expected life	7.8	6.5
Fair value derived	$ 16.80	$ 19.70

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Derivative Instruments and Hedging Activities (Details 4) (Not Designated as Hedging Instrument [Member], Forward Exchange Contract [Member], Other Income Expense [Member], USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Not Designated as Hedging Instrument [Member] | Forward Exchange Contract [Member] | Other Income Expense [Member]
Gain (Loss) Recognized in Income on Derivative
Amount of Gain (Loss) Recognized in Income on Derivative	$ (13,248)	$ (9,788)	$ (5,106)	$ (35,382)

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Derivative Instruments and Hedging Activities (Details) (USD $) In Thousands	Jun. 30, 2011	Sep. 30, 2010
Effects on Consolidated Balance Sheets
Asset derivatives	$ 18,715	$ 41,001
Liability derivatives	14,291	21,265
Designated as Hedging Instrument [Member] | Interest rate swap [Member]
Effects on Consolidated Balance Sheets
Asset derivatives	6,444	8,609
Not Designated as Hedging Instrument [Member] | Forward Exchange Contract [Member]
Effects on Consolidated Balance Sheets
Asset derivatives	12,271	32,392
Liability derivatives	$ 14,291	$ 21,265

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Derivative Instruments and Hedging Activities (Details 1) (Cash Flow Hedging [Member], USD $) In Thousands	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives	$ 249	$ 11,871	$ 9,396	$ 55,043
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income	(401)	(1,974)	(1,254)	(44,203)
Forward Exchange Contract [Member]
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives		11,561		54,093
Interest rate swap [Member]
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives	249	310	9,396	928
Commodity Forward Contract [Member]
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives				22
Revenues [Member]
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income		(1,474)		(42,672)
Interest Expense [Member]
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income	(401)	(500)	(1,254)	(1,496)
Cost of Sales [Member]
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income				$ (35)

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Share-Based Compensation (Details Textual) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Share-based Compensation (Textuals) [Abstract]
Allocated Share-based Compensation Expense	$ 18,482	$ 16,650	$ 72,202	$ 69,117
Unrecognized compensation expense, non-vested share-based awards	$ 120,022		$ 120,022
Weighted-average remaining life, unrecognized compensation expense (in years)			2.2