ECOLAB INC. — Director's Dealing 2011

Dec 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2011-12-01

Reporting Person: VanDeWeghe Mary M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-01	Common Stock	A	8317	—	Acquired	8317	Direct

Footnotes

F1: Represents the maximum number of shares issuable to Ms. VanDeWeghe as merger consideration pursuant to the Agreement and Plan of Merger dated as of July 19, 2011 among Ecolab Inc., Sustainability Partners Corporation and Nalco Holding Company based on the assumptions that Ms. VanDeWeghe elected to receive Ecolab shares with respect to all of the outstanding Nalco shares beneficially owned by her immediately prior to the effective time of the merger and she received Ecolab shares with respect to her Nalco shares. The adjustment and reallocation calculations provided for in the merger agreement have not been completed as of the date of this report. Thus, it is not possible to determine the exact number of Ecolab shares to be received by Ms. VanDeWeghe pursuant to the merger agreement. Once the exact number of shares is determined, Ms. VanDeWeghe will file an amendment to this report including the number of Ecolab shares received by her as merger consideration.