ECOLAB INC. — Director's Dealing 2008

Apr 19, 2008

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2008-04-16

Reporting Person: Corkrean John J (VP & Corporate Controller)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1	Direct
Common Stock	1345.595	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$19.2656	2010-08-18	Common Stock (8200)		Direct
Employee Stock Option (Right to Buy)	$18.96	2011-12-06	Common Stock (8000)		Direct
Employee Stock Option (Right to Buy)	$24.34	2012-12-05	Common Stock (7600)		Direct
Employee Stock Option (Right to Buy)	$27.39	2013-12-11	Common Stock (6000)		Direct
Employee Stock Option (Right to Buy)	$34.50	2014-12-09	Common Stock (5000)		Direct
Employee Stock Option (Right to Buy)	$34.075	2015-12-07	Common Stock (4600)		Direct
Employee Stock Option (Right to Buy)	$45.24	2016-12-06	Common Stock (12800)		Direct
Employee Stock Option (Right to Buy)	$49.42	2017-12-05	Common Stock (16100)		Direct

Footnotes

F1: Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on August 18, 2000. The option became exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option shares on the third anniversary of the date of grant.

F2: Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on December 6, 2001. The option became exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option shares on the third anniversary of the date of grant.

F3: Option granted under the Ecolab Inc. 2002 Stock Incentive Plan on December 5, 2002. The option became exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option shares on the third anniversary of the date of grant.

F4: Option granted under the Ecolab Inc. 2002 Stock Incentive Plan on December 11, 2003. The option became exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option shares on the third anniversary of the date of grant.

F5: Option granted under the Ecolab Inc. 2002 Stock Incentive Plan on December 9, 2004. The option became exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option shares on the third anniversary of the date of grant.

F6: Option granted under the Ecolab Inc. 2002 Stock Incentive Plan on December 7, 2005. The option will become exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option 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 2002 Plan) of the Company occurs, then the option, if it has been outstanding for at least six months from the date of grant, will become immediately exercisable in full.

F7: Option granted under the Ecolab Inc. 2005 Stock Incentive Plan on December 6, 2006. The option will become exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option 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 Plan) of the Company occurs, then the option, if it has been outstanding for at least six months from the date of grant, will become immediately exercisable in full.

F8: Option granted under the Ecolab Inc. 2005 Stock Incentive Plan on December 5, 2007. The option will become exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option 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 Plan) of the Company occurs, then the option, if it has been outstanding for at least six months from the date of grant, will become immediately exercisable in full.

F9: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of March 31, 2008. (The 1,354.595 UNITS are the equivalent of approximtely 2,530 shares of the issuer's Common Stock.)