AMENDED AND RESTATED AIRCRAFT TIME SHARING AGREEMENT

Exhibit 10(r)

AMENDED AND RESTATED
AIRCRAFT TIME SHARING AGREEMENT

          This Amended and Restated Aircraft Time Sharing Agreement (“Agreement”) is made and entered into as of the 22nd day of September, 2006, by and between Becton, Dickinson and Company, a New Jersey corporation (“BD”), and Edward J. Ludwig.

          WHEREAS, BD operates (i) a Falcon 2000EX aircraft bearing Federal Aviation Administration (“FAA”) Registration No. N522BD and Manufacturer's Serial No. 84, and (ii) a Falcon 900EX aircraft bearing FAA Registration No. N2BD and Manufacturer's Serial 072 (collectively, the “Aircraft”); and

          WHEREAS, Mr. Ludwig is the Chairman, President and Chief Executive Officer of BD; and

          WHEREAS, the Board of Directors of BD, by resolution adopted on March 28, 2006 (the “Resolution”), has authorized and encouraged Mr. Ludwig to use the Aircraft for all travel purposes, including personal use, to the extent practicable within business constraints, taking into account competing business use for the Aircraft;

          WHEREAS, BD desires to make such Aircraft available for Mr. Ludwig’s personal use for the above operations on a time sharing basis in accordance with §91.501 of the Federal Aviation Regulations (“FARs”), subject to reimbursement of certain costs as defined more fully below, consistent with the Resolution and the terms of this Agreement; and

          NOW, THEREFORE, in consideration of the mutual covenants herein set forth, the parties agree as follows as to each of the Aircraft:

          1.           Provision of Aircraft. BD agrees to provide the Aircraft to and operate Aircraft for Mr. Ludwig’s personal use, as permitted under the Resolution, on a time sharing basis in accordance with the provisions of §§ 91.501(b)(6), 91.501(c)(1) and 91.501(d) of the FARs for the term of this Agreement. To the extent the FARs and the Resolution conflict, the FARs shall govern.

          2.           Reimbursement of Expenses. BD shall impose a charge for transportation furnished under this Agreement in an amount up to the sum of the expenses set forth in subsections (a)-(j) below in respect of the specific flight or flights to which such charge applies:

          (i)           An additional charge equal to one hundred percent (100%) of the expenses listed in subsection (a) above.

          3.           Invoicing and Payment. All payments to BD by Mr. Ludwig hereunder shall be paid in the manner set forth in this Section 3. BD will pay to suppliers, employees, contractors and governmental entities all expenses related to the operation of Aircraft hereunder in the ordinary course. As to each flight operated hereunder, BD will provide to Mr. Ludwig an invoice in an amount specified in Paragraph 2 of this Agreement (plus air transportation excise taxes, as applicable, imposed by the Internal Revenue Code and any other governmental imposed ad valorem taxes, charges or fees). Mr. Ludwig shall pay the full amount of such invoice within thirty (30) days of the date of the invoice. In the event BD has not received supplier invoices for reimbursable charges relating to such flight prior to such invoicing, BD may issue supplemental invoice(s) for such charge(s) to Mr. Ludwig, and Mr. Ludwig shall pay such charge(s) within thirty (30) days of the date of the supplemental invoice.

          4.           Flight Notifications. Mr. Ludwig will provide BD with flight notifications and proposed flight schedules as far in advance as possible. Flight notifications shall be in a form, whether oral or written, mutually convenient to and agreed upon by the parties. Mr. Ludwig shall provide at least the following information for each proposed flight reasonably in advance of the desired departure time as required by BD or its flight crew:

	(a)	departure point;
	(b)	destination;
	(c)	proposed date and time of flight;
	(d)	number and identity of anticipated passengers;