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: BAKER DOUGLAS M JR (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2001-11-07	Common Stock	G	4500	$0.00	Disposed	113847.583	Direct

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	192100	Acquired	2021-12-01	Common Stock (192100)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	96400	Indirect
Common Stock	5153.027	Indirect

Footnotes

F1: Includes 325.066 shares acquired on October 20, 2011 by dividend reinvestment under the Dividend Reinvestment Plan for shareholders of Ecolab sponsored by Computershare Trust Company, Inc.

F2: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of October 31, 2011. Includes 17.031 UNITS acquired since the reporting person's last report. (The 5,153.027 UNITS are the equivalent of approximtely 9,600 SHARES of the issuer's Common Stock.)

F3: 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.