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: HANDLEY THOMAS W (Sr.EVP&Pres. F&B and APLA)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-01	Employee Stock Option (Right to Buy)	$55.595	A	42300	Acquired	2021-12-01	Common Stock (42300)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	524.037	Indirect

Footnotes

F1: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of October 31, 2011. Includes 6.923 UNITS acquired since the reporting person's last report. (The 524.037 UNITS are the equivalent of approximtely 976.243 shares of the issuer's Common Stock.)

F2: The option will be 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 shares on the third anniversary of the date of grant.