ECOLAB INC. — Director's Dealing 2005

Dec 16, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2005-12-15

Reporting Person: IANNUZZI LUCIANO (EVP-Europe, Africa & M.E.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-12-15	Common Stock	M	12000	$18.96	Acquired	12000	Direct
2005-12-15	Common Stock	M	12000	$24.34	Acquired	24000	Direct
2005-12-15	Common Stock	S	6400	$35.5	Disposed	17600	Direct
2005-12-15	Common Stock	S	2500	$35.51	Disposed	15100	Direct
2005-12-15	Common Stock	S	2200	$35.52	Disposed	12900	Direct
2005-12-15	Common Stock	S	3100	$35.53	Disposed	9800	Direct
2005-12-15	Common Stock	S	200	$35.54	Disposed	9600	Direct
2005-12-15	Common Stock	S	300	$35.55	Disposed	9300	Direct
2005-12-15	Common Stock	S	200	$35.56	Disposed	9100	Direct
2005-12-15	Common Stock	S	300	$35.57	Disposed	8800	Direct
2005-12-15	Common Stock	S	800	$35.59	Disposed	8000	Direct
2005-12-15	Common Stock	S	7000	$35.60	Disposed	1000	Direct
2005-12-15	Common Stock	S	300	$35.61	Disposed	700	Direct
2005-12-15	Common Stock	S	600	$35.62	Disposed	100	Direct
2005-12-15	Common Stock	S	100	$35.63	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-15	Employee Stock Option (Right to Buy)	$18.96	M	12000	Disposed	2011-12-06	Common Stock (12000)	Direct
2005-12-15	Employee Stock Option (Right to Buy)	$24.34	M	12000	Disposed	2012-12-05	Common Stock (12000)	Direct

Footnotes

F1: Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on December 6, 2001. The option was originally reported as covering 6,000 shares at an exercise price of $37.92 but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable, cumulatively, as to one-third of the total shares subject to the option on each of the first and second anniversaries of the date of grant and as to the remaining shares on the third anniversary of the date of grant.

F2: Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on December 5, 2002. The option was originally reported as covering 16,000 shares at an exercise price of $48.68 but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable, cumulatively, as to one-third of the total shares subject to the option on each of the first and second anniversaries of the date of grant and as to the remaining shares on the third anniversary of the date of grant.