ECOLAB INC. — Director's Dealing 2006

Dec 13, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2006-12-11

Reporting Person: BELL LAWRENCE T (SVP, GC and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-12-11	Common Stock	M	6000	$10.945	Acquired	113168	Direct
2006-12-11	Common Stock	F	3386	$45.59	Disposed	109782	Direct
2006-12-11	Common Stock	M	17000	$14.859	Acquired	126782	Direct
2006-12-11	Common Stock	F	10433	$45.59	Disposed	116349	Direct
2006-12-11	Common Stock	M	26200	$19.922	Acquired	142549	Direct
2006-12-11	Common Stock	F	17746	$45.49	Disposed	124803	Direct
2006-12-13	Common Stock	S	17635	$45.25	Disposed	107168	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-12-11	Employee Stock Option (Right to Buy)	$10.945	M	6000	Disposed	2007-08-15	Common Stock (6000)	Direct
2006-12-11	Employee Stock Option (Right to Buy)	$14.859	M	17000	Disposed	2008-08-14	Common Stock (17000)	Direct
2006-12-11	Employee Stock Option (Right to Buy)	$19.922	M	26200	Disposed	2009-08-13	Common Stock (26200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8215.818	Indirect
Common Stock	2603	Indirect
Common Stock	2711	Indirect

Footnotes

F1: Reflects the reporting person's payment of the exercise price and withholding taxes for a stock option issued in accordance with Rule 16b-3 by withholding shares of Ecolab Common Stock.

F2: Number of UNITS owned by the reporting person in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of September 30, 2006. (The 8,215.818 UNITS are equivalent to approximately 15,341 SHARES of the Issuer's Common Stock.)

F3: A daughter of the reporting person holds 2,603 shares, of which, the reporting person is an Indirect Beneficial Owner.

F4: A daughter of the reporting person holds 2,711 shares, of which, the reporting person is an Indirect Beneficial Owner.

F5: Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on August 15, 1997. The option was originally reported as covering 3,000 shares at an exercise price of $43.78125/share, but has been adjusted to reflect stock splits on January 15, 1998 and June 6, 2003. The option became exercisable, on a cumulative basis, as to 25% of the total shares subject to the Option (excluding any fractional portion less than one share), on each of the first, second and third anniversaries of the date of grant and as to the remaining shares on the fourth anniversary of the date of grant.

F6: Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on August 14, 1998. The option was originally reported as covering 8,500 shares at an exercise price of $29.71875/share, but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable, on a cumulative basis, as to 25% of the total shares subject to the Option (excluding any fractional portion less than one share), on each of the first, second and third anniversaries of the date of grant and as to the remaining shares on the fourth anniversary of the date of grant.

F7: Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on August 13, 1999. The option was originally reported as covering 13,100 shares at an exercise price of $39.84375/share, but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable, on a cumulative basis, as to 25% of the total shares subject to the Option (excluding any fractional portion less than one share), on each of the first, second and third anniversaries of the date of grant and as to the remaining shares on the fourth anniversary of the date of grant.