X0304 4/A 2012-03-15 2012-03-19 0001452575 Mead Johnson Nutrition Co MJN 0001455775 Golsby Stephen W 2701 PATRIOT BOULEVARD GLENVIEW IL 60026-8039 1 1 President and CEO Common Stock 2012-03-15 4 M 0 93077.0000 79.6600 A 119709.0000 D Common Stock 2012-03-15 4 F 0 38582.0000 79.6600 D 81127.0000 D Performance Shares 2012-03-15 4 M 0 93077.0920 79.6600 D Common Stock 93077.0920 69325.0920 D Consists of shares of common stock acquired upon vesting of earned performance shares under the 2009-2011 Performance Share Award. Shares withheld for payment of taxes upon vesting of performance shares. Each performance share converts into one share of common stock upon vesting. Consists of 27,183, 26,226.292 and 39,667.8 (previously reported on March 2, 2012 as 39,677.8 performance shares in error) performance shares earned for the 2009, 2010 and 2011 performance years, respectively, in each case under the 2009-2011 Performance Share Award. This Amendment is being filed to correct the footnotes included in the original filing. /s/ Eryk J. Spytek, Attorney-in-Fact 2012-03-19