DANAHER CORP /DE/ — Director's Dealing 2010

Feb 19, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DANAHER CORP /DE/ (DHR)
CIK: 0000313616
Period of Report: 2010-02-17

Reporting Person: DITKOFF JAMES H (Senior VP-Finance & Tax)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-17	Common Stock	M	30000	$31.85	Acquired	107498	Direct
2010-02-17	Common Stock	S	30000	$74.713	Disposed	77498	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-17	Common Stock	$31.85	M	30000	Disposed	2011-03-01	Common Stock (30000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1956	Indirect
Common Stock	1955	Indirect
Common Stock	1955	Indirect
Common Stock	1754	Indirect
Common Stock	1422	Indirect
Common Stock	60400	Indirect
Common Stock	45788	Indirect
Common Stock	2617	Indirect
Common Stock	2045	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.70 to 74.745, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnotes to this Form 4.

F2: The reporting person disclaims beneficial ownership of these shares.

F3: Fifty percent of the options granted vested on each of the fourth and fifth anniversaries of the grant date, which was March 1, 2001.