2013 06 11-K Johnson & Johnson Retirement Savings Plan

In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Johnson & Johnson Retirement Savings Plan (the “Plan”) at December 31, 2012 and December 31, 2011 and the changes in net assets available for benefits for the year ended December 31, 2012 in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.



						2012			2011
Assets
	Interest in Johnson & Johnson Pension and Savings Plans Master Trust, at fair value					$	232,312,196		$	212,521,766
			Total investments			232,312,196			212,521,766
	Receivables
		Employee contributions				-			126,026
		Employer contributions				-			43,518
			Total receivables			-			169,544
			Total assets			232,312,196			212,691,310
Liabilities
	Accrued expenses					110,041			119,323
			Total liabilities			110,041			119,323
				Net assets available for benefits, at fair value		232,202,155			212,571,987
				Adjustment from fair value to contract value for fully benefit-responsive investment contracts		(848,237		)	(701,454		)
					Net assets available for benefits	$	231,353,918		$	211,870,533



Additions to net assets attributed to					2012
	Investment Income/Loss
		Plan's interest in the Johnson & Johnson Pension and Savings Plans Master Trust net investment income/loss			$	21,865,683
	Contributions
		Employee contributions			14,904,237
		Employer contributions			5,560,736
			Total additions		42,330,656
Deductions from net assets attributed to
	Benefits paid to participants				22,231,802
	Administrative expenses				615,469
			Total deductions		22,847,271
				Net increase/(decrease)	19,483,385
Net assets available for benefits
	Beginning of year				211,870,533
	End of year				$	231,353,918

The Johnson & Johnson Retirement Savings Plan (the “Plan”) is a participant directed defined contribution plan which was established on March 1, 1990 for eligible employees of certain participating subsidiaries of Johnson & Johnson (“J&J” or the “Company”) located in Puerto Rico which have adopted the Plan. The Plan was designed to provide eligible employees with an opportunity to strengthen their financial security at retirement by providing an incentive to save and invest regularly. The funding of the Plan is made through employee and Company contributions. The net assets of the Plan are held in the Johnson & Johnson Pension and Savings Plans Master Trust (the “Trust”). Recordkeeping services are provided by Aon Hewitt. The Plan’s interest in the Trust is allocated to the Plan based upon the total of each participant’s share of the Trust.

State Street Bank and Trust Company (“State Street” or “Trustee") serves as trustee, agent, and custodian of the Plan for purposes of investment of the assets of the Trust. Banco Popular de Puerto Rico serves as Trustee of the Plan. As such, State Street performs certain services for the Plan, including the execution of certain participant directed investments, which are commingled for investment purposes only with assets of other tax-qualified plans maintained by J&J.

Contributions are made to the Plan by participants through payroll deductions and by the Company on behalf of the participants. Participating employees may contribute a minimum of 3% up to a maximum of 25% pre-tax and/or a minimum of 1% up to a maximum of 10% post-tax of their base salary. Annual pre-tax contributions may not individually exceed $13,000 in 2012 under Puerto Rico law.

Participants age 50 and over are eligible to contribute extra pre-tax contributions (“catch-up contributions”) above the annual PR Internal Revenue Code limitations up to $1,500 in 2012. Participants can elect an amount to be contributed from each paycheck as their catch-up contribution. This amount will be in addition to the pre-tax contribution percentages that participants have elected. The catch-up contribution is not eligible for the Company matching contribution.

Participants may invest in one or more of the nine investment funds offered by the Plan. Each of the funds represents a mix of various investments. The investment mix chosen by the participant will apply to employee and Company matching contributions. Rollover contributions are invested at the election of the participant.

Participants are allowed to withdraw their post-tax contributions and earnings thereon one time per calendar year. Participants may withdraw pre-tax contributions only upon meeting certain hardship conditions. The benefits to which participants are entitled are the amounts provided by contributions (Company and Match) and investment earnings thereon, including net realized and unrealized gains and losses which have been allocated to the participant’s account balance.

Benefits are also paid to participants upon termination of employment, long-term disability or retirement. Participants can elect to defer payment if account balances are greater than $5,000. Distributions are paid either in a lump sum payment, or installment payments made on a monthly, quarterly or annual basis over a period of years selected by the participant. Participants have the option of receiving part of their balance in the Johnson & Johnson Stock Fund as either cash or in shares of Johnson & Johnson Common Stock (plus cash for fractional shares) for lump sum distributions other than a hardship.

Although it has not expressed an intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of a partial or full Plan termination, all Plan funds must be used exclusively for the benefit of the Plan participants, in that each participant would receive the respective value in their account.

As the investment funds contain various underlying assets such as stocks and short-term investments, the participant’s account balance is reported in units of participation, which allows for immediate transfers in and out of the funds. The purchase or redemption price of the units is determined by the Trustee, based on the current market value of the underlying assets of the funds. Each fund’s net asset value for a single unit is computed by adding the value of the fund’s investments, cash and other assets, and subtracting liabilities, then dividing the result by the number of units outstanding.

The Plan presents, in the Statement of Changes in Net Assets Available for Benefits, the investment income/(loss) for the Plan's interest in the Trust which consists of the Plan’s allocated change in unrealized appreciation and depreciation of the underlying investments, realized gains and losses on sales of investments and investment income/(loss).

The Trust will invest in securities from time to time that are denominated in currencies other than the U.S. dollar. To hedge against adverse changes in foreign exchange rates relating to non-U.S. dollar denominated investments, the Trust may enter into forward foreign exchange contracts. The holder is exposed to credit risk for nonperformance and to market risk for changes in interest and currency rates.

Those instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Statements of Net Assets Available for Benefits. The Trust attempts to mitigate this credit risk by utilizing the same policies in making commitments and conditional obligations as it does for on-balance sheet instruments, and through structured trading with reputable parties and continual monitoring procedures. Accordingly, the Trust does not anticipate losses for

nonperformance. The Trust does not require collateral or other security to support forward foreign exchange contracts. The Trust accounts for forward foreign exchange contracts at fair value. Fair value for exchange contracts is determined by the present value of future cash flows converted to U.S. dollars at the current spot exchange rate.

The preparation of the Plan’s financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of Net Assets Available for Benefits at the date of the financial statements and the Changes in Net Assets Available for Benefits during the reporting period and, when applicable, disclosures of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

The Plan provides for various investment options in funds which can invest in a combination of equity, fixed income securities and other investments. Investments are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investments, it is at least reasonably possible that changes in risks in the near term could materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits and the Statement of Changes in Net Assets Available for Benefits.

Fully benefit- responsive investment amounts are reported at fair value. Contract value is the relevant measurement criteria for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Statements of Net Assets Available for Benefits present the fair value of the investment contracts, as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.

The Plan’s valuation methodologies were applied to all of the Trust's investments carried at fair value. Fair value is based upon quoted market prices, where available. If listed prices or quotes are not available, fair value is based upon models that primarily use, as inputs, market-based or independently sourced market parameters, including yield curves, interest rates, volatilities, equity or debt prices, foreign exchange rates and credit curves.

In December 2011, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) related to disclosures about offsetting assets and liabilities in financial statements. The amendments in this update require an entity to disclose both gross and net information for derivatives and other financial instruments that are either offset in the statement of assets and liabilities or subject to an enforceable master netting arrangement or similar agreement. The ASU is effective during interim or annual reporting periods beginning on or after January 1, 2013. At this time, management is evaluating the implications of this requirement and the impact it will have on the financial statements and disclosures

Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures , provides the framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FASB ASC 820 are described as follows:

• Short-term investments – Cash and quoted short-term instruments are valued at the closing price or the amount held on deposit by the custodian bank where quoted prices are available in an active market and are classified as Level 1. Other investments are through investment vehicles valued using the Net Asset Value ("NAV") provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. The NAV is a quoted price in a market that is not active and classified as Level 2.

• Government & agency issues – The assets are comprised of government and agency securities and U.S. Treasury Bills and Notes of varying maturities. Level 2 fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. Level 3 government and agency issues are priced based on unobservable inputs, usually negotiated prices.

• Corporate debt - A limited number of these investments are valued at the closing price reported on the major market on which the individual securities are traded. Where quoted prices are available in an active market, the investments are classified as Level 1. If quoted market prices are not available for the specific security, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows and are classified as Level 2. Level 3 debt instruments are priced based on unobservable inputs, usually negotiated values agreed to by the interested parties.

• Common and preferred stocks - U.S. and International common stocks are valued at the closing price reported on the major market on which the individual securities are traded. Substantially all common and preferred stocks are classified within Level 1 of the valuation hierarchy. Level 3 common and preferred stocks are priced based on unobservable inputs, usually negotiated prices.

• Common Collective Trusts ("CCTs") – The fair market value of all CCT interests have been determined using NAV and are used for expedience purposes. The NAV is based on the value of the underlying assets owned by the funds, minus its liabilities, and then divided by the number of shares outstanding. CCTs that have a quoted market price in markets that are not active are classified as Level 2. A majority of the CCTs are used for liquidity purposes for both the defined benefit and defined contribution plans within the Trust. The CCTs are primarily passive funds that provide daily liquidity for the various Plan investment options. Participant directed purchases and sales are at the NAV. At December 31, 2012, approximately 70% of the CCTs are invested in passive strategies that mimic the indices, and 30% are invested in active strategies. Additionally, 73% of the active and passive CCTs are invested in U.S. equities, with the remainder in International equities, U.S. bonds and emerging markets. Any Plan Sponsor sales may be subject to gate keeping restrictions.

• Guaranteed Investment Contracts ("GICs") – Traditional GICs are valued at fair value by discounting the related cash flows based on current yields of similar instruments with comparable durations while considering the creditworthiness of the issuer, and are classified as Level 3. The fair value of the synthetic GIC is based on the underlying investments held in separate account portfolios. As of December 31, 2012, the portfolio of assets underlying the synthetic GIC includes government and agency securities (66%), corporate debt (24%), asset-backed debt (6%) and other securities (4%), which are selected at the discretion of the investment managers and are subject to the investment guidelines negotiated with the synthetic contract provider. The synthetic GIC and related investments are classified as Level 2. The synthetic GIC has a fair value of $839,972,329 and $804,700,000 at December 31, 2012 and 2011, respectively.

• Other assets - Other assets are represented primarily by Limited Partnerships ("LPs"), as well as commercial loans and mortgages that are not classified as corporate debt. Other assets, that are exchange listed and actively traded, are classified as Level 1 while inactively traded assets are classified as Level 2. The LPs and other assets valued using unobservable inputs are classified as Level 3. The fair market value of all LP interests has been determined using NAV and used for expedience purposes. At December 31, 2012, approximately 50% of the LP investments were in Emerging Market Equities with the remaining 50% in private equity investments.

At December 31, 2012 and 2011, the Trust had unfunded commitments of underlying funds of the LP investments of $69,993,588 and $77,818,548, respectively. These commitments are expected to be satisfied with new cash flows, distributions from existing funds, reinvestment of proceeds and /or from selling existing investments. The LP investments have target review dates ranging from 2012 through 2022 with renewal options available to the Plan. The Trust's investments in the LPs are not redeemable at any point in time.



	Quoted market prices inputs		Observable inputs		Unobservable inputs		Total Assets
December 31, 2012	(Level 1)		(Level 2)		(Level 3)
Short-term investment funds	$	18,938,427	$	956,723,711	$	—	$	975,662,138
Government and agency securities	—		1,478,142,559		—		1,478,142,559
Corporate debt
S&P Rated AAA to BBB-	—		808,550,175		1,206,641		809,756,816
S&P Rated below BBB-	—		205,867,694		—		205,867,694
S&P Not Rated	—		47,631,193		3,256,965		50,888,158
Total Corporate Debt	—		1,062,049,062		4,463,606		1,066,512,668
Preferred stocks	24,427,645		—		—		24,427,645
Common stocks
U.S. Large Cap	6,408,851,030		—		—		6,408,851,030
U.S. Mid Cap	902,848,014		—		—		902,848,014
U.S. Small Cap	656,897,048		—		—		656,897,048
Total U.S. Common stocks	7,968,596,092						7,968,596,092
International Common stocks	2,804,194,479		—		—		2,804,194,479
Total Common stocks	10,772,790,571		—		—		10,772,790,571

Common Collective Trusts	—		4,578,117,540		—		4,578,117,540
Other assets and liabilities, net	552,378		73,926,312		112,553,067		187,031,757
Trust investments at fair value	10,816,709,021		8,148,959,184		117,016,673		19,082,684,878
Guaranteed/Synthetic investment contracts	—		839,972,329		1,158,115,404		1,998,087,733
Total Master Trust investments	$	10,816,709,021	$	8,988,931,513	$	1,275,132,077	$	21,080,772,611
Receivables							260,429,086
Payables							(323,993,736)
Adjustment from fair value to contract value for fully responsive benefit contracts							(47,493,797)
Net investment in Master Trust							$	20,969,714,164



	Quoted market prices inputs		Observable inputs		Unobservable inputs		Total Assets
December 31, 2011	(Level 1)		(Level 2)		(Level 3)
Short-term investment funds	$	16,652,475	$	979,937,209	$	—	$	996,589,684
Government and agency securities	—		1,259,285,829		1,334,438		1,260,620,267
Corporate debt
S&P Rated AAA to BBB-	—		736,082,334		1,421,472		737,503,806
S&P Rated below BBB-	—		190,547,843		2,345,880		192,893,723
S&P Not Rated	—		63,251,013		6,379,921		69,630,934
Total Corporate Debt	—		989,881,190		10,147,273		1,000,028,463
Preferred stocks	—		—		—		—
Common stocks
U.S. Large Cap	5,674,340,235		—		—		5,674,340,235
U.S. Mid Cap	790,447,250		—		—		790,447,250
U.S. Small Cap	609,806,522		71,684		217		609,878,423
Total U.S. Common stocks	7,074,594,007		71,684		217		7,074,665,908
International Common stocks	2,343,743,948		—		4,568		2,343,748,516
Total Common stocks	9,418,337,955		71,684		4,785		9,418,414,424

Common Collective Trusts	—		2,754,095,371		—		2,754,095,371
Other assets and liabilities, net	—		205,264,882		106,174,568		311,439,450
Trust investments at fair value	9,434,990,430		6,188,536,165		117,661,064		15,741,187,659
Guaranteed/Synthetic investment contracts	—		804,700,000		1,210,111,168		2,014,811,168
Total Master Trust investments	$	9,434,990,430	$	6,993,236,165	$	1,327,772,232	$	17,755,998,827
Receivables							165,327,565
Payables							(186,208,236)
Adjustment from fair value to contract value for fully responsive benefit contracts							(39,065,999)
Net investment in Master Trust							$	17,696,052,157



		Government Securities		Corporate debt			Common stocks			Other assets				Guaranteed investment contracts			Totals
Balance December 31, 2011	$	1,334,438		$	10,147,273		$	4,785		$	106,174,568		$	1,210,111,168		$	1,327,772,232
Realized (losses) gains	—			174,190			(463,095		)	355,800			—			66,895
Unrealized gains (losses) for assets still held at December 31, 2012	—			134,684			458,527			(3,697,406		)	—			(3,104,195		)
Transfers in	—			—			—			1,446			—			1,446
Transfers out	(1,334,438		)	(1,495,107		)	(217		)	—			—			(2,829,762		)
Purchases	—			516,441			—			19,931,394			767,360,781			787,808,616
Sales	—			(5,013,875		)	—			(10,212,735		)	(818,425,202		)	(833,651,812		)
Change in adjustment from fair value to contract value	—			—			—			—			(931,343		)	(931,343		)
Balance December 31, 2012	$	—		$	4,463,606		$	—		$	112,553,067		$	1,158,115,404		$	1,275,132,077

The assets of the Plan are maintained in the Trust. The Plan holds approximately 1.1% and 1.2%, respectively, of the Trust’s net assets as of December 31, 2012 and 2011. The Plan’s sole investment is its interest in the Trust and therefore is greater than 5% of Plan assets. Net assets, income, and expenses are allocated to the Plan based on the total of each participant’s share in the respective funds.



	December 31,
	2012		2011
Net appreciation (depreciation ) in fair value of investments
Short term investment funds	$	2,201,697	$	(157,690)
Government and agency securities	17,273,917		210,373,815
Corporate debt	80,689,152		44,457
Preferred stocks	3,935,651		(1,767,256)
Common stocks	1,319,171,493		(343,167,284)
Common Collective Trusts	364,420,349		(41,195,426)
Other assets	42,714,349		(57,869,571)
Receivables and payables	(144,582)		52,820
	1,830,262,026		(233,686,135)
Interest	188,437,498		201,789,597
Dividends	273,297,971		242,325,936
Net investment income	$	2,291,997,495	$	210,429,398

The Trust holds investments in traditional and synthetic GICs. The weighted average insurance financial strength rating of the insurers for these contracts is AA-. These investments are recorded at their fair values. The traditional GICs’ contract value represents contributions made under the contract and reinvested income, less any withdrawals. The synthetic GICs are recorded at fair value, which represents the value of the underlying assets owned by the Trust plus the amount designed to smooth the impact of normal market fluctuations on those assets. Both the traditional and synthetic GICs are fully benefit-responsive. Participants may under most circumstances direct the withdrawal or transfer of all or a portion of their investment at contract value. Currently no reserves are needed against contract values for credit risk of the contract issuers or otherwise.

The traditional GICs provide a fixed return on principal over a specified period of time through fully benefit-responsive contracts issued by an insurance company, which are backed by the general account of that insurer. The contract value of the traditional GICs was $1,150,304,747 and $1,201,369,168 at December 31, 2012 and 2011, respectively. The fair value of the traditional GICs, as determined by using discounted cash flows, was $1,158,115,404 and $1,210,111,168 at December 31, 2012 and 2011, respectively. The unobservable inputs which dictate fair value consist of the discount rates, which have a range of .33% to 1.11%, and the contract rates, which range between .65% and 3.49%. An increase in the discount rate will cause a decrease in fair value, while a decrease in the discount rate will increase fair value. An increase in the contract rate will cause an increase in fair value, while a decrease in the contract rate will result in a decrease in fair value.

The synthetic GIC provides a return over a period of time through a fully benefit-responsive contract, or wrapper contract, which is backed by the underlying assets owned by the Trust. The portfolio of assets, overall of AA credit quality, underlying the synthetic GIC primarily includes government and agency securities, corporate debt, and asset based securities. The contract value of the synthetic GIC was $800,289,189 and $774,376,001 at December 31, 2012 and 2011, respectively. The fair value of the synthetic GIC is based on the fair value of the underlying pool of securities, and at December 31, 2012 and 2011 was $839,972,329 and $804,700,000, respectively.

The crediting interest rates for the synthetic GIC is calculated on a monthly basis using the contract value, and the market value, yield and duration of the underlying securities, and cannot be less than zero. The crediting interest rates for the traditional GICs are agreed to in advance with the issuer. The crediting interest rate for the contracts at December 31, 2012

Key factors that could influence future average interest crediting rates include, but are not limited to: participant directed cash flows; changes in interest rates; total return performance of the fair market value bond strategies underlying the synthetic GIC; default or credit failures of any of the securities, investment contracts, or other investments held in the Trust; and the initiation of an extended termination (immunization) of the synthetic GIC.

The average market value yield of the contracts for 2012 and 2011 was 2.12% and 2.91%, respectively (calculated by taking the average of the monthly market value weighted yields of the investments). The average yield earned by the contracts that reflects the actual interest credited to participants for 2012 and 2011 was 2.12% and 2.91%, respectively (calculated by dividing annualized earnings credited to participants by the market value of the Interest Income Fund).

There are certain events not initiated by Plan participants that limit the ability of the Plan to transact with the issuer of a GIC at its contract value. Specific coverage provided by each traditional and synthetic GIC may be different from each issuer, and can be found in the individual traditional or synthetic GICs held by the Plan. Examples of such events include: the Plan’s failure to qualify under the PR Internal Revenue Code ("IRC") of 1986 as amended; full or partial termination of the Plan; involuntary termination of employment as a result of a corporate merger, divestiture, spin-off, or other significant business restructuring, which may include early retirement incentive programs or bankruptcy; changes to the administration of the Plan which decreases employee or employer contributions, the establishment of a competing plan by the plan sponsor, the introduction of a competing investment option, or other Plan amendment that has not been approved by the contract issuers; dissemination of a participant communication that is designed to induce participants to transfer assets from this investment option; events resulting in a material and adverse financial impact on the contract issuer, including changes in the tax code, laws or regulations. The Plan fiduciaries do not believe that the occurrence of any of the aforementioned events, which would limit the Plan’s ability to transact with the issuer of a GIC at its contract value with participants, is probable.

The Trust had forward foreign exchange contracts outstanding at December 31, 2012 and 2011 in various currencies. At December 31, 2012 and 2011, the notional amount outstanding for these contracts in the Trust was $32,209,461 and $48,330,899, respectively, and is representative of activity during the year. The fair value of these derivative instruments is included in the Interest in Johnson & Johnson Pension and Savings Plans Master Trust at fair value in the Statements of Net Assets Available for Benefits. The net currency gain/loss recognized during 2012 and 2011 by the Trust was $26,239 and $265,359, respectively. This amount is included in the Plan’s Interest in the Johnson & Johnson Pension and Savings Plans Master Trust net investment income/loss on the Statement of Changes in Net Assets Available for Benefits. The Trust held no other material derivative financial instruments at December 31, 2012 and 2011.

The Plan is qualified under Section 1165 of the Puerto Rico Internal Revenue Code of 1994, as amended (the “1994 PR Code"), and has received a favorable determination letter from the Puerto Rico Treasury Department (the "PR Treasury") as to its qualified status under the 1994 PR Code. As required by the provisions of the Internal Revenue Code for a New Puerto Rico, as amended, (the "2011 PR Code"), the Plan filed for a favorable determination letter with the PR Treasury under the 2011 PR Code within the periods prescribed for this purpose. No events have occurred with respect to the Plan or the associated Trust that, in substantial likelihood, would result in the Plan being disqualified by the PR Treasury. The Trust associated with the Plan is intended to be exempt from Puerto Rico income taxation pursuant to the provisions of Section 1081.01(a) of the 2011 PR Code, and, pursuant to Section 1022(i)(1) of ERISA, for United States income tax purposes, the Plan's Master Trust is to be considered as an organization as described in Section 401(a) of the U.S. Internal Revenue Code of 1986, as amended (the "U.S. Code") and exempt under Section 501(a) of the U.S. Code. Accordingly, no provision for income taxes has been made.

Accounting principles generally accepted in the United States of America require plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the PR Treasury pursuant to the provisions of the 1994 PR Code and the 2011 PR Code, as appropriate. As of December 31, 2012, the Company has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2012, there are no uncertain tax positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements.

Certain Plan investments are shares of CCTs and are managed by State Street Global Advisors, a division of State Street. State Street is the Trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. As of December 31, 2012 and 2011, the total market value of investments in the institutional commingled funds allocated to the Plan and managed by State Street was $20,668,831 and $18,785,363, respectively.

The Plan also invests in shares of the Company. The Company is the Plan sponsor and, therefore, these transactions qualify as party-in-interest transactions. As of December 31, 2012 and 2011, the market value of investments in Johnson & Johnson Common Stock was $120,312,450 and $113,302,284, respectively. During the year ended December 31, 2012, the Plan made purchases of $16,850,765 and sales of $17,805,074 of the Company’s common stock. The total dividend income received during 2012 was $4,128,635. The total realized and unrealized gains during 2012 were $2,536,295 and $20,643,161, respectively.



	December 31,
	2012			2011
Net assets available for benefits per the financial statements	$	231,353,918		$	211,870,533
Amounts allocated to withdrawing participants	(94,000		)	(66,734		)
Adjustment of synthetic GIC value from contract value to fair value	708,739			544,486
Net assets available for benefits per the Form 5500	$	231,968,657		$	212,348,285



		December 31, 2012
Benefits paid to participants per the financial statements	$	22,231,802
Add: Amounts allocated to withdrawing participants at December 31, 2012 (not yet paid)		94,000
Less: Amounts allocated to withdrawing participants at December 31, 2011		(66,734	)
Benefits paid to participants per the Form 5500	$	22,259,068



	JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN

Date: June 25, 2013	By:	/s/ Peter Fasolo
		Peter Fasolo
		Chairman, Pension and Benefits Committee



	Page(s)

Report of Independent Registered Public Accounting Firm	1

Financial Statements:

Statements of Net Assets Available for Benefits	2

Statement of Changes in Net Assets Available for Benefits	3

Notes to Financial Statements	4-12



		December 31, 2012
Total investment income per the financial statements	$	21,865,683
Net change in adjustment from contract value to fair value for synthetic GIC value		164,253
Total investment income per the Form 5500	$	22,029,936