WASHINGTON, D.C. 20549

                                   FORM 8-K/A

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)  April 30, 2003

                          BECTON, DICKINSON AND COMPANY
             (Exact name of registrant as specified in its charter)

           New Jersey                001-4802                   22-0760120
    (State or other juris-         (Commission             (IRS Employer Iden-
   diction of incorporation)       File Number)            tification Number)

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

Registrant's telephone number, including area code          (201) 847-6800

         (Former name or former addresses if changed since last report.)


            The following statement is being furnished by the Company under the
            provisions of Regulation FD:

            On April 30, 2003, Edward J. Ludwig, Chairman, President and Chief
            Executive Officer of Becton, Dickinson and Company ("BD"), exercised
            options to purchase 46,428 shares of BD. Mr. Ludwig has sold 26,428
            of these shares to cover costs and tax obligations related to this
            stock option exercise. On April 30, 2003, Mr. Ludwig also made a
            charitable contribution of 1,000 shares.

            As a result of these transactions, Mr. Ludwig has an ownership
            interest in an aggregate of 99,053 shares of BD, including 52,943
            shares owned directly, 18,206 shares held in BD's Savings Incentive
            Plan and 27,904 shares held in BD's Deferred Compensation Plan.

            Since January 1, 2003, Mr. Ludwig has invested a total of $327,654
            in 10,650 shares of common stock of BD, through bonus and salary
            deferral elections pursuant to BD's Deferred Compensation Plan (the
            "Plan"). In addition, since January 1, 2003, two other executive
            officers of BD have invested a total of $243,254 in 7,892 shares of
            BD common stock, through bonus and salary deferral elections
            pursuant to the Plan. These investments in BD shares under the Plan
            are reported, as they occur, as acquisitions of derivative
            securities on Table II of Forms 4.


         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                           BECTON, DICKINSON AND COMPANY

                                           By: /s/ Gary DeFazio
                                                   Gary DeFazio
                                                   Assistant Secretary

Date: May 1, 2003

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