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DANAHER CORP /DE/ Director's Dealing 2010

Jan 4, 2010

29832_dirs_2010-01-04_e2e4990d-6c97-488a-97ab-7c22dbd5703a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DANAHER CORP /DE/ (DHR)
CIK: 0000313616
Period of Report: 2010-01-02

Reporting Person: CULP H LAWRENCE JR (Director, President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-01-02 Common Stock F 326737 $75.20 Disposed 468463 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1828 Indirect

Footnotes

F1: On May 6, 2003, the Company's shareholders approved the award of 777,200 performance based restricted stock units ("RSUs") to the reporting person. On December 1, 2009, the RSUs became fully vested and the reporting person filed a Form 4 to report the vesting of the RSUs. Pursuant to the terms of the RSUs, the shares underlying the RSUs (net of 326,737 shares required to be withheld to satisfy applicable tax withholding obligations) were issued to the reporting person as of January 2, 2010. The reporting person is filing this Form 4 to report the withholding of the 326,737 shares required to satisfy applicable tax withholding obligations.