ECOLAB INC. — Director's Dealing 2011

Oct 31, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2011-10-28

Reporting Person: FRITZE STEVEN L (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-10-28	Common Stock	M	20411	$51.52	Acquired	92911	Direct
2011-10-28	Common Stock	F	19500	$55.175	Disposed	73411	Direct
2011-10-28	Common Stock	M	13578	$51.20	Acquired	86989	Direct
2011-10-28	Common Stock	F	12972	$55.175	Disposed	74017	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-28	Employee Stock Option (Right to Buy)	$51.52	M	20411	Disposed	2011-12-06	Common Stock (20411)	Direct
2011-10-28	Employee Stock Option (Right to Buy)	$51.52	M	13578	Disposed	2012-05-10	Common Stock (13578)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12545.272	Indirect

Footnotes

F1: Reflects the reporting person's payment of the exercise price and withholding taxes for a stock option issued in accordance with Rule 16b-3 by withholding shares of Ecolab Common Stock.

F2: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of September 30, 2011. Includes 124.689 UNITS acquired since the reporting person's last report. (The 12,545.272 UNITS are the equivalent of approximately 23,392 SHARES of the issuer's Common Stock.)