ECOLAB INC. — Director's Dealing 2005

Dec 10, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2005-12-07

Reporting Person: SCHMECHEL DANIEL J (Vice President & Controller)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-07	Employee Stock Option (Right to Buy)	$34.075	A	25200	Acquired	2015-12-07	Common Stock (25200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	20046.426	Direct
Common Stock	2115.234	Indirect

Footnotes

F1: Includes .942 shares acquired by reporting person on April 15, 2005, .993 shares acquired by reporting person on July 15, 2005 and 1.003 shares acquired by reporting person on October 17, 2005 under the Ecolab Dividend Reinvestment Plan.

F2: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of October 31, 2005. Includes 159.261 UNITS acquired since the reporting person's last report. (The 2,115.234 UNITS are the equivalent of approximately 3,822.601 shares of the issuer's Common Stock.)

F3: The option will be exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractitonal portion less than one share), 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; provided, however, that if a Change in Control (as that term is defined in the 2005 Ecolab Inc. Stock Incentive Plan) will occur, then the option, if it has been outstanding for at least six months from the date of grant, will become immediately exercisable in full.