10-K

As filed with the Securities and Exchange Commission on November 23, 2011

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-K

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

FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2011

COMMISSION FILE NUMBER 1-4802

BECTON, DICKINSON AND COMPANY

(Exact name of registrant as specified in its charter)

New Jersey (State or other jurisdiction of incorporation or organization)	22-0760120 (I.R.S. Employer Identification No.)
1 Becton Drive Franklin Lakes, New Jersey (Address of principal executive offices)	07417-1880 (Zip code)

(201) 847-6800

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

	Name of Each Exchange on
Title of Each Class	Which Registered
Common Stock, par value $1.00	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes þ     No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes o     No þ

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 Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T 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 check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  o

Indicate by check mark 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 (Do not check if a smaller reporting company)

Smaller reporting company o

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

As of March 31, 2011, the aggregate market value of the registrant’s outstanding common stock held by non-affiliates of the registrant was approximately $17,370,014,569.

As of October 31, 2011, 214,890,631 shares of the registrant’s common stock were outstanding.

Documents Incorporated by Reference

Portions of the registrant’s Proxy Statement for the Annual Meeting of Shareholders to be held January 31, 2012 are incorporated by reference into Part III hereof.

TABLE OF CONTENTS

PART I	3
Item 1. Business	3
Item 1A. Risk Factors	8
Item 1B. Unresolved Staff Comments	13
Item 2. Properties	13
Item 3. Legal Proceedings	14
Item 4. [Reserved]	16
PART II	16
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	16
Item 6. Selected Financial Data	18
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 7A. Quantitative and Qualitative Disclosures About Market Risk	37
Item 8. Financial Statements and Supplementary Data	38
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	84
Item 9A. Controls and Procedures	84
Item 9B. Other Information	84
PART III	84
Item 10. Directors, Executive Officers and Corporate Governance	84
Item 11. Executive Compensation	84
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	84
Item 13. Certain Relationships and Related Transactions, and Director Independence	85
Item 14. Principal Accounting Fees and Services	85
PART IV	85
Item 15. Exhibits, Financial Statement Schedules	85
SIGNATURES	86
EXHIBIT INDEX	88
EX-21
EX-23
EX-24
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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PART I

Item 1.   Business.

General

Becton, Dickinson and Company (also known as “BD”) was incorporated under the laws of the State of New Jersey in November 1906, as successor to a New York business started in 1897. BD’s executive offices are located at 1 Becton Drive, Franklin Lakes, New Jersey 07417-1880, and its telephone number is (201) 847-6800. All references in this Form 10-K to “BD” refer to Becton, Dickinson and Company and its domestic and foreign subsidiaries, unless otherwise indicated by the context.

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.

Business Segments

BD’s operations consist of three worldwide business segments: BD Medical, BD Diagnostics and BD Biosciences. Information with respect to BD’s business segments is included in Note 6 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data, and is incorporated herein by reference.

BD Medical

BD Medical produces a broad array of medical devices that are used in a wide range of healthcare settings. BD Medical’s principal product lines include needles, syringes and intravenous catheters for medication delivery (including safety-engineered and auto-disable devices); prefilled IV flush syringes; syringes and pen needles for the self-injection of insulin and other drugs used in the treatment of diabetes; prefillable drug delivery systems provided to pharmaceutical companies and sold to end-users as drug/device combinations; regional anesthesia needles and trays; sharps disposal containers; and closed-system transfer devices. The primary customers served by BD Medical are hospitals and clinics; physicians’ office practices; consumers and retail pharmacies; governmental and nonprofit public health agencies; pharmaceutical companies; and healthcare workers.

BD Diagnostics

BD Diagnostics provides products for the safe collection and transport of diagnostics specimens, as well as instruments and reagent systems to detect a broad range of infectious diseases, healthcare-associated infections (“HAIs”) and cancers. BD Diagnostics’ principal products include integrated systems for specimen collection; safety-engineered blood collection products and systems; automated blood culturing systems; molecular testing systems for infectious diseases and women’s health; microorganism identification and drug susceptibility systems; liquid-based cytology systems for cervical cancer screening; rapid diagnostic assays; and plated media. BD Diagnostics serves hospitals, laboratories and clinics; reference laboratories; blood banks; healthcare workers; public health agencies; physicians’ office practices; and industrial and food microbiology laboratories.

BD Biosciences

BD Biosciences produces research and clinical tools that facilitate the study of cells, and the components of cells, to gain a better understanding of normal and disease processes. That information is used to aid the discovery and development of new drugs and vaccines, and to improve the diagnosis and management of diseases. BD Biosciences’ principal product lines include fluorescence-activated cell sorters and analyzers; monoclonal antibodies and kits for performing cell analysis; reagent systems for life science research; cell imaging systems; laboratory products for tissue culture and fluid handling; diagnostic assays; and cell culture media supplements for biopharmaceutical manufacturing. The primary customers served by BD Biosciences

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are research and clinical laboratories; academic and government institutions; pharmaceutical and biotechnology companies; hospitals; and blood banks.

Acquisitions

During the second quarter of 2011, BD acquired 100% of the outstanding shares of Accuri Cytometers, Inc, a company that develops and manufactures personal flow cytometers for researchers. The fair value of consideration transferred totaled $205 million, net of cash acquired.

During the fourth quarter of 2011, BD acquired 100% of the outstanding shares of Carmel Pharma Inc., a Swedish company that manufactures the PhaSeal^® System, a closed-system drug transfer device for the safe handling of hazardous drugs that are packaged in vials. The fair value of consideration transferred was $287 million, net of cash acquired.

Additional information regarding these acquisitions is contained in Note 9 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data, which is incorporated herein by reference.

International Operations

BD’s products are manufactured and sold worldwide. For reporting purposes, we organize our operations outside the United States as follows: Europe (which includes the Middle East and Africa); Japan; Asia Pacific (which includes Australia and all of Asia except Japan); Latin America (which includes Mexico and Brazil) and Canada. The principal products sold by BD outside the United States are needles and syringes; insulin syringes and pen needles; diagnostic systems; BD Vacutainer^tm brand blood collection products; BD Hypak^tm brand prefillable syringe systems; infusion therapy products; flow cytometry instruments and reagents; and disposable laboratory products. BD has manufacturing operations outside the United States in Brazil, Canada, China, France, Germany, Hungary, India, Ireland, Japan, Mexico, Pakistan, Singapore, South Korea, Spain, Sweden and the United Kingdom. Geographic information with respect to BD’s operations is included under the heading “Geographic Information” in Note 6 to the consolidated financial statements included in Item 8, Financial Statements and Supplementary Data, and is incorporated herein by reference.

Foreign economic conditions and exchange rate fluctuations have caused the profitability related to foreign revenues to fluctuate more than the profitability related to domestic revenues. BD believes its activities in some countries outside the United States involve greater risk than its domestic business due to the factors cited herein, as well as the economic environment, local commercial and economic policies and political uncertainties. See further discussion of this risk in Item 1A. Risk Factors.

Distribution

BD’s products are marketed in the United States and internationally through independent distribution channels and directly to end-users by BD and independent sales representatives. No customer accounted for 10% or more of revenues in fiscal year 2011. Order backlog is not material to BD’s business inasmuch as orders for BD products generally are received and filled on a current basis, except for items temporarily out of stock. BD’s worldwide sales are not generally seasonal, with the exception of certain medical devices in the BD Medical segment, and respiratory and flu diagnostic products in the BD Diagnostics segment, that relate to seasonal diseases such as influenza.

Raw Materials

BD purchases many different types of raw materials, including plastics, glass, metals, textiles, paper products, agricultural products, electronic and mechanical sub-assemblies and various biological, chemical and petrochemical products. Certain raw materials (primarily related to the BD Biosciences segment) are not available from multiple sources. In the case of certain principal raw materials that are available from multiple sources, for various reasons (including quality assurance and cost effectiveness), BD elects to purchase these raw materials from sole suppliers. In cases where there are regulatory requirements relating to qualification of suppliers, BD may not be able to

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establish additional or replacement sources on a timely basis. While BD works closely with its suppliers to ensure continuity of supply, the termination, reduction or interruption in supply of these sole-sourced raw materials could impact our ability to manufacture and sell certain of our products.

Research and Development

BD conducts its research and development (“R&D”) activities at its operating units and at BD Technologies in Research Triangle Park, North Carolina. The majority of BD’s R&D activities are conducted in the United States. Outside the United States, BD conducts R&D activities at BD Diagnostic Systems in Quebec City, Canada and Suzhou, China, BD Pharmaceutical Systems in Pont de Claix, France, and BD Medical Surgical Systems in Tuas, Singapore. BD also collaborates with certain universities, medical centers and other entities on R&D programs, and retains individual consultants to support its efforts in specialized fields. BD spent approximately $476 million, $431 million and $405 million on research and development during the fiscal years ended September 30, 2011, 2010 and 2009, respectively. Fiscal 2011 spending included a $9 million charge resulting from the discontinuance of a research program.

Intellectual Property and Licenses

BD owns significant intellectual property, including patents, patent applications, technology, trade secrets, know-how, copyrights and trademarks in the United States and other countries. BD is also licensed under domestic and foreign patents, patent applications, technology, trade secrets, know-how, copyrights and trademarks owned by others. In the aggregate, these intellectual property assets and licenses are of material importance to BD’s business. BD believes, however, that no single patent, technology, trademark, intellectual property asset or license is material in relation to BD’s business as a whole, or to any business segment.

Competition

BD operates in the increasingly complex and challenging medical technology marketplace whose dynamics are changing. Technological advances and scientific discoveries have accelerated the pace of change in medical technology, the regulatory environment of medical products is becoming more complex and vigorous, and economic conditions have resulted in a challenging market. Companies of varying sizes compete in the global medical technology field. Some are more specialized than BD with respect to particular markets, and some have greater financial resources than BD. New companies have entered the field, particularly in the areas of molecular diagnostics, safety-engineered devices and in the life sciences, and established companies have diversified their business activities into the medical technology area. Other firms engaged in the distribution of medical technology products have become manufacturers of medical devices and instruments as well. Acquisitions and collaborations by and among companies seeking a competitive advantage also affect the competitive environment. In addition, the entry into the market of manufacturers located in China and other low-cost manufacturing locations are creating increased pricing pressures, particularly in developing markets. Some competitors have also established manufacturing sites or have contracted with suppliers located in these countries as a means to lower their costs. New entrants may also appear, particularly from these low-cost countries.

BD competes in this evolving marketplace on the basis of many factors, including price, quality, innovation, service, reputation, distribution and promotion. The impact of these factors on BD’s competitive position varies among BD’s various product offerings. In order to remain competitive in the industries in which it operates, BD continues to make investments in research and development, quality management, quality improvement, product innovation and productivity improvement in support of its core strategy — to increase revenue growth by focusing on products that deliver greater benefits to patients, healthcare workers and researchers.

Third-Party Reimbursement

Healthcare providers and related facilities are generally reimbursed for their services through numerous payment systems managed by various governmental agencies worldwide (e.g., Medicare and Medicaid in the

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United States, the National Health Service in the United Kingdom, the Joint Federal Committee in Germany, the Commission d’Evaluation des Produits et prestations in France, the Ministry for Health, Labor and Welfare in Japan, the Ministry of Health and the National Development and Reform Commission in China, among many others), private insurance companies, and managed care organizations. The manner and level of reimbursement in any given case may depend on the site of care, the procedure(s) performed, the final patient diagnosis, the device(s) and/or drug(s) utilized, the available budget, or a combination of these factors, and coverage and payment levels are determined at each payer’s discretion. The coverage policies and reimbursement levels of these third-party payers may impact the decisions of healthcare providers and facilities regarding which medical products they purchase and the prices they are willing to pay for those products. Thus, changes in reimbursement level or method may either positively or negatively impact sales of BD products.

While BD is actively engaged in promoting the value of its products for payers and patients, and it employs various efforts and resources to positively impact coverage, coding and payment processes in this regard, it has no direct control over payer decision-making with respect to coverage and payment levels for BD products. Additionally, we expect many payers to continue to explore cost-containment strategies (e.g., comparative and cost-effectiveness analyses, so-called “pay-for-performance” programs implemented by various public and private payers, and expansion of payment bundling schemes such as Accountable Care Organizations (ACOs), DRG programs, and other such methods that shift medical cost risk to providers) that could potentially impact coverage and/or payment levels for current or future BD products.

As BD’s product offerings are diverse across many healthcare settings, they are affected to varying degrees by the many payment systems. Therefore, individual countries, product lines or product classes may be impacted by changes to these systems. Notably, the recently-enacted healthcare reform legislation in the United States (i.e., the Patient Protection and Affordable Care Act (“PPACA”)) provides for numerous, substantive changes to U.S. healthcare payment systems. Many of the changes set forth in this statute have only recently been promulgated through formal regulations and most of them have yet to be implemented. At this time, it remains unclear whether, or how, the implementation of regulations pursuant to the PPACA might affect payments for BD products. See Item 1A. Risk Factors for a further discussion.

Regulation

BD’s medical technology products and operations are subject to regulation by the U.S. Food and Drug Administration (“FDA”) and various other federal and state agencies, as well as by foreign governmental agencies. These agencies enforce laws and regulations that govern the development, testing, manufacturing, labeling, advertising, marketing and distribution, and market surveillance of BD’s medical products. The scope of the activities of these agencies, particularly in the Europe, Japan and Asia Pacific regions in which BD operates, has been increasing.

BD actively maintains FDA/ISO Quality Systems that establish standards for its product design, manufacturing, and distribution processes. Prior to marketing or selling most of its products, BD must secure approval from the FDA and counterpart non-U.S. regulatory agencies. Following the introduction of a product, these agencies engage in periodic reviews of BD’s quality systems, as well as product performance, and advertising and promotional materials. These regulatory controls, as well as any changes in FDA policies, can affect the time and cost associated with the development, introduction and continued availability of new products. Where possible, BD anticipates these factors in its product development and planning processes.

These agencies possess the authority to take various administrative and legal actions against BD, such as product recalls, product seizures and other civil and criminal sanctions. BD also undertakes voluntary compliance actions such as voluntary recalls.

BD also is subject to various federal and state laws, and laws outside the United States, concerning healthcare fraud and abuse (including false claims laws and anti-kickback laws), global anti-corruption, transportation, safety and health, and customs and exports. Many of the agencies enforcing these laws have increased their enforcement activities with respect to medical device manufacturers in recent years. This

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appears to be part of a general trend toward increased regulation and enforcement activity within and outside the United States.

BD believes it is in compliance in all material respects with applicable law and the regulations promulgated by the applicable agencies (including, without limitation, environmental laws and regulations), and that such compliance has not had, and will not have, a material adverse effect on our operations or results. See Item 3. Legal Proceedings.

Employees

As of September 30, 2011, BD had 29,369 employees, of whom 12,041 were employed in the U.S. (including Puerto Rico). BD believes that its employee relations are satisfactory.

Other Matters

Becton Dickinson France, S.A. (“BD-France”), a subsidiary of BD, was listed among approximately 2,200 other companies in an October 27, 2005 report of the Independent Inquiry Committee (“IIC”) of the United Nations (“UN”) as having been involved in humanitarian contracts in which unauthorized payments were suspected of having been made to the Iraqi Government in connection with the UN’s Oil-for-Food Programme (the “Programme”). In connection with the IIC’s report, Becton Dickinson AG, a Swiss subsidiary of BD, received a letter of inquiry from the Vendor Review Committee (“VRC”) of the United Nations Procurement Service dated November 22, 2005. The letter of inquiry said that the VRC is reviewing Becton Dickinson AG’s registration status in light of BD-France being listed in the IIC’s report and asked us for any information we might be able to provide relating to the findings of the report. BD conducted an internal review and found no evidence that BD or any BD employee made, authorized, or approved improper payments to the Iraqi Government in connection with the Programme. The representative utilized by BD in Iraq also unequivocally denied having made any such payments, and BD was unable to find any evidence of such payments being made by this representative. BD reported the results of its internal review to the VRC. In May 2008, BD received a letter from the UN stating that Becton Dickinson AG had been suspended from the UN Secretariat Procurement Division’s vendor roster for a minimum period of six months. We have requested that Becton Dickinson AG be reinstated. BD believes that the suspension has not had, and will not have, a material adverse effect on BD.

In May 2007, the French Judicial Police conducted searches of BD-France’s offices in France with respect to the matters that were the subject of the 2005 IIC report. We were informed that BD-France is one of a number of companies named in the IIC report that is being investigated by the French Judicial Police. In June 2009, the Belgian Federal Police contacted BD to interview certain individuals and review documents related to sales made under the Programme. We are cooperating fully with these investigations.

Available Information

BD maintains a website at www.bd.com. BD also makes available its Annual Reports on Form 10-K, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K (and amendments to those reports) as soon as reasonably practicable after those reports are electronically filed with, or furnished to, the Securities and Exchange Commission (“SEC”). These filings may be obtained and printed free of charge at www.bd.com/investors. In addition, the written charters of the Audit Committee, the Compensation and Benefits Committee, the Corporate Governance and Nominating Committee, the Executive Committee and the Science, Innovation and Technology Committee of the Board of Directors, BD’s Corporate Governance Principles and its Code of Conduct, are available at BD’s website at www.bd.com/investors/corporate_governance/. Printed copies of these materials, BD’s 2011 Annual Report on Form 10-K, and BD’s reports and statements filed with, or furnished to, the SEC, may be obtained, without charge, by contacting the Corporate Secretary, BD, 1 Becton Drive, Franklin Lakes, New Jersey 07417-1880, telephone 201-847-6800. In addition, the SEC maintains an internet site that contains reports, proxy and information statements, and other information regarding issues that file electronically with the SEC at www.sec.gov.

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BD also routinely posts important information for investors on its website at www.bd.com/investors. BD may use this website as a means of disclosing material, non-public information and for complying with its disclosure obligations under Regulation FD adopted by the SEC. Accordingly, investors should monitor the Investor Relations portion of BD’s website noted above, in addition to following BD’s press releases, SEC filings, and public conference calls and webcasts. Our website and the information contained therein or connected thereto shall not be deemed to be incorporated into this Annual Report.

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 SEC and in our reports to shareholders. Additional information regarding our forward-looking statements is contained in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Item 1A.   Risk Factors.

An investment in BD involves a variety of risks and uncertainties. The following describes some of the significant risks that could adversely affect BD’s business, financial condition, operating results or cash flows.

Current economic conditions could continue to adversely affect our operations.

The global economic conditions may result in a decrease in the demand for our products and services, increased pricing pressure, longer sales cycles, and slower adoption of new technologies. During fiscal year 2011, our revenue growth was adversely affected by conditions in the healthcare industry, including lower healthcare utilization, particularly in the U.S. and western Europe, cost containment efforts by governments and other payors for healthcare services and other factors. These conditions resulted in weaker overall customer demand and increased pricing pressure for some of our products. We anticipate that these industry conditions will continue for the foreseeable future. In addition, while the economic downturn has not impaired our ability to access credit markets to date, there can be no assurance that these conditions will not adversely affect our ability to do so in the future. The current macroeconomic conditions may also adversely affect our suppliers, and there can be no assurances that BD will not experience any interruptions in supply in the future. We have also experienced delays in collecting receivables in certain countries in western Europe, and we may experience similar delays in these and other jurisdictions experiencing liquidity problems. The continued weakness in world economies makes the strength and timing of any economic recovery uncertain, and there can be no assurance that global economic conditions will not deteriorate further.

We are subject to foreign currency exchange risk.

Over half of our fiscal year 2011 revenues were derived from international operations. Our revenues outside the United States may be adversely affected by fluctuations in foreign currency exchange rates. A discussion of the financial impact of exchange rate fluctuations and the ways and extent to which we may attempt to address any impact is contained in Item. 7, Management’s Discussion of Financial Condition and Results of Operations. Any hedging activities we engage in may only offset a portion of the adverse financial impact resulting from unfavorable changes in foreign currency exchange rates. We cannot predict with any certainty changes in foreign currency exchange rates or the degree to which we can address these risks.

Changes in reimbursement practices of third-party payers could affect the demand for our products and the prices at which they are sold.

Our sales depend, in part, on the extent to which healthcare providers and facilities are reimbursed by government authorities, private insurers and other third-party payers for the costs of our products. The coverage policies and reimbursement levels of third-party payers, which can vary among public and private sources, may affect which products customers purchase and the prices they are willing to pay for these products in a particular jurisdiction. Legislative or administrative reforms to reimbursement systems in the United States (as part of healthcare reform or otherwise, as discussed below) or abroad could significantly

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reduce reimbursement for procedures using BD products, or result in denial of reimbursement for those products. See “Third-Party Reimbursement” under Item 1. Business.

Federal healthcare reform may adversely affect our results of operations.

The Patient Protection and Affordable Care Act (the “PPACA”) was enacted in March 2010. Under the PPACA, beginning in 2013, medical device manufacturers, such as BD, will pay a 2.3% excise tax on U.S. sales of certain medical devices. Sales of BD products that we estimate to be subject to this tax represented about 80% of BD’s total U.S. revenues in fiscal year 2011. We cannot predict with any certainty what other impact the PPACA may have on our business. The PPACA reduces Medicare and Medicaid payments to hospitals, clinical laboratories and pharmaceutical companies, and could otherwise reduce the volume of medical procedures. These factors, in turn, could result in reduced demand for our products and increased downward pricing pressure. It is also possible that the PPACA will result in lower reimbursements for our products. While the PPACA is intended to expand health insurance coverage to uninsured persons in the United States, the impact of any overall increase in access to healthcare on sales of BD’s products remains uncertain.

Efforts to reduce the U.S. federal deficit could adversely affect our results of operations.

As part of the law passed in August 2011 to extend the federal debt limit and reduce government spending, a bipartisan committee was established to identify up to $1.5 trillion in cuts to federal programs. On November 21, 2011, the joint committee announced that it would not reach an agreement by the prescribed deadline, which will trigger an automatic $1.2 trillion in additional spending cuts in the absence of further legislative action. Half of the automatic reductions would come from lowering the caps imposed on domestic discretionary spending and cutting domestic entitlement programs, including reductions in payments to Medicare providers. Government research funding could also be impacted as part of any deficit reduction. Any such reductions in government healthcare spending or research funding could result in reduced demand for our products or additional pricing pressure.

Price volatility could adversely affect costs associated with our operations.

Our results of operations could be negatively impacted by price volatility in the cost of raw materials, components, freight and energy. In particular, BD purchases supplies of resins, which are oil-based components used in the manufacture of certain products. Any significant increases in resin purchase costs could impact future operating results. Increases in the price of oil can also increase BD’s costs for packaging and transportation. New laws or regulations adopted in response to climate change could also increase energy costs and the costs of certain raw materials and components. These cost increases may adversely affect our profitability.

BD’s future growth is dependent upon the development of new products, and there can be no assurance that such products will be developed.

A significant element of our strategy is to increase revenue growth by focusing on products that deliver greater benefits to patients, healthcare workers and researchers. The development of these products requires significant research and development, clinical trials and regulatory approvals. The results of our product development efforts may be affected by a number of factors, including BD’s ability to innovate, develop and manufacture new products, complete clinical trials, obtain regulatory approvals and reimbursement in the United States and abroad, or gain and maintain market approval of our products. In addition, patents attained by others can preclude or delay our commercialization of a product. There can be no assurance that any products now in development or that we may seek to develop in the future will achieve technological feasibility, obtain regulatory approval, or gain market acceptance.

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We cannot guarantee that any of BD’s strategic acquisitions, investments or alliances will be successful.

As part of our strategy to increase revenue growth, we seek to supplement our internal growth through strategic acquisitions, investments and alliances. Such transactions are inherently risky. The success of any acquisition, investment or alliance may be affected by a number of factors, including our ability to properly assess and value the potential business opportunity or to successfully integrate any business we may acquire into our existing business. There can be no assurance that any past or future transaction will be successful.

The medical technology industry is very competitive.

The medical technology industry is subject to rapid technological changes, and we face significant competition across our product lines and in each market in which our products are sold. We face this competition from a wide range of companies. These include large medical device companies, some of which may have greater financial and marketing resources than we do. We also face competition from firms that are more specialized than we are with respect to particular markets. Other firms engaged in the distribution of medical technology products have become manufacturers of medical devices and instruments as well. In some instances, competitors, including pharmaceutical companies, also offer, or are attempting to develop, alternative therapies for disease states that may be delivered without a medical device. The development of new or improved products, processes or technologies by other companies (such as needle-free injection technology) may render our products or proposed products obsolete or less competitive. In addition, increasing customer demand for more environmentally-friendly products is creating another basis on which BD must compete. The entry into the market of manufacturers located in China and other low-cost manufacturing locations is also creating pricing pressure, particularly in developing markets. Some competitors have also established manufacturing sites or have contracted with suppliers located in these countries as a means to lower their costs. New entrants may also appear, particularly from these low-cost countries.

Consolidation in the healthcare industry could adversely affect BD’s future revenues and operating income.

The medical technology industry has experienced a significant amount of consolidation. As a result of this consolidation, competition to provide goods and services to customers has increased. In addition, group purchasing organizations and integrated health delivery networks have served to concentrate purchasing decisions for some customers, which has also placed pricing pressure on medical device suppliers. Further consolidation in the industry could exert additional pressure on the prices of our products.

The international operations of BD’s business may subject BD to certain business risks.

BD operations outside the United States subject BD to certain risks, including the effects of fluctuations in foreign currency exchange (discussed above); the effects of local economic conditions; changes in foreign regulatory requirements; local product preferences; difficulty in establishing, staffing and managing foreign operations; differing labor regulations; changes in tax laws; potential political instability; trade barriers; weakening or loss of the protection of intellectual property rights in some countries; and restrictions on the transfer of capital across borders. The success of our operations outside the United States will depend, in part, on our ability to acquire or form and maintain alliances with local companies and make necessary infrastructure enhancements to, among other things, our production facilities and distribution networks.

Reductions in customers’ research budgets or government funding may adversely affect our BD Biosciences segment.

Our BD Biosciences segment sells products to researchers at pharmaceutical and biotechnology companies, academic institutions, government laboratories and private foundations. Research and development spending of our customers can fluctuate based on spending priorities and general economic conditions. A number of these customers are also dependent for their funding upon grants from U.S. government agencies, such as the U.S. National Institutes of Health (“NIH”) and agencies in other countries. The level of government funding of research and development is unpredictable. There have been instances where NIH

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grants have been frozen or otherwise unavailable for extended periods. The availability of governmental research funding may also continue to be adversely affected by the current economic downturn. Any reduction or delay in governmental funding could cause our customers to delay or forego purchases of our products.

A reduction or interruption in the supply of certain raw materials and components would adversely affect BD’s manufacturing operations and related product sales.

BD purchases many different types of raw materials and components. Certain raw materials (primarily related to the BD Biosciences segment) and components are not available from multiple sources. In addition, for quality assurance, cost-effectiveness and other reasons, BD elects to purchase certain raw materials and components from sole suppliers. The supply of these materials can be disrupted for a number of reasons, including current economic conditions as described above. While we work with suppliers to ensure continuity of supply, no assurance can be given that these efforts will be successful. In addition, where there are regulatory requirements relating to the qualification of suppliers, we may not be able to establish additional or replacement sources on a timely basis. The termination, reduction or interruption in supply of these sole-sourced raw materials and components could impact our ability to manufacture and sell certain of our products.

Interruption of our manufacturing operations could adversely affect BD’s future revenues and operating income.

We have manufacturing sites all over the world. In addition, in some instances, the manufacturing of certain of our product lines is concentrated in one or more of our plants. As a result, weather, natural disasters (including pandemics), terrorism, political change, failure to follow specific internal protocols and procedures, equipment malfunction, environmental factors or damage to one or more of our facilities could adversely affect our ability to manufacture our products.

BD is subject to a number of pending lawsuits.

BD is a defendant in a number of pending lawsuits, including purported class action lawsuits for, among other things, alleged antitrust violations and patent infringement, and could be subject to additional lawsuits in the future. A more detailed description of these lawsuits is contained in Item 3. Legal Proceedings. Given the uncertain nature of litigation generally, we are 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 we are a party. In view of these uncertainties, we could incur charges in excess of any currently established accruals and, to the extent available, excess liability insurance. Any such future charges, individually or in the aggregate, could adversely affect BD’s results of operations and cash flows.

BD is subject to extensive regulation.

BD is subject to extensive regulation by the FDA pursuant to the Federal Food, Drug and Cosmetic Act, by comparable agencies in foreign countries, and by other regulatory agencies and governing bodies. Most of BD’s products must receive clearance or approval from the FDA or counterpart regulatory agencies in other countries before they can be marketed or sold. The process for obtaining marketing approval or clearance may take a significant period of time and require the expenditure of substantial resources, and these have been increasing due to increased requirements from the FDA for supporting data for submissions. The process may also require changes to our products or result in limitations on the indicated uses of the products. Also, governmental agencies may impose new requirements regarding registration, labeling or prohibited materials that may require us to modify or re-register products already on the market or otherwise impact our ability to market our products in those countries. Once clearance or approval has been obtained for a product, there is an obligation to ensure that all applicable FDA and other regulatory requirements continue to be met.

Following the introduction of a product, these agencies also periodically review our manufacturing processes and product performance. Our failure to comply with the applicable good manufacturing practices, adverse event reporting, clinical trial and other requirements of these agencies could delay or prevent the

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production, marketing or sale of our products and result in fines, delays or suspensions of regulatory clearances, closure of manufacturing sites, seizures or recalls of products and damage to our reputation. Recent changes in enforcement practice by the FDA and other agencies have resulted in increased enforcement activity, which increases the compliance risk for BD and other companies in our industry.

Product defects could adversely affect the results of our operations.

The design, manufacture and marketing of medical devices involve certain inherent risks. Manufacturing or design defects, unanticipated use of our products, or inadequate disclosure of risks relating to the use of our products can lead to injury or other adverse events. These events could lead to recalls or safety alerts relating to our products (either voluntary or required by the FDA or similar governmental authorities in other countries), and could result, in certain cases, in the removal of a product from the market. A recall could result in significant costs, as well as negative publicity and damage to our reputation that could reduce demand for our products. Personal injuries relating to the use of our products can also result in product liability claims being brought against us. In some circumstances, such adverse events could also cause delays in new product approvals.

We may experience difficulties implementing our enterprise resource planning system.

We are engaged in a project to upgrade our enterprise resource planning (“ERP”) system. Our ERP system is critical to our ability to accurately maintain books and records, record transactions, provide important information to our management and prepare our financial statements. The design and implementation of the new ERP system has required, and will continue to require, the investment of significant financial and human resources. The total cost needed to implement the new ERP system may turn out to be more than we currently anticipate. In addition, we may not be able to successfully implement the new ERP system without experiencing difficulties. Any disruptions, delays or deficiencies in the design and implementation of the new ERP system could adversely affect our ability to process orders, ship products, provide services and customer support, send invoices and track payments, fulfill contractual obligations or otherwise operate our business.

Our operations are dependent in part on patents and other intellectual property assets.

Many of BD’s businesses rely on patent, trademark and other intellectual property assets. While we do not believe that the loss of any one patent or other intellectual property asset would materially adversely affect BD operations, these intellectual property assets, in the aggregate, are of material importance to our business. BD can lose the protection afforded by these intellectual property assets through patent expirations, legal challenges or governmental action. Patents attained by competitors, particularly as patents on our products expire, may also adversely affect our competitive position. The loss of a significant portion of our portfolio of intellectual property assets may have an adverse effect on our earnings, financial condition or cash flows. In addition, competitors may claim that BD products infringe upon their intellectual property. Resolving any intellectual property claim can be costly and time-consuming.

Natural disasters, war and other events could adversely affect BD’s future revenues and operating income.

Natural disasters (including pandemics), war, terrorism, labor disruptions and international conflicts, and actions taken by the United States and other governments, or by our customers or suppliers, in response to such events, could cause significant economic disruption and political and social instability in the United States and in areas outside of the United States in which we operate. These events could result in decreased demand for our products, adversely affect our manufacturing and distribution capabilities, or increase the costs for or cause interruptions in the supply of materials from our suppliers.

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We need to attract and retain key employees to be competitive.

Our ability to compete effectively depends upon our ability to attract and retain executives and other key employees, including people in technical, marketing, sales and research positions. Competition for experienced employees, particularly for persons with specialized skills, can be intense. BD’s ability to recruit such talent will depend on a number of factors, including compensation and benefits, work location and work environment. If we cannot effectively recruit and retain qualified executives and employees, our business could be adversely affected.

Item 1B.   Unresolved Staff Comments.

None.

Item 2.   Properties.

BD’s executive offices are located in Franklin Lakes, New Jersey. As of November 1, 2011, BD owned and leased 180 facilities throughout the world comprising approximately 17,081,296 square feet of manufacturing, warehousing, administrative and research facilities. The U.S. facilities, including Puerto Rico, comprise approximately 7,018,934 square feet of owned and 2,416,594 square feet of leased space. The international facilities comprise approximately 6,197,567 square feet of owned and 1,448,201 square feet of leased space. Sales offices and distribution centers included in the total square footage are also located throughout the world.

Operations in each of BD’s business segments are conducted at both U.S. and international locations. Particularly in the international marketplace, facilities often serve more than one business segment and are used for multiple purposes, such as administrative/sales, manufacturing and/or warehousing/distribution. BD generally seeks to own its manufacturing facilities, although some are leased. The following table summarizes property information by business segment.

Sites	Corporate		BD Biosciences		BD Diagnostics		BD Medical		Mixed(A)		Total
Leased		3		10		8		59		46		126
Owned		2		6		13		24		9		54
Total		5		16		21		83		55		180
Square feet		1,003,608		1,141,319		2,747,797		7,507,547		4,681,025		17,081,296

(A) Facilities used by more than one business segment.

BD believes that its facilities are of good construction and in good physical condition, are suitable and adequate for the operations conducted at those facilities, and are, with minor exceptions, fully utilized and operating at normal capacity.

The U.S. facilities are located in Arizona, California, Connecticut, Florida, Georgia, Illinois, Indiana, Maryland, Massachusetts, Michigan, Minnesota, Nebraska, New Jersey, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, Utah, Washington, DC, Washington, Wisconsin and Puerto Rico.

The international facilities are grouped as follows:

— Europe, which includes facilities in Austria, Belgium, the Czech Republic, Denmark, England, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Kenya, Norway, Poland, Russia, Saudi Arabia, South Africa, Spain, Sweden, Switzerland, Turkey and the United Arab Emirates.

— Japan.

— Asia Pacific, which includes facilities in Australia, China, India, Indonesia, Malaysia, New Zealand, Pakistan, the Philippines, Singapore, South Korea, Taiwan, Thailand and Vietnam.

— Latin America, which includes facilities in Argentina, Brazil, Chile, Colombia, Costa Rica, Mexico, Peru and Venezuela.

— Canada.

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Item 3.   Legal Proceedings.

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

BD is also named as a defendant in the following purported class action suits brought on behalf of purchasers of BD’s products, such as hospitals (the “Hospital Plaintiffs”), alleging that BD violated federal and state antitrust laws, resulting in the charging of higher prices for BD’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, BD entered into a settlement agreement with the Distributor Plaintiffs in these actions. The settlement agreement provided for, among other things, the payment by BD of $45 million 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. BD currently cannot estimate the range of reasonably possible losses with respect to these class action matters beyond the $45 million already accrued and changes to the amount already recognized may be required in the future as additional information becomes available.

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In June 2007, Retractable Technologies, Inc. (“RTI”) filed a complaint against BD 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 BD engaged in false advertising with respect to certain of BD’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 million in damages. On May 19, 2010, the court granted RTI’s motion for a permanent injunction against the continued sale by BD of its BD Integra^tm products in their current form, but stayed the injunction for the duration of BD’s appeal. At the same time, the court lifted a stay of RTI’s non-patent claims. On July 8, 2011, the Court of Appeals for the Federal Circuit reversed the District Court judgment that BD’s 3ml Integra^tm products infringed the asserted RTI patents and affirmed the District Court judgment of infringement against BD’s discontinued 1ml Integra^tm products. On October 31, 2011, the Federal Circuit Court of Appeals denied RTI’s request for an en banc rehearing. The trial on RTI’s antitrust and false advertising claims is scheduled to begin in February 2012. With respect to RTI’s antitrust and false advertising claims, BD cannot estimate the possible loss or range of possible loss as there are significant legal and factual issues to be resolved. In the event that RTI succeeds at trial and subsequent appeals, however, any potential loss could be material as RTI will likely seek to recover substantial damages including disgorgement of profits and damages under the federal antitrust laws which are trebled. BD believes RTI’s allegations are without merit.

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^tm and BD Viper^tm XTR^tm systems and BD ProbeTec^tm 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 BD in the October 2009 suit. On June 8, 2010, the Court consolidated these cases. Gen-Probe is seeking monetary damages and injunctive relief. BD 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.

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

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

BD 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.

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 below, BD could incur charges in excess of any currently

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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.

Item 4.   [RESERVED]

Executive Officers of the Registrant

The following is a list of the executive officers of BD, their ages and all positions and offices held by each of them during the past five years. There is no family relationship between any executive officer or director of BD.

Name	Age		Position
Edward J. Ludwig		60	Director since 1999; Chairman since February 2002; Chief Executive Officer from January 2000 to October 2011; and President from May 1999 to January 2009.
Vincent A. Forlenza		58	Director and Chief Executive Officer since October 2011; President since January 2009; Chief Operating Officer from July 2010 to October 2011; and Executive Vice President from June 2006 to January 2009.
Donna M. Boles		58	Senior Vice President — Human Resources since June 2006.
Gary M. Cohen		52	Executive Vice President since June 2006.
David V. Elkins		43	Executive Vice President and Chief Financial Officer since December 2008; and Vice President and Chief Financial Officer, North America and Global Marketing, AstraZeneca PLC from April 2006 to December 2008.
William A. Kozy		59	Executive Vice President since June 2006.
William E. Rhodes		57	Senior Vice President, Corporate Strategy and Development since October 2011; President — BD Biosciences from January 2009 to October 2011; and President — BD Biosciences, Cell Analysis from February 2006 to January 2009.
Jeffrey S. Sherman		56	Senior Vice President since June 2006; and General Counsel since January 2004.
Stephen Sichak		54	Senior Vice President, Integrated Supply Chain since January 2009; and President — BD Diagnostics, Preanalytical Systems from October 2004 to January 2009.

PART II

Item 5.   Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

BD’s common stock is listed on the New York Stock Exchange. As of October 31, 2011, there were approximately 8,674 shareholders of record.

Market and Market Prices of Common Stock (per common share)

	2010				2011
By Quarter	High		Low		High		Low
First	$	79.72	$	66.60	$	85.32	$	73.67
Second		80.14		74.64		85.64		76.51
Third		79.66		67.45		89.58		83.39
Fourth		74.82		66.89		89.74		73.25

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Dividends (per common share)

By Quarter	2010		2011
First	$	0.37	$	0.41
Second		0.37		0.41
Third		0.37		0.41
Fourth		0.37		0.41

Issuer Purchases of Equity Securities

The table below sets forth certain information regarding BD’s purchases of its common stock during the fiscal quarter ended September 30, 2011.

							Maximum Number
			Average		Total Number of Shares		of Shares that
	Total Number of		Price		Purchased as Part of		May Yet be
For the Three Months Ended	Shares		Paid		Publicly Announced		Purchased Under the
September 30, 2011	Purchased(1)		per Share		Plans or Programs(2)		Plans or Programs
July 1-31, 2011		738,976	$	86.61		738,976		30,229,476
August 1-31, 2011		1,268,326	$	79.08		1,267,188		28,962,288
September 1-30, 2011		824,538	$	77.60		810,975		28,151,313
Total		2,831,840	$	80.61		2,817,139		28,151,313

(1)	Includes 14,701 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 0 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. The Board authorized a repurchase program covering 18 million additional shares on July 26, 2011, for which there is no expiration date.

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Item 6.   Selected Financial Data.

FIVE-YEAR SUMMARY OF SELECTED FINANCIAL DATA

Becton, Dickinson and Company

	Years Ended September 30
	2011			2010			2009			2008			2007
	Dollars in millions, except per share amounts
Operations
Revenues		7,828.9			7,372.3			6,986.7			6,897.6			6,121.1
Gross Margin		4,091.6			3,829.2			3,675.0			3,540.5			3,174.4
Research and Development Expense		476.5			431.0			404.6			382.6			342.9
Operating Income		1,763.3			1,676.8			1,589.7			1,488.1			1,151.0
Interest Expense (Income), Net		40.8			16.1			7.2			(3.0	)		0.2
Income From Continuing Operations Before Income Taxes		1,716.3			1,661.2			1,578.6			1,489.7			1,151.7
Income Tax Provision		451.4			484.8			411.2			411.9			336.6
Income from Continuing Operations		1,264.9			1,176.3			1,167.3			1,077.8			815.1
Net Income		1,271.0			1,317.6			1,231.6			1,127.0			890.0
Basic Earnings Per Share from Continuing Operations		5.72			5.02			4.85			4.41			3.33
Diluted Earnings Per Share from Continuing Operations		5.59			4.90			4.73			4.27			3.20
Dividends Per Common Share		1.64			1.48			1.32			1.14			0.98
Financial Position
Total Current Assets		4,668.3			4,505.3			4,647.0			3,614.7			3,130.6
Total Current Liabilities		1,823.2			1,671.7			1,777.1			1,416.6			1,478.8
Total PPE, Net		3,211.2			3,100.5			2,966.6			2,744.5			2,497.3
Total Assets		10,430.4			9,650.7			9,304.6			7,912.9			7,329.4
Total Long-Term Debt		2,484.7			1,495.4			1,488.5			953.2			955.7
Total Shareholders’ Equity		4,828.2			5,434.6			5,142.7			4,935.6			4,362.0
Book Value Per Common Share		22.48			23.65			21.69			20.30			17.89
Financial Relationships
Gross Profit Margin		52.3	%		51.9	%		52.6	%		51.3	%		51.9	%
Return on Revenues(C)		16.2	%		16.0	%		16.7	%		15.6	%		13.3	%
Return on Total Assets(A)(C)		17.9	%		18.1	%		18.8	%		20.0	%		16.9	%
Return on Equity(C)		24.6	%		22.2	%		23.2	%		23.2	%		19.9	%
Debt to Capitalization(B)(C)		35.8	%		23.7	%		26.8	%		18.8	%		20.9	%
Additional Data
Number of Employees		29,400			28,800			29,100			28,300			28,000
Number of Shareholders		8,713			8,887			8,930			8,820			8,896
Average Common and Common Equivalent Shares Outstanding — Assuming Dilution (millions)		226.3			240.1			246.8			252.7			254.8
Depreciation and Amortization		504.1			502.1			464.6			472.0			434.9
Capital Expenditures		515.4			537.3			585.2			595.8			550.2

(A)	Earnings before interest expense and taxes as a percent of average total assets.
(B)	Total debt as a percent of the sum of total debt, shareholders’ equity and non-current deferred income tax liabilities.
(C)	Excludes discontinued operations.

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Item 7.   Management’s Discussion and Analysis of Financial Condition and Results of Operations.

FINANCIAL REVIEW

Company Overview

Description of the Company and Business Segments

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. References to years throughout this discussion relate to our fiscal years, which end on September 30.

Strategic Objectives

BD remains focused on delivering sustainable growth and shareholder value, while making appropriate investments for the future. BD management operates the business consistent with the following core strategies:

•  To increase revenue growth by focusing on our core products that deliver greater benefits to patients, healthcare workers and researchers;

•  To increase investment in research and development for platform extensions and innovative new products;

•  To make significant investments in growing our emerging markets;

•  To improve operating effectiveness and balance sheet productivity;

•  To drive an efficient capital structure and strong shareholder returns.

Our strategy focuses on four specific areas within healthcare and life sciences:

•  Enabling safer, simpler and more effective parenteral drug delivery;

•  Improving clinical outcomes through new, accurate and faster diagnostics;

•  Providing tools and technologies to the research community that facilitates the understanding of the cell, cellular diagnostics and cell therapy;

•  Enhancing disease management in diabetes, women’s health and cancer, and infection control.

We continue to strive to improve the efficiency of our capital structure and follow these guiding principles:

•  To maintain a solid investment grade rating;

•  To ensure access to the debt market for strategic opportunities;

•  To optimize the cost of capital based on market conditions.

In assessing the outcomes of these strategies as well as BD’s financial condition and operating performance, management generally reviews quarterly forecast data, monthly actual results, segment sales and other similar information. We also consider trends related to certain key financial data, including gross profit margin, selling and administrative expense, investment in research and development, return on invested capital, and cash flows.

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Financial Results

Worldwide revenues in 2011 of $7.8 billion increased 6% from the prior year and reflected volume increases of approximately 4%, estimated favorable foreign exchange translation of 3%, and estimated price decreases of just under 1%, reflecting an ongoing downward trend. Worldwide revenue growth was also negatively impacted by about 2 percentage points due to an unfavorable comparison to 2010, which included strong sales related to the H1N1 flu pandemic, supplemental government spending in Japan and economic stimulus research spending in the U.S. 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 grew 1% to $1.12 billion in 2011 from $1.11 billion in 2010. International sales of safety-engineered devices grew 21% to $755 million in 2011 from $622 million in 2010, which included an estimated 8% of favorable 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.

The healthcare industry is facing a challenging economic environment. The current economic conditions and other circumstances have resulted in pricing pressures for some of our products, and we expect this downward pricing trend to continue through fiscal year 2012. In addition, healthcare utilization in the U.S. and Western Europe remains constrained due to decreases in government and private healthcare spending, resulting in less demand for our products, and we also expect these conditions to continue into fiscal 2012. We are also experiencing increased raw material costs. Our anticipated revenue growth over the next three years is expected to come from business growth and expansion among all segments and regions of the world, and the development in each business segment of new products and services that provide increased benefits to patients, healthcare workers and researchers. Our ability to sustain our long-term growth will depend on a number of factors, including our ability to expand our core business (including geographical expansion), develop innovative new products with higher gross profit margins across our business segments, and continue to improve operating efficiency and organizational effectiveness. In addition to the economic conditions in the United States and elsewhere, numerous other factors can affect our ability to achieve these goals including, without limitation, increased competition and healthcare reform initiatives. For example, 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 about 80% of BD’s total U.S. revenues in fiscal year 2011.

Our financial position remains strong, with cash flows from operating activities totaling $1.7 billion in 2011. At September 30, 2011, we had $1.6 billion in cash and equivalents and short-term investments. In 2011, cash outflows relating to acquisitions included the purchase of Carmel Pharma AB (“Carmel Pharma”), a Swedish company that manufactures the BD PhaSeal^® System, a closed-system drug transfer device for the safe handling of hazardous drugs that are packaged in vials, for $287 million, net of cash acquired. Cash outflows in 2011 also reflected the acquisition of Accuri Cytometers, Inc. (“Accuri”) a company that develops and manufactures personal flow cytometers for researchers, for $205 million, net of cash acquired. Capital expenditures were $515 million in 2011 as we continue to invest in capacity across our segments to support future growth. BD’s strong cash flow generation also provided the flexibility to continue to return value to our shareholders in the form of share repurchases and dividends. During 2011, we repurchased 18.4 million shares of common stock for $1.5 billion and paid cash dividends to our shareholders totaling $361 million. In November 2011, we issued $500 million of 5-year 1.75% Notes and $1 billion of 10-year 3.125% Notes, as discussed further below.

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 derivative instruments for trading or speculative purposes. We did not enter into contracts to hedge cash flows in fiscal year 2011 or 2012. The favorable impact of

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foreign currency on revenues for 2011 reflected favorable foreign currency translation and a favorable comparison resulting from hedge losses recognized in 2010. For further discussion refer to Note 12 to the consolidated financial statements contained in Item 8. Financial Statements and Supplementary Data.

Results of Continuing Operations

Comparisons of income from continuing operations between 2011 and 2010 are affected by the following items that are reflected in our financial results:

•  During the fourth quarter of 2011, we recorded a non-cash pre-tax charge of $9 million, or $0.03 diluted earnings per share from continuing operations, resulting from the discontinuance of a research program within the Diagnostic Systems unit.

•  During the second quarter of 2010, we recorded a non-cash charge of $9 million, or $0.04 diluted earnings per share from continuing operations, related to the elimination of the employer deduction of the Medicare Part D retiree drug subsidy under the U.S. healthcare reform law.

In addition, our 2011 results were unfavorably impacted by the effects of the earthquake and tsunami in Japan that occurred earlier in the year. For the total fiscal year 2011, these events had an estimated unfavorable impact of about $15 million on revenues, and approximately $0.05 diluted earnings per share from continuing operations.

Medical Segment

Medical revenues in 2011 of $4.0 billion increased $211 million, or 5.6%, over 2010, which reflected an estimated impact of favorable foreign currency translation of 3.3%.

The following is a summary of Medical revenues by organizational unit:

								Estimated
								Foreign
					Total			Exchange
	2011		2010		Change			Impact
	(Millions of dollars)
Medical Surgical Systems	$	2,082	$	2,010		3.6	%		3.2	%
Diabetes Care		866		786		10.3	%		3.5	%
Pharmaceutical Systems		1,059		1,001		5.8	%		3.4	%
Total Revenues*	$	4,007	$	3,796		5.6	%		3.3	%

* Amounts may not add due to rounding.

Revenue growth in the Medical Segment reflected strong growth of Pharmaceutical Systems and international safety-engineered product sales. Revenues of safety-engineered products increased 33.4% internationally, which included an estimated favorable foreign exchange impact of 9.7%. Revenue growth in the Pharmaceutical Systems unit was driven by double-digit growth in the United States, Japan and Latin America. U.S. revenue growth in the Pharmaceutical Systems unit in 2011 was aided by strong sales to companies producing certain generic heparin products. Revenue growth in the Diabetes Care unit resulted primarily from continued strong growth in worldwide pen needle sales. Medical revenues in 2011 also reflected an unfavorable comparison to the prior-year period that included strong sales related to the H1N1 flu pandemic primarily in the first half of the year. We estimate that this unfavorable comparison negatively impacted Medical’s revenue growth rate by approximately 2.2 percentage points.

Medical operating income in 2011 was $1.2 billion, or 29.5% of Medical revenues, as compared with $1.1 billion, or 29.5%, of revenues in 2010. Gross profit margin was higher in the current year than 2010 due to increased sales of products with relatively high gross margins as well as 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 percentage of

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Medical revenues in 2011 increased to 17.5% of revenues from 17.3% of revenues in 2010, primarily due to the acquisition of Carmel Pharma and unfavorable foreign currency translation, partially offset by continued spending controls. Research and development expenses in 2011 increased $17 million, or 13%, and reflected continued investment in the development of new products and platforms, including new infusion therapy products and new pen needle introductions.

Diagnostics Segment

Diagnostics revenues in 2011 of $2.5 billion increased $161 million, or 7.0%, over 2010, which reflected an estimated impact of favorable foreign currency translation of 3.1%.

The following is a summary of Diagnostics revenues by organizational unit:

								Estimated
								Foreign
					Total			Exchange
	2011		2010		Change			Impact
	(Millions of dollars)
Preanalytical Systems	$	1,278	$	1,198		6.7	%		3.0	%
Diagnostic Systems		1,203		1,121		7.3	%		3.1	%
Total Revenues*	$	2,480	$	2,319		7.0	%		3.1	%

* Amounts may not add due to rounding.

Revenue growth in the Preanalytical Systems unit was driven by sales of safety-engineered products. Sales of safety-engineered products grew 3% in the United States, driven by BD Vacutainer^tm Push Button Blood Collection Set sales, and 15% internationally, which included an estimated favorable foreign exchange impact of 7%. The Diagnostic Systems unit experienced growth in worldwide sales of its automated diagnostic platforms, including the molecular BD ProbeTec^tm, BD Viper^tm and BD Affirm^tm systems, along with solid growth of its BD BACTEC^tm blood culture and TB systems and the BD Phoenix^tm ID/AST platform and its healthcare-associated infections (“HAI”) product offerings. Diagnostics revenues in 2011 also reflected an unfavorable comparison to the prior-year period that included strong sales related to the flu pandemic in 2010. We estimate that this unfavorable comparison negatively impacted Diagnostics’ revenue growth rate by approximately 0.6 percentage points.

Diagnostics operating income in 2011 was $636 million, or 25.7% of Diagnostics revenues, compared with $607 million, or 26.2% of revenues, in 2010. Gross profit margin in the Diagnostics segment was relatively flat as compared to the prior year and reflected favorable foreign currency translation, offset by higher raw material costs, primarily resin. See further discussion on gross profit margin below. Selling and administrative expense as a percentage of Diagnostics revenues increased by 30 basis points in 2011 to 21.5%, primarily due to investments in emerging markets and unfavorable foreign currency translation, partially offset by continued spending controls. Research and development expense increased $13 million, or 9% over 2010 and reflected continued investment in the development of new products and platforms, including the BD MAX^tm and new BD Viper^tm platforms and menus.

Biosciences Segment

Biosciences revenues in 2011 of $1.3 billion increased $84 million, or 6.7%, over 2010, which reflected an estimated impact of favorable foreign currency translation of 3.5%.

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The following is a summary of Biosciences revenues by organizational unit:

								Estimated
								Foreign
					Total			Exchange
	2011		2010		Change			Impact
	(Millions of dollars)
Cell Analysis	$	1,024	$	951		7.7	%		3.4	%
Discovery Labware		317		306		3.6	%		3.6	%
Total Revenues	$	1,341	$	1,257		6.7	%		3.5	%

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 slower growth in sales of Discovery Labware products in the U.S. Revenue growth in 2011 was also negatively impacted by approximately 3.6 percentage points due to an unfavorable comparison to 2010, which included strong sales from U.S. stimulus spending and supplemental spending in Japan.

Biosciences operating income in 2011 was $376 million, or 28.1% of Biosciences revenues, compared with $354 million, or 28.2%, in 2010. The Segment’s operating income in 2011 reflected a higher gross profit margin than 2010 primarily due to the favorable impact of foreign currency translation and higher margins on service revenue. These favorable variances from the prior year were partially offset by amortization of intangibles associated with the acquisition of Accuri and increases in certain raw material costs. See further discussion on gross profit margin below. Selling and administrative expense was 22.1% in 2011 as compared with 21.9% in 2010 and reflected unfavorable foreign currency translation, partially offset by continued spending controls. Research and development spending increased $11 million or 12% and reflected spending on new products and platforms, including the BD FACS Verse^tm Analyzer and other next generation cell sorters and analyzers.

Geographic Revenues

Revenues in the United States in 2011 of $3.4 billion increased 2%. U.S. revenue growth was negatively impacted by approximately 2.4 percentage points due to an unfavorable comparison to 2010, which included strong sales related to the flu pandemic and stimulus spending. The Medical segment experienced strong sales of Pharmaceutical Systems products in the U.S. Diagnostics revenue growth was driven by solid growth in infectious disease and molecular diagnostic platforms. Revenue growth in the Biosciences segment was driven by the Cell Analysis unit, partially offset by lower sales growth of Discovery Labware products.

International revenues in 2011 of $4.5 billion increased 9.5%, which reflected an estimated impact of favorable foreign currency translation of 5.9%. Overall, international growth was driven by sales in emerging markets, with especially strong performance in Asia Pacific and Latin America, which was partially offset by slower growth in Western Europe. International revenue growth was negatively impacted by about 1.5 percentage points due to an unfavorable comparison to 2010, which included strong sales related to the H1N1 flu pandemic and supplemental spending in Japan. Revenue growth in the Medical Segment was driven by strong sales of safety-engineered products. Diagnostic revenue growth reflected solid growth of Women’s Health and Cancer products within the Diagnostic Systems unit, 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, primarily in emerging markets.

Gross Profit Margin

Gross profit margin was 52.3% in 2011, compared with 51.9% in 2010. Gross profit margin in 2011 reflected estimated favorable impacts of 20 basis points relating to foreign currency translation and 30 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

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pension costs. Gross profit margin in 2011 was also unfavorably impacted by 10 basis points as a result of the amortization of intangibles associated with the Accuri acquisition.

Operating Expenses

Selling and administrative expense in 2011 of $1.9 billion, or 23.7% of revenues, increased $130 million, or 8%, compared with $1.7 billion, or 23.3% of revenues, in 2010. Aggregate expenses reflected $46 million of unfavorable foreign exchange and increases in core spending of $53 million, reflecting funding to expand our business in emerging markets and higher shipping costs. Aggregate expenses also reflected a $6 million charge to bad debt expense related to European receivables, increased pension costs of $13 million and higher acquisition-related expenses of $6 million. Aggregate expenses for the year also included increased spending of $14 million related to our global enterprise resource planning initiative to update our business information systems. These increases were partially offset by a $7 million decrease in the deferred compensation plan liability, as further discussed below.

Research and development (“R&D”) expense in 2011 was $476 million, or 6.1% of revenues, compared with $431 million, or 5.8% of revenues, in 2010. The increase in R&D expenditures includes spending for new products and platforms in each of our segments, as previously discussed. R&D expense also included a non-cash impairment charge of $9 million in 2011 resulting from the discontinuance of a research program within the Diagnostic Systems unit.

Non-Operating Expense and Income

Interest expense in 2011 was $84 million, compared with $51 million in 2010. This increase reflected higher levels of long-term fixed rate debt, partially offset by lower average interest rates on the overall long-term debt portfolio. Interest income was $43 million in 2011, compared with $35 million in 2010. This increase resulted from higher interest rates and levels of investments outside the United States, net of investment losses on assets related to our deferred compensation plan. The related decrease in the deferred compensation plan liability was recorded as a decrease in selling and administrative expenses.

Income Taxes

The effective tax rate in 2011 of 26.3% was lower compared with the 2010 rate of 29.2% and reflected a favorable impact of 1.3 percentage points due to certain tax benefits. These benefits resulted from the retroactive extension of the U.S. research tax credit as well as a European restructuring transaction. In addition, the 2010 rate was unfavorably impacted by 0.6 percentage points from the expiration of the R&D tax credit, and by 0.5 percentage points from the non-cash charge related to healthcare reform impacting Medicare Part D reimbursements.

Income and Diluted Earnings per Share from Continuing Operations

Income from continuing operations and diluted earnings per share from continuing operations in 2011 were $1.3 billion and $5.59, respectively. The charge related to the discontinuance of a research program decreased income from continuing operations in 2011 by $9 million, or $0.03 per share. 2011 earnings also reflected an overall net favorable impact of foreign currency fluctuations of $0.28 per share. Income from continuing operations and diluted earnings per share from continuing operations in 2010 were $1.2 billion and $4.90, respectively. The charge related to healthcare reform decreased income from continuing operations in 2010 by $9 million, or $0.04 per share.

Financial Instrument Market Risk

We selectively use financial instruments to manage market risk, primarily foreign currency exchange risk and interest rate risk relating to our ongoing business operations. The counterparties to these contracts are highly rated financial institutions. We do not enter into financial instruments for trading or speculative purposes.

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Foreign Exchange Risk

BD and its subsidiaries transact business in various foreign currencies throughout Europe, Asia Pacific, Canada, Japan and Latin America. We face foreign currency exposure from the effect of fluctuating exchange rates on payables and receivables relating to transactions that are denominated in currencies other than our functional currency. These payables and receivables primarily arise from intercompany transactions. We hedge substantially all such exposures, primarily through the use of forward contracts. We also face currency exposure that arises from translating the results of our worldwide operations, including sales, to the U.S. dollar at exchange rates that have fluctuated from the beginning of a reporting period. From time to time, we purchase forward contracts and options to hedge certain forecasted sales that are denominated in foreign currencies in order to partially protect against a reduction in the value of future sales resulting from 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.

Derivative financial instruments are recorded on our balance sheet at fair value. For foreign currency derivatives, market risk is determined by calculating the impact on fair value of an assumed change in foreign exchange rates relative to the U.S. dollar. Fair values were estimated based upon observable inputs, specifically spot currency rates and foreign currency prices for similar assets and liabilities. With respect to the derivative instruments outstanding at September 30, 2011, a 10% appreciation of the U.S. dollar over a one-year period would decrease pre-tax earnings by $23 million, while a 10% depreciation of the U.S. dollar would increase pre-tax earnings by $23 million. Comparatively, considering our derivative instruments outstanding at September 30, 2010, a 10% appreciation of the U.S. dollar over a one-year period would have decreased pre-tax earnings by $30 million, while a 10% depreciation of the U.S. dollar would have increased pre-tax earnings by $30 million. These calculations do not reflect the impact of exchange gains or losses on the underlying transactions that would substantially offset the results of the derivative instruments.

Interest Rate Risk

Our primary interest rate exposure results from changes in short-term U.S. dollar interest rates. Our debt and interest-bearing investments at September 30, 2011 are substantially all U.S. dollar-denominated. Therefore, transaction and translation exposure relating to such instruments is minimal. When managing interest rate exposures, we strive to achieve an appropriate balance between fixed and floating rate instruments. We may enter into interest rate swaps to help maintain this balance and manage debt and interest-bearing investments in tandem, since these items have an offsetting impact on interest rate exposure. For interest rate derivative instruments, fair values are provided by the financial institutions that are counterparties to these arrangements. Market risk for these instruments is determined by calculating the impact to fair value of an assumed change in interest rates across all maturities. A change in interest rates on short-term debt and interest-bearing investments impacts our earnings and cash flow, but not the fair value of these instruments because of their limited duration. A change in interest rates on long-term debt is assumed to impact the fair value of the debt, but not our earnings or cash flow because the interest on such obligations is fixed. Based on our overall interest rate exposure at September 30, 2011 and 2010, a change of 10% in interest rates would not have a material effect on our earnings or cash flows over a one-year period. An increase of 10% in interest rates would decrease the aggregate fair value of our long-term debt and related fair value hedges at September 30, 2011 and 2010 by approximately $90 million and $56 million, respectively. A 10% decrease in interest rates would increase the aggregate fair value of these same financial instruments at September 30, 2011 and 2010 by approximately $96 million and $59 million, respectively.

Liquidity and Capital Resources

Net Cash Flows from Continuing Operating Activities

Net cash provided by continuing operating activities in 2011 was $1.7 billion, unchanged from 2010. The change in operating assets and liabilities resulted from a net use of cash and primarily reflected higher levels of inventory and prepaid expenses. Net cash provided by continuing operating activities in 2010 was reduced

25

by discretionary cash contributions to the U.S. pension plan of $175 million. An additional discretionary cash contribution of $100 million was made to the U.S. pension plan in October 2011.

Net Cash Flows from Continuing Investing Activities

Capital Expenditures

Our investments in capital expenditures are focused on projects that enhance our cost structure and manufacturing capabilities and support our strategy of geographic expansion with select investments in growing markets. Capital expenditures were $515 million in 2011, compared with $537 million in 2010. Capital spending for the Medical, Diagnostics and Biosciences segments in 2011 was $367 million, $93 million and $37 million, respectively, and related primarily to manufacturing capacity expansions.

Acquisitions of Businesses

Cash outflows relating to acquisitions of $492 million in 2011 were comprised of $287 million associated with the acquisition of Carmel Pharma and $205 million associated with the acquisition of Accuri. For further discussion, refer to Note 9 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data.

Net Cash Flows from Continuing Financing Activities

Debt Issuances and Payments of Obligations

On November 8, 2010, we issued $700 million of 10-year 3.25% Notes and $300 million of 30-year 5.00% Notes. Short-term debt decreased to 9% of total debt at the end of 2011, from 12% at the end of 2010. Floating rate debt was 16% of total debt at the end of 2011 and 24% at the end of 2010. Our weighted average cost of total debt at the end of 2011 was 4.9%, up from 4.6% at the end of 2010. Debt-to-capitalization (ratio of total debt to the sum of total debt, shareholders’ equity and net non-current deferred income tax liabilities) at September 30, 2011 was 35.8% compared with 23.7% at September 30, 2010.

On November 3, 2011, we issued $500 million of 5-year 1.75% Notes and $1 billion of 10-year 3.125% Notes. The net proceeds from these issuances are expected to be used for repurchases of our common stock and other general corporate purposes, which may include funding for working capital, capital expenditures, and acquisitions.

Repurchase of Common Stock

We repurchased approximately 18.4 million shares of our common stock for $1.5 billion in 2011 and 10.1 million shares for $750 million in 2010. In July 2011, our Board of Directors authorized the repurchase of an additional 18 million of our common shares. When combined with the remaining shares under the September 2010 Board of Directors’ repurchase authorization, a total of approximately 28 million common shares remain available for purchase at September 30, 2011. We plan on share repurchases of $1.5 billion in 2012, subject to market conditions. Such repurchases are expected to be funded primarily by the newly-issued debt in November 2011, as discussed further above.

Cash and Short-term Investments

At September 30, 2011, total worldwide cash and short-term investments were $1.56 billion, of which $1.34 billion was held in jurisdictions outside of the United States. We regularly review the amount of cash and short-term investments held outside the United States and currently intend to use most of such amounts to fund our international operations and their growth initiatives. However, if these amounts were moved out of these jurisdictions or repatriated to the United States, there could be tax consequences.

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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.

Credit Facilities

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 September 30, 2011. We maintain a $1 billion syndicated credit facility in order to provide backup support for our commercial paper program and for other general corporate purposes. This credit facility expires in December 2012 and 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 had ranged from 19-to-1 to 29-to-1. There were no borrowings outstanding under this facility at September 30, 2011. In addition, we have informal lines of credit outside the United States.

Access to Capital and Credit Ratings

Our ability to generate cash flow from operations, issue debt, enter into other financing arrangements and attract long-term capital on acceptable terms could be adversely affected in the event there was a material decline in the demand for our products, deterioration in our key financial ratios or credit ratings, or other significantly unfavorable changes in conditions.

BD’s credit ratings at September 30, 2011 were as follows:

	Standard & Poor’s	Moody’s
Ratings:
Senior Unsecured Debt	AA−	A2
Commercial Paper	A-1+	P-1
Outlook	Stable	Stable

Upon review of our plans for the November 2011 debt issuance, Standard & Poor’s lowered BD’s Senior Unsecured Debt rating to A+ and its Commercial Paper rating to A-1, while affirming a rating outlook for BD of “Stable”. At the same time, Moody’s affirmed its Senior Unsecured Debt rating of A2 and Commercial Paper rating of P-1, but lowered its rating outlook for BD to “Negative”.

While further deterioration in our credit ratings would increase the costs associated with maintaining and borrowing under its existing credit arrangements, such a downgrade would not affect our ability to draw on these credit facilities, nor would it result in an acceleration of the scheduled maturities of any outstanding debt. We believe that given our debt ratings, our conservative financial management policies, our ability to generate cash flow and the non-cyclical, geographically diversified nature of our businesses, we would have access to additional short-term and long-term capital should the need arise.

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Contractual Obligations

In the normal course of business, we enter into contracts and commitments that obligate us to make payments in the future. The table below sets forth BD’s significant contractual obligations and related scheduled payments:

					2013 to		2015 to		2017 and
	Total		2012		2014		2016		Thereafter
	(Millions of dollars)
Short-term debt	$	235	$	235	$	—	$	—	$	—
Long-term debt(A)		4,153		117		432		221		3,383
Operating leases		217		47		74		51		45
Purchase obligations(B)		506		286		184		36		—
Unrecognized tax benefits(C)		—		—		—		—		—
Total(D)	$	5,111	$	685	$	690	$	308	$	3,428

(A)	Long-term debt obligations include expected principal and interest obligations, including interest rate swaps. The interest rate forward curve at September 30, 2011 was used to compute the amount of the contractual obligation for variable rate debt instruments and swaps.
(B)	Purchase obligations are for purchases made in the normal course of business to meet operational and capital requirements.
(C)	Unrecognized tax benefits at September 30, 2011 of $112 million were all long-term in nature. Due to the uncertainty related to the timing of the reversal of these tax positions, the related liability has been excluded from the table.
(D)	Required funding obligations for 2012 relating to pension and other postretirement benefit plans are not expected to be material. In October 2011, a discretionary cash contribution of $100 million was made to the U.S. pension plan.

2010 Compared With 2009

Results of Continuing Operations

Worldwide revenues in 2010 of $7.4 billion increased 5.5% from the prior year and reflected volume increases of approximately 6%, unfavorable foreign exchange translation of 0.1%, inclusive of hedge losses, and price decreases of 0.4%. The increase is attributable to solid revenue growth in the Medical Segment, continued improvement in Biosciences sales and, to a lesser extent, growth in Diagnostics Segment revenues.

Comparisons of income from continuing operations between 2010 and 2009 are affected by the following significant items that are reflected in our 2010 financial results:

•  During the second quarter of 2010, we recorded a non-cash charge of $9 million, or 4 cents diluted earnings per share from continuing operations, related to healthcare reform impacting Medicare Part D reimbursements.

•  During the third quarter of 2009, we recorded a tax benefit of $20 million, or 8 cents diluted earnings per share from continuing operations, relating to various tax settlements in multiple jurisdictions.

•  During the second quarter of 2009, we recorded a pre-tax charge of $45 million, or 11 cents diluted earnings per share from continuing operations, associated with the pending settlement in certain antitrust class action litigation.

Medical Segment

Medical revenues in 2010 of $3.8 billion increased $239 million, or 6.7%, over 2009, which reflected an estimated impact of favorable foreign currency translation of 0.5%, net of hedge losses.

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The following is a summary of Medical revenues by organizational unit:

								Estimated
								Foreign
					Total			Exchange
	2010		2009		Change			Impact
	(Millions of dollars)
Medical Surgical Systems	$	2,010	$	1,889		6.4	%		1.5	%
Diabetes Care		786		715		9.9	%		0.8	%
Pharmaceutical Systems		1,001		952		5.1	%		(1.3	)%
Total Revenues*	$	3,796	$	3,557		6.7	%		0.5	%

* Amounts may not add due to rounding.

Revenue growth in the Medical Surgical Systems unit continues to be driven by sales of safety-engineered products and prefilled flush syringes. Revenues of safety-engineered products increased 5% in the United States and 15% internationally, which included an estimated favorable foreign exchange impact of 3%, net of hedge losses. Revenue growth in the Diabetes Care unit resulted primarily from continued strong growth in worldwide pen needle sales and a co-marketing agreement in the United States. Revenue growth in the Pharmaceutical Systems unit was driven by double-digit growth in the United States, Japan and Asia Pacific. Revenues related to the H1N1 pandemic grew $15 million to $45 million for the Medical Surgical Systems unit and grew $10 million to $35 million for the Pharmaceutical Systems unit in 2010.

Medical operating income in 2010 was $1.1 billion, or 29.5% of Medical revenues, as compared with $1.0 billion, or 29.5%, of revenues in 2009. Favorable manufacturing productivity improvements were substantially offset by a slight decrease in gross profit margin resulting from unfavorable foreign currency translation, a modest increase in the cost of raw materials, and increased manufacturing start-up and restructuring costs. See further discussion on gross profit margin below. Selling and administrative expense as a percentage of Medical revenues in 2010 declined to 17.3% of revenues from 17.5% of revenues in 2009, primarily due to continued diligent spending controls. Research and development expenses in 2010 increased $8 million, or 7%, and reflected continued investment in the development of new products and platforms.

Diagnostics Segment

Diagnostics revenues in 2010 of $2.3 billion increased $93 million, or 4.2%, over 2009, which reflected an estimated impact of favorable foreign currency translation of 0.2%, net of hedge losses.

The following is a summary of Diagnostics revenues by organizational unit:

								Estimated
								Foreign
					Total			Exchange
	2010		2009		Change			Impact
	(Millions of dollars)
Preanalytical Systems	$	1,198	$	1,143		4.8	%		0.4	%
Diagnostic Systems		1,121		1,083		3.5	%		—
Total Revenues	$	2,319	$	2,226		4.2	%		0.2	%

Revenue growth in the Preanalytical Systems unit was driven by sales of safety-engineered products. Sales of safety-engineered products grew 5% in the United States, driven by BD Vacutainer^tm Push Button Blood Collection Set sales, and 7% internationally, which included an estimated favorable foreign exchange impact of 1%, net of hedge losses. The Diagnostic Systems unit experienced growth in worldwide sales of its automated diagnostic platforms, including the molecular BD ProbeTec^tm, BD Viper^tm and BD Affirm^tm systems, along with solid growth of its BD BACTEC^tm blood culture and TB systems and the BD Phoenix^tm ID/AST platform. Revenues related to the flu pandemic were $13 million in 2010 compared with $22 million in 2009 for the Diagnostic Systems unit.

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Diagnostics operating income in 2010 was $607 million, or 26.2% of Diagnostics revenues, compared with $607 million, or 27.3% of revenues, in 2009. The Diagnostics segment experienced a decline in gross profit margin that reflected unfavorable foreign currency translation and start-up costs associated with acquisitions. This decline was partially offset by sales growth of products that have higher overall gross profit margins, in particular, safety-engineered products and the BD ProbeTec^tm and BD Viper^tm systems. See further discussion on gross profit margin below. Selling and administrative expense as a percentage of Diagnostics revenues remained the same in 2010 at 21.2%, due to continued spending controls. Research and development expense increased modestly over 2009 and reflected continued investment in the development of new products and platforms with particular emphasis on our molecular platforms.

Biosciences Segment

Biosciences revenues in 2010 of $1.3 billion increased $53 million, or 4.4%, over 2009, which reflected an estimated impact of unfavorable foreign currency translation of 2.4% due to hedge losses. Biosciences revenues reflected a larger portion of our hedge losses, which are allocated to the segments based on their proportionate share of international sales of U.S.-produced products.

The following is a summary of Biosciences revenues by organizational unit:

								Estimated
								Foreign
					Total			Exchange
	2010		2009		Change			Impact
	(Millions of dollars)
Cell Analysis	$	951	$	905		5.2	%		(2.6	)%
Discovery Labware		306		299		2.2	%		(1.4	)%
Total Revenues	$	1,257	$	1,204		4.4	%		(2.4	)%

Revenue growth in the Cell Analysis unit reflected increased demand for instruments and reagents and was aided by stimulus programs in the U.S. as well as supplemental funding in Japan. Revenue growth in the Discovery Labware unit reflected increased sales to major biopharmaceutical customers, offset by reduced private label sales compared with 2009.

Biosciences operating income in 2010 was $354 million, or 28.2% of Biosciences revenues, compared with $362 million, or 30.1%, in 2009. The decrease in operating income, as a percentage of revenues, reflects lower gross profit from the unfavorable impact of hedge losses, partially offset by the favorable impact of foreign currency translation. Selling and administrative expense was 21.9% in 2010 as compared with 21.6% in 2009 and reflected new direct selling programs and inflationary factors. Research and development expense increased $10 million, or 11%, and reflected spending on new product development and advanced technology.

Geographic Revenues

Revenues in the United States in 2010 of $3.3 billion increased 5%. Overall, growth was led by sales of safety-engineered products, which increased 5% to $1.11 billion from $1.06 billion in 2009, as well as sales of Diabetes Care products. Revenue growth also reflected sales of immunocytometry instruments and reagents, aided by stimulus programs in the U.S.

International revenues in 2010 of $4.1 billion increased 6%, and reflected nominal impact from net foreign currency translation. Sales growth was led by double-digit growth in Asia Pacific, Latin America and Japan. International sales of safety-engineered devices grew 9.5% to $622 million in 2010 from $568 million in 2009, which included an estimated impact of net favorable foreign currency translation of 1.4%. Sales growth in Western Europe was unfavorably impacted by continuing adverse macroeconomic conditions and an unfavorable comparison to 2009, which included flu-related sales that did not reoccur in 2010.

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Gross Profit Margin

Gross profit margin was 51.9% in 2010, compared with 52.6% in 2009. Gross profit margin in 2010 reflected an estimated unfavorable impact primarily from hedging activity of 90 basis points. Partially offsetting these losses was a net favorable operating performance impact of 20 basis points. Operating performance reflected higher sales of products with higher gross margins, partially offset by higher manufacturing start-up and restructuring costs, higher pension costs, and increases in certain raw material costs.

Operating Expenses

Selling and administrative expense in 2010 of $1.7 billion, or 23.3% of revenues, increased $41 million, or 2%, compared with $1.7 billion, or 24.1% of revenues, in 2009. This increase reflected $32 million of unfavorable foreign currency translation. Increased spending in 2010 included $18 million in core spending, $16 million related to our global enterprise resource planning initiative to update our business information systems, and $15 million in pension costs. Aggregate expenses for 2009 reflected the $45 million litigation charge previously discussed.

Research and development (“R&D”) expense in 2010 was $431 million, or 5.8% of revenues, compared with $405 million, or 5.8% of revenues, in 2009. The increase in R&D expenditures includes spending for new products and platforms in each of our segments, as previously discussed.

Non-Operating Expense and Income

Interest expense in 2010 was $51 million, compared with $40 million in 2009. This increase reflected higher levels of long-term fixed rate debt, partially offset by lower interest rates on floating rate debt and a benefit from higher levels of capitalized interest. Interest income was $35 million in 2010, compared with $33 million in 2009. This increase resulted primarily from higher investment levels. Other income (expense), net in 2010 included the gain recognized on the sale of the extended dwell catheter product platform of $18 million and a write-down of investments of $14 million.

Income Taxes

The effective tax rate in 2010 of 29.2% was higher compared with the 2009 rate of 26.1% and reflected the unfavorable impact of certain unusual items. The 2010 rate was unfavorably impacted by 0.6 percentage points from the expiration of the R&D tax credit, and by 0.5 percentage points from the non-cash charge related to healthcare reform impacting Medicare Part D reimbursements. In addition, the 2009 rate reflected a 1.2 percentage point benefit due to various tax settlements in multiple jurisdictions.

Income and Diluted Earnings per Share from Continuing Operations

Income from continuing operations and diluted earnings per share from continuing operations in 2010 were $1.2 billion and $4.90, respectively. The non-cash charge related to healthcare reform decreased income from continuing operations and diluted earnings per share from continuing operations in 2010 by $9 million, or 4 cents, respectively. The current year’s earnings also reflected an overall net unfavorable impact of foreign exchange fluctuations of 26 cents, including hedge losses. Income from continuing operations and diluted earnings per share from continuing operations in 2009 were $1.2 million and $4.73, respectively. The tax benefit discussed above increased income from continuing operations and diluted earnings per share from continuing operations in 2009 by $20 million, or 8 cents, respectively. The litigation charge discussed above decreased income from continuing operations and diluted earnings per share from continuing operations in 2009 by $28 million, or 11 cents, respectively.

Liquidity and Capital Resources

Net Cash Flows from Continuing Operating Activities

Net cash provided by continuing operating activities in 2010 was $1.7 billion, unchanged from 2009. The change in operating assets and liabilities resulted from a net use of cash and reflected higher levels of accounts

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receivable and inventory. Net cash provided by continuing operating activities was reduced by discretionary cash contributions to the U.S. pension plan of $175 million and $75 million in 2010 and 2009, respectively.

Net Cash Flows from Continuing Investing Activities

Capital expenditures were $537 million in 2010, compared with $585 million in 2009. Capital spending for the Medical, Diagnostics and Biosciences segments in 2010 was $369 million, $109 million and $50 million, respectively, and related primarily to manufacturing capacity expansions.

Cash outflows relating to acquisitions of $281 million in 2010 primarily related to a cash outflow of $275 million associated with the acquisition of HandyLab, Inc. For further discussion refer to Note 9 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data.

On July 30, 2010, the Company sold the Ophthalmic Systems unit and the surgical blades platform. The sale of the critical care and extended dwell catheter product platforms was completed on September 30, 2010. Cash proceeds received in the fourth quarter 2010 from these divestitures were $260 million, net of working capital adjustments. For further discussion refer to Note 10 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data.

Net Cash Flows from Continuing Financing Activities

The change in short-term debt reflected the repayment of $200 million of 7.15% Notes, due October 1, 2009, using the proceeds from the issuance of $500 million of 10-year, 5.00% Notes and $250 million of 30-year, 6.00% Notes in May 2009. Short-term debt decreased to 12% of total debt at the end of 2010, from 21% at the end of 2009. Floating rate debt was 24% of total debt at the end of 2010 and 32% at the end of 2009. Our weighted average cost of total debt at the end of 2010 was 4.6%, down from 4.9% at the end of 2009. Debt-to-capitalization (ratio of total debt to the sum of total debt, shareholders’ equity and net non-current deferred income tax liabilities) at September 30, 2010 was 23.7% compared to 26.8% at September 30, 2009.

Critical Accounting Policies

The preparation of the consolidated financial statements requires management to use estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, as well as the disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Some of those judgments can be subjective and complex and, consequently, actual results could differ from those estimates. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. For any given estimate or assumption made by management, it is possible that other people applying reasonable judgment to the same facts and circumstances could develop different estimates. Actual results that differ from management’s estimates could have an unfavorable effect on our consolidated financial statements. Management believes the following critical accounting policies reflect the more significant judgments and estimates used in the preparation of the consolidated financial statements:

Revenue Recognition

Revenue from product sales is typically recognized when all of the following criteria have been met: persuasive evidence of an arrangement exists; delivery has occurred or services have been rendered; product price is fixed or determinable; and collection of the resulting receivable is reasonably assured.

For certain instruments sold from the Biosciences segment, we recognize revenue upon installation at a customer’s site, as installation of these instruments is considered a significant post-delivery obligation. For certain sales arrangements, primarily in the U.S., with multiple deliverables, revenue and cost of products sold are recognized at the completion of each deliverable: shipment, installation and training. These sales agreements are divided into separate units of accounting and revenue is recognized upon the completion of

32

each deliverable based on its relative selling price. The relative selling prices of installation and training are determined based on the prices at which these deliverables would be regularly sold on a standalone basis. The relative selling prices of instruments are based on estimated selling prices. These estimates represent the quoted sales contract price in each arrangement.

BD’s domestic businesses sell products primarily to distributors who resell the products to end-user customers. We provide rebates to distributors that sell to end-user customers at prices determined under a contract between BD and the end-user customer. Provisions for rebates, which are based on historical information for all rebates that have not yet been processed, as well as sales discounts and returns, are accounted for as a reduction of revenues when revenue is recognized.

Impairment of Assets

Goodwill and in-process research and development assets are subject to impairment reviews at least annually, or whenever indicators of impairment arise. Intangible assets with finite lives, including core and developed technology, and other long-lived assets, are periodically reviewed for impairment when impairment indicators are present.

We assess goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a component. Our reporting units generally represent one level below reporting segments and we aggregate components within an operating segment that have similar economic characteristics. For our 2011 annual impairment assessment, we identified six reporting units. Potential impairment of goodwill is identified by comparing the fair value of a reporting unit with its carrying value. Our annual goodwill impairment test for 2011 did not result in any impairment charges, as the fair value of each reporting unit exceeded its carrying value.

We generally use the income approach to derive the fair value for impairment assessments. This approach calculates fair value by estimating future cash flows attributable to the assets and then discounting these cash flows to a present value using a risk-adjusted discount rate. We selected this method because we believe the income approach most appropriately measures our income producing assets. This approach requires significant management judgment with respect to future volume, revenue and expense growth rates, changes in working capital use, appropriate discount rates and other assumptions and estimates. The estimates and assumptions used are consistent with BD’s business plans. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of the asset, and potentially result in different impacts to BD’s results of operations. Actual results may differ from management’s estimates.

Income Taxes

BD maintains valuation allowances where it is more likely than not that all or a portion of a deferred tax asset will not be realized. Changes in valuation allowances are included in our tax provision in the period of change. In determining whether a valuation allowance is warranted, management evaluates factors such as prior earnings history, expected future earnings, carry back and carry forward periods, and tax strategies that could potentially enhance the likelihood of realization of a deferred tax asset.

BD conducts business and files tax returns in numerous countries and currently has tax audits in progress in a number of tax jurisdictions. In evaluating the exposure associated with various tax filing positions, we record accruals for uncertain tax positions based on the technical support for the positions, our past audit experience with similar situations, and the potential interest and penalties related to the matters. BD’s effective tax rate in any given period could be impacted if, upon resolution with taxing authorities, we prevailed in positions for which reserves have been established, or we were required to pay amounts in excess of established reserves.

Deferred taxes are not provided on undistributed earnings of foreign subsidiaries that are indefinitely reinvested. At September 30, 2011, the cumulative amount of such undistributed earnings indefinitely reinvested outside the United States was $3.8 billion. The determination of the amount of the unrecognized

33

deferred tax liability related to the undistributed earnings is not practicable because of the complexities associated with its hypothetical calculation.

Contingencies

We are involved, both as a plaintiff and a defendant, in various legal proceedings that arise in the ordinary course of business, including, without limitation, product liability, antitrust and environmental matters, as further discussed in Note 5 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data. We assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. We establish accruals to the extent probable future losses are estimable (in the case of environmental matters, without considering possible third-party recoveries). A determination of the amount of accruals, if any, for these contingencies is made after careful analysis of each individual issue and, when appropriate, is developed after consultation with outside counsel. The accruals may change in the future due to new developments in each matter or changes in our strategy in dealing with these matters.

Given the uncertain nature of litigation generally, we are 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 we are a party. In view of these uncertainties, we could incur charges in excess of any currently established accruals and, to the extent available, excess liability insurance. Accordingly, 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 net cash flows.

Benefit Plans

We have significant net pension and other postretirement benefit costs that are measured using actuarial valuations. Pension benefit costs include assumptions for the discount rate and expected return on plan assets. Other postretirement benefit plan costs include assumptions for the discount rate and healthcare cost trend rates. These assumptions have a significant effect on the amounts reported. In addition to the analysis below, see Note 8 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data for additional discussion.

The discount rate is selected each year based on investment grade bonds and other factors as of the measurement date (September 30). For the U.S. pension plan, we will use a discount rate of 4.9% for 2012, which was based on an actuarially-determined, company-specific yield curve. The rate selected is used to measure liabilities as of the measurement date and for calculating the following year’s pension expense. The expected long-term rate of return on plan assets assumption, although reviewed each year, changes less frequently due to the long-term nature of the assumption. This assumption does not impact the measurement of assets or liabilities as of the measurement date; rather, it is used only in the calculation of pension expense. To determine the expected long-term rate of return on pension plan assets, we consider many factors, including our historical assumptions compared with actual results; benchmark data; expected returns on various plan asset classes, as well as current and expected asset allocations. We will use a long-term expected rate of return on plan assets assumption of 7.75% for the U.S. pension plan in 2012. We believe our discount rate and expected long-term rate of return on plan assets assumptions are appropriate based upon the above factors.

Sensitivity to changes in key assumptions for our U.S. pension and other postretirement plans are as follows:

•  Discount rate — A change of plus (minus) 25 basis points, with other assumptions held constant, would have an estimated $8 million favorable (unfavorable) impact on the total U.S. net pension and other postretirement benefit plan cost.

•  Expected return on plan assets — A change of plus (minus) 25 basis points, with other assumptions held constant, would have an estimated $2 million favorable (unfavorable) impact on U.S. pension plan cost.

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Share-Based Compensation

Compensation cost relating to share-based payment transactions is recognized in net income using a fair value measurement method. All share-based payments to employees, including grants of employee stock options, are recognized in the statement of operations as compensation expense (based on their fair values) over the vesting period of the awards. We determine the fair value of certain share-based awards using a lattice-based binomial option valuation model that incorporates certain assumptions, such as the risk-free interest rate, expected volatility, expected dividend yield and expected life of the options. See Note 7 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data for additional discussion.

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.

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 1A. Risk Factors.

•  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, particularly in 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

35

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 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.

36

•  Fluctuations in university or U.S. and international governmental funding and policies for life sciences research.

•  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.

Item 7A.   Quantitative and Qualitative Disclosures About Market Risk.

The information required by this item is included in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and in Notes 1, 12 and 13 to the consolidated financial statements contained in Item 8, Financial Statements and Supplementary Data, and is incorporated herein by reference.

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Item 8.   Financial Statements and Supplementary Data.

Reports of Management

Management’s Responsibilities

The following financial statements have been prepared by management in conformity with U.S. generally accepted accounting principles and include, where required, amounts based on the best estimates and judgments of management. The integrity and objectivity of data in the financial statements and elsewhere in this Annual Report are the responsibility of management.

In fulfilling its responsibilities for the integrity of the data presented and to safeguard the Company’s assets, management employs a system of internal accounting controls designed to provide reasonable assurance, at appropriate cost, that the Company’s assets are protected and that transactions are appropriately authorized, recorded and summarized. This system of control is supported by the selection of qualified personnel, by organizational assignments that provide appropriate delegation of authority and division of responsibilities, and by the dissemination of written policies and procedures. This control structure is further reinforced by a program of internal audits, including a policy that requires responsive action by management.

The Board of Directors monitors the internal control system, including internal accounting and financial reporting controls, through its Audit Committee, which consists of seven independent Directors. The Audit Committee meets periodically with the independent registered public accounting firm, the internal auditors and management to review the work of each and to satisfy itself that they are properly discharging their responsibilities. The independent registered public accounting firm and the internal auditors have full and free access to the Audit Committee and meet with its members, with and without management present, to discuss the scope and results of their audits including internal control, auditing and financial reporting matters.

Management’s Report on Internal Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Act of 1934. Management conducted an assessment of the effectiveness of internal control over financial reporting based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment and those criteria, management concluded that internal control over financial reporting was effective as of September 30, 2011.

The financial statements and internal control over financial reporting have been audited by Ernst & Young LLP, an independent registered public accounting firm. Ernst & Young’s reports with respect to fairness of the presentation of the statements, and the effectiveness of internal control over financial reporting, are included herein.

Vincent A. Forlenza	David V. Elkins	William A. Tozzi
Chief Executive Officer and President	Executive Vice President and Chief Financial Officer	Senior Vice President and Controller

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Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of

Becton, Dickinson and Company

We have audited the accompanying consolidated balance sheets of Becton, Dickinson and Company as of September 30, 2011 and 2010, and the related consolidated statements of income, comprehensive income, and cash flows for each of the three years in the period ended September 30, 2011. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Becton, Dickinson and Company at September 30, 2011 and 2010, and the consolidated results of its operations and its cash flows for each of the three years in the period ended September 30, 2011, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Becton, Dickinson and Company’s internal control over financial reporting as of September 30, 2011, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated November 23, 2011 expressed an unqualified opinion thereon.

/s/  Ernst & Young LLP

New York, New York

November 23, 2011

39

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of

Becton, Dickinson and Company

We have audited Becton, Dickinson and Company’s internal control over financial reporting as of September 30, 2011, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). Becton, Dickinson and Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Becton, Dickinson and Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2011, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Becton, Dickinson and Company as of September 30, 2011 and 2010, and the related consolidated statements of income, comprehensive income, and cash flows for each of the three years in the period ended September 30, 2011 of Becton, Dickinson and Company, and our report dated November 23, 2011 expressed an unqualified opinion thereon.

/s/  Ernst & Young LLP

New York, New York

November 23, 2011

40

Becton, Dickinson and Company

Consolidated Statements of Income

	Years Ended September 30
	2011			2010			2009
	Thousands of dollars, except per share amounts
Operations
Revenues	$	7,828,904		$	7,372,333		$	6,986,722
Cost of products sold		3,737,352			3,543,183			3,311,676
Selling and administrative expense		1,851,774			1,721,356			1,680,797
Research and development expense		476,496			430,997			404,567
Total Operating Costs and Expenses		6,065,622			5,695,536			5,397,040
Operating Income		1,763,282			1,676,797			1,589,682
Interest expense		(84,019	)		(51,263	)		(40,389	)
Interest income		43,209			35,129			33,148
Other (expense) income, net		(6,209	)		497			(3,850	)
Income From Continuing Operations
Before Income Taxes		1,716,263			1,661,160			1,578,591
Income tax provision		451,411			484,820			411,246
Income from Continuing Operations		1,264,852			1,176,340			1,167,345
Income from Discontinued Operations
Net of income tax provision of $792, $40,703 and $19,975		6,142			141,270			64,258
Net Income	$	1,270,994		$	1,317,610		$	1,231,603
Basic Earnings per Share
Income from Continuing Operations	$	5.72		$	5.02		$	4.85
Income from Discontinued Operations	$	0.03		$	0.60		$	0.27
Basic Earnings per Share	$	5.75		$	5.62		$	5.12
Diluted Earnings per Share
Income from Continuing Operations	$	5.59		$	4.90		$	4.73
Income from Discontinued Operations	$	0.03		$	0.59		$	0.26
Diluted Earnings per Share	$	5.62		$	5.49		$	4.99

See notes to consolidated financial statements

41

Becton, Dickinson and Company

Consolidated Statements of Comprehensive Income

	Years Ended September 30
	2011			2010			2009
	Thousands of dollars
Net Income	$	1,270,994		$	1,317,610		$	1,231,603
Other Comprehensive (Loss) Income, Net of Tax
Foreign currency translation adjustments		(117,083	)		330			29,358
Defined benefit pension and postretirement plans		(62,228	)		(130,461	)		(242,478	)
Unrealized gain on investments, net of amounts recognized		420			—			41
Unrealized (loss) gain on cash flow hedges, net of amounts realized		(33,200	)		44,884			(82,073	)
Other Comprehensive Loss, Net of Tax		(212,091	)		(85,247	)		(295,152	)
Comprehensive Income	$	1,058,903		$	1,232,363		$	936,451

See notes to consolidated financial statements

42

Becton, Dickinson and Company

Consolidated Balance Sheets

	September 30
	2011			2010
	Thousands of dollars, except
	per share amounts and
	numbers of shares
ASSETS
Current Assets
Cash and equivalents	$	1,175,282		$	1,215,989
Short-term investments		388,031			528,206
Trade receivables, net		1,228,637			1,205,377
Inventories		1,244,972			1,145,337
Prepaid expenses, deferred taxes and other		631,409			410,341
Total Current Assets		4,668,331			4,505,250
Property, Plant and Equipment, Net		3,211,197			3,100,492
Goodwill		991,121			763,961
Core and Developed Technology, Net		380,899			310,783
Other Intangibles, Net		417,636			227,857
Capitalized Software, Net		316,634			254,761
Other		444,610			487,590
Total Assets	$	10,430,428		$	9,650,694
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Short-term debt	$	234,932		$	202,758
Accounts payable		304,836			325,402
Accrued expenses		795,224			661,112
Salaries, wages and related items		477,198			453,605
Income taxes		11,038			28,796
Total Current Liabilities		1,823,228			1,671,673
Long-Term Debt		2,484,665			1,495,357
Long-Term Employee Benefit Obligations		1,068,483			899,109
Deferred Income Taxes and Other		225,877			149,975
Commitments and Contingencies		—			—
Shareholders’ Equity
Common stock — $1 par value: authorized — 640,000,000 shares; issued — 332,662,160 shares in 2011 and 2010		332,662			332,662
Capital in excess of par value		1,793,160			1,624,768
Retained earnings		9,633,584			8,724,228
Deferred compensation		18,875			17,164
Common stock in treasury — at cost — 117,844,159 shares in 2011 and 102,845,609 shares in 2010		(6,280,106	)		(4,806,333	)
Accumulated other comprehensive loss		(670,000	)		(457,909	)
Total Shareholders’ Equity		4,828,175			5,434,580
Total Liabilities and Shareholders’ Equity	$	10,430,428		$	9,650,694

See notes to consolidated financial statements

43

Becton, Dickinson and Company

Consolidated Statements of Cash Flows

	Years Ended September 30
	2011			2010			2009
	Thousands of dollars
Operating Activities
Net income	$	1,270,994		$	1,317,610		$	1,231,603
Less: Income from discontinued operations, net		6,142			141,270			64,258
Income from continuing operations, net		1,264,852			1,176,340			1,167,345
Adjustments to income from continuing operations to derive net cash provided by continuing operating activities, net of amounts acquired:
Depreciation and amortization		504,089			502,113			464,604
Share-based compensation		73,363			79,374			86,574
Deferred income taxes		30,047			28,055			60,041
Change in operating assets and liabilities:
Trade receivables, net		(26,515	)		(73,933	)		(81,530	)
Inventories		(117,539	)		(116,500	)		(91,462	)
Prepaid expenses, deferred taxes and other		(237,953	)		(34,340	)		(22,059	)
Accounts payable, income taxes and other liabilities		128,738			156,023			123,576
Pension obligation		80,837			(102,967	)		(68,574	)
Other, net		12,611			44,852			19,971
Net Cash Provided by Continuing Operating Activities		1,712,530			1,659,017			1,658,486
Investing Activities
Capital expenditures		(515,385	)		(537,306	)		(585,196	)
Capitalized software		(89,872	)		(95,159	)		(109,588	)
Change in short-term investments		120,445			34,550			(338,228	)
Sales of long-term investments		1,144			963			840
Acquisitions of businesses, net of cash acquired		(492,081	)		(281,367	)		—
Divestiture of businesses		—			259,990			51,022
Other, net		(63,588	)		(81,636	)		(85,900	)
Net Cash Used for Continuing Investing Activities		(1,039,337	)		(699,965	)		(1,067,050	)
Financing Activities
Change in short-term debt		34,251			(200,193	)		1,196
Proceeds from long-term debt		991,265			—			739,232
Payments of debt		(35	)		(76	)		(311	)
Repurchase of common stock		(1,500,001	)		(750,000	)		(550,006	)
Issuance of common stock and other, net		84,148			50,093			32,403
Excess tax benefit from payments under share-based compensation plans		37,189			23,202			14,667
Dividends paid		(361,199	)		(345,713	)		(316,877	)
Net Cash Used for Continuing Financing Activities		(714,382	)		(1,222,687	)		(79,696	)
Discontinued Operations:
Net cash provided by operating activities		3,470			85,251			58,329
Net cash used for investing activities		(173	)		(5,661	)		(5,912	)
Net Cash Provided by Discontinued Operations		3,297			79,590			52,417
Effect of exchange rate changes on cash and equivalents		(2,815	)		5,790			(390	)
Net (Decrease) Increase in Cash and Equivalents		(40,707	)		(178,255	)		563,767
Opening Cash and Equivalents		1,215,989			1,394,244			830,477
Closing Cash and Equivalents	$	1,175,282		$	1,215,989		$	1,394,244

See notes to consolidated financial statements

44

Becton, Dickinson and Company

Notes to Consolidated Financial Statements

Thousands of dollars, except per share amounts and numbers of shares

Note 1 — Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of Becton, Dickinson and Company and its majority-owned subsidiaries (the “Company”) after the elimination of intercompany transactions. The Company has no material interests in variable interest entities.

Cash Equivalents

Cash equivalents consist of all highly liquid investments with a maturity of three months or less at time of purchase.

Short-Term Investments

Short-term investments consist of time deposits with maturities greater than three months and less than one year when purchased.

Inventories

Inventories are stated at the lower of first-in, first-out cost or market.

Property, Plant and Equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are principally provided on the straight-line basis over estimated useful lives, which range from 20 to 45 years for buildings, four to 12 years for machinery and equipment and one to 20 years for leasehold improvements. Depreciation and amortization expense was $348,522, $347,402 and $312,321 in fiscal 2011, 2010 and 2009, respectively.

Goodwill and Other Intangible Assets

Goodwill, core and developed technology, and in-process research and development assets arise from acquisitions. Goodwill is reviewed at least annually for impairment. Goodwill is assessed for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a component. The Company’s reporting units generally represent one level below reporting segments, and components within an operating segment that have similar economic characteristics are aggregated. Potential impairment of goodwill is identified by comparing the fair value of a reporting unit, estimated using an income approach, with its carrying value. The annual impairment review performed in fiscal year 2011 indicated that all six identified reporting units’ fair values exceeded their respective carrying values.

The review for impairment of in-process research and development assets, as well as core and developed technology assets, compares the fair value of the technology or project assets, estimated using an income approach, with their carrying value. In-process research and development assets are considered indefinite-lived assets until projects are completed or abandoned, and these assets are reviewed at least annually for impairment. Core and developed technology assets are amortized over periods ranging from 15 to 20 years, using the straight-line method, and are periodically reviewed for impairment when impairment indicators are present.

Other intangibles with finite useful lives, which include patents, are amortized over periods principally ranging from one to 40 years, using the straight-line method. These intangibles, including core and developed

45

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

technology, are periodically reviewed when impairment indicators are present to assess recoverability from future operations using undiscounted cash flows. To the extent carrying value exceeds the undiscounted cash flows, an impairment loss is recognized in operating results based upon the excess of the carrying value over fair value. Other intangibles also include certain trademarks that are considered to have indefinite lives, as they are expected to generate cash flows indefinitely, and are reviewed annually for impairment.

Capitalized Software

Capitalized software, including costs for software developed or obtained for internal use, is stated at cost, less accumulated amortization. Amortization expense is principally provided on the straight-line basis over estimated useful lives, which do not exceed 10 years. The current balance primarily includes capital software investments related to a global enterprise resource planning initiative to upgrade the Company’s business information systems. Amortization for this project has not commenced because the program has not yet been placed in service. Amortization expense related to capitalized software was $23,173, $32,181 and $46,485 for 2011, 2010 and 2009, respectively.

Foreign Currency Translation

Generally, foreign subsidiaries’ functional currency is the local currency of operations and the net assets of foreign operations are translated into U.S. dollars using current exchange rates. The U.S. dollar results that arise from such translation, as well as exchange gains and losses on intercompany balances of a long-term investment nature, are included in the foreign currency translation adjustments in Accumulated other comprehensive (loss) income.

Revenue Recognition

Revenue from product sales is typically recognized when all of the following criteria have been met: persuasive evidence of an arrangement exists; delivery has occurred or services have been rendered; product price is fixed or determinable; collection of the resulting receivable is reasonably assured. The Company recognizes revenue for certain instruments sold from the Biosciences segment upon installation at a customer’s site, as installation of these instruments is considered a significant post-delivery obligation. For certain instrument sales arrangements, primarily in the U.S., with multiple deliverables, revenue and cost of products sold are recognized at the completion of each deliverable: instrument shipment, installation and training. Installation and training typically occur within one month after an instrument is shipped. These sales agreements are divided into separate units of accounting and revenue is recognized upon the completion of each deliverable based on its relative selling price. The relative selling prices of installation and training are determined based on the prices at which these deliverables would be regularly sold on a standalone basis. The relative selling prices of instruments are based on estimated selling prices. These estimates represent the quoted sales contract price in each arrangement.

The Company’s domestic businesses sell products primarily to distributors that resell the products to end-user customers. Rebates are provided to distributors that sell to end-user customers at prices determined under a contract between the Company and the end-user customer. Provisions for rebates, as well as sales discounts and returns, are based upon estimates and are accounted for as a reduction of revenues when revenue is recognized.

Shipping and Handling Costs

Shipping and handling costs are included in Selling and administrative expense. Shipping expense was $276,797, $255,765 and $250,941 in 2011, 2010 and 2009, respectively.

46

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Derivative Financial Instruments

All derivatives are recorded in the balance sheet at fair value and changes in fair value are recognized currently in earnings unless specific hedge accounting criteria are met.

Derivative financial instruments are utilized by the Company in the management of its foreign currency and interest rate exposures. From time to time, the Company hedges forecasted sales denominated in foreign currencies using forward and option contracts to protect against the reduction in value of forecasted foreign currency cash flows resulting from export sales. The Company also periodically utilizes interest rate swaps to maintain a balance between fixed and floating rate instruments. The Company does not enter into derivative financial instruments for trading or speculative purposes.

Any deferred gains or losses associated with derivative instruments are recognized in income in the period in which the underlying hedged transaction is recognized. In the event a designated hedged item is sold, extinguished or matures prior to the termination of the related derivative instrument, such instrument would be closed and the resultant gain or loss would be recognized in income.

Income Taxes

United States income taxes are not provided on undistributed earnings of foreign subsidiaries where such undistributed earnings are indefinitely reinvested outside the United States. Deferred taxes are provided for earnings of foreign subsidiaries when those earnings are not considered indefinitely reinvested. Income taxes are provided and tax credits are recognized based on tax laws enacted at the dates of the financial statements.

The Company conducts business and files tax returns in numerous countries and currently has tax audits in progress in a number of tax jurisdictions. In evaluating the exposure associated with various tax filing positions, the Company records accruals for uncertain tax positions, based on the technical support for the positions, past audit experience with similar situations, and the potential interest and penalties related to the matters.

The Company maintains valuation allowances where it is more likely than not that all or a portion of a deferred tax asset will not be realized. Changes in valuation allowances are included in the tax provision in the period of change. In determining whether a valuation allowance is warranted, management evaluates factors such as prior earnings history, expected future earnings, carry back and carry forward periods and tax strategies that could potentially enhance the likelihood of the realization of a deferred tax asset.

Earnings per Share

Basic earnings per share are computed based on the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions. These estimates or assumptions affect reported assets, liabilities, revenues and expenses as reflected in the consolidated financial statements. Actual results could differ from these estimates.

Share-Based Compensation

The Company recognizes the fair value of share-based compensation in net income. Compensation expense is recognized on a straight-line basis over the requisite service period, which is generally the vesting period.

47

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

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 it 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.

Adoption of New Accounting Standards

In September 2011, the FASB issued revised annual goodwill impairment testing guidance. The revised requirements allow entities to first qualitatively assess whether it is necessary to perform the two-step quantitative goodwill impairment test. Further testing of goodwill for impairment under the quantitative model is required only if an entity determines, through the qualitative assessment, that it is more likely than not that a given reporting unit’s fair value is less than its carrying amount. The revised goodwill impairment testing requirements are effective for fiscal years beginning after December 15, 2011 and early adoption is permitted. The Company intends to apply the revised requirements in its fiscal year 2012 goodwill impairment review processes. No significant impact to the Company’s consolidated financial statements is expected upon adoption of these revised requirements.

48

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Note 3 — Shareholders’ Equity

Changes in certain components of shareholders’ equity were as follows:

	Common		Capital in
	Stock Issued		Excess of			Retained			Deferred			Treasury Stock
	at Par Value		Par Value			Earnings			Compensation			Shares			Amount
Balance at September 30, 2008	$	332,662	$	1,359,531		$	6,838,589		$	14,694			(89,584,786	)	$	(3,532,398	)
Net income							1,231,603
Cash dividends:
Common ($1.32 per share)							(317,361	)
Common stock issued for:
Share-based compensation plans, net				38,919									2,283,887			11,608
Business acquisitions				1,330									24,110			309
Share-based compensation				86,519
Common stock held in trusts, net										3,212			(91,681	)		(3,212	)
Repurchase of common stock													(8,211,500	)		(550,006	)
Other changes				(625	)
Balance at September 30, 2009	$	332,662	$	1,485,674		$	7,752,831		$	17,906			(95,579,970	)	$	(4,073,699	)
Net income							1,317,610
Cash dividends:
Common ($1.48 per share)							(346,213	)
Common stock issued for:
Share-based compensation plans, net				59,866									2,758,391			16,624
Share-based compensation				79,228
Common stock held in trusts, net										(742	)		34,790			742
Repurchase of common stock													(10,058,820	)		(750,000	)
Balance at September 30, 2010	$	332,662	$	1,624,768		$	8,724,228		$	17,164			(102,845,609	)	$	(4,806,333	)
Net income							1,270,994
Cash dividends:
Common ($1.64 per share)							(361,638	)
Common stock issued for:
Share-based compensation plans, net				95,227									3,432,415			27,939
Share-based compensation				73,165
Common stock held in trusts, net										1,711			3,316			(1,711	)
Repurchase of common stock													(18,434,281	)		(1,500,001	)
Balance at September 30, 2011	$	332,662	$	1,793,160		$	9,633,584		$	18,875			(117,844,159	)	$	(6,280,106	)

Common stock held in trusts represents rabbi trusts in connection with deferred compensation under the Company’s employee salary and bonus deferral plan and directors’ deferral plan.

49

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

The components of Accumulated other comprehensive (loss) income were as follows:

	2011			2010
Foreign currency translation adjustments(A)	$	69,694		$	186,777
Benefit plans adjustment(B)		(696,624	)		(634,396	)
Unrealized loss on investments(B)		(161	)		(581	)
Unrealized losses on cash flow hedges(B)(C)		(42,909	)		(9,709	)
	$	(670,000	)	$	(457,909	)

(A)	Foreign currency translation adjustments that were attributable to goodwill in fiscal years 2011 and 2010 were $(12,525) and $2,044, respectively. The adjustments primarily affected goodwill reported within the Medical segment.
(B)	Amounts are net of tax.
(C)	The unrealized losses on cash flow hedges at September 30, 2009 were $(54,593), net of tax.

The change in foreign currency translation adjustments represented a loss in fiscal year 2011 which is mainly attributable to the weakening of the Euro, as well as certain currencies in Latin America, against the U.S. dollar during fiscal year 2011.

The income tax (benefit) provision recorded in fiscal years 2011, 2010 and 2009 for the unrealized (loss) gain on investments was $(40), $0 and $25, respectively. The income tax (benefit) provision recorded in fiscal years 2011, 2010 and 2009 for cash flow hedges was $(20,348), $27,509 and $(50,302), respectively. The income tax benefit recorded in fiscal years 2011, 2010, 2009 for defined benefit pension, postretirement plans and postemployment plans was $47,575, $67,829 and $146,554, respectively. Income taxes are generally not provided for translation adjustments.

The unrealized (losses) gains on cash flow hedges included in other comprehensive (loss) income for 2011, 2010 and 2009 are net of reclassification adjustments of $0, $(19,512), and $65,012, net of tax, respectively, for realized net hedge gains (losses) recorded to revenues. These amounts had been included in Accumulated other comprehensive (loss) income in prior periods. The tax (benefit) provision associated with these reclassification adjustments in 2011, 2010 and 2009 was $0, $(11,959) and $39,846, respectively.

Note 4 — Earnings per Share

The weighted average common shares used in the computations of basic and diluted earnings per share (shares in thousands) for the years ended September 30 were as follows:

	2011		2010		2009
Average common shares outstanding		221,175		234,328		240,479
Dilutive share equivalents from share-based plans		5,105		5,808		6,319
Average common and common equivalent shares outstanding — assuming dilution		226,280		240,136		246,798

Note 5 — Commitments and Contingencies

Commitments

Rental expense for all operating leases amounted to $70,113 in 2011, $65,000 in 2010, and $64,500 in 2009. Future minimum rental commitments on noncancelable leases are as follows: 2012 - $47,516; 2013 — $40,428; 2014 — $33,244; 2015 — $27,721; 2016 — $23,367 and an aggregate of $44,557 thereafter.

50

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

As of September 30, 2011, the Company has certain future purchase commitments aggregating to approximately $505,586, which will be expended over the next several years.

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

51

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

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. On July 8, 2011, the Court of Appeals for the Federal Circuit reversed the District Court judgment that the Company’s 3ml BD Integra^tm products infringed the asserted RTI patents and affirmed the District Court judgment of infringement against the Company’s discontinued 1ml BD Integra^tm products. On October 31, 2011, the Federal Circuit Court of Appeals denied RTI’s request for an en banc rehearing. The trial on RTI’s antitrust and false advertising claims is scheduled to begin in February 2012. With respect to RTI’s antitrust and false advertising claims, BD cannot estimate the possible loss or range of possible loss as there are significant legal and factual issues to be resolved. In the event that RTI succeeds at trial and subsequent appeals, however, any potential loss could be material as RTI will likely seek to recover substantial damages including disgorgement of profits and damages under the federal antitrust laws which are trebled. BD believes RTI’s allegations are without merit.

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^tm and BD Viper^tm XTR^tm systems and BD ProbeTec^tm 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

52

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

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.

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”). These segments are strategic businesses that are managed separately because each one develops, manufactures and markets distinct products and services.

The Medical segment produces a broad array of medical devices that are used in a wide range of healthcare settings. The principal product lines in the Medical segment include needles, syringes and intravenous catheters for medication delivery (including safety-engineered and auto-disable devices); prefilled IV flush syringes; syringes and pen needles for the self-injection of insulin and other drugs used in the treatment of diabetes; prefillable drug delivery devices provided to pharmaceutical companies and sold to end-users as drug/device combinations; regional anesthesia needles and trays; sharps disposal containers; and closed-system transfer devices.

The Diagnostics segment produces products for the safe collection and transport of diagnostic specimens, as well as instrument systems and reagents to detect a broad range of infectious diseases, healthcare-associated infections (“HAIs”) and cancers. The principal products and services in the Diagnostics segment include integrated systems for specimen collection; safety-engineered blood collection products and systems; automated blood culturing systems; molecular testing systems for infectious diseases and women’s health; microorganism identification and drug susceptibility systems; liquid-based cytology systems for cervical cancer screening; rapid diagnostic assays; and plated media.

The Biosciences segment produces research and clinical tools that facilitate the study of cells, and the components of cells, to gain a better understanding of normal and disease processes. The principal product lines in the Biosciences segment include fluorescence-activated cell sorters and analyzers; monoclonal antibodies and kits for performing cell analysis; reagent systems for life science research; cell imaging systems; laboratory products for tissue culture and fluid handling; diagnostic assays; and cell culture media supplements for biopharmaceutical manufacturing.

The Company evaluates performance of its business segments and allocates resources to them primarily 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.

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Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Distribution of products is primarily through independent distribution channels, and directly to end-users by BD and independent sales representatives. No customer accounted for 10% or more of revenues in any of the three years presented.

Revenues(A)	2011			2010			2009
Medical	$	4,007,304		$	3,796,432		$	3,556,694
Diagnostics		2,480,477			2,318,879			2,226,219
Biosciences		1,341,123			1,257,022			1,203,809
	$	7,828,904		$	7,372,333		$	6,986,722
Segment Operating Income
Medical	$	1,181,404		$	1,118,319		$	1,049,236
Diagnostics		636,361			607,411			607,250
Biosciences		376,389			354,229			362,344
Total Segment Operating Income		2,194,154			2,079,959			2,018,830
Unallocated Expenses(B)		(477,891	)		(418,799	)		(440,239	)(C)
Income From Continuing Operations Before Income Taxes	$	1,716,263		$	1,661,160		$	1,578,591
Segment Assets
Medical	$	3,928,241		$	3,527,457		$	3,706,086
Diagnostics		2,269,797			2,301,586			1,998,490
Biosciences		1,332,246			1,059,774			989,299
Total Segment Assets		7,530,284			6,888,817			6,693,875
Corporate and All Other(D)		2,900,144			2,761,877			2,610,749
	$	10,430,428		$	9,650,694		$	9,304,624
Capital Expenditures
Medical	$	366,915		$	368,857		$	407,884
Diagnostics		93,435			108,941			102,432
Biosciences		37,220			49,821			55,646
Corporate and All Other		17,815			9,687			19,234
	$	515,385		$	537,306		$	585,196
Depreciation and Amortization
Medical	$	248,091		$	253,109		$	243,445
Diagnostics		163,313			163,392			136,690
Biosciences		76,861			72,319			73,067
Corporate and All Other		15,824			13,293			11,402
	$	504,089		$	502,113		$	464,604

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

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Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

(C)	Includes charge associated with the settlement with the direct purchaser plaintiffs (which includes BD’s distributors) in certain antitrust class actions.
(D)	Includes cash and investments and corporate assets.

Revenues by Organizational Units	2011		2010		2009
BD Medical
Medical Surgical Systems	$	2,081,733	$	2,010,009	$	1,889,314
Diabetes Care		866,477		785,759		714,937
Pharmaceutical Systems		1,059,094		1,000,664		952,443
	$	4,007,304	$	3,796,432	$	3,556,694
BD Diagnostics
Preanalytical Systems	$	1,277,793	$	1,197,807	$	1,143,431
Diagnostic Systems		1,202,684		1,121,072		1,082,788
	$	2,480,477	$	2,318,879	$	2,226,219
BD Biosciences
Cell Analysis	$	1,024,445	$	951,238	$	904,517
Discovery Labware		316,678		305,784		299,292
	$	1,341,123	$	1,257,022	$	1,203,809
	$	7,828,904	$	7,372,333	$	6,986,722

Geographic Information

The countries in which the Company has local revenue-generating operations have been combined into the following geographic areas: the United States (including Puerto Rico), Europe, Asia Pacific and Other, which is comprised of Latin America, Canada, and Japan.

Revenues to unaffiliated customers are based upon the source of the product shipment. Long-lived assets, which include net property, plant and equipment, are based upon physical location.

	2011		2010		2009
Revenues
United States	$	3,355,769	$	3,286,565	$	3,130,165
Europe		2,497,278		2,386,965		2,408,319
Asia Pacific		817,323		684,319		563,390
Other		1,158,534		1,014,484		884,848
	$	7,828,904	$	7,372,333	$	6,986,722
Long-Lived Assets
United States	$	3,140,395	$	2,841,639	$	2,469,952
Europe		1,461,085		1,145,043		1,150,655
Asia Pacific		300,006		258,879		231,257
Other		590,544		617,323		537,214
Corporate		270,067		282,560		268,592
	$	5,762,097	$	5,145,444	$	4,657,670

55

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Note 7 — Share-Based Compensation

The Company grants share-based awards under the 2004 Employee and Director Equity-Based Compensation Plan (“2004 Plan”), which provides long-term incentive compensation to employees and directors consisting of: stock appreciation rights (“SARs”), stock options, performance-based restricted stock units, time-vested restricted stock units and other stock awards.

The amounts and location of compensation cost relating to share-based payments included in consolidated statements of income is as follows:

	2011		2010		2009
Cost of products sold	$	14,440	$	15,128	$	16,846
Selling and administrative expense		49,536		54,423		58,920
Research and development expense		9,387		9,823		10,808
	$	73,363	$	79,374	$	86,574

The associated income tax benefit recognized was $26,342, $28,532 and $31,307, respectively.

Stock Appreciation Rights

SARs represent the right to receive, upon exercise, shares of common stock having a value equal to the difference between the market price of common stock on the date of exercise and the exercise price on the date of grant. SARs vest over a four-year period and have a ten-year term. The fair value was estimated on the date of grant using a lattice-based binomial option valuation model that uses the following weighted-average assumptions:

	2011	2010	2009
Risk-free interest rate	2.40%	2.60%	2.73%
Expected volatility	24.00%	28.0%	28.0%
Expected dividend yield	2.14%	1.96%	2.11%
Expected life	7.8 years	6.5 years	6.5 years
Fair value derived	$16.80	$19.70	$16.11

Expected volatility is based upon historical volatility for the Company’s common stock and other factors. The expected life of SARs granted is derived from the output of the lattice-based model, using assumed exercise rates based on historical exercise and termination patterns, and represents the period of time that SARs granted are expected to be outstanding. The risk-free interest rate used is based upon the published U.S. Treasury yield curve in effect at the time of grant for instruments with a similar life. The dividend yield is based upon the most recently declared quarterly dividend as of the grant date. The total intrinsic value of SARs exercised during 2011, 2010, and 2009 was $9,185, $2,831, and $406, respectively. The Company issued 81,848 shares during 2011 to satisfy the SARs exercised. The actual tax benefit realized during 2011, 2010, and 2009 for tax deductions from SAR exercises totaled $3,459, $1,031 and $154, respectively. The total fair value of SARs vested during 2011, 2010 and 2009 was $31,992, $33,640 and $24,888, respectively.

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Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

A summary of SARs outstanding as of September 30, 2011, and changes during the year then ended is as follows:

						Weighted
						Average
				Weighted		Remaining		Aggregate
				Average		Contractual Term		Intrinsic
	SARs			Exercise Price		(Years)		Value
Balance at October 1		7,659,155		$	70.46
Granted		2,216,436			76.64
Exercised		(555,155	)		66.58
Forfeited, canceled or expired		(293,399	)		72.71
Balance at September 30		9,027,037		$	72.14		7.07	$	35,203
Vested and expected to vest at September 30		8,584,694		$	72.03		7.00	$	34,346
Exercisable at September 30		4,603,602		$	70.09		5.85	$	26,631

Stock options

The Company has not granted stock options since 2005. All outstanding stock option grants are fully vested and have a ten-year term.

A summary of stock options outstanding as of September 30, 2011 and changes during the year then ended is as follows:

						Weighted Average
				Weighted		Remaining		Aggregate
	Stock			Average		Contractual Term		Intrinsic
	Options			Exercise Price		(Years)		Value
Balance at October 1		6,433,148		$	38.12
Granted		—			—
Exercised		(2,927,278	)		35.28
Forfeited, canceled or expired		(48,519	)		32.22
Balance at September 30		3,457,351		$	40.61		2.04	$	113,078
Vested and expected to vest at September 30		3,457,351		$	40.61		2.04	$	113,078
Exercisable at September 30		3,457,351		$	40.61		2.04	$	113,078

Cash received from the exercising of stock options in 2011, 2010 and 2009 was $103,267, $72,770 and $53,019, respectively. The actual tax benefit realized for tax deductions from stock option exercises totaled $45,829, $28,660 and $16,931, respectively. The total intrinsic value of stock options exercised during the years 2011, 2010 and 2009 was $137,720, $89,943 and $53,630, respectively. The total fair value of stock options vested during 2011, 2010 and 2009 was $0, $0 and $6,083, respectively.

Performance-Based Restricted Stock Units

Performance-based restricted stock units cliff vest three years after the date of grant. These units are tied to the Company’s performance against pre-established targets, including its average growth rate of consolidated revenues and average return on invested capital, over a three-year performance period. Under the Company’s long-term incentive program, the actual payout under these awards may vary from zero to 200% of an

57

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

employee’s target payout, based on the Company’s actual performance over the three-year performance period. The fair value is based on the market price of the Company’s stock on the date of grant. Compensation cost initially recognized assumes that the target payout level will be achieved and is adjusted for subsequent changes in the expected outcome of performance-related conditions.

A summary of performance-based restricted stock units outstanding as of September 30, 2011 and changes during the year then ended is as follows:

				Weighted
	Stock			Average Grant
	Units			Date Fair Value
Balance at October 1		2,879,568		$	72.79
Granted		944,174			76.64
Distributed		(122,554	)		84.29
Forfeited or canceled		(798,254	)		82.24
Balance at September 30(A)		2,902,934		$	70.96
Expected to vest at September 30(B)		234,015		$	70.32

(A)	Based on 200% of target payout.
(B)	Net of expected forfeited units and units in excess of the expected performance payout of 180,182 and 2,488,737, respectively.

The weighted average grant date fair value of performance-based restricted stock units granted during the years 2010 and 2009 was $75.63 and $62.50, respectively. The total fair value of performance-based restricted stock units vested during 2011, 2010 and 2009 was $15,430, $24,357 and $33,712, respectively. At September 30, 2011, the weighted average remaining vesting term of performance-based restricted stock units is 1.08 years.

Time-Vested Restricted Stock Units

Time-vested restricted stock units generally cliff vest three years after the date of grant, except for certain key executives of the Company, including the executive officers, for which such units generally vest one year following the employee’s retirement. The related share-based compensation expense is recorded over the requisite service period, which is the vesting period or in the case of certain key executives is based on retirement eligibility. The fair value of all time-vested restricted stock units is based on the market value of the Company’s stock on the date of grant.

A summary of time-vested restricted stock units outstanding as of September 30, 2011 and changes during the year then ended is as follows:

				Weighted
	Stock			Average Grant
	Units			Date Fair Value
Balance at October 1		1,808,295		$	70.90
Granted		600,651			76.97
Distributed		(301,196	)		80.46
Forfeited or canceled		(197,080	)		77.77
Balance at September 30		1,910,670		$	70.59
Expected to vest at September 30		1,719,603		$	70.59

58

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

The weighted average grant date fair value of time-vested restricted stock units granted during the years 2010 and 2009 was $75.58 and $62.96, respectively. The total fair value of time-vested restricted stock units vested during 2011, 2010 and 2009 was $36,009, $36,675 and $29,535, respectively. At September 30, 2011, the weighted average remaining vesting term of the time-vested restricted stock units is 1.36 years.

The amount of unrecognized compensation expense for all non-vested share-based awards as of September 30, 2011, is approximately $80,744, which is expected to be recognized over a weighted-average remaining life of approximately 2.09 years. At September 30, 2011, 7,717,344 shares were authorized for future grants under the 2004 Plan.

The Company has a policy of satisfying share-based payments through either open market purchases or shares held in treasury. At September 30, 2011, the Company has sufficient shares held in treasury to satisfy these payments in 2011.

Other Stock Plans

The Company has a Stock Award Plan, which allows for grants of common shares to certain key employees. Distribution of 25% or more of each award is deferred until after retirement or involuntary termination, upon which the deferred portion of the award is distributable in five equal annual installments. The balance of the award is distributable over five years from the grant date, subject to certain conditions. In February 2004, this plan was terminated with respect to future grants upon the adoption of the 2004 Plan. At September 30, 2011 and 2010, awards for 97,705 and 106,293 shares, respectively, were outstanding.

The Company has a Restricted Stock Plan for Non-Employee Directors which reserves for issuance of 300,000 shares of the Company’s common stock. No restricted shares were issued in 2011.

The Company has a Directors’ Deferral Plan, which provides a means to defer director compensation, from time to time, on a deferred stock or cash basis. As of September 30, 2011, 97,628 shares were held in trust, of which 4,212 shares represented Directors’ compensation in 2011, in accordance with the provisions of the plan. Under this plan, which is unfunded, directors have an unsecured contractual commitment from the Company.

The Company also has a Deferred Compensation Plan that allows certain highly-compensated employees, including executive officers, to defer salary, annual incentive awards and certain equity-based compensation. As of September 30, 2011, 508,144 shares were issuable under this plan.

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. Postretirement healthcare and life insurance benefit plans in foreign countries are not material. The measurement date used for the Company’s employee benefit plans is September 30.

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Notes to Consolidated Financial Statements — (Continued)

Net pension and other postretirement cost for the years ended September 30 included the following components:

	Pension Plans									Other Postretirement Benefits
	2011			2010			2009			2011			2010		2009
Service cost	$	88,692		$	72,901		$	55,004		$	5,842		$	5,007	$	3,441
Interest cost		93,228			90,432			87,480			13,143			14,190		15,338
Expected return on plan assets		(103,081	)		(99,199	)		(86,819	)		—			—		—
Amortization of prior service (credit) cost		(1,294	)		(1,091	)		(1,099	)		(686	)		4		(463	)
Amortization of loss (gain)		55,735			41,812			17,235			4,465			3,408		(143	)
Amortization of net asset		(34	)		(47	)		(59	)		—			—		—
Curtailment/settlement loss		1,096			—			—			—			—		—
	$	134,342		$	104,808		$	71,742		$	22,764		$	22,609	$	18,173

Net pension cost attributable to foreign plans included in the preceding table was $34,429, $25,820 and $24,971 in 2011, 2010 and 2009, respectively.

The change in benefit obligation, change in fair value of plan assets, funded status and amounts recognized in the Consolidated Balance Sheets for these plans were as follows:

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Change in benefit obligation:
Beginning obligation	$	1,911,295		$	1,635,334		$	260,124		$	249,593
Service cost		88,692			72,901			5,842			5,007
Interest cost		93,228			90,432			13,143			14,190
Plan amendments		(3,683	)		60			—			(6,702	)
Benefits paid		(108,381	)		(101,394	)		(25,776	)		(25,046	)
Actuarial loss		22,146			224,890			8,277			16,233
Other, includes translation		(6,856	)		(10,928	)		7,848			6,849
Benefit obligation at September 30	$	1,996,441		$	1,911,295		$	269,458		$	260,124
Change in fair value of plan assets:
Beginning fair value	$	1,413,848		$	1,209,135		$	—		$	—
Actual return on plan assets		1,391			109,310			—			—
Employer contribution		53,505			207,775			—			—
Benefits paid		(108,381	)		(101,394	)		—			—
Other, includes translation		(7,633	)		(10,978	)		—			—
Plan assets at September 30	$	1,352,730		$	1,413,848		$	—		$	—

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Notes to Consolidated Financial Statements — (Continued)

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Funded Status at September 30:
Unfunded benefit obligation	$	(643,711	)	$	(497,447	)	$	(269,458	)	$	(260,124	)
Amounts recognized in the Consolidated Balance Sheets at September 30:
Other	$	3,217		$	143		$	—		$	—
Salaries, wages and related items		(6,042	)		(6,492	)		(18,188	)		(17,875	)
Long-term Employee Benefit Obligations		(640,886	)		(491,098	)		(251,270	)		(242,249	)
Net amount recognized	$	(643,711	)	$	(497,447	)	$	(269,458	)	$	(260,124	)
Amounts recognized in Accumulated other comprehensive (loss) income before income taxes at September 30:
Net transition asset	$	398		$	513		$	—		$	—
Prior service credit		9,193			6,530			6,013			6,699
Net actuarial loss		(911,146	)		(843,284	)		(70,653	)		(67,009	)
Net amount recognized	$	(901,555	)	$	(836,241	)	$	(64,640	)	$	(60,310	)

Foreign pension plan assets at fair value included in the preceding table were $419,452 and $402,298 at September 30, 2011 and 2010, respectively. The foreign pension plan projected benefit obligations were $500,969 and $560,640 at September 30, 2011 and 2010, respectively.

Pension plans with accumulated benefit obligations in excess of plan assets and plans with projected benefit obligations in excess of plan assets consist of the following at September 30:

	Accumulated Benefit				Projected Benefit
	Obligation Exceeds the				Obligation Exceeds the
	Fair Value of Plan Assets				Fair Value of Plan Assets
	2011		2010		2011		2010
Projected benefit obligation	$	1,616,534	$	1,669,986	$	1,862,441	$	1,903,939
Accumulated benefit obligation	$	1,338,643	$	1,410,029
Fair value of plan assets	$	989,043	$	1,224,095	$	1,215,513	$	1,406,349

The estimated net actuarial loss and prior service credit for pension benefits that will be amortized from Accumulated other comprehensive (loss) income into net pension costs over the next fiscal year are expected to be $(62,700) and $1,772, respectively. The estimated net actuarial loss and prior service credit for other postretirement benefits that will be amortized from Accumulated other comprehensive (loss) income into net other postretirement costs over the next fiscal year are expected to be $(4,645) and $690, respectively.

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Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

The weighted average assumptions used in determining pension plan information were as follows:

	2011			2010			2009
Net Cost
Discount rate:
U.S. plans(A)		5.20	%		5.90	%		8.00	%
Foreign plans		4.68			5.63			6.03
Expected return on plan assets:
U.S. plans		8.00			8.00			8.00
Foreign plans		6.31			6.38			6.45
Rate of compensation increase:
U.S. plans(A)		4.50			4.50			4.50
Foreign plans		3.56			3.35			3.56
Benefit Obligation
Discount rate:
U.S. plans(A)		4.90			5.20			5.90
Foreign plans		5.26			4.68			5.63
Rate of compensation increase:
U.S. plans(A)		4.25			4.50			4.50
Foreign plans		3.61			3.56			3.35

(A) Also used to determine other postretirement and postemployment benefit plan information.

At September 30, 2011 the assumed healthcare trend rates were 7.6% pre and post age 65, gradually decreasing to an ultimate rate of 5.0% beginning in 2024. At September 30, 2010 the corresponding assumed healthcare trend rates were 7.8% pre and post age 65, gradually decreasing to an ultimate rate of 4.5% beginning in 2027. A one percentage point increase in assumed healthcare cost trend rates in each year would increase the accumulated postretirement benefit obligation as of September 30, 2011 by $8,566 and the aggregate of the service cost and interest cost components of 2011 annual expense by $828. A one percentage point decrease in the assumed healthcare cost trend rates in each year would decrease the accumulated postretirement benefit obligation as of September 30, 2011 by $7,617 and the aggregate of the 2011 service cost and interest cost by $723.

Expected Rate of Return on Plan Assets

The expected rate of return on plan assets is based upon expectations of long-term average rates of return to be achieved by the underlying investment portfolios. In establishing this assumption, the Company considers many factors, including historical assumptions compared with actual results; benchmark data; expected returns on various plan asset classes, as well as current and expected asset allocations.

Expected Funding

The Company’s funding policy for its defined benefit pension plans is to contribute amounts sufficient to meet legal funding requirements, plus any additional amounts that may be appropriate considering the funded status of the plans, tax consequences, the cash flow generated by the Company and other factors. While the Company does not anticipate any significant required contributions to its pension plans in 2012, the Company made a discretionary contribution of $100,000 to its U.S. pension plan in October 2011.

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Notes to Consolidated Financial Statements — (Continued)

Expected benefit payments are as follows:

			Other
	Pension		Postretirement
	Plans		Benefits
2012	$	128,921	$	18,188
2013		96,178		18,708
2014		101,061		19,224
2015		111,483		19,778
2016		116,066		20,199
2017-2021		735,367		102,714

Expected receipts of the subsidy under the Medicare Prescription Drug Improvement and Modernization Act of 2003, which are not reflected in the expected other postretirement benefit payments included in the preceding table, are as follows: 2012, $2,314; 2013, $2,440; 2014, $2,549; 2015, $2,623; 2016, $2,684; 2017-2021, $13,800.

Investments

The Company’s primary objective is to achieve returns sufficient to meet future benefit obligations. It seeks to generate above market returns by investing in more volatile asset classes such as equities while at the same time controlling risk with allocations to more stable asset classes like fixed income.

U.S. Plans

The Company’s U.S. plans comprise 69% of total benefit plan investments, based on September 30, 2011 market values, and have a target asset mix of 65% equities and 35% fixed income. This mix was established based on an analysis of projected benefit payments and estimates of long-term returns, volatilities and correlations for various asset classes. The mix is reviewed periodically by the named fiduciary of the plans and is intended to provide above-market returns at an acceptable level of risk over time.

The established target mix includes ranges by which the target may deviate in order to accommodate normal market fluctuations. Routine cash flows are used to bring the mix closer to target and a move outside of the acceptable ranges will signal the potential for a formal rebalancing, based on an assessment of current market conditions and transaction costs. Any tactical deviations from the established asset mix require the approval of the named fiduciary.

The U.S. plans may enter into both exchange traded and non-exchange traded derivative transactions in order to manage interest rate exposure, volatility, term structure of interest rates, and sector and currency exposures within the fixed income portfolios. The Company has established minimum credit quality standards for counterparties in such transactions.

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Notes to Consolidated Financial Statements — (Continued)

The following table provides the fair value measurements of U.S. plan assets, as well as the measurement techniques and inputs utilized to measure fair value of these assets, at September 30, 2011 and 2010.

	Total U.S.
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2011		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Mortgage and asset-backed securities(A)	$	165,042	$	—	$	165,042	$	—
Corporate bonds(B)		111,954		—		111,954		—
Government and agency-U.S.(C)		41,885		26,577		15,308		—
Government and agency-Foreign(D)		6,836		—		6,836		—
Other(E)		8,277		—		8,277		—
Equity securities(F)		562,047		435,847		126,200		—
Cash and cash equivalents(G)		37,237		37,237		—		—
Fair value of plan assets	$	933,278	$	499,661	$	433,617	$	—

	Total U.S.
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2010		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Mortgage and asset-backed securities(A)	$	160,189	$	—	$	160,189	$	—
Corporate bonds(B)		109,331		—		109,331		—
Government and agency-U.S. (C)		41,175		21,416		19,759		—
Government and agency-Foreign(D)		15,960		—		15,960		—
Other(E)		3,337		—		3,337		—
Equity securities(F)		631,877		396,188		235,689		—
Cash and cash equivalents(G)		42,681		42,681		—		—
Fair value of plan assets	$	1,004,550	$	460,285	$	544,265	$	—

(A)	Values are based upon a combination of observable prices, independent pricing services and relevant broker quotes.
(B)	Values are based upon comparable securities with similar yields and credit ratings.
(C)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based upon quoted market prices from observable pricing sources.
(D)	Values are based upon quoted market prices from observable pricing sources.
(E)	Classification contains various immaterial investments and valuation varies by investment type. Values are primarily based upon quoted market prices from observable pricing sources.
(F)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based on the net asset value provided by the fund administrator, which is based on the value of the underlying assets owned by the fund, less its liabilities and then divided by the number of fund units outstanding.
(G)	Values are based upon quoted market prices or broker/dealer quotations.

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The U.S. portion of fixed income assets is invested in mortgage-backed, corporate, government and agency and asset-backed instruments. Mortgage-backed securities consist of residential mortgage pass-through certificates. Corporate bonds are diversified across industry and sector and, while consisting primarily of investment grade instruments, include an allocation to high-yield debt as well. U.S. government investments consist of obligations of the U.S. Treasury and its agencies.

The non-U.S. portion of fixed income investments consists primarily of corporate bonds in developed markets but includes an allocation to emerging markets debt as well. The value of derivative instruments is not material and is included in the “Other” category provided in the table above.

Equity securities included within the plans’ assets consist of publicly-traded U.S. and non-U.S. equity securities. In order to achieve appropriate diversification, these portfolios are allocated among multiple asset managers and invested across market sectors, investment styles, capitalization weights and geographic regions.

A portion of the U.S. plans’ assets consists of investments in cash and cash equivalents, primarily to accommodate liquidity requirements relating to trade settlement and benefit payment activity.

Foreign Plans

Foreign plan assets comprise 31% of the Company’s total benefit plan assets, based on market value at September 30, 2011. Such plans have local independent fiduciary committees, with responsibility for development and oversight of investment policy, including asset allocation decisions. In making such decisions, consideration is given to local regulations, investment practices and funding rules.

The following table provides the fair value measurements of foreign plan assets, as well as the measurement techniques and inputs utilized to measure fair value of these assets, at September 30, 2011 and 2010.

	Total Foreign
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2011		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Corporate bonds(A)	$	34,905	$	—	$	34,905	$	—
Government and agency-U.S.(B)		1,065		1,065		—		—
Government and agency-Foreign(C)		77,949		36,687		41,262		—
Other(D)		—		—		—		—
Equity securities(E)		215,309		201,325		13,726		258
Cash and cash equivalents(F)		1,191		1,191		—		—
Real estate(G)		10,688		—		—		10,688
Insurance contracts(H)		78,345		—		—		78,345
Fair value of plan assets	$	419,452	$	240,268	$	89,893	$	89,291

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Notes to Consolidated Financial Statements — (Continued)

	Total Foreign
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2010		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Corporate bonds(A)	$	36,541	$	—	$	36,541	$	—
Government and agency-U.S.(B)		—		—		—		—
Government and agency-Foreign(C)		65,561		34,387		31,174		—
Other(D)		8,797		—		8,797		—
Equity securities(E)		220,102		207,577		12,258		267
Cash and cash equivalents(F)		6,478		6,478		—		—
Real estate(G)		9,486		—		—		9,486
Insurance contracts(H)		62,333		—		89		62,244
Fair value of plan assets	$	409,298	$	248,442	$	88,859	$	71,997

(A)	Values are based upon comparable securities with similar yields and credit ratings.
(B)	Values are based on the closing price reported on the major market on which the investments are traded.
(C)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based upon quoted market prices from observable pricing sources.
(D)	Values are based upon quoted market prices from observable pricing sources.
(E)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based on the net asset value provided by the fund administrator, which is based on the value of the underlying assets owned by the fund, less its liabilities and then divided by the number of fund units outstanding.
(F)	Values are based upon quoted market prices or broker/dealer quotations.
(G)	Values represent the estimated fair value based on the fair value of the underlying investment value or cost, adjusted for any accumulated earnings or losses.
(H)	Values approximately represent cash surrender value.

Fixed income investments include corporate, U.S. government and non-U.S. government securities. Equity securities included in the foreign plan assets consist of publicly-traded U.S. and non-U.S. equity securities. Real estate investments consist of investments in funds holding an interest in real properties. The foreign plans also hold a portion of assets in cash and cash equivalents, in order to accommodate liquidity requirements.

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Notes to Consolidated Financial Statements — (Continued)

The following table summarizes the changes, for the years ended September 30, 2011 and 2010, in the fair value of foreign pension assets measured using Level 3 inputs:

	Equity			Real			Insurance			Total
	Securities			Estate			Contracts			Assets
Balance at September 30, 2009	$	494		$	8,987		$	59,078		$	68,559
Actual return on plan assets:
Relating to assets held at September 30, 2010		—			558			2,075			2,633
Relating to assets sold during the period		(199	)		185			—			(14	)
Purchases, sales and settlements, net		7			122			—			129
Transfers in (out) from other categories		(3	)		—			4,866			4,863
Exchange rate changes		(32	)		(366	)		(3,775	)		(4,173	)
Balance at September 30, 2010	$	267		$	9,486		$	62,244		$	71,997
Actual return on plan assets:
Relating to assets held at September 30, 2011		(4	)		46			2,613			2,655
Relating to assets sold during the period		—			—			—			—
Purchases, sales and settlements, net		—			1,363			14,710			16,073
Transfers in (out) from other categories		—			—			92			92
Exchange rate changes		(5	)		(207	)		(1,314	)		(1,526	)
Balance at September 30, 2011	$	258			10,688		$	78,345		$	89,291

Postemployment Benefits

The Company utilizes a service-based approach in accounting for most of its postemployment benefits. Under this approach, the costs of benefits are recognized over the eligible employees’ service period. The Company has elected to delay recognition of actuarial gains and losses that result from changes in assumptions.

Postemployment benefit costs for the years ended September 30 included the following components:

	2011			2010			2009
Service cost	$	13,327		$	11,409		$	9,944
Interest cost		5,054			4,379			5,435
Amortization of prior service credit		(1,697	)		(1,697	)		(1,697	)
Amortization of loss		10,490			7,777			4,323
	$	27,174		$	21,868		$	18,005

The unfunded status of the postemployment benefit plans, which are not funded, was $137,575 and $112,751 at September 30, 2011 and 2010, respectively. The amounts recognized in Accumulated other comprehensive (loss) income before income taxes for the net actuarial loss was $116,442 and $76,220 at September 30, 2011 and 2010, respectively. The estimated net actuarial loss that will be amortized from the Accumulated other comprehensive (loss) income into postemployment benefit cost over the next fiscal year is $13,942.

Savings Incentive Plan

The Company has a voluntary defined contribution plan (“Savings Incentive Plan”) covering eligible employees in the United States. The Company matches contributions for eligible employees to 75% of employees’ contributions, up to a maximum of 4.5% of each employee’s eligible compensation. The cost of

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Notes to Consolidated Financial Statements — (Continued)

the Savings Incentive Plan was $36,535 in 2011, $34,097 in 2010 and $36,438 in 2009. The Company guarantees employees’ contributions to the fixed income fund of the Savings Incentive Plan, which consists of diversified money market instruments. The amount guaranteed was $240,113 at September 30, 2011.

Note 9 — Acquisitions

Carmel Pharma

During the fourth quarter of fiscal year 2011, the Company acquired 100% of the outstanding shares of Carmel Pharma, AB (“Carmel”), a Swedish company that manufactures the BD PhaSeal^tm System, a closed-system drug transfer device for the safe handling of hazardous drugs that are packaged in vials. The fair value of consideration transferred totaled $287,111, net of $5,047 in cash acquired. The Company intends for this acquisition to expand the scope of its healthcare worker safety emphasis, especially in the area of parenteral medication delivery.

The acquisition was accounted for under the acquisition method of accounting for business combinations and Carmel’s results of operations were included in the Medical 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 September 30, 2011 and may be adjusted should further information regarding events or circumstances existing at the acquisition date become available.

Product rights	$	161,800
Customer relationships		4,100
Deferred tax assets		2,135
Other		32,001
Total identifiable assets acquired		200,036
Deferred tax liabilities		(45,035	)
Other		(13,276	)
Total liabilities assumed		(58,311	)
Net identifiable assets acquired		141,725
Goodwill		145,386
Net assets acquired	$	287,111

The $145,386 of goodwill was allocated to the Medical 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 expanding the Company’s market for healthcare worker safety products. Synergies are expected to result from the alignment of Carmel’s product offerings in the closed-system drug transfer device market segment with the Company’s existing healthcare worker safety focus, global customer reach, and operational structure. No portion of this goodwill will be deductible for tax purposes. The Company recognized $5,250 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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Notes to Consolidated Financial Statements — (Continued)

Accuri

On March 17, 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 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 September 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 launch of the personal flow cytometer for use in the clinical market is expected to occur in fiscal year 2013, subject to regulatory approvals.

The $94,299 of goodwill was allocated to the Biosciences segment. 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.

HandyLab

On November 19, 2009, the Company acquired 100% of the outstanding shares of HandyLab, Inc. (“HandyLab”), a company that develops and manufactures molecular diagnostic assays and automation

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Notes to Consolidated Financial Statements — (Continued)

platforms. The fair value of consideration transferred totaled $277,610, net of cash acquired, which consisted of the following:

Cash	$	274,756
Settlement of preexisting relationship		2,854	(A)
Total	$	277,610

(A) The acquisition effectively settled a prepaid asset associated with a pre-existing relationship with HandyLab, as discussed in further detail below.

HandyLab developed and commercialized a flexible automated platform (“Jaguar Plus”) for performing molecular diagnostics which complements the Company’s molecular diagnostics offerings, specifically in the area of healthcare-associated infections. The Company is placing its BD GeneOhm^tm molecular assays onto the HandyLab platform and intends to market them as the new BD Max^tm System. The Company intends for this acquisition to allow further expansion of the BD molecular diagnostic menu and the achievement of revenue and cost synergies.

The acquisition was accounted for under the acquisition method of accounting for business combinations and HandyLab’s results of operations were included in the Diagnostics segment’s results from the acquisition date. Pro forma information was 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 September 30, 2011 and may be adjusted should further information regarding events or circumstances existing at the acquisition date become available.

Acquired in-process research and development	$	169,000
Deferred tax assets		23,000
Other		8,843
Total identifiable assets acquired		200,843
Deferred tax liabilities		(64,221	)
Other		(6,468	)
Total liabilities assumed		(70,689	)
Net identifiable assets acquired		130,154
Goodwill		147,456
Net assets acquired	$	277,610

The acquired in-process research and development assets of $169,000 consisted of two projects that were still in development at the acquisition date: Platform technology for $26,000 and Jaguar Plus technology for $143,000. The Platform technology is incorporated into an automated platform that performs molecular diagnostics on certain specimens. The Jaguar Plus technology incorporates the Platform technology as well as additional technology to perform assays or molecular tests. The fair values of these projects were determined based on the present value of projected cash flows utilizing an income approach reflecting the appropriate risk-adjusted discount rate based on the applicable technological and commercial risk of each project. During the third quarter of fiscal year 2010, the Platform technology project was completed, and, as a result, the $26,000 associated with this project was reclassified from Other Intangibles, Net to Core and Developed Technology, Net and is being amortized over its estimated useful life of 20 years. Substantially all of the cash flows expected to be generated from the technology will occur over this period. The Company expects the

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Notes to Consolidated Financial Statements — (Continued)

Jaguar Plus Platform to be fully launched with the commencement of material cash inflows, in fiscal year 2012, subject to regulatory approvals.

The $147,456 of goodwill was allocated to the Diagnostics segment. The primary item that generated goodwill is the value of the Company’s access to HandyLab’s flexible automated platform and expected synergies. No portion of this goodwill is expected to be deductible for tax purposes. The Company recognized $2,500 of acquisition-related costs that were expensed in the current period and reported in the Consolidated Statements of Income as Selling and administrative.

In May 2009, the Company entered into a twenty-year product development and supply agreement with HandyLab. This agreement provided the Company with access and distribution rights to HandyLab’s proprietary technology. Upon executing this agreement, the Company recorded an initial payment for exclusive distribution rights over a twelve-year term. At the acquisition date, the unamortized balance of the recognized prepaid was $2,854. The Company’s acquisition of HandyLab effectively settled the preexisting product development and supply agreement. Because the terms of the contract were determined to represent fair value at the acquisition date, the Company did not record any gain or loss separately from the acquisition.

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 $146,478. 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. Due to this significant continuing involvement in operations, the associated results of operations were reported within continuing operations and $18,197 of the gain on sale was recognized in Other income (expense).

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 for the years ended September 30 were as follows:

	2011		2010		2009
Revenues	$	3,148	$	167,720	$	230,022
Income from discontinued operations before income taxes		6,934		181,973		84,233
Less income tax provision		792		40,703		19,975
Income from discontinued operations, net	$	6,142	$	141,270	$	64,258

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Notes to Consolidated Financial Statements — (Continued)

Note 11 — Intangible Assets

Other intangible assets at September 30 consisted of:

	2011				2010
	Gross				Gross
	Carrying		Accumulated		Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Amortized intangible assets
Core and developed technology	$	685,191	$	304,292	$	580,709	$	269,926
Product rights		152,140		1,268		—		—
Patents, trademarks, and other		309,337		230,542		301,883		219,735
	$	1,146,668	$	536,102	$	882,592	$	489,661
Unamortized intangible assets
Acquired in-process research and development	$	185,300			$	143,000
Trademarks		2,669				2,709
	$	187,969			$	145,709

Intangible amortization expense was $55,151, $48,399 and $47,066 in 2011, 2010 and 2009, respectively. The estimated aggregate amortization expense for the fiscal years ending September 30, 2012 to 2016 are as follows: 2012 — $72,536; 2013 — $74,412; 2014 — $71,849; 2015 — $69,745; 2016 — $64,963.

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. The Company did not hedge forecasted sales in fiscal year 2011 and as of September 30, 2011, the Company has not entered into contracts to hedge cash flows for fiscal year 2012.

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

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Notes to Consolidated Financial Statements — (Continued)

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, is recognized in Other income (expense).

The total notional amounts of the Company’s outstanding foreign exchange contracts as of September 30, 2011 and September 30, 2010 were $2,209,780 and $1,776,046, respectively.

Interest Rate Risks and Related Strategies

The Company’s primary interest rate exposure results from changes in 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.

The total notional amounts of the Company’s outstanding interest rate swaps designated as fair value hedges were $200,000 at both September 30, 2011 and September 30, 2010. The 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 total notional amounts of the Company’s outstanding interest rate swaps designated as cash flow hedges as of September 30, 2011 and September 30, 2010 were $900,000 and $0, respectively. The current year’s outstanding swaps include forward starting fixed-to-floating rate swap agreements under which the Company agrees to pay a fixed interest rate and receive a floating interest rate based on LIBOR, subject to mandatory termination and cash settlement on the forward start date. These hedges were entered into during the fourth quarter of fiscal year 2011 in anticipation of issuing new long-term debt in the first quarter of fiscal

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Notes to Consolidated Financial Statements — (Continued)

year 2012. Their purpose was to partially hedge the risk of changes in interest payments attributable to changes in the benchmark interest rate (the U.S. Dollar LIBOR swap rate) against which the debt was issued. These swaps were terminated on November 3, 2011, concurrent with the issuance of the new long-term debt. Additional disclosures regarding the Company’s issuance of debt in the first quarter of fiscal year 2012 are included in Note 14.

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 September 30, 2011 or 2010.

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,
	2011		2010
Asset derivatives-designated for hedge accounting
Interest rate swaps	$	5,959	$	8,609
Asset derivatives-undesignated for hedge accounting
Forward exchange contracts	$	37,198	$	32,392
Total asset derivatives(A)	$	43,157	$	41,001
Liability derivatives-undesignated for hedge accounting
Forward exchange contracts	$	39,589	$	21,265
Total liability derivatives(B)	$	39,589	$	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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Notes to Consolidated Financial Statements — (Continued)

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 years ended September 30, consisted of:

									Location of Gain
Derivatives Accounted									(Loss)
for as Designated	Gain (Loss) Recognized in OCI on								Reclassified from	Gain (Loss) Reclassified from
Cash Flow Hedging	Derivatives, Net of Tax								Accumulated OCI	Accumulated OCI into Income
Relationships	2011			2010		2009			into Income	2011			2010			2009
Forward exchange contracts	$	—		$	43,624	$	(81,410	)	Revenues	$	—		$	(31,471	)	$	104,858
Interest rate swaps		(33,200	)		1,238		(641	)	Interest expense		(1,656	)		(1,996	)		(1,846	)
Commodity forward contracts		—			22		(22	)	Cost of products sold		—			(35	)		(231	)
Total	$	(33,200	)	$	44,884	$	(82,073	)		$	(1,656	)	$	(33,502	)	$	102,781

The Company’s designated derivative instruments are perfectly effective. As such, there were no gains or losses, related to hedge ineffectiveness or amounts excluded from hedge effectiveness testing, recognized immediately in income for the years ended September 30, 2011, 2010 and 2009. The loss recorded in Other comprehensive income (loss) for the year ended September 30, 2011 represents unrealized losses on interest rate swaps entered into during the fourth quarter of fiscal year 2011 in anticipation of issuing long-term debt in the first quarter of fiscal year 2012, partially offset by gains realized on interest rate swaps that were entered into in the first quarter of fiscal year 2011 in anticipation of issuing long-term debt during that quarter. These swaps were designated as hedges of the variability in interest payments attributable to changes in the benchmark interest rates against which the long-term debt was priced. The amounts recorded in Other comprehensive income (loss) relative to these swaps will be amortized, over the life of the respective notes, with an offset to Interest expense.

Fair value hedge

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 swap for the years ended September 30 were as follows:

Income Statement	Gain/(Loss) on Swap								Gain/(Loss) on Borrowings
Classification	2011			2010		2009			2011		2010			2009
Other income (expense)(A)	$	(2,650	)	$	6,638	$	(3,402	)	$	2,650	$	(6,638	)	$	3,402

(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.

75

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Undesignated hedges

The location and amount of gains and losses recognized in income on derivatives not designated for hedge accounting for the years ended September 30 were as follows:

		Amount of Gain (Loss)
Derivatives Not	Location of Gain (Loss)	Recognized in Income on
Designated as	Recognized in Income on	Derivative
For Hedge Accounting	Derivatives	2011			2010			2009
Forward exchange contracts(B)	Other income (expense)	$	(1,443	)	$	(6,606	)	$	138

(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 (expense) income.

Note 13 — Financial Instruments and Fair Value Measurements

Recurring Fair Value Measurements

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

			Basis of Fair Value Measurement
	September 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	$	189,198	$	189,198	$	—	$	—
Forward exchange contracts		37,198		—		37,198		—
Interest rate swaps		5,959		—		5,959		—
Total Assets	$	232,355	$	189,198	$	43,157	$	—
Liabilities
Forward exchange contracts	$	39,589	$	—	$	39,589	$	—
Long-term debt		2,484,665		—		2,839,697		—
Total Liabilities	$	2,524,254	$	—	$	2,879,286	$	—

76

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

			Basis of Fair Value Measurement
	September 30,		Quoted Prices in		Significant
	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 totaling $986,084 and $938,565 at September 30, 2011 and 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 are 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 years ending September 30, 2011 and 2010.

Nonrecurring Fair Value Measurements

In the fourth quarter of fiscal year 2011, the Company recorded an impairment charge of $9,270, which was recorded to Research and development expense, resulting from its discontinuance of a research program within the Diagnostic Systems unit. Based upon an assessment using significant unobservable inputs and the lack of alternative uses for these assets, the assets were determined to have no fair value.

Concentration of Credit Risk

The Company maintains cash deposits in excess of government-provided insurance limits. Such cash deposits are exposed to loss in the event of nonperformance by financial institutions. Substantially all of the Company’s trade receivables are due from public and private entities involved in the healthcare industry. Due to the large size and diversity of the Company’s customer base, concentrations of credit risk with respect to trade receivables are limited. The Company does not normally require collateral. The Company is exposed to credit loss in the event of nonperformance by financial institutions with which it conducts business. However, this loss is limited to the amounts, if any, by which the obligations of the counterparty to the financial

77

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

instrument contract exceed the obligations of the Company. The Company also minimizes exposure to credit risk by dealing with a diversified group of major financial institutions.

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

The Company continually evaluates 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. The Company believes 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 its financial position or liquidity.

Note 14 — Debt

Short-term debt at September 30 consisted of:

	2011		2010
Loans Payable
Domestic	$	200,000	$	200,000
Foreign		34,910		2,727
Current portion of long-term debt		22		31
	$	234,932	$	202,758

Domestic loans payable consist of commercial paper. Foreign loans payable consist of short-term borrowings from financial institutions. The weighted average interest rates for Short-term debt were 1.20% and 0.27% at September 30, 2011 and 2010, respectively. The Company has available a $1 billion syndicated credit facility with an expiration date in December 2012. This credit facility provides backup support for the commercial paper program and can also be used for other general corporate purposes. It includes a restrictive covenant that requires a minimum interest coverage ratio, with which the Company was in compliance at September 30, 2011. There were no borrowings outstanding under the facility at September 30, 2011. In addition, the Company had short-term foreign lines of credit pursuant to informal arrangements of approximately $231,081 at September 30, 2011, almost all of which was unused.

On November 3, 2011, the Company issued $500,000 of 5-year 1.75% notes and $1 billion of 10-year 3.125% notes. The net proceeds from these issuances are expected to be used for general corporate purposes, which may include funding for working capital, capital expenditures, repurchases of the Company’s common stock and acquisitions. On November 8, 2010, the Company issued $700,000 of 10-year 3.25% notes and $300,000 of 30-year 5.00% notes. The net proceeds from these issuances have been used for general corporate purposes, including funding for working capital, capital expenditures, repurchases of the Company’s common stock and acquisitions.

78

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Long-Term Debt at September 30 consisted of:

	2011		2010
Domestic notes due through 2013 (average year-end interest rate: 1.05% — 2011; 1.0% — 2010)	$	8,030	$	8,058
4.55% Notes due April 15, 2013		205,581		207,992
4.90% Notes due April 15, 2018		204,164		204,710
5.00% Notes due May 15, 2019		494,743		494,196
3.25% Notes due November 12, 2020		695,461		—
7.00% Debentures due August 1, 2027		168,000		168,000
6.70% Debentures due August 1, 2028		167,050		167,050
6.00% Notes due May 15, 2039		245,413		245,351
5.00% Notes due November 12, 2040		296,223		—
	$	2,484,665	$	1,495,357

Long-term debt balances at September 30, 2011 and 2010 have been impacted by certain interest rate swaps that have been designated as fair value hedges, as discussed in Note 12.

The aggregate annual maturities of long-term debt during the fiscal years ending September 30, 2013 to 2016 are as follows: 2013 — $213,603; 2014 — $8; 2015 — $0; 2016 — $0.

The Company capitalizes interest costs as a component of the cost of construction in progress. A summary of interest costs and payments for the years ended September 30 is as follows:

	2011		2010		2009
Charged to operations	$	84,019	$	51,263	$	40,389
Capitalized		37,929		36,436		29,360
Total interest costs	$	121,948	$	87,699	$	69,749
Interest paid, net of amounts capitalized	$	68,447	$	58,401	$	25,544

Note 15 — Income Taxes

The provision for income taxes from continuing operations for the years ended September 30 consisted of:

	2011			2010			2009
Current:
Federal	$	189,997		$	307,236		$	153,030
State and local, including Puerto Rico		23,394			23,441			9,626
Foreign		220,386			170,218			135,931
	$	433,777		$	500,895		$	298,587
Deferred:
Domestic	$	(14,466	)	$	(32,762	)	$	109,925
Foreign		32,100			16,687			2,734
		17,634			(16,075	)		112,659
	$	451,411		$	484,820		$	411,246

79

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

The components of Income From Continuing Operations Before Income Taxes for the years ended September 30 consisted of:

	2011		2010		2009
Domestic, including Puerto Rico	$	908,179	$	889,254	$	890,934
Foreign		808,084		771,906		687,657
	$	1,716,263	$	1,661,160	$	1,578,591

Deferred tax assets and liabilities are netted on the balance sheet by separate tax jurisdictions. At September 30, 2011 and 2010, net current deferred tax assets of $287,143 and $217,865, respectively, were included in Prepaid expenses, deferred taxes and other. Net non-current deferred tax assets of $111,786 and $152,334, respectively, were included in Other. Net current deferred tax liabilities of $7,522 and $2,587, respectively, were included in Current Liabilities — Income taxes. Net non-current deferred tax liabilities of $58,553 and $21,558, respectively, were included in Deferred Income Taxes and Other. Deferred taxes are not provided on undistributed earnings of foreign subsidiaries that are indefinitely reinvested. At September 30, 2011, the cumulative amount of such undistributed earnings indefinitely reinvested outside the United States was $3.8 billion. Determining the tax liability that would arise if these earnings were remitted is not practicable. Deferred taxes are provided for earnings outside the United States when those earnings are not considered indefinitely reinvested.

The following table summarizes the gross amounts of unrecognized tax benefits without regard to reduction in tax liabilities or additions to deferred tax assets and liabilities if such unrecognized tax benefits were settled:

	2011			2010			2009
Balance at October 1	$	90,064		$	50,547		$	69,698
Increase due to current year tax positions		37,792			27,662			8,901
Increase due to prior year tax positions		12,349			25,837			1,872
Decreases due to prior year tax positions		(1,815	)		(11,509	)		—
Decrease due to settlements and lapse of statute of limitations		(2,896	)		(2,473	)		(29,924	)
Balance at September 30	$	135,494		$	90,064		$	50,547

The total amount of unrecognized tax benefits, if recognized, would favorably impact the effective tax rate. Included in the above total is approximately $8,977 of interest and penalties, of which approximately $656 are reflected in the current year statement of operations. The Company includes interest and penalties associated with unrecognized tax benefits as a component of the Income tax provision on the Consolidated Statements of Income. The Company expects changes in the aggregate amount of unrecognized tax benefits that may occur within the next twelve months to be similar to the changes that occurred in the prior twelve months.

The Company conducts business and files tax returns in numerous countries and currently has tax audits in progress in a number of tax jurisdictions. The IRS has completed its audit for the tax years through 2005. For the Company’s other major tax jurisdictions where it conducts business, the Company’s tax years are generally open after 2005.

80

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Deferred income taxes at September 30 consisted of:

	2011					2010
	Assets			Liabilities		Assets			Liabilities
Compensation and benefits	$	590,311		$	—	$	484,767		$	—
Property and equipment		—			433,163		—			318,640
Loss and credit carryforwards		85,731			—		116,478			—
Other		360,893			218,571		293,246			173,372
		1,036,935			651,734		894,491			492,012
Valuation allowance		(52,347	)		—		(56,425	)		—
	$	984,588		$	651,734	$	838,066		$	492,012

Valuation allowances have been established for capital loss carryforwards, state deferred tax assets, net of federal tax, related to net operating losses and credits and other deferred tax assets for which the Company has determined it is more likely than not that these benefits will not be realized. At September 30, 2011, the Company had deferred state tax assets for net state operating losses and credit carryforwards of $40,653 for which a valuation allowance of $26,800 has been established due to the uncertainty of generating sufficient taxable income in the state jurisdictions to utilize the deferred tax assets before they principally expire between 2012 and 2014.

A reconciliation of the federal statutory tax rate to the Company’s effective tax rate was as follows:

	2011			2010			2009
Federal statutory tax rate		35.0	%		35.0	%		35.0	%
State and local income taxes, net of federal tax benefit		1.1			0.9			0.6
Effect of foreign and Puerto Rico earnings and foreign tax credits		(7.2	)		(5.3	)		(7.4	)
Effect of Research Credits and Domestic Production Activities,		(2.6	)		(1.6	)		(2.7	)
Other, net		—			0.2			0.6
		26.3	%		29.2	%		26.1	%

The approximate amounts of tax reductions related to tax holidays in various countries in which the Company does business were $60,275, $51,300 and $44,800, in 2011, 2010 and 2009, respectively. The tax holidays expire at various dates through 2023.

The Company made income tax payments, net of refunds, of $512,092 in 2011, $391,965 in 2010 and $368,724 in 2009.

Note 16 — Supplemental Financial Information

Other Income (Expense), Net

Other income (expense), net in 2011 was $(6,209), which primarily included gains recognized on the sale of assets of $2,857, equity investment net income of $3,017 and income from license and other agreements of $4,479, partially offset by foreign exchange losses (inclusive of hedging costs) of $(13,144) and the write-down of investments of $(3,304).

Other income (expense), net in 2010 was $497, which primarily included the gain recognized on the sale of the extended dwell catheter product platform of $18,039, equity investment income of $4,848 and income from license and other agreements of $6,063, partially offset by foreign exchange losses (inclusive of hedging costs) of $(14,756) and the write-down of investments of $(14,024).

81

Becton, Dickinson and Company

Notes to Consolidated Financial Statements — (Continued)

Other income (expense), net in 2009 was $(3,850), which primarily included foreign exchange losses (inclusive of hedging costs) of $(14,973), partially offset by equity investment income of $4,542 and income from license and other agreements of $6,387.

Trade Receivables, Net

Allowances for doubtful accounts and cash discounts netted against trade receivables were $43,283 and $46,318 at September 30, 2011 and 2010, respectively. The amounts recognized in 2011, 2010 and 2009 relating to these valuation accounts are provided in the following table:

	Allowance for
	Doubtful			Allowance for
	Accounts			Cash Discounts			Total
Balance at September 30, 2008		26,709			8,905			35,614
Additions charged to costs and expenses		18,321			48,025			66,346
Deductions and other		(4,745	)(A)		(48,706	)		(53,451	)
Balance at September 30, 2009		40,285			8,224			48,509
Additions charged to costs and expenses		6,487			31,944			38,431
Deductions and other		(6,373	)(A)		(34,249	)		(40,622	)
Balance at September 30, 2010	$	40,399		$	5,919		$	46,318
Additions charged to costs and expenses		12,510			26,147			38,657
Deductions and other		(17,360	)(A)		(24,332	)		(41,692	)
Balance at September 30, 2011	$	35,549		$	7,734		$	43,283

(A) Accounts written off.

Inventories

Inventories at September 30 consisted of:

	2011		2010
Materials	$	176,955	$	169,268
Work in process		233,538		225,878
Finished products		834,479		750,191
	$	1,244,972	$	1,145,337

Property, Plant and Equipment, Net

Property, Plant and Equipment, Net at September 30 consisted of:

	2011		2010
Land	$	98,418	$	100,988
Buildings		2,153,362		2,095,254
Machinery, equipment and fixtures		4,549,805		4,259,140
Leasehold improvements		78,624		76,680
		6,880,209		6,532,062
Less accumulated depreciation and amortization		3,669,012		3,431,570
	$	3,211,197	$	3,100,492

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Becton, Dickinson and Company

SUPPLEMENTARY DATA (UNAUDITED)

	2011
	1st		2nd		3rd		4th			Year
	Thousands of dollars, except per share amounts
Revenues	$	1,842,005	$	1,922,023	$	2,014,081	$	2,050,795		$	7,828,904
Gross Profit		976,574		1,001,434		1,062,101		1,051,443			4,091,552
Income from Continuing Operations		314,276		311,062		338,110		301,404			1,264,852
Earnings per Share(A):
Income from Continuing Operations		1.38		1.41		1.54		1.39			5.72
Income (Loss) from Discontinued Operations		0.01		—		0.02		(0.01	)		0.03
Basic Earnings per Share		1.39		1.41		1.57		1.38			5.75
Income from Continuing Operations		1.35		1.38		1.51		1.36			5.59
Income (Loss) from Discontinued Operations		0.01		—		0.02		(0.01	)		0.03
Diluted Earnings per Share		1.36		1.38		1.53		1.36			5.62

	2010
	1st		2nd		3rd		4th		Year
	Thousands of dollars, except per share amounts
Revenues	$	1,868,818	$	1,799,409	$	1,830,911	$	1,873,195	$	7,372,333
Gross Profit		974,494		934,917		947,477		972,262		3,829,150
Income from Continuing Operations		304,093		285,034		294,160		293,053		1,176,340
Earnings per Share(A):
Income from Continuing Operations		1.28		1.21		1.26		1.27		5.02
Income from Discontinued Operations		0.05		0.05		0.05		0.45		0.60
Basic Earnings per Share		1.33		1.26		1.32		1.71		5.62
Income from Continuing Operations		1.25		1.18		1.23		1.24		4.90
Income from Discontinued Operations		0.05		0.05		0.05		0.44		0.59
Diluted Earnings per Share		1.30		1.24		1.29		1.68		5.49

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

83

Item 9.   Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

None.

Item 9A.   Controls and Procedures.

An evaluation was conducted 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 September 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 BD’s internal control over financial reporting during the fiscal quarter ended September 30, 2011 identified in connection with the above-referenced evaluations that has materially affected, or is reasonably likely to materially affect, the internal control over financial reporting.

Management’s Report on Internal Control Over Financial Reporting and the Report of Independent Registered Public Accounting Firm are contained in Item 8, Financial Statements and Supplementary Data, and are incorporated herein by reference.

Item 9B.   Other Information.

Not applicable.

PART III

Item 10.   Directors, Executive Officers and Corporate Governance.

The information relating to directors and the Audit Committee of the BD Board of Directors required by this item will be contained under the captions “Proposal 1. Election of Directors” and “Board of Directors — Committee Membership and Function — Audit Committee” in a definitive proxy statement involving the election of directors, which the registrant will file with the SEC not later than 120 days after September 30, 2011 (the “2012 Proxy Statement”), and such information is incorporated herein by reference.

The information relating to executive officers required by this item is included herein in Part I under the caption “Executive Officers of the Registrant.”

Certain other information required by this item will be contained under the captions “Ownership of BD Common Stock — Section 16(a) Beneficial Ownership Reporting Compliance” and “Corporate Governance — Code of Conduct” in BD’s 2012 Proxy Statement, and such information is incorporated herein by reference.

Item 11.   Executive Compensation.

The information required by this item will be contained under the captions “Board of Directors — Non-Management Directors’ Compensation,” “Compensation Discussion and Analysis,” “Report of the Compensation and Benefits Committee,” and “Compensation of Named Executive Officers” in BD’s 2012 Proxy Statement, and such information is incorporated herein by reference.

Item 12.   Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information required by this item will be contained under the caption “Ownership of BD Common Stock” in BD’s 2012 Proxy Statement, and such information is incorporated herein by reference.

84

Item 13.   Certain Relationships and Related Transactions, and Director Independence.

The information required by this item will be contained under the caption “Corporate Governance — Director Independence; Policy Regarding Related Person Transactions” in BD’s 2012 Proxy Statement, and such information is incorporated herein by reference.

Item 14.   Principal Accounting Fees and Services.

The information required by this item will be contained under the caption “Proposal 2. Ratification of Selection of Independent Registered Public Accounting Firm” in BD’s 2012 Proxy Statement, and such information is incorporated herein by reference.

PART IV

Item 15.   Exhibits, Financial Statement Schedules.

(a)   Financial Statements

The following consolidated financial statements of BD are included in Item 8 of this report:

•  Reports of Independent Registered Public Accounting Firm

•  Consolidated Statements of Income — Years ended September 30, 2011, 2010 and 2009

•  Consolidated Statements of Comprehensive Income — Years ended September 30, 2011, 2010 and 2009

•  Consolidated Balance Sheets — September 30, 2011 and 2010

•  Consolidated Statements of Cash Flows — Years ended September 30, 2011, 2010 and 2009

•  Notes to Consolidated Financial Statements

(b)   Financial Statement Schedules

See Note 16 to the Consolidated Financial Statements included in Item 8, Financial Statements and Supplementary Data.

(c)   Exhibits

See the Exhibit Index beginning on page 88 hereof for a list of all management contracts, compensatory plans and arrangements required by this item (Exhibit Nos. 10(a) through 10(o)), and all other Exhibits filed or incorporated by reference as a part of this report.

85

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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

By:  /s/  Gary DeFazio

Gary DeFazio

Vice President and Corporate Secretary

Dated: November 23, 2011

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on the 23^rd day of November, 2011 by the following persons on behalf of the registrant and in the capacities indicated.

Name	Capacity
/s/  Vincent A. Forlenza (Vincent A. Forlenza)	Chief Executive Officer and President (Principal Executive Officer)
/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)
Basil L. Anderson*	Director
Henry P. Becton, Jr.*	Director
Edward F. DeGraan*	Director
Claire M. Fraser-Liggett*	Director
Christopher Jones*	Director
Marshall O. Larsen*	Director
Edward J. Ludwig*	Director

86

Name	Capacity
Adel A.F. Mahmoud*	Director
Gary A. Mecklenburg*	Director
Cathy E. Minehan*	Director
James F. Orr*	Director
Willard J. Overlock, Jr.*	Director
Bertram L. Scott*	Director
Alfred Sommer*	Director

*By:  /s/  Gary DeFazio

Gary DeFazio

Attorney-in-fact

87

EXHIBIT INDEX

Exhibit
Number			Description	Method of Filing
	3	(a)(i)	Restated Certificate of Incorporation, dated as of February 3, 2009	Incorporated by reference to Exhibit 3(a) to the registrant’s Quarterly Report on Form 10-Q for the period ended December 31, 2008
	3	(b)	By-Laws, as amended and restated as of July 26, 2011	Incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K dated July 26, 2011
	4	(d)	Indenture, dated as of March 1, 1997, between the registrant and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank)	Incorporated by reference to Exhibit 4(a) to Form 8-K filed by the registrant on July 31, 1997
			The registrant hereby agrees to furnish to the Commission upon request a copy of any other instruments which define the rights of holders of long-term debt of the registrant.
	10	(a)	Form of Employment Agreement with executive officers relating to employment following a change of control of the registrant	Incorporated by reference to Exhibit 10(a) to the registrant’s Quarterly Report on Form 10-Q for the period ended December 31, 2008
	10	(b)	Stock Award Plan, as amended and restated as of January 31, 2006	Incorporated by reference to Exhibit 10(a) to the registrant’s Quarterly Report on Form 10-Q for the period ended December 31, 2005
	10	(c)	Performance Incentive Plan, as amended and restated September 23, 2008	Incorporated by reference to Exhibit 10(c) to the registrant’s Current Report on Form 8-K dated September 26, 2008
	10	(d)(i)	Deferred Compensation and Retirement Benefit Restoration Plan, as amended and restated as of October 1, 2009	Incorporated by reference to Exhibit 10(d)(i) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2009
	10	(d)(ii)	1996 Directors’ Deferral Plan, as amended and restated as of October 1, 2009	Incorporated by reference to Exhibit 10(d)(ii) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2009
	10	(e)(i)	1994 Restricted Stock Plan for Non Employee Directors	Incorporated by reference to Exhibit A to the registrant’s Proxy Statement dated January 5, 1994
	10	(e)(ii)	Amendment to the 1994 Restricted Stock Plan for Non-Employee Directors as of November 26, 1996	Incorporated by reference to Exhibit 10(j)(ii) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 1996
	10	(f)(i)	1995 Stock Option Plan, as amended and restated January 27, 1998	Incorporated by reference to Exhibit 10(k) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 1998
	10	(f)(ii)	Amendments dated as of April 24, 2000 to the 1995 Stock Option Plan, as amended and restated January 27, 1998	Incorporated by reference to Exhibit 10(k) to the registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2000
	10	(g)(i)	1998 Stock Option Plan	Incorporated by reference to Exhibit 10.1 to the registrant’s Quarterly Report on Form 10-Q/A for the period ended March 31, 1998
	10	(g)(ii)	Amendments dated as of April 24, 2000 to the 1998 Stock Option Plan	Incorporated by reference to Exhibit 10(l) to the registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2000
	10	(h)	Australian, French and Spanish addenda to the Becton, Dickinson and Company Stock Option Plans	Incorporated by reference to Exhibit 10(m) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 1998

88

Exhibit
Number			Description	Method of Filing
	10	(i)	Indian addendum to the Becton, Dickinson and Company Stock Option Plans	Incorporated by reference to Exhibit 10(n) to registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 1999
	10	(j)	China and Japan addenda to Becton, Dickinson and Company Stock Option Plans	Incorporated by reference to Exhibit 10(n)(i) to registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2002
	10	(k)(i)	Non-Employee Directors 2000 Stock Option Plan	Incorporated by reference to Exhibit 10(o) to the registrant’s Quarterly Report on Form 10-Q for the period ended March 31, 2000
	10	(k)(ii)	Amendments dated as of April 24, 2000 to the Non-Employee Directors 2000 Stock Option Plan	Incorporated by reference to Exhibit 10(o) to the registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2000
	10	(l)	2002 Stock Option Plan	Incorporated by reference to Appendix A to the registrant’s Proxy Statement dated January 3, 2002
	10	(m)	2004 Employee and Director Equity-Based Compensation Plan, as amended and restated as of July 27, 2010	Incorporated by reference to Exhibit 10 to the registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2010
	10	(n)	Terms of Awards under 2004 Employee and Director Equity-Based Compensation Plan	Incorporated by reference to Exhibit 10(p) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2008
	10	(o)	Amended and Restated Aircraft Time Sharing Agreement between Becton, Dickinson and Company and Edward J. Ludwig dated as of September 21, 2006	Incorporated by reference to Exhibit 10(r) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2006
	10	(p)(i)	Amended and Restated Five-Year Credit Agreement, dated as of December 1, 2006 among the registrant and the banks named therein	Incorporated by reference to Exhibit 10(p)(i) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2010
	10	(p)(ii)	Extension of term of Amended and Restated Five-Year Credit Agreement	Incorporated by reference to Exhibit 10(p)(ii) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2010
	21		Subsidiaries of the registrant	Filed with this report
	23		Consent of independent registered public accounting firm	Filed with this report
	24		Power of Attorney	Filed with this report
	31		Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to SEC Rule 13(a)-14(a)	Filed with this report
	32		Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to Section 1350 of Chapter 63 of Title 18 of the U.S. Code	Filed with this report
	101		The following materials from this report, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, and (v) Notes to Consolidated Financial Statements.

Copies of any Exhibits not accompanying this Form 10-K are available at a charge of 10 cents per page by contacting: Investor Relations, Becton, Dickinson and Company, 1 Becton Drive, Franklin Lakes, New Jersey 07417-1880, Phone: 1-800-284-6845.

89

EX-21

SUBSIDIARIES OF BECTON, DICKINSON AND COMPANY

EXHIBIT 21

Subsidiaries of Becton, Dickinson and Company as of September 30, 2011

Name of Subsidiary	State of Jurisdiction	Percentage of Voting
	of Incorporation	Securities Owned
Accuri Cytometers, Inc. Accuri Cytometers (Europe), Ltd. Atto BioScience, Inc. B-D (Cambridge U.K.) Ltd. BD Biosciences, Systems and Reagents Inc. BD Holding S. de R.L. de C.V. BD Matrex Holdings, Inc. BD Norge AS BD Rapid Diagnostic (Suzhou) Co., Ltd. BDIT Singapore Pte. Ltd. BD (West Africa) Limited BDX INO LLC Becton Dickinson A/S Becton Dickinson AcuteCare Holdings, Inc. Becton Dickinson Advanced Pen Injection Systems GmbH Becton Dickinson Argentina S.R.L. Becton Dickinson Asia Limited Becton Dickinson Asia Pacific Limited Becton Dickinson Austria GmbH Becton Dickinson Benelux N.V. Becton Dickinson Canada Inc. Becton Dickinson Caribe Ltd. Becton Dickinson Croatia LLC Becton Dickinson de Colombia Ltda. Becton Dickinson Czechia s.r.o. Becton Dickinson del Uruguay S.A. Becton Dickinson Distribution Center N.V. Becton Dickinson East Africa Ltd. Becton Dickinson Finance B.V. Becton Dickinson Guatemala S.A. Becton Dickinson Hellas S.A. Becton Dickinson Hungary Kft. Becton Dickinson India Private Limited Becton Dickinson Infusion Therapy AB Becton Dickinson Infusion Therapy B.V. Becton Dickinson Infusion Therapy Holdings AB Becton Dickinson Infusion Therapy Systems Inc., S.A. de C.V. Becton Dickinson Infusion Therapy UK Becton Dickinson Infusion Therapy Systems Inc. Becton Dickinson Infusion Therapy Holdings UK Limited Becton Dickinson Insulin Syringe, Ltd.	Delaware United Kingdom Delaware United Kingdom California Mexico Delaware Norway China Singapore Ghana Delaware Denmark Delaware Switzerland Argentina Hong Kong British Virgin Islands Austria Belgium Canada Cayman Islands Croatia Colombia Czech Republic Uruguay Belgium Kenya Netherlands Guatemala Greece Hungary India Sweden Netherlands Sweden Mexico United Kingdom Delaware United Kingdom Cayman Islands	100% 100% (1) 100% 100% (1) 100% 100% (1) 100% 100% (1) 100% (1) 100% (1) 100% (1) 100% 100% (1) 100% 100% (1) 100% (1) 100% (1) 100% 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1)

SUBSIDIARIES OF BECTON, DICKINSON AND COMPANY

Name of Subsidiary	State of Jurisdiction	Percentage of Voting
	of Incorporation	Securities Owned
Becton Dickinson Ithalat Ihracat Limited Sirketi Becton Dickinson Korea Holding, Inc. Becton Dickinson Korea Ltd. Becton Dickinson Malaysia, Inc. Becton Dickinson (Mauritius) Limited Becton Dickinson Medical (S) Pte Ltd. Becton Dickinson Medical Devices Co. Shanghai Ltd. Becton Dickinson Medical Devices Co. Ltd., Suzhou Becton Dickinson Medical Products Pte. Ltd. Becton Dickinson Ltd. Becton Dickinson O.Y. Becton Dickinson Overseas Services Ltd. Becton Dickinson Pen Limited Becton Dickinson Penel Limited Becton Dickinson Philippines, Inc. Becton Dickinson Polska Sp.z.o.o. Becton Dickinson Pty. Ltd. Becton Dickinson (Pty) Ltd. Becton Dickinson Sdn. Bhd. Becton Dickinson Service (Pvt.) Ltd. Becton Dickinson Sample Collection GmbH Becton Dickinson Slovakia s.r.o. Becton Dickinson (Thailand) Limited Becton Dickinson Venezuela, C.A. Becton Dickinson Venture LLC BD Ventures LLC Becton Dickinson Vostok LLC Becton Dickinson, S.A. Becton Dickinson (Royston) Limited Becton, Dickinson A.G. Becton, Dickinson Aktiebolag Becton, Dickinson and Company, Ltd. Becton, Dickinson B.V. Becton, Dickinson de Mexico, S.A. de C.V. Becton Dickinson France S.A.S. Becton Dickinson GmbH Becton, Dickinson Industrias Cirurgicas, Ltda. Becton, Dickinson Italia S.p.A. B-D U.K. Holdings Limited Becton Dickinson U.K. Limited Bedins Vermont Indemnity Company Benex Ltd. BioVenture Centre Pte. Ltd. Cell Analysis Systems, Inc. Clontech Laboratories UK Limited Corporativo BD de Mexico, S. de R.L. de C.V. Cytopeia D.L.D., Ltd.	Turkey Delaware Korea Oregon Mauritius Singapore P.R.C. P.R.C. Singapore New Zealand Finland Nevada Ireland Cayman Islands Philippines Poland Australia South Africa Malaysia Pakistan Switzerland Slovakia Thailand Venezuela Delaware New Jersey Russia Spain United Kingdom Switzerland Sweden Ireland Netherlands Mexico France Germany Brazil Italy United Kingdom United Kingdom Vermont Ireland Singapore Illinois United Kingdom Mexico Washington Bermuda	100% (1) 100% 100% (1) 100% 100% 100% (1) 100% (1) 100% (1) 100% 100% (1) 100% (1) 100% 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% 100% (1) 100% (1) 100% (1) 100% (1) 100% 100% 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% 100% (1) 100% 100% (1) 100% (1) 100% (1) 100% 100% (1)

SUBSIDIARIES OF BECTON, DICKINSON AND COMPANY

Name of Subsidiary	State of Jurisdiction	Percentage of Voting
	of Incorporation	Securities Owned
Dantor S.A. Difco Laboratories Incorporated Difco Laboratories Limited Discovery Labware, Inc. Distribuidora BD Mexico, S.A. de C.V. Procesos para Esterilizacion, S.A. de C.V. Franklin Lakes Enterprises, L.L.C. GeneOhm Sciences Canada Inc. Healthcare Holdings in Sweden AB HandyLab, Inc. HandyLab, Ltd. IBD Holdings LLC Johnston Laboratories, Inc. Staged Diabetes Management LLC Matrex Salud, de R.L. de C.V. Med-Safe Systems, Inc. Nippon Becton Dickinson Company, Ltd. PharMingen Phase Medical, Inc. Plasso Technology Limited PreAnalytiX GmbH Abastecedora de Dispositivos Medicos JL S.A. de C.V. TriPath Imaging, Inc. TriPath Oncology, Inc. Becton Dickinson Europe Holdings S.A.S. Becton Dickinson Management GmbH & Co. KG Becton Dickinson Verwaltungs GmbH Becton Dickinson Holdings Limited Becton Dickinson Luxembourg S.a.r.L. Becton Dickinson Holdings Pte Ltd. Becton Dickinson Luxembourg LLC Carmel Pharma Inc. Becton Dickinson Luxembourg II LLC BD Luxembourg II S.C.S. BD Luxembourg Holdings S.a.r.L BD Sweden Holdings AB Carmel Pharma AB Carmel Pharma OY Carmel Pharma S.a.r.L. Carmel Pharma GmbH Carmel Pharma Japan KK Carmel Pharma Canada Inc. Carmel Pharma Pty. Ltd. Becton Dickinson Far East Holdings Ltd. BD Asia Holdings Ltd. BD Luxembourg LLC S.C.S. BD Worldwide Investments Sa.r.L. BD Lux S.a.r.L	Uruguay Michigan United Kingdom Delaware Mexico Mexico New Jersey Canada Sweden Delaware United Kingdom Delaware Maryland New Jersey Mexico California Japan California California United Kingdom Switzerland Mexico Delaware Delaware France Germany Germany Ireland Luxembourg Singapore Delaware Connecticut Luxembourg Luxembourg Luxembourg Sweden Sweden Finland France Germany Japan Canada Australia Gibraltar Gibraltar Luxembourg Luxembourg Luxembourg	100% (1) 100% 100% (1) 100% 100% (1) 100% (1) 100% 100% (1) 100% (1) 100% 100% (1) 50%(1) 100% (1) 50% (1) 50% (1) 100% 100% (1) 100% 100% (1) 100% (1) 50% (1) 100% (1) 100% 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% 100% (1) 100% 100% 95%/5% (1) 100% 100% 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% 100% 100% (1) 100% (1) 100% (1)

SUBSIDIARIES OF BECTON, DICKINSON AND COMPANY

Name of Subsidiary	State of Jurisdiction	Percentage of Voting
	of Incorporation	Securities Owned
BD (Gibraltar) Holdings Ltd. BD Management S.a.r.L Becton Dickinson Bermuda L.P. BD Luxembourg Finance S.a.r.L. BD (Gibraltar) Limited BD Netherlands Holdings N.V.	Gibraltar Luxembourg Bermuda Luxembourg Gibraltar Netherlands	100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1)

(1) owned by a wholly-owned subsidiary of Becton, Dickinson and Company

EX-23

EXHIBIT 23

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the following Registration Statements:

(1)	Registration Statements on Form S-8 Nos. 33-23055, 33-33791, 33-53375, 33-58367, 33-64115, 333-11885, 333-16091, 333-46089, 333-59238, 333-108052, 333-118235, 333-147594, 333-161129, 333-161215 and 333-170821, of Becton, Dickinson and Company, and,
(2)	Registration Statements on Form S-3 Nos. 333-23559, 333-38193, 333-104019, 333-134143 and 333-159102 of Becton, Dickinson and Company;

of our reports dated November 23, 2011, with respect to the consolidated financial statements of Becton, Dickinson and Company and the effectiveness of internal control over financial reporting of Becton, Dickinson and Company included in this Annual Report (Form 10-K) of Becton, Dickinson and Company for the year ended September 30, 2011.

/s/ Ernst & Young LLP

New York, New York
November 23, 2011

EX-24

EXHIBIT 24

POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, being a director of Becton, Dickinson and Company, a New Jersey corporation (the “Company”), hereby constitutes and appoints Vincent A. Forlenza, David V. Elkins, Jeffrey S. Sherman and Gary DeFazio, and each of them, his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign the Company’s Annual Report on Form 10-K for the Company’s fiscal year ended September 30, 2011, and any amendments thereto, each in such form as they or any one of them may approve, and to file the same with all exhibits thereto and other documents in connection therewith with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done so that such Annual Report shall comply with the Securities Exchange Act of 1934, as amended, and the applicable Rules and Regulations adopted or issued pursuant thereto, as fully and to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them or their substitute or resubstitute, may lawfully do or cause to be done by virtue hereof.

     This Power of Attorney shall not revoke any powers of attorney previously executed by the undersigned. This Power of Attorney shall not be revoked by any subsequent power of attorney that the undersigned may execute, unless such subsequent power of attorney specifically provides that it revokes this Power of Attorney by referring to the date of the undersigned’s execution of this Power of Attorney. For the avoidance of doubt, whenever two or more powers of attorney granting the powers specified herein are valid, the agents appointed on each shall act separately unless otherwise specified.

     IN WITNESS WHEREOF, each of the undersigned has hereunto set his or her hand on this 22nd day of November, 2011.

/s/ Basil L. Anderson Basil L. Anderson	/s/ Adel A.F. Mahmoud Adel A.F. Mahmoud
/s/ Henry P. Becton, Jr. Henry P. Becton, Jr.	/s/ Gary A. Mecklenburg Gary A. Mecklenburg
/s/ Edward F. DeGraan Edward F. DeGraan	/s/ Cathy E. Minehan Cathy E. Minehan
/s/ Vincent A. Forlenza Vincent A. Forlenza	/s/ James F. Orr James F. Orr
/s/ Claire M. Fraser-Liggett Claire M. Fraser-Liggett	/s/ Willard J. Overlock, Jr. Willard J. Overlock, Jr.
/s/ Christopher Jones Christopher Jones	/s/ Bertram L. Scott Bertram L. Scott
/s/ Marshall O. Larsen Marshall O. Larsen	/s/ Alfred Sommer Alfred Sommer
/s/ Edward J. Ludwig Edward J. Ludwig

EX-31

EXHIBIT 31

CERTIFICATION

I, Vincent A. Forlenza, certify that:

1. I have reviewed this Annual Report on Form 10-K 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: November 23, 2011

/s/ Vincent A. Forlenza  

Vincent A. Forlenza 

Chief Executive Officer and President 

CERTIFICATION

I, David V. Elkins, certify that:

1. I have reviewed this Annual Report on Form 10-K 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: November 23, 2011

/s/ David V. Elkins  

David V. Elkins 

Executive Vice President and Chief Financial Officer 

EX-32

EXHIBIT 32

CERTIFICATION

The certification set forth below is being submitted in connection with the Annual Report on Form 10-K of Becton, Dickinson and Company for the fiscal year ended September 30, 2011 as filed with the Securities and Exchange Commission on the date hereof (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, Vincent A. Forlenza, 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.

Date: November 23, 2011

/s/ Vincent A. Forlenza  

Vincent A. Forlenza 

Chief Executive Officer and President 

CERTIFICATION

The certification set forth below is being submitted in connection with the Annual Report on Form 10-K of Becton, Dickinson and Company for the fiscal year ended September 30, 2011 as filed with the Securities and Exchange Commission on the date hereof (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.

Date: November 23, 2011

/s/ David V. Elkins  

David V. Elkins 

Executive Vice President and Chief Financial Officer 

XML

Summary of Significant Accounting Policies (Details Textuals 1) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Maturity period of cash equivalents at the time of purchase	Three months or less
Summary of Significant Accounting Policies (Textuals) [Abstract]
Depreciation and amortization expense	$ 348,522	$ 347,402	$ 312,321
Amortization expense of capitalized software	23,173	32,181	46,485
Shipping expense	$ 276,797	$ 255,765	$ 250,941
Maximum [Member]
Maturity period of Short-Term Investment at the time of purchase	1 year
Useful life of capitalized computer software	10 years
Minimum [Member]
Maturity period of Short-Term Investment at the time of purchase	3 months

XML

Share-Based Compensation (Details 1) (USD $)	12 Months Ended
	Sep. 30, 2011 Installment Year	Sep. 30, 2010 Year	Sep. 30, 2009 Year
Fair values of stock appreciation rights granted during the annual share-based grants, Assumptions
Risk-free interest rate	2.40%	2.60%	2.73%
Expected volatility	24.00%	28.00%	28.00%
Expected dividend yield	2.14%	1.96%	2.11%
Expected life	7.8	6.5	6.5
Fair value derived	$ 16.80	$ 19.70	$ 16.11

XML

Segment Data (Details 3) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Segment Reporting Information [Line Items]
Total capital expenditures	$ 515,385	$ 537,306	$ 585,196
Medical [Member]
Segment Reporting Information [Line Items]
Total capital expenditures	366,915	368,857	407,884
Diagnostics [Member]
Segment Reporting Information [Line Items]
Total capital expenditures	93,435	108,941	102,432
Biosciences [Member]
Segment Reporting Information [Line Items]
Total capital expenditures	37,220	49,821	55,646
Corporate and All Other [Member]
Segment Reporting Information [Line Items]
Total capital expenditures	$ 17,815	$ 9,687	$ 19,234

XML

Acquisitions (Details 1) (Accuri [Member], USD $) In Thousands	Sep. 30, 2011	Mar. 17, 2011
Accuri [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
Total	$ 204,970	$ 204,970

XML

Share-Based Compensation (Details 2) (USD $) In Thousands, except Share data, unless otherwise specified	12 Months Ended
	Sep. 30, 2011 Installment Year Contract
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
SARs, Beginning Balance	7,659,155
Exercised, SARs	(555,155)
SARs, Ending Balance	9,027,037
SARs, Weighted Average Exercise Price Beginning Balance	$ 70.46
Weighted Average Exercise Price Exercised	$ 66.58
SARs, Weighted Average Exercise Price Forfeited, canceled or expired	$ 72.71
SARs, Weighted Average Exercise Price Ending Balance	$ 72.14
SARs, Aggregate intrinsic Value	$ 35,203
SARs, Vested and expected to vest at ending balance	8,584,694
SARs, Exercisable at ending balance	4,603,602
SARs, Weighted Average Exercise Price, Vested and expected to vest at ending balance	$ 72.03
SARs, Weighted Average Exercise Price Exercisable at ending balance	$ 70.09
SARs, weighted Average Remaining Contractual Term (Years), Vested and expected to vest at ending balance	7.00
SARs, Weighted Average Remaining Contractual Term (Years). Exercisable at ending balance	5.85
SARs, Aggregate Intrinsic Value, Vested and expected to vest at ending balance	34,346
SARs, Average Intrinsic Value, exercisable at ending balance	$ 26,631
Stock Appreciation Rights (SARs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted, SARs	2,216,436
Forfeited, canceled or expired, Stock Units	(293,399)
SARs Weighted Average Remaining Contractual Term (Years)	7.07
Weighted average grant date fair value of SARs	$ 76.64

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Derivative Instruments and Hedging Activities (Details 1) (Cash Flow Hedging [Member], USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives	$ (33,200)	$ 44,884	$ (82,073)
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income	(1,656)	(33,502)	102,781
Forward Exchange Contract [Member]
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives	0	43,624	(81,410)
Interest rate swap [Member]
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives	(33,200)	1,238	(641)
Commodity Forward Contract [Member]
Derivatives Accounted for as Designated Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI on Derivatives	0	22	(22)
Revenues [Member]
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income	0	(31,471)	104,858
Interest Expense [Member]
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income	(1,656)	(1,996)	(1,846)
Cost of Sales [Member]
Location of Gain (Loss) Reclassified from Accumulated OCI into Income
Gain (Loss) Reclassified from Accumulated OCI into Income	$ 0	$ (35)	$ (231)

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Segment Data (Details 1) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Segment Operating Income
Total Segment Operating Income	$ 2,194,154	$ 2,079,959	$ 2,018,830
Unallocated Expenses	(477,891)	(418,799)	(440,239)
Income From Continuing Operations Before Income Taxes	1,716,263	1,661,160	1,578,591
Medical [Member]
Segment Operating Income
Total Segment Operating Income	1,181,404	1,118,319	1,049,236
Diagnostics [Member]
Segment Operating Income
Total Segment Operating Income	636,361	607,411	607,250
Biosciences [Member]
Segment Operating Income
Total Segment Operating Income	$ 376,389	$ 354,229	$ 362,344

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Derivative Instruments and Hedging Activities (Tables)

12 Months Ended

Sep. 30, 2011

Derivative Instruments and Hedging Activities [Abstract]

Effects on Consolidated Balance Sheets

	September 30,
	2011		2010
Asset derivatives-designated for hedge accounting
Interest rate swaps	$	5,959	$	8,609
Asset derivatives-undesignated for hedge accounting
Forward exchange contracts	$	37,198	$	32,392
Total asset derivatives(A)	$	43,157	$	41,001
Liability derivatives-undesignated for hedge accounting
Forward exchange contracts	$	39,589	$	21,265
Total liability derivatives(B)	$	39,589	$	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

									Location of Gain
Derivatives Accounted									(Loss)
for as Designated	Gain (Loss) Recognized in OCI on								Reclassified from	Gain (Loss) Reclassified from
Cash Flow Hedging	Derivatives, Net of Tax								Accumulated OCI	Accumulated OCI into Income
Relationships	2011			2010		2009			into Income	2011			2010			2009
Forward exchange contracts	$	—		$	43,624	$	(81,410	)	Revenues	$	—		$	(31,471	)	$	104,858
Interest rate swaps		(33,200	)		1,238		(641	)	Interest expense		(1,656	)		(1,996	)		(1,846	)
Commodity forward contracts		—			22		(22	)	Cost of products sold		—			(35	)		(231	)
Total	$	(33,200	)	$	44,884	$	(82,073	)		$	(1,656	)	$	(33,502	)	$	102,781

Fair value hedge

Income Statement	Gain/(Loss) on Swap								Gain/(Loss) on Borrowings
Classification	2011			2010		2009			2011		2010			2009
Other income (expense)(A)	$	(2,650	)	$	6,638	$	(3,402	)	$	2,650	$	(6,638	)	$	3,402

(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)
Derivatives Not	Location of Gain (Loss)	Recognized in Income on
Designated as	Recognized in Income on	Derivative
For Hedge Accounting	Derivatives	2011			2010			2009
Forward exchange contracts(B)	Other income (expense)	$	(1,443	)	$	(6,606	)	$	138

(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 (expense) income.

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Derivative Instruments and Hedging Activities (Details 2) (Borrowings [Member], Fair Value Hedging [Member], Other Income Expense [Member], USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Borrowings [Member] | Fair Value Hedging [Member] | Other Income Expense [Member]
Interest Rate Fair Value Hedges [Abstract]
Gain/(Loss) on the hedged fixed rate debt attributable to changes in the market interest rates	$ 2,650	$ (6,638)	$ 3,402

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Acquisitions (Details Textual) (USD $) In Thousands, unless otherwise specified			12 Months Ended		12 Months Ended				12 Months Ended
	Jun. 30, 2010	Sep. 30, 2011 Medical [Member] Carmel Pharma [Member]	Sep. 30, 2011 Carmel Pharma [Member]	Mar. 17, 2011 Biosciences [Member] Accuri [Member]	Sep. 30, 2011 Accuri [Member]	Mar. 17, 2011 Accuri [Member]	Mar. 17, 2011 Personal flow cytomery technology [Member]	Nov. 19, 2009 Diagnostics [Member] Handy Lab [Member]	Sep. 30, 2011 Handy Lab [Member]	Nov. 19, 2009 Handy Lab [Member]	Nov. 19, 2009 Platform Technology [Member]	Nov. 19, 2009 Jaguar Plus Technology [Member]
Acquisitions (Textuals) [Abstract]
Percentage of outstanding shares acquired			100.00%			100.00%				100.00%
Acquisition-date fair value of consideration transferred net of in cash acquired			$ 287,111		$ 204,970	$ 204,970			$ 277,610	$ 277,610
Cash acquired in acquisition			5,047			3,112
Research and development asset					42,300		42,300		169,000	169,000	26,000	143,000
Amount reclassified from initial IPR&D valued	26,000
Goodwill allocated to business segments		145,386	145,386	94,299	94,299			147,456	147,456
Acquisition related costs in the current Period			5,250		900				2,500
Portion of goodwill expected to be deductible for tax purposes			0		0				0
Unamortized balance at acquisition date										2,854
Gain or loss from acquisition										$ 0
Terms related to initial payment for exclusive distribution rights (in years)									12 years
Useful life assigned to amount reclassified from IPR&D to Core and Dev.Tech									20 years

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Debt (Details Textuals 1) (USD $) In Thousands, unless otherwise specified	12 Months Ended										1 Months Ended		1 Months Ended		1 Months Ended		1 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011 4.55% Notes due April 15, 2013 [Member]	Sep. 30, 2011 4.90% Notes due April 15, 2018 [Member]	Sep. 30, 2011 5.00% Notes due May 15, 2019 [Member]	Sep. 30, 2011 3.25% Notes due November 12, 2020 [Member]	Sep. 30, 2011 7.00% Debentures due August 1, 2027 [Member]	Sep. 30, 2011 6.70% Debentures due August 1, 2028 [Member]	Sep. 30, 2011 6.00% Notes due May 15, 2039 [Member]	Sep. 30, 2011 5.00% Notes due November 12, 2040 [Member]	Nov. 30, 2010 10-year 3.25% notes [Member]	Nov. 08, 2010 10-year 3.25% notes [Member]	Nov. 30, 2010 30-year 5.00% notes [Member]	Nov. 08, 2010 30-year 5.00% notes [Member]	Nov. 30, 2011 5-year 1.75% notes [Member]	Nov. 03, 2011 5-year 1.75% notes [Member]	Nov. 30, 2011 10-year 3.125% notes [Member]	Nov. 03, 2011 10-year 3.125% notes [Member]
Debt (Textuals) [Abstract]
Face amounts of notes due	$ 200,000											$ 700,000		$ 300,000		$ 500,000		$ 1,000,000
Interest rates of debt instruments			4.55%	4.90%	5.00%	3.25%	7.00%	6.70%	6.00%	5.00%		3.25%		5.00%		1.75%		3.125%
Debt instrument maturity period (years)											10 years		30 years		5 years		10 years
Average year-end interest rate on domestic notes due through 2013	1.05%	1.00%
Aggregate annual maturities of long-term debt, 2013	213,603
Aggregate annual maturities of long-term debt, 2014	8
Aggregate annual maturities of long-term debt, 2015	0
Aggregate annual maturities of long-term debt, 2016	$ 0

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Share-Based Compensation (Details 4) (USD $)	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Summary of performance-based restricted stock units outstanding
Forfeited, canceled or expired, Stock Units Exercise Price	$ 72.71
Performance-Based Restricted Stock Units [Member]
Summary of performance-based restricted stock units outstanding
Stock Units Exercise Price, Beginning Balance	$ 72.79
Granted, Stock Units	944,174
Granted, stock units weighted average grant date fair value	$ 76.64	$ 75.63	$ 62.50
Distributed, Stock Units	(122,554)
Distributed, Stock Units Exercise Price	$ 84.29
Forfeited, canceled or expired, Stock Units	(798,254)
Forfeited, canceled or expired, Stock Units Exercise Price	$ 82.24
Stock Units Exercise Price, Ending Balance	$ 70.96	$ 72.79
Stock Units, Beginning Balance	2,879,568
Stock Units, Vested and expected to vest at ending balance	234,015
Stock Units, Vested and expected to vest at ending balance, Exercise Price	70.32
Stock Units, Ending Balance	2,902,934	2,879,568

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Intangible Assets (Details) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Amortized intangible assets
Gross Carrying Amount	$ 1,146,668	$ 882,592
Accumulated Amortization	536,102	489,661
Unamortized intangible assets
Unamortized intangible assets, Total	187,969	145,709
Intangible Assets (Textuals) [Abstract]
Intangible amortization expense	55,151	48,399	47,066
Future Amortization Expense, 2012	72,536
Future Amortization Expense, 2013	74,412
Future Amortization Expense, 2014	71,849
Future Amortization Expense, 2015	69,745
Future Amortization Expense, Year Five	64,963
Core and developed technology [Member]
Amortized intangible assets
Gross Carrying Amount	685,191	580,709
Accumulated Amortization	304,292	269,926
Product Rights [Member]
Amortized intangible assets
Gross Carrying Amount	152,140	0
Accumulated Amortization	1,268	0
Patents, trademarks, and other [Member]
Amortized intangible assets
Gross Carrying Amount	309,337	301,883
Accumulated Amortization	230,542	219,735
Acquired in process research and development [Member]
Unamortized intangible assets
Unamortized intangible assets, Total	185,300	143,000
Trademarks [Member]
Unamortized intangible assets
Unamortized intangible assets, Total	$ 2,669	$ 2,709

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Debt (Details 1) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Summary of Long-Term Debt
Long-term Debt, Gross	$ 2,484,665	$ 1,495,357
Domestic notes due through 2013 (average year-end interest rate: 1.05% - 2011; 1.0% - 2010) [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	8,030	8,058
4.55% Notes due April 15, 2013 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	205,581	207,992
4.90% Notes due April 15, 2018 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	204,164	204,710
5.00% Notes due May 15, 2019 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	494,743	494,196
3.25% Notes due November 12, 2020 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	695,461	0
7.00% Debentures due August 1, 2027 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	168,000	168,000
6.70% Debentures due August 1, 2028 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	167,050	167,050
6.00% Notes due May 15, 2039 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	245,413	245,351
5.00% Notes due November 12, 2040 [Member]
Summary of Long-Term Debt
Long-term Debt, Gross	$ 296,223	$ 0

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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	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Not Designated as Hedging Instrument [Member] | Forward Exchange Contract [Member] | Other Income Expense [Member]
Undesignated hedges
Amount of Gain (Loss) Recognized in Income on Derivative	$ (1,443)	$ (6,606)	$ 138

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Debt (Details 2) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Summary of interest costs and payment
Charged to operations	$ 84,019	$ 51,263	$ 40,389
Capitalized	37,929	36,436	29,360
Total interest costs	121,948	87,699	69,749
Interest paid, net of amounts capitalized	$ 68,447	$ 58,401	$ 25,544

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Derivative Instruments and Hedging Activities (Details) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Effects on Consolidated Balance Sheets
Asset derivatives	$ 43,157	$ 41,001
Liability derivatives	39,589	21,265
Designated as Hedging Instrument [Member] | Interest rate swap [Member]
Effects on Consolidated Balance Sheets
Asset derivatives	5,959	8,609
Not Designated as Hedging Instrument [Member] | Forward Exchange Contract [Member]
Effects on Consolidated Balance Sheets
Asset derivatives	37,198	32,392
Liability derivatives	$ 39,589	$ 21,265

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Acquisitions (Details 2) (Handy Lab [Member], USD $) In Thousands	Sep. 30, 2011	Nov. 19, 2009
Handy Lab [Member]
Fair value of consideration transferred
Cash		$ 274,756
Settlement of preexisting relationship		2,854
Total	$ 277,610	$ 277,610

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Shareholders' Equity (Tables)

12 Months Ended

Sep. 30, 2011

Shareholders' Equity [Abstract]

Changes in certain components of shareholders' equity

	Common		Capital in
	Stock Issued		Excess of			Retained			Deferred			Treasury Stock
	at Par Value		Par Value			Earnings			Compensation			Shares			Amount
Balance at September 30, 2008	$	332,662	$	1,359,531		$	6,838,589		$	14,694			(89,584,786	)	$	(3,532,398	)
Net income							1,231,603
Cash dividends:
Common ($1.32 per share)							(317,361	)
Common stock issued for:
Share-based compensation plans, net				38,919									2,283,887			11,608
Business acquisitions				1,330									24,110			309
Share-based compensation				86,519
Common stock held in trusts, net										3,212			(91,681	)		(3,212	)
Repurchase of common stock													(8,211,500	)		(550,006	)
Other changes				(625	)
Balance at September 30, 2009	$	332,662	$	1,485,674		$	7,752,831		$	17,906			(95,579,970	)	$	(4,073,699	)
Net income							1,317,610
Cash dividends:
Common ($1.48 per share)							(346,213	)
Common stock issued for:
Share-based compensation plans, net				59,866									2,758,391			16,624
Share-based compensation				79,228
Common stock held in trusts, net										(742	)		34,790			742
Repurchase of common stock													(10,058,820	)		(750,000	)
Balance at September 30, 2010	$	332,662	$	1,624,768		$	8,724,228		$	17,164			(102,845,609	)	$	(4,806,333	)
Net income							1,270,994
Cash dividends:
Common ($1.64 per share)							(361,638	)
Common stock issued for:
Share-based compensation plans, net				95,227									3,432,415			27,939
Share-based compensation				73,165
Common stock held in trusts, net										1,711			3,316			(1,711	)
Repurchase of common stock													(18,434,281	)		(1,500,001	)
Balance at September 30, 2011	$	332,662	$	1,793,160		$	9,633,584		$	18,875			(117,844,159	)	$	(6,280,106	)

Accumulated other comprehensive (loss) income

	2011			2010
Foreign currency translation adjustments(A)	$	69,694		$	186,777
Benefit plans adjustment(B)		(696,624	)		(634,396	)
Unrealized loss on investments(B)		(161	)		(581	)
Unrealized losses on cash flow hedges(B)(C)		(42,909	)		(9,709	)
	$	(670,000	)	$	(457,909	)

(A)	Foreign currency translation adjustments that were attributable to goodwill in fiscal years 2011 and 2010 were $(12,525) and $2,044, respectively. The adjustments primarily affected goodwill reported within the Medical segment.
(B)	Amounts are net of tax.
(C)	The unrealized losses on cash flow hedges at September 30, 2009 were $(54,593), net of tax.

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Segment Data (Details 5) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Revenues by organizational units
Revenues	$ 7,828,904	$ 7,372,333	$ 6,986,722
Medical [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	4,007,304	3,796,432	3,556,694
Medical Surgical Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	2,081,733	2,010,009	1,889,314
Diabetes Care [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	866,477	785,759	714,937
Pharmaceutical Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	1,059,094	1,000,664	952,443
Diagnostics [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	2,480,477	2,318,879	2,226,219
Preanalytical Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	1,277,793	1,197,807	1,143,431
Diagnostic Systems [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	1,202,684	1,121,072	1,082,788
Biosciences [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	1,341,123	1,257,022	1,203,809
Cell Analysis [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	1,024,445	951,238	904,517
Discovery Labware [Member]
Revenues by organizational units
Segment Reporting Information, Revenue for Reportable Segment, Total	$ 316,678	$ 305,784	$ 299,292

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Shareholders' Equity (Details Textuals) (USD $) In Thousands, except Per Share data	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Shareholders Equity (Textuals) [Abstract]
Accumulated Other Comprehensive Income Loss Foreign Currency Translation Adjustment Goodwill, Net of Tax	$ (12,525)	$ 2,044
Unrealized (losses) gains on cash flow hedges in other comprehensive (loss) income	0	(19,512)	65,012
Income tax provision (benefit) for the unrealized (loss) gain on investments	(40)	0	25
Income tax (benefit) provision for cash flow hedges	20,348	27,509	(50,302)
Income tax benefit for defined benefit pension, postretirement plans and postemployment plans	47,575	67,829	146,554
Unrealized losses on cash flow hedges	(42,909)	(9,709)	(54,593)
Tax provision (benefit) associated with reclassification adjustments	$ 0	$ (11,959)	$ 39,846
Retained Earnings [Member]
Common stock dividend per share	$ 1.64	$ 1.48	$ 1.32

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Divestitures (Details Textual) (USD $) In Thousands	12 Months Ended	0 Months Ended	12 Months Ended
	Sep. 30, 2010	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	146,478
Gain on sale recognized in other income (expenses)	$ 18,197

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Supplemental Financial Information (Details 1) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Inventories
Materials	$ 176,955	$ 169,268
Work in process	233,538	225,878
Finished products	834,479	750,191
Inventories	$ 1,244,972	$ 1,145,337

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Supplemental Financial Information (Tables)

12 Months Ended

Sep. 30, 2011

Supplemental Financial Information [Abstract]

Trade receivables, Allowances for doubtful accounts and cash discounts

	Allowance for
	Doubtful			Allowance for
	Accounts			Cash Discounts			Total
Balance at September 30, 2008		26,709			8,905			35,614
Additions charged to costs and expenses		18,321			48,025			66,346
Deductions and other		(4,745	)(A)		(48,706	)		(53,451	)
Balance at September 30, 2009		40,285			8,224			48,509
Additions charged to costs and expenses		6,487			31,944			38,431
Deductions and other		(6,373	)(A)		(34,249	)		(40,622	)
Balance at September 30, 2010	$	40,399		$	5,919		$	46,318
Additions charged to costs and expenses		12,510			26,147			38,657
Deductions and other		(17,360	)(A)		(24,332	)		(41,692	)
Balance at September 30, 2011	$	35,549		$	7,734		$	43,283

(A) Accounts written off.

Inventories

	2011		2010
Materials	$	176,955	$	169,268
Work in process		233,538		225,878
Finished products		834,479		750,191
	$	1,244,972	$	1,145,337

Property, Plant and Equipment, Net

	2011		2010
Land	$	98,418	$	100,988
Buildings		2,153,362		2,095,254
Machinery, equipment and fixtures		4,549,805		4,259,140
Leasehold improvements		78,624		76,680
		6,880,209		6,532,062
Less accumulated depreciation and amortization		3,669,012		3,431,570
	$	3,211,197	$	3,100,492

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Segment Data (Details Textuals) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Segment Data (Textuals) [Abstract]
Revenue by major customer	$ 0	$ 0	$ 0
Threshold of revenue by major customer	10% or more

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Benefit Plans (Details 7) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Postemployment benefit costs
Service cost	$ 13,327	$ 11,409	$ 9,944
Interest cost	5,054	4,379	5,435
Amortization of prior service (credit) cost	(1,697)	(1,697)	(1,697)
Amortization of loss	10,490	7,777	4,323
Postemployment benefit costs, Total	$ 27,174	$ 21,868	$ 18,005

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Benefit Plans (Details 1) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Pension Plans [Member]
Change in benefit obligation and fair value of plan assets
Beginning obligation	$ 1,911,295	$ 1,635,334
Service cost	88,692	72,901	55,004
Interest cost	93,228	90,432	87,480
Plan amendments	(3,683)	60
Benefits paid	(108,381)	(101,394)
Actuarial loss	22,146	224,890
Other, includes translation	(6,856)	(10,928)
Benefit obligation at September 30	1,996,441	1,911,295	1,635,334
Beginning fair value	1,413,848	1,209,135
Actual return on plan assets	1,391	109,310
Employer contribution	53,505	207,775
Other, includes translation	(7,633)	(10,978)
Ending fair value	1,352,730	1,413,848	1,209,135
Funded Status at September 30:
Unfunded benefit obligation	(643,711)	(497,447)
Amounts recognized in the Consolidated Balance Sheets at September 30:
Other	3,217	143
Salaries, wages and related items	(6,042)	(6,492)
Long-term Employee Benefit Obligations	(640,886)	(491,098)
Net amount recognized	(643,711)	(497,447)
Amounts recognized in Accumulated other comprehensive (loss) income before income taxes at September 30:
Net transition asset	398	513
Prior service credit	9,193	6,530
Net actuarial loss	(911,146)	(843,284)
Net amount recognized	(901,555)	(836,241)
Other Postretirement Benefit [Member]
Change in benefit obligation and fair value of plan assets
Beginning obligation	260,124	249,593
Service cost	5,842	5,007	3,441
Interest cost	13,143	14,190	15,338
Plan amendments		(6,702)
Benefits paid	(25,776)	(25,046)
Actuarial loss	8,277	16,233
Other, includes translation	7,848	6,849
Benefit obligation at September 30	269,458	260,124	249,593
Beginning fair value	0	0
Ending fair value	0	0	0
Funded Status at September 30:
Unfunded benefit obligation	(269,458)	(260,124)
Amounts recognized in the Consolidated Balance Sheets at September 30:
Other	0	0
Salaries, wages and related items	(18,188)	(17,875)
Long-term Employee Benefit Obligations	(251,270)	(242,249)
Net amount recognized	(269,458)	(260,124)
Amounts recognized in Accumulated other comprehensive (loss) income before income taxes at September 30:
Net transition asset	0
Prior service credit	6,013	6,699
Net actuarial loss	(70,653)	(67,009)
Net amount recognized	$ (64,640)	$ (60,310)

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Segment Data (Details 2) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Segment Reporting Information [Line Items]
Total segment assets by segment	$ 10,430,428	$ 9,650,694	$ 9,304,624
Significant Reconciling Items [Member]
Segment Reporting Information [Line Items]
Total segment assets by segment	2,900,144	2,761,877	2,610,749
Operating Segments [Member]
Segment Reporting Information [Line Items]
Total segment assets by segment	7,530,284	6,888,817	6,693,875
Medical [Member]
Segment Reporting Information [Line Items]
Total segment assets by segment	3,928,241	3,527,457	3,706,086
Diagnostics [Member]
Segment Reporting Information [Line Items]
Total segment assets by segment	2,269,797	2,301,586	1,998,490
Biosciences [Member]
Segment Reporting Information [Line Items]
Total segment assets by segment	$ 1,332,246	$ 1,059,774	$ 989,299

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Accounting Changes

12 Months Ended

Sep. 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 it 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.

Adoption of New Accounting Standards

In September 2011, the FASB issued revised annual goodwill impairment testing guidance. The revised requirements allow entities to first qualitatively assess whether it is necessary to perform the two-step quantitative goodwill impairment test. Further testing of goodwill for impairment under the quantitative model is required only if an entity determines, through the qualitative assessment, that it is more likely than not that a given reporting unit’s fair value is less than its carrying amount. The revised goodwill impairment testing requirements are effective for fiscal years beginning after December 15, 2011 and early adoption is permitted. The Company intends to apply the revised requirements in its fiscal year 2012 goodwill impairment review processes. No significant impact to the Company’s consolidated financial statements is expected upon adoption of these revised requirements.

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Benefit Plans (Details 2) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Pension plans with accumulated benefit obligations
Projected benefit obligation	$ 1,616,534	$ 1,669,986
Accumulated benefit obligation	1,338,643	1,410,029
Fair value of plan assets	989,043	1,224,095
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets, Aggregate Benefit Obligation	1,862,441	1,903,939
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets, Aggregate Fair Value of Plan Assets	$ 1,215,513	$ 1,406,349

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Earnings per Share (Details) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Weighted average common shares used in the computations of basic and diluted earnings per share
Average common shares outstanding	221,175	234,328	240,479
Dilutive share equivalents from share-based plans	5,105	5,808	6,319
Average common and common equivalent shares outstanding - assuming dilution	226,280	240,136	246,798

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Benefit Plans (Tables)

12 Months Ended

Sep. 30, 2011

Benefit Plans [Abstract]

Net pension and postretirement cost

	Pension Plans									Other Postretirement Benefits
	2011			2010			2009			2011			2010		2009
Service cost	$	88,692		$	72,901		$	55,004		$	5,842		$	5,007	$	3,441
Interest cost		93,228			90,432			87,480			13,143			14,190		15,338
Expected return on plan assets		(103,081	)		(99,199	)		(86,819	)		—			—		—
Amortization of prior service (credit) cost		(1,294	)		(1,091	)		(1,099	)		(686	)		4		(463	)
Amortization of loss (gain)		55,735			41,812			17,235			4,465			3,408		(143	)
Amortization of net asset		(34	)		(47	)		(59	)		—			—		—
Curtailment/settlement loss		1,096			—			—			—			—		—
	$	134,342		$	104,808		$	71,742		$	22,764		$	22,609	$	18,173

Change in benefit obligation and fair value of plan assets

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Change in benefit obligation:
Beginning obligation	$	1,911,295		$	1,635,334		$	260,124		$	249,593
Service cost		88,692			72,901			5,842			5,007
Interest cost		93,228			90,432			13,143			14,190
Plan amendments		(3,683	)		60			—			(6,702	)
Benefits paid		(108,381	)		(101,394	)		(25,776	)		(25,046	)
Actuarial loss		22,146			224,890			8,277			16,233
Other, includes translation		(6,856	)		(10,928	)		7,848			6,849
Benefit obligation at September 30	$	1,996,441		$	1,911,295		$	269,458		$	260,124
Change in fair value of plan assets:
Beginning fair value	$	1,413,848		$	1,209,135		$	—		$	—
Actual return on plan assets		1,391			109,310			—			—
Employer contribution		53,505			207,775			—			—
Benefits paid		(108,381	)		(101,394	)		—			—
Other, includes translation		(7,633	)		(10,978	)		—			—
Plan assets at September 30	$	1,352,730		$	1,413,848		$	—		$	—
Funded Status at September 30:
Unfunded benefit obligation	$	(643,711	)	$	(497,447	)	$	(269,458	)	$	(260,124	)
Amounts recognized in the Consolidated Balance Sheets at September 30:
Other	$	3,217		$	143		$	—		$	—
Salaries, wages and related items		(6,042	)		(6,492	)		(18,188	)		(17,875	)
Long-term Employee Benefit Obligations		(640,886	)		(491,098	)		(251,270	)		(242,249	)
Net amount recognized	$	(643,711	)	$	(497,447	)	$	(269,458	)	$	(260,124	)
Amounts recognized in Accumulated other comprehensive (loss) income before income taxes at September 30:
Net transition asset	$	398		$	513		$	—		$	—
Prior service credit		9,193			6,530			6,013			6,699
Net actuarial loss		(911,146	)		(843,284	)		(70,653	)		(67,009	)
Net amount recognized	$	(901,555	)	$	(836,241	)	$	(64,640	)	$	(60,310	)

Pension plans with accumulated benefit obligations

	Accumulated Benefit				Projected Benefit
	Obligation Exceeds the				Obligation Exceeds the
	Fair Value of Plan Assets				Fair Value of Plan Assets
	2011		2010		2011		2010
Projected benefit obligation	$	1,616,534	$	1,669,986	$	1,862,441	$	1,903,939
Accumulated benefit obligation	$	1,338,643	$	1,410,029
Fair value of plan assets	$	989,043	$	1,224,095	$	1,215,513	$	1,406,349

Weighted average assumptions in determining pension plan

	2011			2010			2009
Net Cost
Discount rate:
U.S. plans(A)		5.20	%		5.90	%		8.00	%
Foreign plans		4.68			5.63			6.03
Expected return on plan assets:
U.S. plans		8.00			8.00			8.00
Foreign plans		6.31			6.38			6.45
Rate of compensation increase:
U.S. plans(A)		4.50			4.50			4.50
Foreign plans		3.56			3.35			3.56
Benefit Obligation
Discount rate:
U.S. plans(A)		4.90			5.20			5.90
Foreign plans		5.26			4.68			5.63
Rate of compensation increase:
U.S. plans(A)		4.25			4.50			4.50
Foreign plans		3.61			3.56			3.35

(A) Also used to determine other postretirement and postemployment benefit plan information.

Expected benefit payments

			Other
	Pension		Postretirement
	Plans		Benefits
2012	$	128,921	$	18,188
2013		96,178		18,708
2014		101,061		19,224
2015		111,483		19,778
2016		116,066		20,199
2017-2021		735,367		102,714

Fair values of U.S pension plan assets

	Total U.S.
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2011		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Mortgage and asset-backed securities(A)	$	165,042	$	—	$	165,042	$	—
Corporate bonds(B)		111,954		—		111,954		—
Government and agency-U.S.(C)		41,885		26,577		15,308		—
Government and agency-Foreign(D)		6,836		—		6,836		—
Other(E)		8,277		—		8,277		—
Equity securities(F)		562,047		435,847		126,200		—
Cash and cash equivalents(G)		37,237		37,237		—		—
Fair value of plan assets	$	933,278	$	499,661	$	433,617	$	—

	Total U.S.
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2010		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Mortgage and asset-backed securities(A)	$	160,189	$	—	$	160,189	$	—
Corporate bonds(B)		109,331		—		109,331		—
Government and agency-U.S. (C)		41,175		21,416		19,759		—
Government and agency-Foreign(D)		15,960		—		15,960		—
Other(E)		3,337		—		3,337		—
Equity securities(F)		631,877		396,188		235,689		—
Cash and cash equivalents(G)		42,681		42,681		—		—
Fair value of plan assets	$	1,004,550	$	460,285	$	544,265	$	—

(A)	Values are based upon a combination of observable prices, independent pricing services and relevant broker quotes.
(B)	Values are based upon comparable securities with similar yields and credit ratings.
(C)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based upon quoted market prices from observable pricing sources.
(D)	Values are based upon quoted market prices from observable pricing sources.
(E)	Classification contains various immaterial investments and valuation varies by investment type. Values are primarily based upon quoted market prices from observable pricing sources.
(F)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based on the net asset value provided by the fund administrator, which is based on the value of the underlying assets owned by the fund, less its liabilities and then divided by the number of fund units outstanding.
(G)	Values are based upon quoted market prices or broker/dealer quotations.

Fair value of foreign pension plan assets

	Total Foreign
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2011		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Corporate bonds(A)	$	34,905	$	—	$	34,905	$	—
Government and agency-U.S.(B)		1,065		1,065		—		—
Government and agency-Foreign(C)		77,949		36,687		41,262		—
Other(D)		—		—		—		—
Equity securities(E)		215,309		201,325		13,726		258
Cash and cash equivalents(F)		1,191		1,191		—		—
Real estate(G)		10,688		—		—		10,688
Insurance contracts(H)		78,345		—		—		78,345
Fair value of plan assets	$	419,452	$	240,268	$	89,893	$	89,291

	Total Foreign
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2010		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Corporate bonds(A)	$	36,541	$	—	$	36,541	$	—
Government and agency-U.S.(B)		—		—		—		—
Government and agency-Foreign(C)		65,561		34,387		31,174		—
Other(D)		8,797		—		8,797		—
Equity securities(E)		220,102		207,577		12,258		267
Cash and cash equivalents(F)		6,478		6,478		—		—
Real estate(G)		9,486		—		—		9,486
Insurance contracts(H)		62,333		—		89		62,244
Fair value of plan assets	$	409,298	$	248,442	$	88,859	$	71,997

(A)	Values are based upon comparable securities with similar yields and credit ratings.
(B)	Values are based on the closing price reported on the major market on which the investments are traded.
(C)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based upon quoted market prices from observable pricing sources.
(D)	Values are based upon quoted market prices from observable pricing sources.
(E)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based on the net asset value provided by the fund administrator, which is based on the value of the underlying assets owned by the fund, less its liabilities and then divided by the number of fund units outstanding.
(F)	Values are based upon quoted market prices or broker/dealer quotations.
(G)	Values represent the estimated fair value based on the fair value of the underlying investment value or cost, adjusted for any accumulated earnings or losses.
(H)	Values approximately represent cash surrender value.

Changes in fair value of foreign pension assets measured using Level 3 inputs

	Equity			Real			Insurance			Total
	Securities			Estate			Contracts			Assets
Balance at September 30, 2009	$	494		$	8,987		$	59,078		$	68,559
Actual return on plan assets:
Relating to assets held at September 30, 2010		—			558			2,075			2,633
Relating to assets sold during the period		(199	)		185			—			(14	)
Purchases, sales and settlements, net		7			122			—			129
Transfers in (out) from other categories		(3	)		—			4,866			4,863
Exchange rate changes		(32	)		(366	)		(3,775	)		(4,173	)
Balance at September 30, 2010	$	267		$	9,486		$	62,244		$	71,997
Actual return on plan assets:
Relating to assets held at September 30, 2011		(4	)		46			2,613			2,655
Relating to assets sold during the period		—			—			—			—
Purchases, sales and settlements, net		—			1,363			14,710			16,073
Transfers in (out) from other categories		—			—			92			92
Exchange rate changes		(5	)		(207	)		(1,314	)		(1,526	)
Balance at September 30, 2011	$	258			10,688		$	78,345		$	89,291

Postemployment benefit costs

	2011			2010			2009
Service cost	$	13,327		$	11,409		$	9,944
Interest cost		5,054			4,379			5,435
Amortization of prior service credit		(1,697	)		(1,697	)		(1,697	)
Amortization of loss		10,490			7,777			4,323
	$	27,174		$	21,868		$	18,005

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Share-Based Compensation (Tables)

12 Months Ended

Sep. 30, 2011

Share-Based Compensation [Abstract]

Compensation cost relating to share based payments

	2011		2010		2009
Cost of products sold	$	14,440	$	15,128	$	16,846
Selling and administrative expense		49,536		54,423		58,920
Research and development expense		9,387		9,823		10,808
	$	73,363	$	79,374	$	86,574

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

	2011	2010	2009
Risk-free interest rate	2.40%	2.60%	2.73%
Expected volatility	24.00%	28.0%	28.0%
Expected dividend yield	2.14%	1.96%	2.11%
Expected life	7.8 years	6.5 years	6.5 years
Fair value derived	$16.80	$19.70	$16.11

Summary of SARs outstanding

						Weighted
						Average
				Weighted		Remaining		Aggregate
				Average		Contractual Term		Intrinsic
	SARs			Exercise Price		(Years)		Value
Balance at October 1		7,659,155		$	70.46
Granted		2,216,436			76.64
Exercised		(555,155	)		66.58
Forfeited, canceled or expired		(293,399	)		72.71
Balance at September 30		9,027,037		$	72.14		7.07	$	35,203
Vested and expected to vest at September 30		8,584,694		$	72.03		7.00	$	34,346
Exercisable at September 30		4,603,602		$	70.09		5.85	$	26,631

Summary of stock options outstanding

						Weighted Average
				Weighted		Remaining		Aggregate
	Stock			Average		Contractual Term		Intrinsic
	Options			Exercise Price		(Years)		Value
Balance at October 1		6,433,148		$	38.12
Granted		—			—
Exercised		(2,927,278	)		35.28
Forfeited, canceled or expired		(48,519	)		32.22
Balance at September 30		3,457,351		$	40.61		2.04	$	113,078
Vested and expected to vest at September 30		3,457,351		$	40.61		2.04	$	113,078
Exercisable at September 30		3,457,351		$	40.61		2.04	$	113,078

Summary of performance-based restricted stock units outstanding

				Weighted
	Stock			Average Grant
	Units			Date Fair Value
Balance at October 1		2,879,568		$	72.79
Granted		944,174			76.64
Distributed		(122,554	)		84.29
Forfeited or canceled		(798,254	)		82.24
Balance at September 30(A)		2,902,934		$	70.96
Expected to vest at September 30(B)		234,015		$	70.32

(A)	Based on 200% of target payout.
(B)	Net of expected forfeited units and units in excess of the expected performance payout of 180,182 and 2,488,737, respectively.

Summary of time-vested restricted stock units outstanding

				Weighted
	Stock			Average Grant
	Units			Date Fair Value
Balance at October 1		1,808,295		$	70.90
Granted		600,651			76.97
Distributed		(301,196	)		80.46
Forfeited or canceled		(197,080	)		77.77
Balance at September 30		1,910,670		$	70.59
Expected to vest at September 30		1,719,603		$	70.59

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Share-Based Compensation (Details 3) (USD $) In Thousands, except Share data, unless otherwise specified	12 Months Ended
	Sep. 30, 2011 Installment Year Contract
Summary of stock options outstanding
Stock Options, Beginning Balance	6,433,148
Stock Options, Grants	0
Stock Options, Exercised	(2,927,278)
Stock Options, Forfeited, canceled or expired	(48,519)
Stock Options, Ending Balance	3,457,351
Weighted Average Exercise Price, Beginning Period	$ 38.12
Weighted Average Exercise Price, Granted	$ 0.00
Weighted Average Exercise Price, Exercised	$ 35.28
Weighted Average Exercise Price, Forfeited, canceled or expired	$ 32.22
Weighted Average Exercise Price, Ending Period	$ 40.61
Stock options, Weighted Average Remaining Contractual Term (Years), Balance at ending balance	2.04
Stock Options, Aggregate Intrinsic Value, Balance at ending balance	$ 113,078
Stock Options, Vested and expected to vest at ending balance	3,457,351
Stock Options Exercisable at ending balance	3,457,351
Stock Options, Weighted Average Exercise Price, Vested and expected to vest ending balance	$ 40.61
Stock Options, Weighted Average Exercise Price, Exercisable at ending balance	$ 40.61
Stock Options, Weighted Average Remaining Contractual Term (Years), Vested and expected to vest at ending balance	2.04
Stock Options, Weighted Average Remaining Contractual Term (Years), Exercisable at ending balance	2.04
Stock Options Aggregate Intrinsic Value, Vested and expected to vest at ending balance	113,078
Stock Options Aggregate Intrinsic Value, Exercisable at ending balance	$ 113,078

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Commitments and Contingencies (Details Textuals) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2012	Nov. 09, 2009	Apr. 27, 2009
Contingencies (Textuals) [Abstract]
Rental expense for operating leases	$ 70,113	$ 65,000	$ 64,500
Future minimum rental commitments on noncancelable leases, Due in 2012	47,516
Future minimum rental commitments on noncancelable leases, Due in 2013								40,428
Future minimum rental commitments on noncancelable leases, Due in 2014							33,244
Future minimum rental commitments on noncancelable leases, Due in 2015						27,721
Future minimum rental commitments on noncancelable leases, Due in 2016					23,367
Future minimum rental commitments on noncancelable leases, Thereafter				44,557
Aggregate future purchase commitments	505,586
Settlement fund payable subject to preliminary and final approval by court										45,000
Damages awarded									$ 5,000

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Acquisitions (Tables)

12 Months Ended

Sep. 30, 2011

Acquisitions [Abstract]

Fair values of assets and liabilities assumed in Carmel Pharma acquisition

Product rights	$	161,800
Customer relationships		4,100
Deferred tax assets		2,135
Other		32,001
Total identifiable assets acquired		200,036
Deferred tax liabilities		(45,035	)
Other		(13,276	)
Total liabilities assumed		(58,311	)
Net identifiable assets acquired		141,725
Goodwill		145,386
Net assets acquired	$	287,111

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

Acquired in-process research and development	$	169,000
Deferred tax assets		23,000
Other		8,843
Total identifiable assets acquired		200,843
Deferred tax liabilities		(64,221	)
Other		(6,468	)
Total liabilities assumed		(70,689	)
Net identifiable assets acquired		130,154
Goodwill		147,456
Net assets acquired	$	277,610

Fair value of consideration transferred

Cash	$	274,756
Settlement of preexisting relationship		2,854	(A)
Total	$	277,610

(A) The acquisition effectively settled a prepaid asset associated with a pre-existing relationship with HandyLab, as discussed in further detail below.

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Divestitures (Tables)

12 Months Ended

Sep. 30, 2011

Divestitures [Abstract]

Results of discontinued operations

	2011		2010		2009
Revenues	$	3,148	$	167,720	$	230,022
Income from discontinued operations before income taxes		6,934		181,973		84,233
Less income tax provision		792		40,703		19,975
Income from discontinued operations, net	$	6,142	$	141,270	$	64,258

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Summary of Significant Accounting Policies

12 Months Ended

Sep. 30, 2011

Summary of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 1 — Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of Becton, Dickinson and Company and its majority-owned subsidiaries (the “Company”) after the elimination of intercompany transactions. The Company has no material interests in variable interest entities.

Cash Equivalents

Cash equivalents consist of all highly liquid investments with a maturity of three months or less at time of purchase.

Short-Term Investments

Short-term investments consist of time deposits with maturities greater than three months and less than one year when purchased.

Inventories

Inventories are stated at the lower of first-in, first-out cost or market.

Property, Plant and Equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are principally provided on the straight-line basis over estimated useful lives, which range from 20 to 45 years for buildings, four to 12 years for machinery and equipment and one to 20 years for leasehold improvements. Depreciation and amortization expense was $348,522, $347,402 and $312,321 in fiscal 2011, 2010 and 2009, respectively.

Goodwill and Other Intangible Assets

Goodwill, core and developed technology, and in-process research and development assets arise from acquisitions. Goodwill is reviewed at least annually for impairment. Goodwill is assessed for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a component. The Company’s reporting units generally represent one level below reporting segments, and components within an operating segment that have similar economic characteristics are aggregated. Potential impairment of goodwill is identified by comparing the fair value of a reporting unit, estimated using an income approach, with its carrying value. The annual impairment review performed in fiscal year 2011 indicated that all six identified reporting units’ fair values exceeded their respective carrying values.

The review for impairment of in-process research and development assets, as well as core and developed technology assets, compares the fair value of the technology or project assets, estimated using an income approach, with their carrying value. In-process research and development assets are considered indefinite-lived assets until projects are completed or abandoned, and these assets are reviewed at least annually for impairment. Core and developed technology assets are amortized over periods ranging from 15 to 20 years, using the straight-line method, and are periodically reviewed for impairment when impairment indicators are present.

Other intangibles with finite useful lives, which include patents, are amortized over periods principally ranging from one to 40 years, using the straight-line method. These intangibles, including core and developed technology, are periodically reviewed when impairment indicators are present to assess recoverability from future operations using undiscounted cash flows. To the extent carrying value exceeds the undiscounted cash flows, an impairment loss is recognized in operating results based upon the excess of the carrying value over fair value. Other intangibles also include certain trademarks that are considered to have indefinite lives, as they are expected to generate cash flows indefinitely, and are reviewed annually for impairment.

Capitalized Software

Capitalized software, including costs for software developed or obtained for internal use, is stated at cost, less accumulated amortization. Amortization expense is principally provided on the straight-line basis over estimated useful lives, which do not exceed 10 years. The current balance primarily includes capital software investments related to a global enterprise resource planning initiative to upgrade the Company’s business information systems. Amortization for this project has not commenced because the program has not yet been placed in service. Amortization expense related to capitalized software was $23,173, $32,181 and $46,485 for 2011, 2010 and 2009, respectively.

Foreign Currency Translation

Generally, foreign subsidiaries’ functional currency is the local currency of operations and the net assets of foreign operations are translated into U.S. dollars using current exchange rates. The U.S. dollar results that arise from such translation, as well as exchange gains and losses on intercompany balances of a long-term investment nature, are included in the foreign currency translation adjustments in Accumulated other comprehensive (loss) income.

Revenue Recognition

Revenue from product sales is typically recognized when all of the following criteria have been met: persuasive evidence of an arrangement exists; delivery has occurred or services have been rendered; product price is fixed or determinable; collection of the resulting receivable is reasonably assured. The Company recognizes revenue for certain instruments sold from the Biosciences segment upon installation at a customer’s site, as installation of these instruments is considered a significant post-delivery obligation. For certain instrument sales arrangements, primarily in the U.S., with multiple deliverables, revenue and cost of products sold are recognized at the completion of each deliverable: instrument shipment, installation and training. Installation and training typically occur within one month after an instrument is shipped. These sales agreements are divided into separate units of accounting and revenue is recognized upon the completion of each deliverable based on its relative selling price. The relative selling prices of installation and training are determined based on the prices at which these deliverables would be regularly sold on a standalone basis. The relative selling prices of instruments are based on estimated selling prices. These estimates represent the quoted sales contract price in each arrangement.

The Company’s domestic businesses sell products primarily to distributors that resell the products to end-user customers. Rebates are provided to distributors that sell to end-user customers at prices determined under a contract between the Company and the end-user customer. Provisions for rebates, as well as sales discounts and returns, are based upon estimates and are accounted for as a reduction of revenues when revenue is recognized.

Shipping and Handling Costs

Shipping and handling costs are included in Selling and administrative expense. Shipping expense was $276,797, $255,765 and $250,941 in 2011, 2010 and 2009, respectively.

Derivative Financial Instruments

All derivatives are recorded in the balance sheet at fair value and changes in fair value are recognized currently in earnings unless specific hedge accounting criteria are met.

Derivative financial instruments are utilized by the Company in the management of its foreign currency and interest rate exposures. From time to time, the Company hedges forecasted sales denominated in foreign currencies using forward and option contracts to protect against the reduction in value of forecasted foreign currency cash flows resulting from export sales. The Company also periodically utilizes interest rate swaps to maintain a balance between fixed and floating rate instruments. The Company does not enter into derivative financial instruments for trading or speculative purposes.

Any deferred gains or losses associated with derivative instruments are recognized in income in the period in which the underlying hedged transaction is recognized. In the event a designated hedged item is sold, extinguished or matures prior to the termination of the related derivative instrument, such instrument would be closed and the resultant gain or loss would be recognized in income.

Income Taxes

United States income taxes are not provided on undistributed earnings of foreign subsidiaries where such undistributed earnings are indefinitely reinvested outside the United States. Deferred taxes are provided for earnings of foreign subsidiaries when those earnings are not considered indefinitely reinvested. Income taxes are provided and tax credits are recognized based on tax laws enacted at the dates of the financial statements.

The Company conducts business and files tax returns in numerous countries and currently has tax audits in progress in a number of tax jurisdictions. In evaluating the exposure associated with various tax filing positions, the Company records accruals for uncertain tax positions, based on the technical support for the positions, past audit experience with similar situations, and the potential interest and penalties related to the matters.

The Company maintains valuation allowances where it is more likely than not that all or a portion of a deferred tax asset will not be realized. Changes in valuation allowances are included in the tax provision in the period of change. In determining whether a valuation allowance is warranted, management evaluates factors such as prior earnings history, expected future earnings, carry back and carry forward periods and tax strategies that could potentially enhance the likelihood of the realization of a deferred tax asset.

Earnings per Share

Basic earnings per share are computed based on the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions. These estimates or assumptions affect reported assets, liabilities, revenues and expenses as reflected in the consolidated financial statements. Actual results could differ from these estimates.

Share-Based Compensation

The Company recognizes the fair value of share-based compensation in net income. Compensation expense is recognized on a straight-line basis over the requisite service period, which is generally the vesting period.

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Intangible Assets (Tables)

12 Months Ended

Sep. 30, 2011

Intangible Assets [Abstract]

Intangible assets

	2011				2010
	Gross				Gross
	Carrying		Accumulated		Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Amortized intangible assets
Core and developed technology	$	685,191	$	304,292	$	580,709	$	269,926
Product rights		152,140		1,268		—		—
Patents, trademarks, and other		309,337		230,542		301,883		219,735
	$	1,146,668	$	536,102	$	882,592	$	489,661
Unamortized intangible assets
Acquired in-process research and development	$	185,300			$	143,000
Trademarks		2,669				2,709
	$	187,969			$	145,709

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Financial Instruments and Fair Value Measurements (Details) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Carrying Value [Member]
Assets
Institutional money market investments	$ 189,198	$ 277,424
Forward exchange contracts	37,198	32,392
Interest rate swaps	5,959	8,609
Total Assets	232,355	318,425
Liabilities
Forward exchange contracts	39,589	21,265
Long-term debt	2,484,665	1,495,357
Total Liabilities	2,524,254	1,516,622
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Assets
Institutional money market investments	189,198	277,424
Forward exchange contracts	0	0
Interest rate swaps	0	0
Total Assets	189,198	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	37,198	32,392
Interest rate swaps	5,959	8,609
Total Assets	43,157	41,001
Liabilities
Forward exchange contracts	39,589	21,265
Long-term debt	2,839,697	1,790,137
Total Liabilities	2,879,286	1,811,402
Significant Unobservable Inputs (Level 3) [Member]
Assets
Institutional money market investments	0	0
Forward exchange contracts	0	0
Interest rate swaps	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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Shareholders' Equity (Details) (USD $) In Thousands, except Share data	12 Months Ended							12 Months Ended										12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009	Sep. 30, 2011 Common Stock Issued at Par Value [Member]	Sep. 30, 2010 Common Stock Issued at Par Value [Member]	Sep. 30, 2009 Common Stock Issued at Par Value [Member]	Sep. 30, 2008 Common Stock Issued at Par Value [Member]	Sep. 30, 2011 Capital in Excess of Par Value [Member]	Sep. 30, 2010 Capital in Excess of Par Value [Member]	Sep. 30, 2009 Capital in Excess of Par Value [Member]	Sep. 30, 2011 Retained Earnings [Member]	Sep. 30, 2010 Retained Earnings [Member]	Sep. 30, 2009 Retained Earnings [Member]	Sep. 30, 2011 Deferred Compensation [Member]	Sep. 30, 2010 Deferred Compensation [Member]	Sep. 30, 2009 Deferred Compensation [Member]	Sep. 30, 2008 Deferred Compensation [Member]	Sep. 30, 2011 Treasury Stock [Member]	Sep. 30, 2010 Treasury Stock [Member]	Sep. 30, 2009 Treasury Stock [Member]
Changes in components of shareholders' equity
Beginning Balance	$ 5,434,580			$ 332,662	$ 332,662	$ 332,662	$ 332,662	$ 1,624,768	$ 1,485,674	$ 1,359,531	$ 8,724,228	$ 7,752,831	$ 6,838,589	$ 18,875	$ 17,164	$ 17,906	$ 14,694	$ (4,806,333)	$ (4,073,699)	$ (3,532,398)
Beginning Balance, Shares																		(102,845,609)	(95,579,970)	(89,584,786)
Net income	1,270,994	1,317,610	1,231,603								1,270,994	1,317,610	1,231,603
Ending Balance	4,828,175	5,434,580		332,662	332,662	332,662	332,662	1,793,160	1,624,768	1,485,674	9,633,584	8,724,228	7,752,831	18,875	17,164	17,906	14,694	(6,280,106)	(4,806,333)	(4,073,699)
Ending Balance, Shares																		(117,844,159)	(102,845,609)	(95,579,970)
Cash dividends:
Common ($1.32, $1.48 and $1.64 per share for the year ended 2009, 2010, 2011 respectively)											(361,638)	(346,213)	(317,361)
Common stock issued for:
Share-based compensation plans, net								95,227	59,866	38,919								27,939	16,624	11,608
Share-based compensation plans, net, Shares																		3,432,415	2,758,391	2,283,887
Business acquisitions										1,330										309
Business acquisitions, Shares																				24,110
Share-based compensation								73,165	79,228	86,519
Common stock held in trusts, net														1,711	(742)	3,212		(1,711)	742	(3,212)
Common stock held in trusts, net, Shares																		3,316	34,790	(91,681)
Repurchase of common stock																		(1,500,001)	(750,000)	(550,006)
Repurchase of common stock, Shares																		(18,434,281)	(10,058,820)	(8,211,500)
Other changes										$ (625)

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Share-Based Compensation (Details) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost relating to share-based payments	$ 73,363	$ 79,374	$ 86,574
Cost of products sold [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost relating to share-based payments	14,440	15,128	16,846
Selling and administrative expense [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost relating to share-based payments	49,536	54,423	58,920
Research and development expense [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost relating to share-based payments	$ 9,387	$ 9,823	$ 10,808

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Acquisitions (Details 3) (Handy Lab [Member], USD $) In Thousands	Sep. 30, 2011	Nov. 19, 2009
Handy Lab [Member]
Fair values of the assets acquired and liabilities assumed
Acquired in-process research and development	$ 169,000	$ 169,000
Deferred tax assets	23,000
Other	8,843
Total identifiable assets acquired	200,843
Deferred tax liabilities	(64,221)
Other	(6,468)
Total liabilities assumed	(70,689)
Net identifiable assets acquired	130,154
Goodwill	147,456
Total	$ 277,610	$ 277,610

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Consolidated Statements of Income (USD $) In Thousands, except Per Share data	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Operations
Revenues	$ 7,828,904	$ 7,372,333	$ 6,986,722
Cost of products sold	3,737,352	3,543,183	3,311,676
Selling and administrative expense	1,851,774	1,721,356	1,680,797
Research and development expense	476,496	430,997	404,567
Total Operating Costs and Expenses	6,065,622	5,695,536	5,397,040
Operating Income	1,763,282	1,676,797	1,589,682
Interest expense	(84,019)	(51,263)	(40,389)
Interest income	43,209	35,129	33,148
Other (expense) income, net	(6,209)	497	(3,850)
Income From Continuing Operations Before Income Taxes	1,716,263	1,661,160	1,578,591
Income tax provision	451,411	484,820	411,246
Income from Continuing Operations	1,264,852	1,176,340	1,167,345
Income from Discontinued Operations Net of income tax provision of $792, $40,703 and $19,975	6,142	141,270	64,258
Net Income	$ 1,270,994	$ 1,317,610	$ 1,231,603
Basic Earnings per Share
Income from Continuing Operations	$ 5.72	$ 5.02	$ 4.85
Income from Discontinued Operations	$ 0.03	$ 0.60	$ 0.27
Basic Earnings per Share	$ 5.75	$ 5.62	$ 5.12
Diluted Earnings per Share
Income from Continuing Operations	$ 5.59	$ 4.90	$ 4.73
Income from Discontinued Operations	$ 0.03	$ 0.59	$ 0.26
Diluted Earnings per Share	$ 5.62	$ 5.49	$ 4.99

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Segment Data (Details) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Revenue by principal business segments
Revenues	$ 7,828,904	$ 7,372,333	$ 6,986,722
Medical [Member]
Revenue by principal business segments
Segment Reporting Information, Revenue for Reportable Segment, Total	4,007,304	3,796,432	3,556,694
Diagnostics [Member]
Revenue by principal business segments
Segment Reporting Information, Revenue for Reportable Segment, Total	2,480,477	2,318,879	2,226,219
Biosciences [Member]
Revenue by principal business segments
Segment Reporting Information, Revenue for Reportable Segment, Total	$ 1,341,123	$ 1,257,022	$ 1,203,809

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Supplemental Financial Information (Details) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011		Sep. 30, 2010		Sep. 30, 2009
Trade receivables, Allowances for doubtful accounts and cash discounts
Beginning Balance	$ 46,318		$ 48,509		$ 35,614
Additions charged to costs and expenses	38,657		38,431		66,346
Deductions and other	(41,692)		(40,622)		(53,451)
Ending Balance	43,283		46,318		48,509
Allowance for Doubtful Accounts [Member]
Trade receivables, Allowances for doubtful accounts and cash discounts
Beginning Balance	40,399		40,285		26,709
Additions charged to costs and expenses	12,510		6,487		18,321
Deductions and other	(17,360)	[1]	(6,373)	[1]	(4,745)	[1]
Ending Balance	35,549		40,399		40,285
Allowance for Cash Discount [Member]
Trade receivables, Allowances for doubtful accounts and cash discounts
Beginning Balance	5,919		8,224		8,905
Additions charged to costs and expenses	26,147		31,944		48,025
Deductions and other	(24,332)		(34,249)		(48,706)
Ending Balance	$ 7,734		$ 5,919		$ 8,224

[1] Accounts written off.

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Consolidated Balance Sheets (Parenthetical) (USD $)	Sep. 30, 2011	Sep. 30, 2010
Shareholders' Equity
Common stock, par value	$ 1	$ 1
Common stock, shares authorized	640,000,000	640,000,000
Common stock, shares issued	332,662,160	332,662,160
Common stock in treasury, shares	117,844,159	102,845,609

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Income Taxes (Details 4)	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Reconciliation of federal statutory tax rate to company's effective tax rate
Federal statutory tax rate	35.00%	35.00%	35.00%
State and local income taxes, net of federal tax benefit	1.10%	0.90%	0.60%
Effect of foreign and Puerto Rico earnings and foreign tax credits	(7.20%)	(5.30%)	(7.40%)
Effect of Research Credits and Domestic Production Activities,	(2.60%)	(1.60%)	(2.70%)
Other, net	0.00%	0.20%	0.60%
Total	26.30%	29.20%	26.10%

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Share-Based Compensation (Details Textual) (USD $) In Thousands, except Share data, unless otherwise specified	12 Months Ended
	Sep. 30, 2011 Installment Year Contract	Sep. 30, 2010	Sep. 30, 2009
Share-based Compensation (Textuals) [Abstract]
Income Tax Benefit Recognized	$ 26,342	$ 28,532	$ 31,307
SARs Vesting Period	4 years
SARs Terms of Award	10 years
Total Intrinsic Value of SARs Exercised	9,185	2,831	406
Stock Issued under SARs Exercised	81,848
Actual tax benefit realized for tax deductions from SAR	3,459	1,031	154
Total fair value of stock appreciation rights	31,992	33,640	24,888
Outstanding stock options term of award	P10Y
Cash received from the exercising of stock options	103,267	72,770	53,019
Actual tax benefit realized for tax deductions from stock option exercises	45,829	28,660	16,931
Total intrinsic value of stock options exercised	137,720	89,943	53,630
Total fair value of stock options vested	0	0	6,083
Stock Units Vesting Period	Three Years
Expected forfeited performance-based restricted stock units	180,182
Percentage of target payout on which performance-based restricted stock units are based	200.00%
Share based compensation arrangement by share based payment award	the actual payout under these awards may vary from zero to 200% of an employee’s target payout, based on the Company’s actual performance over the three-year performance period
Units in excess of the expected performance payout	2,488,737
Unrecognized compensation expense for all non-vested share-based awards	80,744
Weighted-average remaining life non-vested share-based awards	2.09
Shares were authorized for future grants	7,717,344
Distribution of each award is deferred until after retirement or involuntary termination	25% or more
Period over which balance of stock award distributable, (years)	5 years
Outstanding shares under other stock plan.	97,705	106,293
Number of shares reserved for issuance under restricted stock plan for non-employee directors	300,000
Number of restricted shares issued during the period	0
Shares held in trust	97,628
Shares represented Directors compensation in 2010	4,212
Number of equal installments in which deferred portion of stock award is distributable	5
Shares issuable under deferred compensation plan	508,144
Performance-Based Restricted Stock Units [Member]
Share-based Compensation (Textuals) [Abstract]
Granted, stock units weighted average grant date fair value	$ 76.64	$ 75.63	$ 62.50
Total fair value of restricted stock units	15,430	24,357	33,712
Weighted average remaining vesting term	1.08
Time-Vested Restricted Stock Units [Member]
Share-based Compensation (Textuals) [Abstract]
Granted, stock units weighted average grant date fair value	$ 76.97	$ 75.58	$ 62.96
Total fair value of restricted stock units	$ 36,009	$ 36,675	$ 29,535
Weighted average remaining vesting term	1.36
Key Executive Officer [Member]
Share-based Compensation (Textuals) [Abstract]
Stock Units Vesting Period	One Year

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Supplemental Financial Information (Details Textuals) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Supplemental Financial Information (Textuals) [Abstract]
Other (expense) income, net	$ (6,209)	$ 497	$ (3,850)
Gain recognized on the sale of the extended dwell catheter product platform	2,857	18,039
Foreign exchange losses (inclusive of hedging costs)	(13,144)	(14,756)	(14,973)
Equity investment income	3,017	4,848	4,542
Income from license and other agreements	4,479	6,063	6,387
Write downs of certain investments	(3,304)	(14,024)
Allowances for doubtful accounts and cash discounts netted against trade receivables	$ 43,283	$ 46,318

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Debt (Tables)

12 Months Ended

Sep. 30, 2011

Debt [Abstract]

Summary of short term debt

	2011		2010
Loans Payable
Domestic	$	200,000	$	200,000
Foreign		34,910		2,727
Current portion of long-term debt		22		31
	$	234,932	$	202,758

Summary of Long-Term Debt

	2011		2010
Domestic notes due through 2013 (average year-end interest rate: 1.05% — 2011; 1.0% — 2010)	$	8,030	$	8,058
4.55% Notes due April 15, 2013		205,581		207,992
4.90% Notes due April 15, 2018		204,164		204,710
5.00% Notes due May 15, 2019		494,743		494,196
3.25% Notes due November 12, 2020		695,461		—
7.00% Debentures due August 1, 2027		168,000		168,000
6.70% Debentures due August 1, 2028		167,050		167,050
6.00% Notes due May 15, 2039		245,413		245,351
5.00% Notes due November 12, 2040		296,223		—
	$	2,484,665	$	1,495,357

Summary of interest costs and payment

	2011		2010		2009
Charged to operations	$	84,019	$	51,263	$	40,389
Capitalized		37,929		36,436		29,360
Total interest costs	$	121,948	$	87,699	$	69,749
Interest paid, net of amounts capitalized	$	68,447	$	58,401	$	25,544

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Benefit Plans (Details 5) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Mortgage and asset-backed securities [Member] | U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	$ 165,042	$ 160,189
Mortgage and asset-backed securities [Member] | U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Mortgage and asset-backed securities [Member] | U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	165,042	160,189
Mortgage and asset-backed securities [Member] | U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Corporate bonds [Member] | U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	111,954	109,331
Corporate bonds [Member] | U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Corporate bonds [Member] | U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	111,954	109,331
Corporate bonds [Member] | U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Corporate bonds [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	34,905	36,541
Corporate bonds [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Corporate bonds [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	34,905	36,541
Corporate bonds [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Government and agency-U.S [Member] | U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	41,885	41,175
Government and agency-U.S [Member] | U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	26,577	21,416
Government and agency-U.S [Member] | U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	15,308	19,759
Government and agency-U.S [Member] | U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Government and agency-U.S [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	1,065	0
Government and agency-U.S [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	1,065	0
Government and agency-U.S [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Government and agency-U.S [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Government and agency-Foreign [Member] | U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	6,836	15,960
Government and agency-Foreign [Member] | U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Government and agency-Foreign [Member] | U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	6,836	15,960
Government and agency-Foreign [Member] | U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Government and agency-Foreign [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	77,949	65,561
Government and agency-Foreign [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	36,687	34,387
Government and agency-Foreign [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	41,262	31,174
Government and agency-Foreign [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Other [Member] | U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	8,277	3,337
Other [Member] | U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Other [Member] | U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	8,277	3,337
Other [Member] | U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Other [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	0	8,797
Other [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Other [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	8,797
Other [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Equity Securities [Member] | U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	562,047	631,877
Equity Securities [Member] | U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	435,847	396,188
Equity Securities [Member] | U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	126,200	235,689
Equity Securities [Member] | U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Equity Securities [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	215,309	220,102
Equity Securities [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	201,325	207,577
Equity Securities [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	13,726	12,258
Equity Securities [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	258	267	494
Cash and Cash Equivalents [Member] | U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	37,237	42,681
Cash and Cash Equivalents [Member] | U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	37,237	42,681
Cash and Cash Equivalents [Member] | U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Cash and Cash Equivalents [Member] | U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Cash and Cash Equivalents [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	1,191	6,478
Cash and Cash Equivalents [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	1,191	6,478
Cash and Cash Equivalents [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Cash and Cash Equivalents [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Real Estate [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	10,688	9,486
Real Estate [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Real Estate [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Real Estate [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	10,688	9,486	8,987
Insurance Contracts [Member] | Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	78,345	62,333
Insurance Contracts [Member] | Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Insurance Contracts [Member] | Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	89
Insurance Contracts [Member] | Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	78,345	62,244	59,078
U.S. plans [Member]
Fair values of pension plan assets
Fair value of plan assets	933,278	1,004,550
U.S. plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	499,661	460,285
U.S. plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	433,617	544,265
U.S. plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	0	0
Foreign plans [Member]
Fair values of pension plan assets
Fair value of plan assets	419,452	409,298
Foreign plans [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair values of pension plan assets
Fair value of plan assets	240,268	248,442
Foreign plans [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair values of pension plan assets
Fair value of plan assets	89,893	88,859
Foreign plans [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair values of pension plan assets
Fair value of plan assets	$ 89,291	$ 71,997	$ 68,559

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Income Taxes

12 Months Ended

Sep. 30, 2011

Income Taxes [Abstract]

Income Taxes

Note 15 — Income Taxes

The provision for income taxes from continuing operations for the years ended September 30 consisted of:

	2011			2010			2009
Current:
Federal	$	189,997		$	307,236		$	153,030
State and local, including Puerto Rico		23,394			23,441			9,626
Foreign		220,386			170,218			135,931
	$	433,777		$	500,895		$	298,587
Deferred:
Domestic	$	(14,466	)	$	(32,762	)	$	109,925
Foreign		32,100			16,687			2,734
		17,634			(16,075	)		112,659
	$	451,411		$	484,820		$	411,246

The components of Income From Continuing Operations Before Income Taxes for the years ended September 30 consisted of:

	2011		2010		2009
Domestic, including Puerto Rico	$	908,179	$	889,254	$	890,934
Foreign		808,084		771,906		687,657
	$	1,716,263	$	1,661,160	$	1,578,591

Deferred tax assets and liabilities are netted on the balance sheet by separate tax jurisdictions. At September 30, 2011 and 2010, net current deferred tax assets of $287,143 and $217,865, respectively, were included in Prepaid expenses, deferred taxes and other. Net non-current deferred tax assets of $111,786 and $152,334, respectively, were included in Other. Net current deferred tax liabilities of $7,522 and $2,587, respectively, were included in Current Liabilities — Income taxes. Net non-current deferred tax liabilities of $58,553 and $21,558, respectively, were included in Deferred Income Taxes and Other. Deferred taxes are not provided on undistributed earnings of foreign subsidiaries that are indefinitely reinvested. At September 30, 2011, the cumulative amount of such undistributed earnings indefinitely reinvested outside the United States was $3.8 billion. Determining the tax liability that would arise if these earnings were remitted is not practicable. Deferred taxes are provided for earnings outside the United States when those earnings are not considered indefinitely reinvested.

The following table summarizes the gross amounts of unrecognized tax benefits without regard to reduction in tax liabilities or additions to deferred tax assets and liabilities if such unrecognized tax benefits were settled:

	2011			2010			2009
Balance at October 1	$	90,064		$	50,547		$	69,698
Increase due to current year tax positions		37,792			27,662			8,901
Increase due to prior year tax positions		12,349			25,837			1,872
Decreases due to prior year tax positions		(1,815	)		(11,509	)		—
Decrease due to settlements and lapse of statute of limitations		(2,896	)		(2,473	)		(29,924	)
Balance at September 30	$	135,494		$	90,064		$	50,547

The total amount of unrecognized tax benefits, if recognized, would favorably impact the effective tax rate. Included in the above total is approximately $8,977 of interest and penalties, of which approximately $656 are reflected in the current year statement of operations. The Company includes interest and penalties associated with unrecognized tax benefits as a component of the Income tax provision on the Consolidated Statements of Income. The Company expects changes in the aggregate amount of unrecognized tax benefits that may occur within the next twelve months to be similar to the changes that occurred in the prior twelve months.

The Company conducts business and files tax returns in numerous countries and currently has tax audits in progress in a number of tax jurisdictions. The IRS has completed its audit for the tax years through 2005. For the Company’s other major tax jurisdictions where it conducts business, the Company’s tax years are generally open after 2005.

Deferred income taxes at September 30 consisted of:

	2011					2010
	Assets			Liabilities		Assets			Liabilities
Compensation and benefits	$	590,311		$	—	$	484,767		$	—
Property and equipment		—			433,163		—			318,640
Loss and credit carryforwards		85,731			—		116,478			—
Other		360,893			218,571		293,246			173,372
		1,036,935			651,734		894,491			492,012
Valuation allowance		(52,347	)		—		(56,425	)		—
	$	984,588		$	651,734	$	838,066		$	492,012

Valuation allowances have been established for capital loss carryforwards, state deferred tax assets, net of federal tax, related to net operating losses and credits and other deferred tax assets for which the Company has determined it is more likely than not that these benefits will not be realized. At September 30, 2011, the Company had deferred state tax assets for net state operating losses and credit carryforwards of $40,653 for which a valuation allowance of $26,800 has been established due to the uncertainty of generating sufficient taxable income in the state jurisdictions to utilize the deferred tax assets before they principally expire between 2012 and 2014.

A reconciliation of the federal statutory tax rate to the Company’s effective tax rate was as follows:

	2011			2010			2009
Federal statutory tax rate		35.0	%		35.0	%		35.0	%
State and local income taxes, net of federal tax benefit		1.1			0.9			0.6
Effect of foreign and Puerto Rico earnings and foreign tax credits		(7.2	)		(5.3	)		(7.4	)
Effect of Research Credits and Domestic Production Activities,		(2.6	)		(1.6	)		(2.7	)
Other, net		—			0.2			0.6
		26.3	%		29.2	%		26.1	%

The approximate amounts of tax reductions related to tax holidays in various countries in which the Company does business were $60,275, $51,300 and $44,800, in 2011, 2010 and 2009, respectively. The tax holidays expire at various dates through 2023.

The Company made income tax payments, net of refunds, of $512,092 in 2011, $391,965 in 2010 and $368,724 in 2009.

XML

Income Taxes (Tables)

12 Months Ended

Sep. 30, 2011

Income Taxes [Abstract]

Provision for income taxes from continuing operations

	2011			2010			2009
Current:
Federal	$	189,997		$	307,236		$	153,030
State and local, including Puerto Rico		23,394			23,441			9,626
Foreign		220,386			170,218			135,931
	$	433,777		$	500,895		$	298,587
Deferred:
Domestic	$	(14,466	)	$	(32,762	)	$	109,925
Foreign		32,100			16,687			2,734
		17,634			(16,075	)		112,659
	$	451,411		$	484,820		$	411,246

Income from continuing operations before income taxes

	2011		2010		2009
Domestic, including Puerto Rico	$	908,179	$	889,254	$	890,934
Foreign		808,084		771,906		687,657
	$	1,716,263	$	1,661,160	$	1,578,591

Gross amounts of unrecognized tax benefits

	2011			2010			2009
Balance at October 1	$	90,064		$	50,547		$	69,698
Increase due to current year tax positions		37,792			27,662			8,901
Increase due to prior year tax positions		12,349			25,837			1,872
Decreases due to prior year tax positions		(1,815	)		(11,509	)		—
Decrease due to settlements and lapse of statute of limitations		(2,896	)		(2,473	)		(29,924	)
Balance at September 30	$	135,494		$	90,064		$	50,547

Deferred income taxes

	2011					2010
	Assets			Liabilities		Assets			Liabilities
Compensation and benefits	$	590,311		$	—	$	484,767		$	—
Property and equipment		—			433,163		—			318,640
Loss and credit carryforwards		85,731			—		116,478			—
Other		360,893			218,571		293,246			173,372
		1,036,935			651,734		894,491			492,012
Valuation allowance		(52,347	)		—		(56,425	)		—
	$	984,588		$	651,734	$	838,066		$	492,012

Reconciliation of federal statutory tax rate to company's effective tax rate

	2011			2010			2009
Federal statutory tax rate		35.0	%		35.0	%		35.0	%
State and local income taxes, net of federal tax benefit		1.1			0.9			0.6
Effect of foreign and Puerto Rico earnings and foreign tax credits		(7.2	)		(5.3	)		(7.4	)
Effect of Research Credits and Domestic Production Activities,		(2.6	)		(1.6	)		(2.7	)
Other, net		—			0.2			0.6
		26.3	%		29.2	%		26.1	%

XML

Supplemental Financial Information (Details 2) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Property, Plant and Equipment, Net
Land	$ 98,418	$ 100,988
Buildings	2,153,362	2,095,254
Machinery equipment and fixtures.	4,549,805	4,259,140
Leasehold improvements	78,624	76,680
Property, Plant and Equipment, gross	6,880,209	6,532,062
Less accumulated depreciation and amortization	3,669,012	3,431,570
Property, Plant and Equipment, Net	$ 3,211,197	$ 3,100,492

XML

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Sep. 30, 2011

Summary of Significant Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of Becton, Dickinson and Company and its majority-owned subsidiaries (the “Company”) after the elimination of intercompany transactions. The Company has no material interests in variable interest entities.

Cash Equivalents

Cash Equivalents

Cash equivalents consist of all highly liquid investments with a maturity of three months or less at time of purchase.

Short-Term Investments

Short-Term Investments

Short-term investments consist of time deposits with maturities greater than three months and less than one year when purchased.

Inventories

Inventories

Inventories are stated at the lower of first-in, first-out cost or market.

Property, Plant and Equipment

Property, Plant and Equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are principally provided on the straight-line basis over estimated useful lives, which range from 20 to 45 years for buildings, four to 12 years for machinery and equipment and one to 20 years for leasehold improvements. Depreciation and amortization expense was $348,522, $347,402 and $312,321 in fiscal 2011, 2010 and 2009, respectively.

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Goodwill, core and developed technology, and in-process research and development assets arise from acquisitions. Goodwill is reviewed at least annually for impairment. Goodwill is assessed for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a component. The Company’s reporting units generally represent one level below reporting segments, and components within an operating segment that have similar economic characteristics are aggregated. Potential impairment of goodwill is identified by comparing the fair value of a reporting unit, estimated using an income approach, with its carrying value. The annual impairment review performed in fiscal year 2011 indicated that all six identified reporting units’ fair values exceeded their respective carrying values.

The review for impairment of in-process research and development assets, as well as core and developed technology assets, compares the fair value of the technology or project assets, estimated using an income approach, with their carrying value. In-process research and development assets are considered indefinite-lived assets until projects are completed or abandoned, and these assets are reviewed at least annually for impairment. Core and developed technology assets are amortized over periods ranging from 15 to 20 years, using the straight-line method, and are periodically reviewed for impairment when impairment indicators are present.

Other intangibles with finite useful lives, which include patents, are amortized over periods principally ranging from one to 40 years, using the straight-line method. These intangibles, including core and developed technology, are periodically reviewed when impairment indicators are present to assess recoverability from future operations using undiscounted cash flows. To the extent carrying value exceeds the undiscounted cash flows, an impairment loss is recognized in operating results based upon the excess of the carrying value over fair value. Other intangibles also include certain trademarks that are considered to have indefinite lives, as they are expected to generate cash flows indefinitely, and are reviewed annually for impairment.

In September 2011, the FASB issued revised annual goodwill impairment testing guidance. The revised requirements allow entities to first qualitatively assess whether it is necessary to perform the two-step quantitative goodwill impairment test. Further testing of goodwill for impairment under the quantitative model is required only if an entity determines, through the qualitative assessment, that it is more likely than not that a given reporting unit’s fair value is less than its carrying amount. The revised goodwill impairment testing requirements are effective for fiscal years beginning after December 15, 2011 and early adoption is permitted. The Company intends to apply the revised requirements in its fiscal year 2012 goodwill impairment review processes. No significant impact to the Company’s consolidated financial statements is expected upon adoption of these revised requirements.

Capitalized Software

Capitalized Software

Capitalized software, including costs for software developed or obtained for internal use, is stated at cost, less accumulated amortization. Amortization expense is principally provided on the straight-line basis over estimated useful lives, which do not exceed 10 years. The current balance primarily includes capital software investments related to a global enterprise resource planning initiative to upgrade the Company’s business information systems. Amortization for this project has not commenced because the program has not yet been placed in service. Amortization expense related to capitalized software was $23,173, $32,181 and $46,485 for 2011, 2010 and 2009, respectively.

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

Foreign Currency Translation

Generally, foreign subsidiaries’ functional currency is the local currency of operations and the net assets of foreign operations are translated into U.S. dollars using current exchange rates. The U.S. dollar results that arise from such translation, as well as exchange gains and losses on intercompany balances of a long-term investment nature, are included in the foreign currency translation adjustments in Accumulated other comprehensive (loss) income.

Revenue Recognition

Revenue Recognition

Revenue from product sales is typically recognized when all of the following criteria have been met: persuasive evidence of an arrangement exists; delivery has occurred or services have been rendered; product price is fixed or determinable; collection of the resulting receivable is reasonably assured. The Company recognizes revenue for certain instruments sold from the Biosciences segment upon installation at a customer’s site, as installation of these instruments is considered a significant post-delivery obligation. For certain instrument sales arrangements, primarily in the U.S., with multiple deliverables, revenue and cost of products sold are recognized at the completion of each deliverable: instrument shipment, installation and training. Installation and training typically occur within one month after an instrument is shipped. These sales agreements are divided into separate units of accounting and revenue is recognized upon the completion of each deliverable based on its relative selling price. The relative selling prices of installation and training are determined based on the prices at which these deliverables would be regularly sold on a standalone basis. The relative selling prices of instruments are based on estimated selling prices. These estimates represent the quoted sales contract price in each arrangement.

The Company’s domestic businesses sell products primarily to distributors that resell the products to end-user customers. Rebates are provided to distributors that sell to end-user customers at prices determined under a contract between the Company and the end-user customer. Provisions for rebates, as well as sales discounts and returns, are based upon estimates and are accounted for as a reduction of revenues when revenue is recognized.

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 it entered into on or after October 1, 2010. The adoption of these new requirements did not significantly impact the Company’s consolidated financial statements.

Shipping and Handling Costs

Shipping and Handling Costs

Shipping and handling costs are included in Selling and administrative expense. Shipping expense was $276,797, $255,765 and $250,941 in 2011, 2010 and 2009, respectively.

Derivative Instruments and Hedging Activities

Derivative Financial Instruments

All derivatives are recorded in the balance sheet at fair value and changes in fair value are recognized currently in earnings unless specific hedge accounting criteria are met.

Derivative financial instruments are utilized by the Company in the management of its foreign currency and interest rate exposures. From time to time, the Company hedges forecasted sales denominated in foreign currencies using forward and option contracts to protect against the reduction in value of forecasted foreign currency cash flows resulting from export sales. The Company also periodically utilizes interest rate swaps to maintain a balance between fixed and floating rate instruments. The Company does not enter into derivative financial instruments for trading or speculative purposes.

Any deferred gains or losses associated with derivative instruments are recognized in income in the period in which the underlying hedged transaction is recognized. In the event a designated hedged item is sold, extinguished or matures prior to the termination of the related derivative instrument, such instrument would be closed and the resultant gain or loss would be recognized in income.

Income Taxes

Income Taxes

United States income taxes are not provided on undistributed earnings of foreign subsidiaries where such undistributed earnings are indefinitely reinvested outside the United States. Deferred taxes are provided for earnings of foreign subsidiaries when those earnings are not considered indefinitely reinvested. Income taxes are provided and tax credits are recognized based on tax laws enacted at the dates of the financial statements.

The Company conducts business and files tax returns in numerous countries and currently has tax audits in progress in a number of tax jurisdictions. In evaluating the exposure associated with various tax filing positions, the Company records accruals for uncertain tax positions, based on the technical support for the positions, past audit experience with similar situations, and the potential interest and penalties related to the matters.

The Company maintains valuation allowances where it is more likely than not that all or a portion of a deferred tax asset will not be realized. Changes in valuation allowances are included in the tax provision in the period of change. In determining whether a valuation allowance is warranted, management evaluates factors such as prior earnings history, expected future earnings, carry back and carry forward periods and tax strategies that could potentially enhance the likelihood of the realization of a deferred tax asset.

Earnings per Share

Earnings per Share

Basic earnings per share are computed based on the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions. These estimates or assumptions affect reported assets, liabilities, revenues and expenses as reflected in the consolidated financial statements. Actual results could differ from these estimates.

Share-Based Compensation

Share-Based Compensation

The Company recognizes the fair value of share-based compensation in net income. Compensation expense is recognized on a straight-line basis over the requisite service period, which is generally the vesting period.

Segment Reporting Policy

The Company evaluates performance of its business segments and allocates resources to them primarily 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.

Derivatives, Methods of Accounting, Hedging Derivatives

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. The Company did not hedge forecasted sales in fiscal year 2011 and as of September 30, 2011, the Company has not entered into contracts to hedge cash flows for fiscal year 2012.

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, is recognized in Other income (expense).

The total notional amounts of the Company’s outstanding foreign exchange contracts as of September 30, 2011 and September 30, 2010 were $2,209,780 and $1,776,046, respectively.

Interest Rate Risks and Related Strategies

The Company’s primary interest rate exposure results from changes in 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.

The total notional amounts of the Company’s outstanding interest rate swaps designated as fair value hedges were $200,000 at both September 30, 2011 and September 30, 2010. The 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 total notional amounts of the Company’s outstanding interest rate swaps designated as cash flow hedges as of September 30, 2011 and September 30, 2010 were $900,000 and $0, respectively. The current year’s outstanding swaps include forward starting fixed-to-floating rate swap agreements under which the Company agrees to pay a fixed interest rate and receive a floating interest rate based on LIBOR, subject to mandatory termination and cash settlement on the forward start date. These hedges were entered into during the fourth quarter of fiscal year 2011 in anticipation of issuing new long-term debt in the first quarter of fiscal year 2012. Their purpose was to partially hedge the risk of changes in interest payments attributable to changes in the benchmark interest rate (the U.S. Dollar LIBOR swap rate) against which the debt was issued. These swaps were terminated on November 3, 2011, concurrent with the issuance of the new long-term debt. Additional disclosures regarding the Company’s issuance of debt in the first quarter of fiscal year 2012 are included in Note 14.

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 September 30, 2011 or 2010.

Consolidation of variable interest Entity

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 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 are 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 years ending September 30, 2011 and 2010.

ASC 450-20 recognition guidelines

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.

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Benefit Plans (Details Textual) (USD $) In Thousands, unless otherwise specified	12 Months Ended						12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009	Oct. 31, 2011 U.S. plans [Member]	Sep. 30, 2011 U.S. plans [Member]	Sep. 30, 2010 U.S. plans [Member]	Sep. 30, 2011 Foreign plans [Member]	Sep. 30, 2010 Foreign plans [Member]	Sep. 30, 2009 Foreign plans [Member]	Sep. 30, 2011 Pension Plans [Member]	Sep. 30, 2010 Pension Plans [Member]	Sep. 30, 2009 Pension Plans [Member]	Sep. 30, 2011 Other Postretirement Benefit [Member]	Sep. 30, 2010 Other Postretirement Benefit [Member]	Sep. 30, 2009 Other Postretirement Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Net pension and postretirement cost							$ 34,429	$ 25,820	$ 24,971	$ 134,342	$ 104,808	$ 71,742	$ 22,764	$ 22,609	$ 18,173
Pension plan assets at fair value					933,278	1,004,550	419,452	409,298		1,352,730	1,413,848	1,209,135	0	0	0
Pension plan projected benefit obligation							500,969	560,640		1,996,441	1,911,295	1,635,334	269,458	260,124	249,593
Estimated net actuarial loss that will be amortized from accumulated other comprehensive income										(62,700)			(4,645)
Estimated Prior service credit costs that will be amortized from accumulated other comprehensive income										1,772			690
Percent of total plan assets foreign plans							31.00%
Discretionary contribution to its U.S pension plan				100,000
Benefit Plans (Textuals) [Abstract]
Assumed Health care trend rate	7.60%	7.80%
Increase in accumulated post retirement benefit obligation due to one percentage point increase in assumed health care cost trend rates	8,566
Increase in Aggregate service cost and interest cost components retirement benefit obligation due to one percentage point increase in assumed health care cost trend rates	828
Decrease in accumulated post retirement benefit obligation due to one percentage point decrease in assumed health care cost trend rates	7,617
Decrease in Aggregate service cost and interest cost components retirement benefit obligation due to one percentage point decrease in assumed health care cost trend rates Decrease in Aggregate service cost and interest cost components retirement benefit obligation due to one percentage point decrease in assumed health care cost trend rates	723
Post retirement plan Expected Drug subsidy, 2012	2,314
Post retirement plan Expected Drug subsidy, 2013	2,440
Post retirement plan Expected Drug subsidy, 2014	2,549
Post retirement plan Expected Drug subsidy, 2015	2,623
Post retirement plan Expected Drug subsidy, 2016	2,684
Post retirement plan Expected Drug subsidy, 2017-2021	13,800
Percent of total assets domestic plans	69.00%
Company's Target allocation percentage for equity securities	65.00%
Company's Target allocation percentage for fixed income securities	35.00%
Unfunded status of the post employment benefit plans	137,575	112,751
Accumulated and other comprehensive income into post employment benefit cost	13,942
Employees contribution guaranteed by the company to the fixed income fund of the Savings Incentive Plan	240,113
Cost of the Savings Incentive Plan	36,535	34,097	36,438
Ultimate Health care trend rate beginning in 2027	5.00%	4.50%
Employers contribution	The Company matches contributions for eligible employees up to 75% of employees' contributions, up to a maximum of 4.5% of each employee's eligible contribution.
Amount recognized in Accumulated and other comprehensive income before income taxes for net actuarial loss	$ 116,442	$ 76,220

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Consolidated Statements of Cash Flows (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Operating Activities
Net income	$ 1,270,994	$ 1,317,610	$ 1,231,603
Less: Income from discontinued operations, net	6,142	141,270	64,258
Income from continuing operations, net	1,264,852	1,176,340	1,167,345
Adjustments to income from continuing operations to derive net cash provided by continuing operating activities, net of amounts acquired:
Depreciation and amortization	504,089	502,113	464,604
Share-based compensation	73,363	79,374	86,574
Deferred income taxes	30,047	28,055	60,041
Change in operating assets and liabilities:
Trade receivables, net	(26,515)	(73,933)	(81,530)
Inventories	(117,539)	(116,500)	(91,462)
Prepaid expenses, deferred taxes and other	(237,953)	(34,340)	(22,059)
Accounts payable, income taxes and other liabilities	128,738	156,023	123,576
Pension obligation	80,837	(102,967)	(68,574)
Other, net	12,611	44,852	19,971
Net Cash Provided by Continuing Operating Activities	1,712,530	1,659,017	1,658,486
Investing Activities
Capital expenditures	(515,385)	(537,306)	(585,196)
Capitalized software	(89,872)	(95,159)	(109,588)
Change in short-term investments	120,445	34,550	(338,228)
Sales of long-term investments	1,144	963	840
Acquisitions of businesses, net of cash acquired	(492,081)	(281,367)
Divestiture of businesses		259,990	51,022
Other, net	(63,588)	(81,636)	(85,900)
Net Cash Used for Continuing Investing Activities	(1,039,337)	(699,965)	(1,067,050)
Financing Activities
Change in short-term debt	34,251	(200,193)	1,196
Proceeds from long-term debt	991,265		739,232
Payments of debt	(35)	(76)	(311)
Repurchase of common stock	(1,500,001)	(750,000)	(550,006)
Issuance of common stock and other, net	84,148	50,093	32,403
Excess tax benefit from payments under share-based compensation plans	37,189	23,202	14,667
Dividends paid	(361,199)	(345,713)	(316,877)
Net Cash Used for Continuing Financing Activities	(714,382)	(1,222,687)	(79,696)
Discontinued Operations:
Net cash provided by operating activities	3,470	85,251	58,329
Net cash used for investing activities	(173)	(5,661)	(5,912)
Net Cash Provided by Discontinued Operations	3,297	79,590	52,417
Effect of exchange rate changes on cash and equivalents	(2,815)	5,790	(390)
Net (Decrease) Increase in Cash and Equivalents	(40,707)	(178,255)	563,767
Opening Cash and Equivalents	1,215,989	1,394,244	830,477
Closing Cash and Equivalents	$ 1,175,282	$ 1,215,989	$ 1,394,244

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Consolidated Statements of Income (Parenthetical) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Operations
Income tax provision	$ 792	$ 40,703	$ 19,975

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Divestitures

12 Months Ended

Sep. 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 $146,478. 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. Due to this significant continuing involvement in operations, the associated results of operations were reported within continuing operations and $18,197 of the gain on sale was recognized in Other income (expense).

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 for the years ended September 30 were as follows:

	2011		2010		2009
Revenues	$	3,148	$	167,720	$	230,022
Income from discontinued operations before income taxes		6,934		181,973		84,233
Less income tax provision		792		40,703		19,975
Income from discontinued operations, net	$	6,142	$	141,270	$	64,258

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Income Taxes (Details 3) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Deferred income taxes
Compensation and benefits, Assets	$ 590,311	$ 484,767
Property and equipment, Liabilities	433,163	318,640
Loss and credit carryforwards, assets	85,731	116,478
Deferred Tax Assets, Other	360,893	293,246
Deferred Tax Liabilities, Other	218,571	173,372
Deferred Tax Assets, Gross	1,036,935	894,491
Deferred Tax Liabilities, Gross	651,734	492,012
Valuation allowance, Assets	(52,347)	(56,425)
Total, Assets	984,588	838,066
Total, Liabilities	$ 651,734	$ 492,012

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Income Taxes (Details 1) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Income from continuing operations before income taxes
Domestic, including Puerto Rico	$ 908,179	$ 889,254	$ 890,934
Foreign	808,084	771,906	687,657
Income From Continuing Operations Before Income Taxes	$ 1,716,263	$ 1,661,160	$ 1,578,591

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Document and Entity Information (USD $)	12 Months Ended
	Sep. 30, 2011	Oct. 31, 2011	Mar. 31, 2011
Document and Entity Information [Abstract]
Entity Registrant Name	BECTON DICKINSON & CO
Entity Central Index Key	0000010795
Document Type	10-K
Document Period End Date	Sep. 30, 2011
Amendment Flag	false
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	FY
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			$ 16,810,894,063
Entity Common Stock, Shares Outstanding		214,890,631

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Intangible Assets

12 Months Ended

Sep. 30, 2011

Intangible Assets [Abstract]

Intangible Assets

Note 11 — Intangible Assets

Other intangible assets at September 30 consisted of:

	2011				2010
	Gross				Gross
	Carrying		Accumulated		Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Amortized intangible assets
Core and developed technology	$	685,191	$	304,292	$	580,709	$	269,926
Product rights		152,140		1,268		—		—
Patents, trademarks, and other		309,337		230,542		301,883		219,735
	$	1,146,668	$	536,102	$	882,592	$	489,661
Unamortized intangible assets
Acquired in-process research and development	$	185,300			$	143,000
Trademarks		2,669				2,709
	$	187,969			$	145,709

Intangible amortization expense was $55,151, $48,399 and $47,066 in 2011, 2010 and 2009, respectively. The estimated aggregate amortization expense for the fiscal years ending September 30, 2012 to 2016 are as follows: 2012 — $72,536; 2013 — $74,412; 2014 — $71,849; 2015 — $69,745; 2016 — $64,963.

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Derivative Instruments and Hedging Activities (Details 3) (Swap [Member], Fair Value Hedging [Member], Other Income Expense [Member], USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Swap [Member] | Fair Value Hedging [Member] | Other Income Expense [Member]
Cash flow hedges
Gain/(Loss) on the hedged fixed rate debt attributable to changes in the market interest rates	$ (2,650)	$ 6,638	$ (3,402)

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Income Taxes (Details) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Current:
Federal	$ 189,997	$ 307,236	$ 153,030
State and local, including Puerto Rico	23,394	23,441	9,626
Foreign	220,386	170,218	135,931
Total, Current	433,777	500,895	298,587
Deferred:
Domestic	(14,466)	(32,762)	109,925
Foreign	32,100	16,687	2,734
Total, Deferred	17,634	(16,075)	112,659
Total	$ 451,411	$ 484,820	$ 411,246

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Consolidated Statements of Comprehensive Income (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Consolidated Statements of Comprehensive Income [Abstract]
Net Income	$ 1,270,994	$ 1,317,610	$ 1,231,603
Other Comprehensive (Loss) Income, Net of Tax
Foreign currency translation adjustments	(117,083)	330	29,358
Defined benefit pension and postretirement plans	(62,228)	(130,461)	(242,478)
Unrealized gain on investments, net of amounts recognized	420		41
Unrealized (loss) gain on cash flow hedges, net of amounts realized	(33,200)	44,884	(82,073)
Other Comprehensive Loss, Net of Tax	(212,091)	(85,247)	(295,152)
Comprehensive Income	$ 1,058,903	$ 1,232,363	$ 936,451

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Commitments and Contingencies

12 Months Ended

Sep. 30, 2011

Commitments and Contingencies [Abstract]

Commitments and Contingencies

Note 5 — Commitments and Contingencies

Commitments

Rental expense for all operating leases amounted to $70,113 in 2011, $65,000 in 2010, and $64,500 in 2009. Future minimum rental commitments on noncancelable leases are as follows: 2012 - $47,516; 2013 — $40,428; 2014 — $33,244; 2015 — $27,721; 2016 — $23,367 and an aggregate of $44,557 thereafter.

As of September 30, 2011, the Company has certain future purchase commitments aggregating to approximately $505,586, which will be expended over the next several years.

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. On July 8, 2011, the Court of Appeals for the Federal Circuit reversed the District Court judgment that the Company’s 3ml BD Integra^tm products infringed the asserted RTI patents and affirmed the District Court judgment of infringement against the Company’s discontinued 1ml BD Integra^tm products. On October 31, 2011, the Federal Circuit Court of Appeals denied RTI’s request for an en banc rehearing. The trial on RTI’s antitrust and false advertising claims is scheduled to begin in February 2012. With respect to RTI’s antitrust and false advertising claims, BD cannot estimate the possible loss or range of possible loss as there are significant legal and factual issues to be resolved. In the event that RTI succeeds at trial and subsequent appeals, however, any potential loss could be material as RTI will likely seek to recover substantial damages including disgorgement of profits and damages under the federal antitrust laws which are trebled. BD believes RTI’s allegations are without merit.

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^tm and BD Viper^tm XTR^tm systems and BD ProbeTec^tm 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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Earnings per Share

12 Months Ended

Sep. 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) for the years ended September 30 were as follows:

	2011		2010		2009
Average common shares outstanding		221,175		234,328		240,479
Dilutive share equivalents from share-based plans		5,105		5,808		6,319
Average common and common equivalent shares outstanding — assuming dilution		226,280		240,136		246,798

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Supplemental Financial Information

12 Months Ended

Sep. 30, 2011

Supplemental Financial Information [Abstract]

Supplemental Financial Information

Note 16 — Supplemental Financial Information

Other Income (Expense), Net

Other income (expense), net in 2011 was $(6,209), which primarily included gains recognized on the sale of assets of $2,857, equity investment net income of $3,017 and income from license and other agreements of $4,479, partially offset by foreign exchange losses (inclusive of hedging costs) of $(13,144) and the write-down of investments of $(3,304).

Other income (expense), net in 2010 was $497, which primarily included the gain recognized on the sale of the extended dwell catheter product platform of $18,039, equity investment income of $4,848 and income from license and other agreements of $6,063, partially offset by foreign exchange losses (inclusive of hedging costs) of $(14,756) and the write-down of investments of $(14,024).

Other income (expense), net in 2009 was $(3,850), which primarily included foreign exchange losses (inclusive of hedging costs) of $(14,973), partially offset by equity investment income of $4,542 and income from license and other agreements of $6,387.

Trade Receivables, Net

Allowances for doubtful accounts and cash discounts netted against trade receivables were $43,283 and $46,318 at September 30, 2011 and 2010, respectively. The amounts recognized in 2011, 2010 and 2009 relating to these valuation accounts are provided in the following table:

	Allowance for
	Doubtful			Allowance for
	Accounts			Cash Discounts			Total
Balance at September 30, 2008		26,709			8,905			35,614
Additions charged to costs and expenses		18,321			48,025			66,346
Deductions and other		(4,745	)(A)		(48,706	)		(53,451	)
Balance at September 30, 2009		40,285			8,224			48,509
Additions charged to costs and expenses		6,487			31,944			38,431
Deductions and other		(6,373	)(A)		(34,249	)		(40,622	)
Balance at September 30, 2010	$	40,399		$	5,919		$	46,318
Additions charged to costs and expenses		12,510			26,147			38,657
Deductions and other		(17,360	)(A)		(24,332	)		(41,692	)
Balance at September 30, 2011	$	35,549		$	7,734		$	43,283

(A) Accounts written off.

Inventories

Inventories at September 30 consisted of:

	2011		2010
Materials	$	176,955	$	169,268
Work in process		233,538		225,878
Finished products		834,479		750,191
	$	1,244,972	$	1,145,337

Property, Plant and Equipment, Net

Property, Plant and Equipment, Net at September 30 consisted of:

	2011		2010
Land	$	98,418	$	100,988
Buildings		2,153,362		2,095,254
Machinery, equipment and fixtures		4,549,805		4,259,140
Leasehold improvements		78,624		76,680
		6,880,209		6,532,062
Less accumulated depreciation and amortization		3,669,012		3,431,570
	$	3,211,197	$	3,100,492

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Derivative Instruments and Hedging Activities

12 Months Ended

Sep. 30, 2011

Derivative Instruments and Hedging Activities [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. The Company did not hedge forecasted sales in fiscal year 2011 and as of September 30, 2011, the Company has not entered into contracts to hedge cash flows for fiscal year 2012.

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, is recognized in Other income (expense).

The total notional amounts of the Company’s outstanding foreign exchange contracts as of September 30, 2011 and September 30, 2010 were $2,209,780 and $1,776,046, respectively.

Interest Rate Risks and Related Strategies

The Company’s primary interest rate exposure results from changes in 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.

The total notional amounts of the Company’s outstanding interest rate swaps designated as fair value hedges were $200,000 at both September 30, 2011 and September 30, 2010. The 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 total notional amounts of the Company’s outstanding interest rate swaps designated as cash flow hedges as of September 30, 2011 and September 30, 2010 were $900,000 and $0, respectively. The current year’s outstanding swaps include forward starting fixed-to-floating rate swap agreements under which the Company agrees to pay a fixed interest rate and receive a floating interest rate based on LIBOR, subject to mandatory termination and cash settlement on the forward start date. These hedges were entered into during the fourth quarter of fiscal year 2011 in anticipation of issuing new long-term debt in the first quarter of fiscal year 2012. Their purpose was to partially hedge the risk of changes in interest payments attributable to changes in the benchmark interest rate (the U.S. Dollar LIBOR swap rate) against which the debt was issued. These swaps were terminated on November 3, 2011, concurrent with the issuance of the new long-term debt. Additional disclosures regarding the Company’s issuance of debt in the first quarter of fiscal year 2012 are included in Note 14.

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 September 30, 2011 or 2010.

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,
	2011		2010
Asset derivatives-designated for hedge accounting
Interest rate swaps	$	5,959	$	8,609
Asset derivatives-undesignated for hedge accounting
Forward exchange contracts	$	37,198	$	32,392
Total asset derivatives(A)	$	43,157	$	41,001
Liability derivatives-undesignated for hedge accounting
Forward exchange contracts	$	39,589	$	21,265
Total liability derivatives(B)	$	39,589	$	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 years ended September 30, consisted of:

									Location of Gain
Derivatives Accounted									(Loss)
for as Designated	Gain (Loss) Recognized in OCI on								Reclassified from	Gain (Loss) Reclassified from
Cash Flow Hedging	Derivatives, Net of Tax								Accumulated OCI	Accumulated OCI into Income
Relationships	2011			2010		2009			into Income	2011			2010			2009
Forward exchange contracts	$	—		$	43,624	$	(81,410	)	Revenues	$	—		$	(31,471	)	$	104,858
Interest rate swaps		(33,200	)		1,238		(641	)	Interest expense		(1,656	)		(1,996	)		(1,846	)
Commodity forward contracts		—			22		(22	)	Cost of products sold		—			(35	)		(231	)
Total	$	(33,200	)	$	44,884	$	(82,073	)		$	(1,656	)	$	(33,502	)	$	102,781

The Company’s designated derivative instruments are perfectly effective. As such, there were no gains or losses, related to hedge ineffectiveness or amounts excluded from hedge effectiveness testing, recognized immediately in income for the years ended September 30, 2011, 2010 and 2009. The loss recorded in Other comprehensive income (loss) for the year ended September 30, 2011 represents unrealized losses on interest rate swaps entered into during the fourth quarter of fiscal year 2011 in anticipation of issuing long-term debt in the first quarter of fiscal year 2012, partially offset by gains realized on interest rate swaps that were entered into in the first quarter of fiscal year 2011 in anticipation of issuing long-term debt during that quarter. These swaps were designated as hedges of the variability in interest payments attributable to changes in the benchmark interest rates against which the long-term debt was priced. The amounts recorded in Other comprehensive income (loss) relative to these swaps will be amortized, over the life of the respective notes, with an offset to Interest expense.

Fair value hedge

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 swap for the years ended September 30 were as follows:

Income Statement	Gain/(Loss) on Swap								Gain/(Loss) on Borrowings
Classification	2011			2010		2009			2011		2010			2009
Other income (expense)(A)	$	(2,650	)	$	6,638	$	(3,402	)	$	2,650	$	(6,638	)	$	3,402

(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 for the years ended September 30 were as follows:

		Amount of Gain (Loss)
Derivatives Not	Location of Gain (Loss)	Recognized in Income on
Designated as	Recognized in Income on	Derivative
For Hedge Accounting	Derivatives	2011			2010			2009
Forward exchange contracts(B)	Other income (expense)	$	(1,443	)	$	(6,606	)	$	138

(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 (expense) income.

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Financial Instruments and Fair Value Measurements (Details Textual) (USD $)	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010
Financial Instruments and Fair Value Measurements (Textuals) [Abstract]
Remaining cash equivalents	$ 986,084,000	$ 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
Transfer of liabilities in and out of level 1, 2 and 3 measurements during the period		0
Impairment charge recorded to Research and development expense, resulting from discontinuance of a research program within the Diagnostic Systems unit	$ 9,270,000

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Benefit Plans

12 Months Ended

Sep. 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. Postretirement healthcare and life insurance benefit plans in foreign countries are not material. The measurement date used for the Company’s employee benefit plans is September 30.

Net pension and other postretirement cost for the years ended September 30 included the following components:

	Pension Plans									Other Postretirement Benefits
	2011			2010			2009			2011			2010		2009
Service cost	$	88,692		$	72,901		$	55,004		$	5,842		$	5,007	$	3,441
Interest cost		93,228			90,432			87,480			13,143			14,190		15,338
Expected return on plan assets		(103,081	)		(99,199	)		(86,819	)		—			—		—
Amortization of prior service (credit) cost		(1,294	)		(1,091	)		(1,099	)		(686	)		4		(463	)
Amortization of loss (gain)		55,735			41,812			17,235			4,465			3,408		(143	)
Amortization of net asset		(34	)		(47	)		(59	)		—			—		—
Curtailment/settlement loss		1,096			—			—			—			—		—
	$	134,342		$	104,808		$	71,742		$	22,764		$	22,609	$	18,173

Net pension cost attributable to foreign plans included in the preceding table was $34,429, $25,820 and $24,971 in 2011, 2010 and 2009, respectively.

The change in benefit obligation, change in fair value of plan assets, funded status and amounts recognized in the Consolidated Balance Sheets for these plans were as follows:

							Other Postretirement
	Pension Plans						Benefits
	2011			2010			2011			2010
Change in benefit obligation:
Beginning obligation	$	1,911,295		$	1,635,334		$	260,124		$	249,593
Service cost		88,692			72,901			5,842			5,007
Interest cost		93,228			90,432			13,143			14,190
Plan amendments		(3,683	)		60			—			(6,702	)
Benefits paid		(108,381	)		(101,394	)		(25,776	)		(25,046	)
Actuarial loss		22,146			224,890			8,277			16,233
Other, includes translation		(6,856	)		(10,928	)		7,848			6,849
Benefit obligation at September 30	$	1,996,441		$	1,911,295		$	269,458		$	260,124
Change in fair value of plan assets:
Beginning fair value	$	1,413,848		$	1,209,135		$	—		$	—
Actual return on plan assets		1,391			109,310			—			—
Employer contribution		53,505			207,775			—			—
Benefits paid		(108,381	)		(101,394	)		—			—
Other, includes translation		(7,633	)		(10,978	)		—			—
Plan assets at September 30	$	1,352,730		$	1,413,848		$	—		$	—
Funded Status at September 30:
Unfunded benefit obligation	$	(643,711	)	$	(497,447	)	$	(269,458	)	$	(260,124	)
Amounts recognized in the Consolidated Balance Sheets at September 30:
Other	$	3,217		$	143		$	—		$	—
Salaries, wages and related items		(6,042	)		(6,492	)		(18,188	)		(17,875	)
Long-term Employee Benefit Obligations		(640,886	)		(491,098	)		(251,270	)		(242,249	)
Net amount recognized	$	(643,711	)	$	(497,447	)	$	(269,458	)	$	(260,124	)
Amounts recognized in Accumulated other comprehensive (loss) income before income taxes at September 30:
Net transition asset	$	398		$	513		$	—		$	—
Prior service credit		9,193			6,530			6,013			6,699
Net actuarial loss		(911,146	)		(843,284	)		(70,653	)		(67,009	)
Net amount recognized	$	(901,555	)	$	(836,241	)	$	(64,640	)	$	(60,310	)

Foreign pension plan assets at fair value included in the preceding table were $419,452 and $402,298 at September 30, 2011 and 2010, respectively. The foreign pension plan projected benefit obligations were $500,969 and $560,640 at September 30, 2011 and 2010, respectively.

Pension plans with accumulated benefit obligations in excess of plan assets and plans with projected benefit obligations in excess of plan assets consist of the following at September 30:

	Accumulated Benefit				Projected Benefit
	Obligation Exceeds the				Obligation Exceeds the
	Fair Value of Plan Assets				Fair Value of Plan Assets
	2011		2010		2011		2010
Projected benefit obligation	$	1,616,534	$	1,669,986	$	1,862,441	$	1,903,939
Accumulated benefit obligation	$	1,338,643	$	1,410,029
Fair value of plan assets	$	989,043	$	1,224,095	$	1,215,513	$	1,406,349

The estimated net actuarial loss and prior service credit for pension benefits that will be amortized from Accumulated other comprehensive (loss) income into net pension costs over the next fiscal year are expected to be $(62,700) and $1,772, respectively. The estimated net actuarial loss and prior service credit for other postretirement benefits that will be amortized from Accumulated other comprehensive (loss) income into net other postretirement costs over the next fiscal year are expected to be $(4,645) and $690, respectively.

The weighted average assumptions used in determining pension plan information were as follows:

	2011			2010			2009
Net Cost
Discount rate:
U.S. plans(A)		5.20	%		5.90	%		8.00	%
Foreign plans		4.68			5.63			6.03
Expected return on plan assets:
U.S. plans		8.00			8.00			8.00
Foreign plans		6.31			6.38			6.45
Rate of compensation increase:
U.S. plans(A)		4.50			4.50			4.50
Foreign plans		3.56			3.35			3.56
Benefit Obligation
Discount rate:
U.S. plans(A)		4.90			5.20			5.90
Foreign plans		5.26			4.68			5.63
Rate of compensation increase:
U.S. plans(A)		4.25			4.50			4.50
Foreign plans		3.61			3.56			3.35

(A) Also used to determine other postretirement and postemployment benefit plan information.

At September 30, 2011 the assumed healthcare trend rates were 7.6% pre and post age 65, gradually decreasing to an ultimate rate of 5.0% beginning in 2024. At September 30, 2010 the corresponding assumed healthcare trend rates were 7.8% pre and post age 65, gradually decreasing to an ultimate rate of 4.5% beginning in 2027. A one percentage point increase in assumed healthcare cost trend rates in each year would increase the accumulated postretirement benefit obligation as of September 30, 2011 by $8,566 and the aggregate of the service cost and interest cost components of 2011 annual expense by $828. A one percentage point decrease in the assumed healthcare cost trend rates in each year would decrease the accumulated postretirement benefit obligation as of September 30, 2011 by $7,617 and the aggregate of the 2011 service cost and interest cost by $723.

Expected Rate of Return on Plan Assets

The expected rate of return on plan assets is based upon expectations of long-term average rates of return to be achieved by the underlying investment portfolios. In establishing this assumption, the Company considers many factors, including historical assumptions compared with actual results; benchmark data; expected returns on various plan asset classes, as well as current and expected asset allocations.

Expected Funding

The Company’s funding policy for its defined benefit pension plans is to contribute amounts sufficient to meet legal funding requirements, plus any additional amounts that may be appropriate considering the funded status of the plans, tax consequences, the cash flow generated by the Company and other factors. While the Company does not anticipate any significant required contributions to its pension plans in 2012, the Company made a discretionary contribution of $100,000 to its U.S. pension plan in October 2011.

Expected benefit payments are as follows:

			Other
	Pension		Postretirement
	Plans		Benefits
2012	$	128,921	$	18,188
2013		96,178		18,708
2014		101,061		19,224
2015		111,483		19,778
2016		116,066		20,199
2017-2021		735,367		102,714

Expected receipts of the subsidy under the Medicare Prescription Drug Improvement and Modernization Act of 2003, which are not reflected in the expected other postretirement benefit payments included in the preceding table, are as follows: 2012, $2,314; 2013, $2,440; 2014, $2,549; 2015, $2,623; 2016, $2,684; 2017-2021, $13,800.

Investments

The Company’s primary objective is to achieve returns sufficient to meet future benefit obligations. It seeks to generate above market returns by investing in more volatile asset classes such as equities while at the same time controlling risk with allocations to more stable asset classes like fixed income.

U.S. Plans

The Company’s U.S. plans comprise 69% of total benefit plan investments, based on September 30, 2011 market values, and have a target asset mix of 65% equities and 35% fixed income. This mix was established based on an analysis of projected benefit payments and estimates of long-term returns, volatilities and correlations for various asset classes. The mix is reviewed periodically by the named fiduciary of the plans and is intended to provide above-market returns at an acceptable level of risk over time.

The established target mix includes ranges by which the target may deviate in order to accommodate normal market fluctuations. Routine cash flows are used to bring the mix closer to target and a move outside of the acceptable ranges will signal the potential for a formal rebalancing, based on an assessment of current market conditions and transaction costs. Any tactical deviations from the established asset mix require the approval of the named fiduciary.

The U.S. plans may enter into both exchange traded and non-exchange traded derivative transactions in order to manage interest rate exposure, volatility, term structure of interest rates, and sector and currency exposures within the fixed income portfolios. The Company has established minimum credit quality standards for counterparties in such transactions.

The following table provides the fair value measurements of U.S. plan assets, as well as the measurement techniques and inputs utilized to measure fair value of these assets, at September 30, 2011 and 2010.

	Total U.S.
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2011		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Mortgage and asset-backed securities(A)	$	165,042	$	—	$	165,042	$	—
Corporate bonds(B)		111,954		—		111,954		—
Government and agency-U.S.(C)		41,885		26,577		15,308		—
Government and agency-Foreign(D)		6,836		—		6,836		—
Other(E)		8,277		—		8,277		—
Equity securities(F)		562,047		435,847		126,200		—
Cash and cash equivalents(G)		37,237		37,237		—		—
Fair value of plan assets	$	933,278	$	499,661	$	433,617	$	—

	Total U.S.
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2010		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Mortgage and asset-backed securities(A)	$	160,189	$	—	$	160,189	$	—
Corporate bonds(B)		109,331		—		109,331		—
Government and agency-U.S. (C)		41,175		21,416		19,759		—
Government and agency-Foreign(D)		15,960		—		15,960		—
Other(E)		3,337		—		3,337		—
Equity securities(F)		631,877		396,188		235,689		—
Cash and cash equivalents(G)		42,681		42,681		—		—
Fair value of plan assets	$	1,004,550	$	460,285	$	544,265	$	—

(A)	Values are based upon a combination of observable prices, independent pricing services and relevant broker quotes.
(B)	Values are based upon comparable securities with similar yields and credit ratings.
(C)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based upon quoted market prices from observable pricing sources.
(D)	Values are based upon quoted market prices from observable pricing sources.
(E)	Classification contains various immaterial investments and valuation varies by investment type. Values are primarily based upon quoted market prices from observable pricing sources.
(F)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based on the net asset value provided by the fund administrator, which is based on the value of the underlying assets owned by the fund, less its liabilities and then divided by the number of fund units outstanding.
(G)	Values are based upon quoted market prices or broker/dealer quotations.

The U.S. portion of fixed income assets is invested in mortgage-backed, corporate, government and agency and asset-backed instruments. Mortgage-backed securities consist of residential mortgage pass-through certificates. Corporate bonds are diversified across industry and sector and, while consisting primarily of investment grade instruments, include an allocation to high-yield debt as well. U.S. government investments consist of obligations of the U.S. Treasury and its agencies.

The non-U.S. portion of fixed income investments consists primarily of corporate bonds in developed markets but includes an allocation to emerging markets debt as well. The value of derivative instruments is not material and is included in the “Other” category provided in the table above.

Equity securities included within the plans’ assets consist of publicly-traded U.S. and non-U.S. equity securities. In order to achieve appropriate diversification, these portfolios are allocated among multiple asset managers and invested across market sectors, investment styles, capitalization weights and geographic regions.

A portion of the U.S. plans’ assets consists of investments in cash and cash equivalents, primarily to accommodate liquidity requirements relating to trade settlement and benefit payment activity.

Foreign Plans

Foreign plan assets comprise 31% of the Company’s total benefit plan assets, based on market value at September 30, 2011. Such plans have local independent fiduciary committees, with responsibility for development and oversight of investment policy, including asset allocation decisions. In making such decisions, consideration is given to local regulations, investment practices and funding rules.

The following table provides the fair value measurements of foreign plan assets, as well as the measurement techniques and inputs utilized to measure fair value of these assets, at September 30, 2011 and 2010.

	Total Foreign
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2011		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Corporate bonds(A)	$	34,905	$	—	$	34,905	$	—
Government and agency-U.S.(B)		1,065		1,065		—		—
Government and agency-Foreign(C)		77,949		36,687		41,262		—
Other(D)		—		—		—		—
Equity securities(E)		215,309		201,325		13,726		258
Cash and cash equivalents(F)		1,191		1,191		—		—
Real estate(G)		10,688		—		—		10,688
Insurance contracts(H)		78,345		—		—		78,345
Fair value of plan assets	$	419,452	$	240,268	$	89,893	$	89,291

	Total Foreign
	Plan Asset		Quoted Prices in		Significant
	Balances at		Active Markets		Other		Significant
	September 30,		for Identical		Observable		Unobservable
	2010		Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)
Fixed Income:
Corporate bonds(A)	$	36,541	$	—	$	36,541	$	—
Government and agency-U.S.(B)		—		—		—		—
Government and agency-Foreign(C)		65,561		34,387		31,174		—
Other(D)		8,797		—		8,797		—
Equity securities(E)		220,102		207,577		12,258		267
Cash and cash equivalents(F)		6,478		6,478		—		—
Real estate(G)		9,486		—		—		9,486
Insurance contracts(H)		62,333		—		89		62,244
Fair value of plan assets	$	409,298	$	248,442	$	88,859	$	71,997

(A)	Values are based upon comparable securities with similar yields and credit ratings.
(B)	Values are based on the closing price reported on the major market on which the investments are traded.
(C)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based upon quoted market prices from observable pricing sources.
(D)	Values are based upon quoted market prices from observable pricing sources.
(E)	Values of instruments classified as Level 1 are based on the closing price reported on the major market on which the investments are traded. Values of instruments classified as Level 2 are based on the net asset value provided by the fund administrator, which is based on the value of the underlying assets owned by the fund, less its liabilities and then divided by the number of fund units outstanding.
(F)	Values are based upon quoted market prices or broker/dealer quotations.
(G)	Values represent the estimated fair value based on the fair value of the underlying investment value or cost, adjusted for any accumulated earnings or losses.
(H)	Values approximately represent cash surrender value.

Fixed income investments include corporate, U.S. government and non-U.S. government securities. Equity securities included in the foreign plan assets consist of publicly-traded U.S. and non-U.S. equity securities. Real estate investments consist of investments in funds holding an interest in real properties. The foreign plans also hold a portion of assets in cash and cash equivalents, in order to accommodate liquidity requirements.

The following table summarizes the changes, for the years ended September 30, 2011 and 2010, in the fair value of foreign pension assets measured using Level 3 inputs:

	Equity			Real			Insurance			Total
	Securities			Estate			Contracts			Assets
Balance at September 30, 2009	$	494		$	8,987		$	59,078		$	68,559
Actual return on plan assets:
Relating to assets held at September 30, 2010		—			558			2,075			2,633
Relating to assets sold during the period		(199	)		185			—			(14	)
Purchases, sales and settlements, net		7			122			—			129
Transfers in (out) from other categories		(3	)		—			4,866			4,863
Exchange rate changes		(32	)		(366	)		(3,775	)		(4,173	)
Balance at September 30, 2010	$	267		$	9,486		$	62,244		$	71,997
Actual return on plan assets:
Relating to assets held at September 30, 2011		(4	)		46			2,613			2,655
Relating to assets sold during the period		—			—			—			—
Purchases, sales and settlements, net		—			1,363			14,710			16,073
Transfers in (out) from other categories		—			—			92			92
Exchange rate changes		(5	)		(207	)		(1,314	)		(1,526	)
Balance at September 30, 2011	$	258			10,688		$	78,345		$	89,291

Postemployment Benefits

The Company utilizes a service-based approach in accounting for most of its postemployment benefits. Under this approach, the costs of benefits are recognized over the eligible employees’ service period. The Company has elected to delay recognition of actuarial gains and losses that result from changes in assumptions.

Postemployment benefit costs for the years ended September 30 included the following components:

	2011			2010			2009
Service cost	$	13,327		$	11,409		$	9,944
Interest cost		5,054			4,379			5,435
Amortization of prior service credit		(1,697	)		(1,697	)		(1,697	)
Amortization of loss		10,490			7,777			4,323
	$	27,174		$	21,868		$	18,005

The unfunded status of the postemployment benefit plans, which are not funded, was $137,575 and $112,751 at September 30, 2011 and 2010, respectively. The amounts recognized in Accumulated other comprehensive (loss) income before income taxes for the net actuarial loss was $116,442 and $76,220 at September 30, 2011 and 2010, respectively. The estimated net actuarial loss that will be amortized from the Accumulated other comprehensive (loss) income into postemployment benefit cost over the next fiscal year is $13,942.

Savings Incentive Plan

The Company has a voluntary defined contribution plan (“Savings Incentive Plan”) covering eligible employees in the United States. The Company matches contributions for eligible employees to 75% of employees’ contributions, up to a maximum of 4.5% of each employee’s eligible compensation. The cost of the Savings Incentive Plan was $36,535 in 2011, $34,097 in 2010 and $36,438 in 2009. The Company guarantees employees’ contributions to the fixed income fund of the Savings Incentive Plan, which consists of diversified money market instruments. The amount guaranteed was $240,113 at September 30, 2011.

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Benefit Plans (Details) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Pension Plans [Member]
Net pension and postretirement cost
Service cost	$ 88,692	$ 72,901	$ 55,004
Interest cost	93,228	90,432	87,480
Expected return on plan assets	(103,081)	(99,199)	(86,819)
Amortization of prior service (credit) cost	(1,294)	(1,091)	(1,099)
Amortization of loss (gain)	55,735	41,812	17,235
Amortization of net asset	(34)	(47)	(59)
Curtailment/Settlement loss	1,096
Net pension and postretirement cost	134,342	104,808	71,742
Other Postretirement Benefit [Member]
Net pension and postretirement cost
Service cost	5,842	5,007	3,441
Interest cost	13,143	14,190	15,338
Amortization of prior service (credit) cost	(686)	4	(463)
Amortization of loss (gain)	4,465	3,408	(143)
Net pension and postretirement cost	$ 22,764	$ 22,609	$ 18,173

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Segment Data

12 Months Ended

Sep. 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”). These segments are strategic businesses that are managed separately because each one develops, manufactures and markets distinct products and services.

The Medical segment produces a broad array of medical devices that are used in a wide range of healthcare settings. The principal product lines in the Medical segment include needles, syringes and intravenous catheters for medication delivery (including safety-engineered and auto-disable devices); prefilled IV flush syringes; syringes and pen needles for the self-injection of insulin and other drugs used in the treatment of diabetes; prefillable drug delivery devices provided to pharmaceutical companies and sold to end-users as drug/device combinations; regional anesthesia needles and trays; sharps disposal containers; and closed-system transfer devices.

The Diagnostics segment produces products for the safe collection and transport of diagnostic specimens, as well as instrument systems and reagents to detect a broad range of infectious diseases, healthcare-associated infections (“HAIs”) and cancers. The principal products and services in the Diagnostics segment include integrated systems for specimen collection; safety-engineered blood collection products and systems; automated blood culturing systems; molecular testing systems for infectious diseases and women’s health; microorganism identification and drug susceptibility systems; liquid-based cytology systems for cervical cancer screening; rapid diagnostic assays; and plated media.

The Biosciences segment produces research and clinical tools that facilitate the study of cells, and the components of cells, to gain a better understanding of normal and disease processes. The principal product lines in the Biosciences segment include fluorescence-activated cell sorters and analyzers; monoclonal antibodies and kits for performing cell analysis; reagent systems for life science research; cell imaging systems; laboratory products for tissue culture and fluid handling; diagnostic assays; and cell culture media supplements for biopharmaceutical manufacturing.

The Company evaluates performance of its business segments and allocates resources to them primarily 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.

Distribution of products is primarily through independent distribution channels, and directly to end-users by BD and independent sales representatives. No customer accounted for 10% or more of revenues in any of the three years presented.

Revenues(A)	2011			2010			2009
Medical	$	4,007,304		$	3,796,432		$	3,556,694
Diagnostics		2,480,477			2,318,879			2,226,219
Biosciences		1,341,123			1,257,022			1,203,809
	$	7,828,904		$	7,372,333		$	6,986,722
Segment Operating Income
Medical	$	1,181,404		$	1,118,319		$	1,049,236
Diagnostics		636,361			607,411			607,250
Biosciences		376,389			354,229			362,344
Total Segment Operating Income		2,194,154			2,079,959			2,018,830
Unallocated Expenses(B)		(477,891	)		(418,799	)		(440,239	)(C)
Income From Continuing Operations Before Income Taxes	$	1,716,263		$	1,661,160		$	1,578,591
Segment Assets
Medical	$	3,928,241		$	3,527,457		$	3,706,086
Diagnostics		2,269,797			2,301,586			1,998,490
Biosciences		1,332,246			1,059,774			989,299
Total Segment Assets		7,530,284			6,888,817			6,693,875
Corporate and All Other(D)		2,900,144			2,761,877			2,610,749
	$	10,430,428		$	9,650,694		$	9,304,624
Capital Expenditures
Medical	$	366,915		$	368,857		$	407,884
Diagnostics		93,435			108,941			102,432
Biosciences		37,220			49,821			55,646
Corporate and All Other		17,815			9,687			19,234
	$	515,385		$	537,306		$	585,196
Depreciation and Amortization
Medical	$	248,091		$	253,109		$	243,445
Diagnostics		163,313			163,392			136,690
Biosciences		76,861			72,319			73,067
Corporate and All Other		15,824			13,293			11,402
	$	504,089		$	502,113		$	464,604

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

(C)	Includes charge associated with the settlement with the direct purchaser plaintiffs (which includes BD’s distributors) in certain antitrust class actions.
(D)	Includes cash and investments and corporate assets.

Revenues by Organizational Units	2011		2010		2009
BD Medical
Medical Surgical Systems	$	2,081,733	$	2,010,009	$	1,889,314
Diabetes Care		866,477		785,759		714,937
Pharmaceutical Systems		1,059,094		1,000,664		952,443
	$	4,007,304	$	3,796,432	$	3,556,694
BD Diagnostics
Preanalytical Systems	$	1,277,793	$	1,197,807	$	1,143,431
Diagnostic Systems		1,202,684		1,121,072		1,082,788
	$	2,480,477	$	2,318,879	$	2,226,219
BD Biosciences
Cell Analysis	$	1,024,445	$	951,238	$	904,517
Discovery Labware		316,678		305,784		299,292
	$	1,341,123	$	1,257,022	$	1,203,809
	$	7,828,904	$	7,372,333	$	6,986,722

Geographic Information

The countries in which the Company has local revenue-generating operations have been combined into the following geographic areas: the United States (including Puerto Rico), Europe, Asia Pacific and Other, which is comprised of Latin America, Canada, and Japan.

Revenues to unaffiliated customers are based upon the source of the product shipment. Long-lived assets, which include net property, plant and equipment, are based upon physical location.

	2011		2010		2009
Revenues
United States	$	3,355,769	$	3,286,565	$	3,130,165
Europe		2,497,278		2,386,965		2,408,319
Asia Pacific		817,323		684,319		563,390
Other		1,158,534		1,014,484		884,848
	$	7,828,904	$	7,372,333	$	6,986,722
Long-Lived Assets
United States	$	3,140,395	$	2,841,639	$	2,469,952
Europe		1,461,085		1,145,043		1,150,655
Asia Pacific		300,006		258,879		231,257
Other		590,544		617,323		537,214
Corporate		270,067		282,560		268,592
	$	5,762,097	$	5,145,444	$	4,657,670

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Share-Based Compensation

12 Months Ended

Sep. 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 (“2004 Plan”), which provides long-term incentive compensation to employees and directors consisting of: stock appreciation rights (“SARs”), stock options, performance-based restricted stock units, time-vested restricted stock units and other stock awards.

The amounts and location of compensation cost relating to share-based payments included in consolidated statements of income is as follows:

	2011		2010		2009
Cost of products sold	$	14,440	$	15,128	$	16,846
Selling and administrative expense		49,536		54,423		58,920
Research and development expense		9,387		9,823		10,808
	$	73,363	$	79,374	$	86,574

The associated income tax benefit recognized was $26,342, $28,532 and $31,307, respectively.

Stock Appreciation Rights

SARs represent the right to receive, upon exercise, shares of common stock having a value equal to the difference between the market price of common stock on the date of exercise and the exercise price on the date of grant. SARs vest over a four-year period and have a ten-year term. The fair value was estimated on the date of grant using a lattice-based binomial option valuation model that uses the following weighted-average assumptions:

	2011	2010	2009
Risk-free interest rate	2.40%	2.60%	2.73%
Expected volatility	24.00%	28.0%	28.0%
Expected dividend yield	2.14%	1.96%	2.11%
Expected life	7.8 years	6.5 years	6.5 years
Fair value derived	$16.80	$19.70	$16.11

Expected volatility is based upon historical volatility for the Company’s common stock and other factors. The expected life of SARs granted is derived from the output of the lattice-based model, using assumed exercise rates based on historical exercise and termination patterns, and represents the period of time that SARs granted are expected to be outstanding. The risk-free interest rate used is based upon the published U.S. Treasury yield curve in effect at the time of grant for instruments with a similar life. The dividend yield is based upon the most recently declared quarterly dividend as of the grant date. The total intrinsic value of SARs exercised during 2011, 2010, and 2009 was $9,185, $2,831, and $406, respectively. The Company issued 81,848 shares during 2011 to satisfy the SARs exercised. The actual tax benefit realized during 2011, 2010, and 2009 for tax deductions from SAR exercises totaled $3,459, $1,031 and $154, respectively. The total fair value of SARs vested during 2011, 2010 and 2009 was $31,992, $33,640 and $24,888, respectively.

A summary of SARs outstanding as of September 30, 2011, and changes during the year then ended is as follows:

						Weighted
						Average
				Weighted		Remaining		Aggregate
				Average		Contractual Term		Intrinsic
	SARs			Exercise Price		(Years)		Value
Balance at October 1		7,659,155		$	70.46
Granted		2,216,436			76.64
Exercised		(555,155	)		66.58
Forfeited, canceled or expired		(293,399	)		72.71
Balance at September 30		9,027,037		$	72.14		7.07	$	35,203
Vested and expected to vest at September 30		8,584,694		$	72.03		7.00	$	34,346
Exercisable at September 30		4,603,602		$	70.09		5.85	$	26,631

Stock options

The Company has not granted stock options since 2005. All outstanding stock option grants are fully vested and have a ten-year term.

A summary of stock options outstanding as of September 30, 2011 and changes during the year then ended is as follows:

						Weighted Average
				Weighted		Remaining		Aggregate
	Stock			Average		Contractual Term		Intrinsic
	Options			Exercise Price		(Years)		Value
Balance at October 1		6,433,148		$	38.12
Granted		—			—
Exercised		(2,927,278	)		35.28
Forfeited, canceled or expired		(48,519	)		32.22
Balance at September 30		3,457,351		$	40.61		2.04	$	113,078
Vested and expected to vest at September 30		3,457,351		$	40.61		2.04	$	113,078
Exercisable at September 30		3,457,351		$	40.61		2.04	$	113,078

Cash received from the exercising of stock options in 2011, 2010 and 2009 was $103,267, $72,770 and $53,019, respectively. The actual tax benefit realized for tax deductions from stock option exercises totaled $45,829, $28,660 and $16,931, respectively. The total intrinsic value of stock options exercised during the years 2011, 2010 and 2009 was $137,720, $89,943 and $53,630, respectively. The total fair value of stock options vested during 2011, 2010 and 2009 was $0, $0 and $6,083, respectively.

Performance-Based Restricted Stock Units

Performance-based restricted stock units cliff vest three years after the date of grant. These units are tied to the Company’s performance against pre-established targets, including its average growth rate of consolidated revenues and average return on invested capital, over a three-year performance period. Under the Company’s long-term incentive program, the actual payout under these awards may vary from zero to 200% of an employee’s target payout, based on the Company’s actual performance over the three-year performance period. The fair value is based on the market price of the Company’s stock on the date of grant. Compensation cost initially recognized assumes that the target payout level will be achieved and is adjusted for subsequent changes in the expected outcome of performance-related conditions.

A summary of performance-based restricted stock units outstanding as of September 30, 2011 and changes during the year then ended is as follows:

				Weighted
	Stock			Average Grant
	Units			Date Fair Value
Balance at October 1		2,879,568		$	72.79
Granted		944,174			76.64
Distributed		(122,554	)		84.29
Forfeited or canceled		(798,254	)		82.24
Balance at September 30(A)		2,902,934		$	70.96
Expected to vest at September 30(B)		234,015		$	70.32

(A)	Based on 200% of target payout.
(B)	Net of expected forfeited units and units in excess of the expected performance payout of 180,182 and 2,488,737, respectively.

The weighted average grant date fair value of performance-based restricted stock units granted during the years 2010 and 2009 was $75.63 and $62.50, respectively. The total fair value of performance-based restricted stock units vested during 2011, 2010 and 2009 was $15,430, $24,357 and $33,712, respectively. At September 30, 2011, the weighted average remaining vesting term of performance-based restricted stock units is 1.08 years.

Time-Vested Restricted Stock Units

Time-vested restricted stock units generally cliff vest three years after the date of grant, except for certain key executives of the Company, including the executive officers, for which such units generally vest one year following the employee’s retirement. The related share-based compensation expense is recorded over the requisite service period, which is the vesting period or in the case of certain key executives is based on retirement eligibility. The fair value of all time-vested restricted stock units is based on the market value of the Company’s stock on the date of grant.

A summary of time-vested restricted stock units outstanding as of September 30, 2011 and changes during the year then ended is as follows:

				Weighted
	Stock			Average Grant
	Units			Date Fair Value
Balance at October 1		1,808,295		$	70.90
Granted		600,651			76.97
Distributed		(301,196	)		80.46
Forfeited or canceled		(197,080	)		77.77
Balance at September 30		1,910,670		$	70.59
Expected to vest at September 30		1,719,603		$	70.59

The weighted average grant date fair value of time-vested restricted stock units granted during the years 2010 and 2009 was $75.58 and $62.96, respectively. The total fair value of time-vested restricted stock units vested during 2011, 2010 and 2009 was $36,009, $36,675 and $29,535, respectively. At September 30, 2011, the weighted average remaining vesting term of the time-vested restricted stock units is 1.36 years.

The amount of unrecognized compensation expense for all non-vested share-based awards as of September 30, 2011, is approximately $80,744, which is expected to be recognized over a weighted-average remaining life of approximately 2.09 years. At September 30, 2011, 7,717,344 shares were authorized for future grants under the 2004 Plan.

The Company has a policy of satisfying share-based payments through either open market purchases or shares held in treasury. At September 30, 2011, the Company has sufficient shares held in treasury to satisfy these payments in 2011.

Other Stock Plans

The Company has a Stock Award Plan, which allows for grants of common shares to certain key employees. Distribution of 25% or more of each award is deferred until after retirement or involuntary termination, upon which the deferred portion of the award is distributable in five equal annual installments. The balance of the award is distributable over five years from the grant date, subject to certain conditions. In February 2004, this plan was terminated with respect to future grants upon the adoption of the 2004 Plan. At September 30, 2011 and 2010, awards for 97,705 and 106,293 shares, respectively, were outstanding.

The Company has a Restricted Stock Plan for Non-Employee Directors which reserves for issuance of 300,000 shares of the Company’s common stock. No restricted shares were issued in 2011.

The Company has a Directors’ Deferral Plan, which provides a means to defer director compensation, from time to time, on a deferred stock or cash basis. As of September 30, 2011, 97,628 shares were held in trust, of which 4,212 shares represented Directors’ compensation in 2011, in accordance with the provisions of the plan. Under this plan, which is unfunded, directors have an unsecured contractual commitment from the Company.

The Company also has a Deferred Compensation Plan that allows certain highly-compensated employees, including executive officers, to defer salary, annual incentive awards and certain equity-based compensation. As of September 30, 2011, 508,144 shares were issuable under this plan.

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Acquisitions

12 Months Ended

Sep. 30, 2011

Acquisitions [Abstract]

Acquisitions

Note 9 — Acquisitions

Carmel Pharma

During the fourth quarter of fiscal year 2011, the Company acquired 100% of the outstanding shares of Carmel Pharma, AB (“Carmel”), a Swedish company that manufactures the BD PhaSeal^tm System, a closed-system drug transfer device for the safe handling of hazardous drugs that are packaged in vials. The fair value of consideration transferred totaled $287,111, net of $5,047 in cash acquired. The Company intends for this acquisition to expand the scope of its healthcare worker safety emphasis, especially in the area of parenteral medication delivery.

The acquisition was accounted for under the acquisition method of accounting for business combinations and Carmel’s results of operations were included in the Medical 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 September 30, 2011 and may be adjusted should further information regarding events or circumstances existing at the acquisition date become available.

Product rights	$	161,800
Customer relationships		4,100
Deferred tax assets		2,135
Other		32,001
Total identifiable assets acquired		200,036
Deferred tax liabilities		(45,035	)
Other		(13,276	)
Total liabilities assumed		(58,311	)
Net identifiable assets acquired		141,725
Goodwill		145,386
Net assets acquired	$	287,111

The $145,386 of goodwill was allocated to the Medical 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 expanding the Company’s market for healthcare worker safety products. Synergies are expected to result from the alignment of Carmel’s product offerings in the closed-system drug transfer device market segment with the Company’s existing healthcare worker safety focus, global customer reach, and operational structure. No portion of this goodwill will be deductible for tax purposes. The Company recognized $5,250 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.

Accuri

On March 17, 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 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 September 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 launch of the personal flow cytometer for use in the clinical market is expected to occur in fiscal year 2013, subject to regulatory approvals.

The $94,299 of goodwill was allocated to the Biosciences segment. 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.

HandyLab

On November 19, 2009, the Company acquired 100% of the outstanding shares of HandyLab, Inc. (“HandyLab”), a company that develops and manufactures molecular diagnostic assays and automation platforms. The fair value of consideration transferred totaled $277,610, net of cash acquired, which consisted of the following:

Cash	$	274,756
Settlement of preexisting relationship		2,854	(A)
Total	$	277,610

(A) The acquisition effectively settled a prepaid asset associated with a pre-existing relationship with HandyLab, as discussed in further detail below.

HandyLab developed and commercialized a flexible automated platform (“Jaguar Plus”) for performing molecular diagnostics which complements the Company’s molecular diagnostics offerings, specifically in the area of healthcare-associated infections. The Company is placing its BD GeneOhm^tm molecular assays onto the HandyLab platform and intends to market them as the new BD Max^tm System. The Company intends for this acquisition to allow further expansion of the BD molecular diagnostic menu and the achievement of revenue and cost synergies.

The acquisition was accounted for under the acquisition method of accounting for business combinations and HandyLab’s results of operations were included in the Diagnostics segment’s results from the acquisition date. Pro forma information was 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 September 30, 2011 and may be adjusted should further information regarding events or circumstances existing at the acquisition date become available.

Acquired in-process research and development	$	169,000
Deferred tax assets		23,000
Other		8,843
Total identifiable assets acquired		200,843
Deferred tax liabilities		(64,221	)
Other		(6,468	)
Total liabilities assumed		(70,689	)
Net identifiable assets acquired		130,154
Goodwill		147,456
Net assets acquired	$	277,610

The acquired in-process research and development assets of $169,000 consisted of two projects that were still in development at the acquisition date: Platform technology for $26,000 and Jaguar Plus technology for $143,000. The Platform technology is incorporated into an automated platform that performs molecular diagnostics on certain specimens. The Jaguar Plus technology incorporates the Platform technology as well as additional technology to perform assays or molecular tests. The fair values of these projects were determined based on the present value of projected cash flows utilizing an income approach reflecting the appropriate risk-adjusted discount rate based on the applicable technological and commercial risk of each project. During the third quarter of fiscal year 2010, the Platform technology project was completed, and, as a result, the $26,000 associated with this project was reclassified from Other Intangibles, Net to Core and Developed Technology, Net and is being amortized over its estimated useful life of 20 years. Substantially all of the cash flows expected to be generated from the technology will occur over this period. The Company expects the Jaguar Plus Platform to be fully launched with the commencement of material cash inflows, in fiscal year 2012, subject to regulatory approvals.

The $147,456 of goodwill was allocated to the Diagnostics segment. The primary item that generated goodwill is the value of the Company’s access to HandyLab’s flexible automated platform and expected synergies. No portion of this goodwill is expected to be deductible for tax purposes. The Company recognized $2,500 of acquisition-related costs that were expensed in the current period and reported in the Consolidated Statements of Income as Selling and administrative.

In May 2009, the Company entered into a twenty-year product development and supply agreement with HandyLab. This agreement provided the Company with access and distribution rights to HandyLab’s proprietary technology. Upon executing this agreement, the Company recorded an initial payment for exclusive distribution rights over a twelve-year term. At the acquisition date, the unamortized balance of the recognized prepaid was $2,854. The Company’s acquisition of HandyLab effectively settled the preexisting product development and supply agreement. Because the terms of the contract were determined to represent fair value at the acquisition date, the Company did not record any gain or loss separately from the acquisition.

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Benefit Plans (Details 4) (USD $) In Thousands	Sep. 30, 2011
Pension Plans [Member]
Expected benefit payments
2012	$ 128,921
2013	96,178
2014	101,061
2015	111,483
2016	116,066
2017-2021	735,367
Other Postretirement Benefit [Member]
Expected benefit payments
2012	18,188
2013	18,708
2014	19,224
2015	19,778
2016	20,199
2017-2021	$ 102,714

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Debt (Details) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Summary of short term debt
Current portion of long-term debt	$ 22	$ 31
Short-term debt	234,932	202,758
Domestic Debt [Member]
Summary of short term debt
Short-term Borrowings	200,000	200,000
Foreign Debt [Member]
Summary of short term debt
Short-term Borrowings	$ 34,910	$ 2,727

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Benefit Plans (Details 6) (Foreign plans [Member], USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010
Actual return on plan assets:
Ending fair value	$ 419,452	$ 409,298
Equity Securities [Member]
Actual return on plan assets:
Ending fair value	215,309	220,102
Equity Securities [Member] | Significant Unobservable Inputs (Level 3) [Member]
Changes in fair value of foreign pension assets measured using Level 3 inputs
Beginning fair value	267	494
Actual return on plan assets:
Relating to assets held at September 30, 2010 and 2011respectively	(4)	0
Relating to assets sold during the period	0	(199)
Purchases, sales and settlements, net	0	7
Transfers in (out) from other categories	0	(3)
Exchange rate changes	(5)	(32)
Ending fair value	258	267
Real Estate [Member]
Actual return on plan assets:
Ending fair value	10,688	9,486
Real Estate [Member] | Significant Unobservable Inputs (Level 3) [Member]
Changes in fair value of foreign pension assets measured using Level 3 inputs
Beginning fair value	9,486	8,987
Actual return on plan assets:
Relating to assets held at September 30, 2010 and 2011respectively	46	558
Relating to assets sold during the period	0	185
Purchases, sales and settlements, net	1,363	122
Transfers in (out) from other categories	0	0
Exchange rate changes	(207)	(366)
Ending fair value	10,688	9,486
Insurance Contracts [Member]
Actual return on plan assets:
Ending fair value	78,345	62,333
Insurance Contracts [Member] | Significant Unobservable Inputs (Level 3) [Member]
Changes in fair value of foreign pension assets measured using Level 3 inputs
Beginning fair value	62,244	59,078
Actual return on plan assets:
Relating to assets held at September 30, 2010 and 2011respectively	2,613	2,075
Relating to assets sold during the period	0	0
Purchases, sales and settlements, net	14,710	0
Transfers in (out) from other categories	92	4,866
Exchange rate changes	(1,314)	(3,775)
Ending fair value	78,345	62,244
Significant Unobservable Inputs (Level 3) [Member]
Changes in fair value of foreign pension assets measured using Level 3 inputs
Beginning fair value	71,997	68,559
Actual return on plan assets:
Relating to assets held at September 30, 2010 and 2011respectively	2,655	2,633
Relating to assets sold during the period	0	(14)
Purchases, sales and settlements, net	16,073	129
Transfers in (out) from other categories	92	4,863
Exchange rate changes	(1,526)	(4,173)
Ending fair value	$ 89,291	$ 71,997

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Benefit Plans (Details 3)	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
U.S. plans [Member]
Net Cost
Discount rate	5.20%	5.90%	8.00%
Expected return on plan assets	8.00%	8.00%	8.00%
Rate of compensation increase	4.50%	4.50%	4.50%
Benefit Obligation
Discount rate	4.90%	5.20%	5.90%
Rate of compensation increase	4.25%	4.50%	4.50%
Foreign plans [Member]
Net Cost
Discount rate	4.68%	5.63%	6.03%
Expected return on plan assets	6.31%	6.38%	6.45%
Rate of compensation increase	3.56%	3.35%	3.56%
Benefit Obligation
Discount rate	5.26%	4.68%	5.63%
Rate of compensation increase	3.61%	3.56%	3.35%

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Income Taxes (Details 2) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Gross amounts of unrecognized tax benefits
Unrecognized Tax Benefits, Beginning Balance	$ 90,064	$ 50,547	$ 69,698
Increase due to current year tax positions	37,792	27,662	8,901
Increase due to prior year tax positions	12,349	25,837	1,872
Decreases due to prior year tax position	(1,815)	(11,509)
Decrease due to settlements and lapse of statute of limitations	(2,896)	(2,473)	(29,924)
Unrecognized Tax Benefits, Ending Balance	$ 135,494	$ 90,064	$ 50,547

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Financial Instruments and Fair Value Measurements (Tables)

12 Months Ended

Sep. 30, 2011

Financial Instruments and Fair Value Measurements [Abstract]

Fair Value of Financial Instruments

			Basis of Fair Value Measurement
	September 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	$	189,198	$	189,198	$	—	$	—
Forward exchange contracts		37,198		—		37,198		—
Interest rate swaps		5,959		—		5,959		—
Total Assets	$	232,355	$	189,198	$	43,157	$	—
Liabilities
Forward exchange contracts	$	39,589	$	—	$	39,589	$	—
Long-term debt		2,484,665		—		2,839,697		—
Total Liabilities	$	2,524,254	$	—	$	2,879,286	$	—

			Basis of Fair Value Measurement
	September 30,		Quoted Prices in		Significant
	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 6) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-Lived Assets	$ 5,762,097	$ 5,145,444	$ 4,657,670
Revenues	7,828,904	7,372,333	6,986,722
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-Lived Assets	3,140,395	2,841,639	2,469,952
Revenues	3,355,769	3,286,565	3,130,165
Europe [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-Lived Assets	1,461,085	1,145,043	1,150,655
Revenues	2,497,278	2,386,965	2,408,319
Asia Pacific [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-Lived Assets	300,006	258,879	231,257
Revenues	817,323	684,319	563,390
Other [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-Lived Assets	590,544	617,323	537,214
Revenues	1,158,534	1,014,484	884,848
Corporate [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-Lived Assets	$ 270,067	$ 282,560	$ 268,592

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Debt

12 Months Ended

Sep. 30, 2011

Debt [Abstract]

Debt

Note 14 — Debt

Short-term debt at September 30 consisted of:

	2011		2010
Loans Payable
Domestic	$	200,000	$	200,000
Foreign		34,910		2,727
Current portion of long-term debt		22		31
	$	234,932	$	202,758

Domestic loans payable consist of commercial paper. Foreign loans payable consist of short-term borrowings from financial institutions. The weighted average interest rates for Short-term debt were 1.20% and 0.27% at September 30, 2011 and 2010, respectively. The Company has available a $1 billion syndicated credit facility with an expiration date in December 2012. This credit facility provides backup support for the commercial paper program and can also be used for other general corporate purposes. It includes a restrictive covenant that requires a minimum interest coverage ratio, with which the Company was in compliance at September 30, 2011. There were no borrowings outstanding under the facility at September 30, 2011. In addition, the Company had short-term foreign lines of credit pursuant to informal arrangements of approximately $231,081 at September 30, 2011, almost all of which was unused.

On November 3, 2011, the Company issued $500,000 of 5-year 1.75% notes and $1 billion of 10-year 3.125% notes. The net proceeds from these issuances are expected to be used for general corporate purposes, which may include funding for working capital, capital expenditures, repurchases of the Company’s common stock and acquisitions. On November 8, 2010, the Company issued $700,000 of 10-year 3.25% notes and $300,000 of 30-year 5.00% notes. The net proceeds from these issuances have been used for general corporate purposes, including funding for working capital, capital expenditures, repurchases of the Company’s common stock and acquisitions.

Long-Term Debt at September 30 consisted of:

	2011		2010
Domestic notes due through 2013 (average year-end interest rate: 1.05% — 2011; 1.0% — 2010)	$	8,030	$	8,058
4.55% Notes due April 15, 2013		205,581		207,992
4.90% Notes due April 15, 2018		204,164		204,710
5.00% Notes due May 15, 2019		494,743		494,196
3.25% Notes due November 12, 2020		695,461		—
7.00% Debentures due August 1, 2027		168,000		168,000
6.70% Debentures due August 1, 2028		167,050		167,050
6.00% Notes due May 15, 2039		245,413		245,351
5.00% Notes due November 12, 2040		296,223		—
	$	2,484,665	$	1,495,357

Long-term debt balances at September 30, 2011 and 2010 have been impacted by certain interest rate swaps that have been designated as fair value hedges, as discussed in Note 12.

The aggregate annual maturities of long-term debt during the fiscal years ending September 30, 2013 to 2016 are as follows: 2013 — $213,603; 2014 — $8; 2015 — $0; 2016 — $0.

The Company capitalizes interest costs as a component of the cost of construction in progress. A summary of interest costs and payments for the years ended September 30 is as follows:

	2011		2010		2009
Charged to operations	$	84,019	$	51,263	$	40,389
Capitalized		37,929		36,436		29,360
Total interest costs	$	121,948	$	87,699	$	69,749
Interest paid, net of amounts capitalized	$	68,447	$	58,401	$	25,544

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Earnings per Share (Tables)

12 Months Ended

Sep. 30, 2011

Earnings per Share [Abstract]

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

	2011		2010		2009
Average common shares outstanding		221,175		234,328		240,479
Dilutive share equivalents from share-based plans		5,105		5,808		6,319
Average common and common equivalent shares outstanding — assuming dilution		226,280		240,136		246,798

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Income Taxes (Details Texuals) (USD $)	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Income Taxes (Textuals) [Abstract]
Net current deferred tax assets	$ 287,143,000	$ 217,865,000
Net non-current deferred tax assets	111,786,000	152,334,000
Net current deferred tax liabilities	7,522,000	2,587,000
Net non-current deferred tax liabilities	58,553,000	21,558,000
Cumulative amount of undistributed earnings reinvested in foreign operation	3,800,000,000
Accrued unrecognized tax benefits Interest and Penalties	8,977,000
Unrecognized tax benefits interest and penalties reflected in current year	656,000
Net state operating losses and credit carryforward	40,653,000
Operating losses and credit valuation allowance	26,800,000
Tax reductions related to tax holidays	60,275,000	51,300,000	44,800,000
Net of income tax refunds	$ 512,092,000	$ 391,965,000	$ 368,724,000
Expiration period of tax holidays	Through 2023
Maximum [Member]
Income Tax [Line Items]
Expiration period of deferred tax assets	2014
Minimum [Member]
Income Tax [Line Items]
Expiration period of deferred tax assets	2012

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Segment Data (Details 4) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Depreciation and Amortization
Depreciation and amortization	$ 504,089	$ 502,113	$ 464,604
Medical [Member]
Depreciation and Amortization
Depreciation and amortization	248,091	253,109	243,445
Diagnostics [Member]
Depreciation and Amortization
Depreciation and amortization	163,313	163,392	136,690
Biosciences [Member]
Depreciation and Amortization
Depreciation and amortization	76,861	72,319	73,067
Corporate and All Other [Member]
Depreciation and Amortization
Depreciation and amortization	$ 15,824	$ 13,293	$ 11,402

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Shareholders' Equity (Details 1) (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Accumulated other comprehensive (loss) income
Foreign currency translation adjustments	$ 69,694	$ 186,777
Benefit plans adjustment	(696,624)	(634,396)
Unrealized loss on investments	(161)	(581)
Unrealized losses on cash flow hedges	(42,909)	(9,709)	(54,593)
Accumulated other comprehensive (loss) income	$ (670,000)	$ (457,909)

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Consolidated Balance Sheets (USD $) In Thousands	Sep. 30, 2011	Sep. 30, 2010
Current Assets
Cash and equivalents	$ 1,175,282	$ 1,215,989
Short-term investments	388,031	528,206
Trade receivables, net	1,228,637	1,205,377
Inventories	1,244,972	1,145,337
Prepaid expenses, deferred taxes and other	631,409	410,341
Total Current Assets	4,668,331	4,505,250
Property, Plant and Equipment, Net	3,211,197	3,100,492
Goodwill	991,121	763,961
Core and Developed Technology, Net	380,899	310,783
Other Intangibles, Net	417,636	227,857
Capitalized Software, Net	316,634	254,761
Other	444,610	487,590
Total Assets	10,430,428	9,650,694
Current Liabilities
Short-term debt	234,932	202,758
Accounts payable	304,836	325,402
Accrued expenses	795,224	661,112
Salaries, wages and related items	477,198	453,605
Income taxes	11,038	28,796
Total Current Liabilities	1,823,228	1,671,673
Long-Term Debt	2,484,665	1,495,357
Long-Term Employee Benefit Obligations	1,068,483	899,109
Deferred Income Taxes and Other	225,877	149,975
Commitments and Contingencies
Shareholders' Equity
Common stock - $1 par value: authorized - 640,000,000 shares; issued - 332,662,160 shares in 2011 and 2010	332,662	332,662
Capital in excess of par value	1,793,160	1,624,768
Retained earnings	9,633,584	8,724,228
Deferred compensation	18,875	17,164
Common stock in treasury - at cost - 117,844,159 shares in 2011 and 102,845,609 shares in 2010	(6,280,106)	(4,806,333)
Accumulated other comprehensive loss	(670,000)	(457,909)
Total Shareholders' Equity	4,828,175	5,434,580
Total Liabilities and Shareholders' Equity	$ 10,430,428	$ 9,650,694

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Debt (Details Textuals) (USD $)			12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011 Domestic Debt [Member] Syndicated credit facility [Member]	Sep. 30, 2011 Foreign Debt [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity of syndicated credit facility			$ 1,000,000,000
Expiration date of syndicated credit facility			Dec-2012
Borrowings outstanding under syndicated credit facility			0
Unused short-term foreign lines of credit pursuant to informal arrangements				$ 231,081,000
Restrictive covenant description			requires a minimum interest coverage ratio
Restrictive covenant compliance			in compliance
Debt (Textuals) [Abstract]
Short-term Debt, Weighted Average Interest Rate	1.20%	0.27%

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Shareholders' Equity

12 Months Ended

Sep. 30, 2011

Shareholders' Equity [Abstract]

Shareholders' Equity

Note 3 — Shareholders’ Equity

Changes in certain components of shareholders’ equity were as follows:

	Common		Capital in
	Stock Issued		Excess of			Retained			Deferred			Treasury Stock
	at Par Value		Par Value			Earnings			Compensation			Shares			Amount
Balance at September 30, 2008	$	332,662	$	1,359,531		$	6,838,589		$	14,694			(89,584,786	)	$	(3,532,398	)
Net income							1,231,603
Cash dividends:
Common ($1.32 per share)							(317,361	)
Common stock issued for:
Share-based compensation plans, net				38,919									2,283,887			11,608
Business acquisitions				1,330									24,110			309
Share-based compensation				86,519
Common stock held in trusts, net										3,212			(91,681	)		(3,212	)
Repurchase of common stock													(8,211,500	)		(550,006	)
Other changes				(625	)
Balance at September 30, 2009	$	332,662	$	1,485,674		$	7,752,831		$	17,906			(95,579,970	)	$	(4,073,699	)
Net income							1,317,610
Cash dividends:
Common ($1.48 per share)							(346,213	)
Common stock issued for:
Share-based compensation plans, net				59,866									2,758,391			16,624
Share-based compensation				79,228
Common stock held in trusts, net										(742	)		34,790			742
Repurchase of common stock													(10,058,820	)		(750,000	)
Balance at September 30, 2010	$	332,662	$	1,624,768		$	8,724,228		$	17,164			(102,845,609	)	$	(4,806,333	)
Net income							1,270,994
Cash dividends:
Common ($1.64 per share)							(361,638	)
Common stock issued for:
Share-based compensation plans, net				95,227									3,432,415			27,939
Share-based compensation				73,165
Common stock held in trusts, net										1,711			3,316			(1,711	)
Repurchase of common stock													(18,434,281	)		(1,500,001	)
Balance at September 30, 2011	$	332,662	$	1,793,160		$	9,633,584		$	18,875			(117,844,159	)	$	(6,280,106	)

Common stock held in trusts represents rabbi trusts in connection with deferred compensation under the Company’s employee salary and bonus deferral plan and directors’ deferral plan.

The components of Accumulated other comprehensive (loss) income were as follows:

	2011			2010
Foreign currency translation adjustments(A)	$	69,694		$	186,777
Benefit plans adjustment(B)		(696,624	)		(634,396	)
Unrealized loss on investments(B)		(161	)		(581	)
Unrealized losses on cash flow hedges(B)(C)		(42,909	)		(9,709	)
	$	(670,000	)	$	(457,909	)

(A)	Foreign currency translation adjustments that were attributable to goodwill in fiscal years 2011 and 2010 were $(12,525) and $2,044, respectively. The adjustments primarily affected goodwill reported within the Medical segment.
(B)	Amounts are net of tax.
(C)	The unrealized losses on cash flow hedges at September 30, 2009 were $(54,593), net of tax.

The change in foreign currency translation adjustments represented a loss in fiscal year 2011 which is mainly attributable to the weakening of the Euro, as well as certain currencies in Latin America, against the U.S. dollar during fiscal year 2011.

The income tax (benefit) provision recorded in fiscal years 2011, 2010 and 2009 for the unrealized (loss) gain on investments was $(40), $0 and $25, respectively. The income tax (benefit) provision recorded in fiscal years 2011, 2010 and 2009 for cash flow hedges was $(20,348), $27,509 and $(50,302), respectively. The income tax benefit recorded in fiscal years 2011, 2010, 2009 for defined benefit pension, postretirement plans and postemployment plans was $47,575, $67,829 and $146,554, respectively. Income taxes are generally not provided for translation adjustments.

The unrealized (losses) gains on cash flow hedges included in other comprehensive (loss) income for 2011, 2010 and 2009 are net of reclassification adjustments of $0, $(19,512), and $65,012, net of tax, respectively, for realized net hedge gains (losses) recorded to revenues. These amounts had been included in Accumulated other comprehensive (loss) income in prior periods. The tax (benefit) provision associated with these reclassification adjustments in 2011, 2010 and 2009 was $0, $(11,959) and $39,846, respectively.

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Share-Based Compensation (Details 5) (USD $)	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Summary of performance-based restricted stock units outstanding
Forfeited, canceled or expired, Stock Units Exercise Price	$ 72.71
Time-Vested Restricted Stock Units [Member]
Summary of performance-based restricted stock units outstanding
Stock Units Exercise Price, Beginning Balance	$ 70.90
Granted, Stock Units	600,651
Granted, stock units weighted average grant date fair value	$ 76.97	$ 75.58	$ 62.96
Distributed, Stock Units	(301,196)
Distributed, Stock Units Exercise Price	$ 80.46
Forfeited, canceled or expired, Stock Units	(197,080)
Forfeited, canceled or expired, Stock Units Exercise Price	$ 77.77
Stock Units Exercise Price, Ending Balance	$ 70.59	$ 70.90
Stock Units, Beginning Balance	1,808,295
Stock Units, Vested and expected to vest at ending balance	1,719,603
Stock Units, Vested and expected to vest at ending balance, Exercise Price	70.59
Stock Units, Ending Balance	1,910,670	1,808,295

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Derivative Instruments and Hedging Activities (Details Textual) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Sep. 30, 2011 Installment Year Contract	Sep. 30, 2010 Year Contract	Sep. 30, 2009
Derivative Instruments and Hedging Activities (Textuals) [Abstract]
Partially hedges forecasted export sales denominated in foreign currencies using forward and option contracts	one-year terms
Notional amount of commodity contracts	0	0
Notional amounts outstanding foreign exchange contracts	$ 2,209,780	$ 1,776,046
Reclassification of terminated interest rate swaps to interest expense within the next 12 months	996
Notional amounts outstanding interest rate swaps designated as fair value hedges,4.55% notes	200,000	200,000
Percentage of fixed-to-floating swap rate	4.55%
Face amounts of notes due	200,000
Outstanding interest rate swaps designated as cash flow hedges	900,000	0
Gain (loss) related to hedge ineffectiveness	$ 0	$ 0	$ 0

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Acquisitions (Details) (Carmel Pharma [Member], USD $) In Thousands	Sep. 30, 2011
Carmel Pharma [Member]
Fair values of the assets acquired and liabilities assumed
Product rights	$ 161,800
Customer relationships	4,100
Deferred tax assets	2,135
Other	32,001
Total identifiable assets acquired	200,036
Deferred tax liabilities	(45,035)
Other	(13,276)
Total liabilities assumed	(58,311)
Net identifiable assets acquired	141,725
Goodwill	145,386
Total	$ 287,111

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Segment Data (Tables)

12 Months Ended

Sep. 30, 2011

Segment Data [Abstract]

Financial information for the Company's segments

Revenues(A)	2011			2010			2009
Medical	$	4,007,304		$	3,796,432		$	3,556,694
Diagnostics		2,480,477			2,318,879			2,226,219
Biosciences		1,341,123			1,257,022			1,203,809
	$	7,828,904		$	7,372,333		$	6,986,722
Segment Operating Income
Medical	$	1,181,404		$	1,118,319		$	1,049,236
Diagnostics		636,361			607,411			607,250
Biosciences		376,389			354,229			362,344
Total Segment Operating Income		2,194,154			2,079,959			2,018,830
Unallocated Expenses(B)		(477,891	)		(418,799	)		(440,239	)(C)
Income From Continuing Operations Before Income Taxes	$	1,716,263		$	1,661,160		$	1,578,591
Segment Assets
Medical	$	3,928,241		$	3,527,457		$	3,706,086
Diagnostics		2,269,797			2,301,586			1,998,490
Biosciences		1,332,246			1,059,774			989,299
Total Segment Assets		7,530,284			6,888,817			6,693,875
Corporate and All Other(D)		2,900,144			2,761,877			2,610,749
	$	10,430,428		$	9,650,694		$	9,304,624
Capital Expenditures
Medical	$	366,915		$	368,857		$	407,884
Diagnostics		93,435			108,941			102,432
Biosciences		37,220			49,821			55,646
Corporate and All Other		17,815			9,687			19,234
	$	515,385		$	537,306		$	585,196
Depreciation and Amortization
Medical	$	248,091		$	253,109		$	243,445
Diagnostics		163,313			163,392			136,690
Biosciences		76,861			72,319			73,067
Corporate and All Other		15,824			13,293			11,402
	$	504,089		$	502,113		$	464,604

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

(C)	Includes charge associated with the settlement with the direct purchaser plaintiffs (which includes BD’s distributors) in certain antitrust class actions.
(D)	Includes cash and investments and corporate assets.

Revenues by Organizational Units

Revenues by Organizational Units	2011		2010		2009
BD Medical
Medical Surgical Systems	$	2,081,733	$	2,010,009	$	1,889,314
Diabetes Care		866,477		785,759		714,937
Pharmaceutical Systems		1,059,094		1,000,664		952,443
	$	4,007,304	$	3,796,432	$	3,556,694
BD Diagnostics
Preanalytical Systems	$	1,277,793	$	1,197,807	$	1,143,431
Diagnostic Systems		1,202,684		1,121,072		1,082,788
	$	2,480,477	$	2,318,879	$	2,226,219
BD Biosciences
Cell Analysis	$	1,024,445	$	951,238	$	904,517
Discovery Labware		316,678		305,784		299,292
	$	1,341,123	$	1,257,022	$	1,203,809
	$	7,828,904	$	7,372,333	$	6,986,722

Revenue to unaffiliated customers and Long-lived assets including property, plant and equipment

	2011		2010		2009
Revenues
United States	$	3,355,769	$	3,286,565	$	3,130,165
Europe		2,497,278		2,386,965		2,408,319
Asia Pacific		817,323		684,319		563,390
Other		1,158,534		1,014,484		884,848
	$	7,828,904	$	7,372,333	$	6,986,722
Long-Lived Assets
United States	$	3,140,395	$	2,841,639	$	2,469,952
Europe		1,461,085		1,145,043		1,150,655
Asia Pacific		300,006		258,879		231,257
Other		590,544		617,323		537,214
Corporate		270,067		282,560		268,592
	$	5,762,097	$	5,145,444	$	4,657,670

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Divestitures (Details) (USD $) In Thousands	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2009
Results of discontinued operations
Revenues	$ 3,148	$ 167,720	$ 230,022
Income from discontinued operations before income taxes	6,934	181,973	84,233
Less income tax provision	792	40,703	19,975
Income from discontinued operations, net	$ 6,142	$ 141,270	$ 64,258

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Summary of Significant Accounting Policies (Details Textuals)	12 Months Ended
	Sep. 30, 2011 Year
Building [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life, Minimum, in years	20
Property, Plant and Equipment, Useful Life, Maximum, in years	45
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life, Minimum, in years	4
Property, Plant and Equipment, Useful Life, Maximum, in years	12
Leasehold [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life, Minimum, in years	1
Property, Plant and Equipment, Useful Life, Maximum, in years	20
Core and developed technology [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Useful Life, Minimum, in years	15
Finite-Lived Intangible Assets, Useful Life, Maximum, in years	20
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Useful Life, Minimum, in years	1
Finite-Lived Intangible Assets, Useful Life, Maximum, in years	40

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Financial Instruments and Fair Value Measurements

12 Months Ended

Sep. 30, 2011

Financial Instruments and Fair Value Measurements [Abstract]

Financial Instruments and Fair Value Measurements

Note 13 — Financial Instruments and Fair Value Measurements

Recurring Fair Value Measurements

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

			Basis of Fair Value Measurement
	September 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	$	189,198	$	189,198	$	—	$	—
Forward exchange contracts		37,198		—		37,198		—
Interest rate swaps		5,959		—		5,959		—
Total Assets	$	232,355	$	189,198	$	43,157	$	—
Liabilities
Forward exchange contracts	$	39,589	$	—	$	39,589	$	—
Long-term debt		2,484,665		—		2,839,697		—
Total Liabilities	$	2,524,254	$	—	$	2,879,286	$	—

			Basis of Fair Value Measurement
	September 30,		Quoted Prices in		Significant
	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 totaling $986,084 and $938,565 at September 30, 2011 and 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 are 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 years ending September 30, 2011 and 2010.

Nonrecurring Fair Value Measurements

In the fourth quarter of fiscal year 2011, the Company recorded an impairment charge of $9,270, which was recorded to Research and development expense, resulting from its discontinuance of a research program within the Diagnostic Systems unit. Based upon an assessment using significant unobservable inputs and the lack of alternative uses for these assets, the assets were determined to have no fair value.

Concentration of Credit Risk

The Company maintains cash deposits in excess of government-provided insurance limits. Such cash deposits are exposed to loss in the event of nonperformance by financial institutions. Substantially all of the Company’s trade receivables are due from public and private entities involved in the healthcare industry. Due to the large size and diversity of the Company’s customer base, concentrations of credit risk with respect to trade receivables are limited. The Company does not normally require collateral. The Company is exposed to credit loss in the event of nonperformance by financial institutions with which it conducts business. However, this loss is limited to the amounts, if any, by which the obligations of the counterparty to the financial instrument contract exceed the obligations of the Company. The Company also minimizes exposure to credit risk by dealing with a diversified group of major financial institutions.

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

The Company continually evaluates 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. The Company believes 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 its financial position or liquidity.