ECOLAB INC. — Director's Dealing 2011

Oct 8, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2011-10-07

Reporting Person: BAKER DOUGLAS M JR (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-10-07	Common Stock	M	21421	$44.81	Acquired	132912.797	Direct
2011-10-07	Common Stock	F	20094	$50.235	Disposed	112818.797	Direct
2011-10-07	Common Stock	M	52902	$43.24	Acquired	165720.797	Direct
2011-10-07	Common Stock	F	48680	$50.235	Disposed	118022.517	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-07	Employee Stock Option (Right to Buy)	$44.81	M	21421	Disposed	2011-12-06	Common Stock (21421)	Direct
2011-10-07	Employee Stock Option (Right to Buy)	$43.24	M	52902	Disposed	2011-12-06	Common Stock (52902)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	96400	Indirect
Common Stock	5135.996	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 51.047 UNITS acquired since the reporting person's last report. (The 5,135.996 UNITS are the equivalent of approximtely 9,577 SHARES of the issuer's Common Stock.)

F3: Includes 343.084 shares acquired on January 21, 2011, 333.285 shares acquired on April 20, 2011 and 305.351 shares acquired on October 20, 2011 by dividend reinvestment under the Dividend Reinvestment Plan for shareholders of Ecolab sponsored by Computershare Trust Company, N.A.