ECOLAB INC. — Director's Dealing 2009

Sep 2, 2009

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2009-08-25

Reporting Person: Beck Christophe (Executive V.P., Instit. NA)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8075	Direct
Common Stock	112.252	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$43.065	2017-06-01	Common Stock (37000)		Direct
Employee Stock Option (Right to Buy)	$49.42	2017-12-05	Common Stock (32300)		Direct
Employee Stock Option (Right to Buy)	$35.63	2018-12-03	Common Stock (45900)		Direct

Footnotes

F1: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of July 31, 2009. (The 112.252 UNITS are the equivalent of approximately 210 shares of the issuer's Common Stock.)

F2: Options granted under the Ecolab Inc. 2005 Stock Incentive Plan. Each option becomes exercisable, on a cumulative basis, as to 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 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. The date listed in the "Date Exercisable" column is the one year anniversary of the date of grant (i.e., the date when the first one-third of the shares became exercisable).