ECOLAB INC. — Director's Dealing 2004

May 11, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2004-05-07

Reporting Person: PRITCHARD BETH M (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-05-07	Director Stock Option (Right to Buy)	$29.29	A	1700	Acquired	2014-05-07	Common Stock (1700)	Direct
2004-05-07	Director Stock Option (Right to Buy)	$29.29	A	6700	Acquired	2014-05-07	Common Stock (6700)	Direct
2004-05-07	Director Stock Option (Right to Buy)	$29.29	A	1950	Acquired	2014-05-07	Common Stock (1950)	Direct

Footnotes

F1: Pro rata portion of May 2003 to April 2004 annual director option grant, reflecting Board service commencing February 2004.

F2: Annual director option grant for period of May 2004 to April 2005.

F3: Option granted in lieu of $14,274.68 of Non-employee Director compensation earned by reporting person over the period from February 29, 2004 to May 7, 2004.