ECOLAB INC. — Director's Dealing 2012

Dec 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2012-12-04

Reporting Person: Hickey Michael A (Ex.VP & Pres. Institutional)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-04	Common Stock	M	21000	$27.39	Acquired	46141.964	Direct
2012-12-04	Common Stock	M	18900	$34.50	Acquired	65041.964	Direct
2012-12-04	Common Stock	S	39900	$72.00	Disposed	25163.582	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-04	Employee Stock Option (Right to Buy)	$27.39	M	21000	Disposed	2013-12-11	Common Stock (21000)	Direct
2012-12-04	Employee Stock Option (Right to Buy)	$34.50	M	18900	Disposed	2014-12-09	Common Stock (18900)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3719.720	Indirect

Footnotes

F1: Includes 10.841 shares acquired by reporting person on July 19, 2012 and 10.777 shares acquired on October 18, 2012 by dividend reinvestment under the Dividend Reinvestment Plan for shareholders of Ecolab sponsored by Computershare Trust Company, N.A.

F2: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of October 31, 2012. Includes 21.475 UNITS acquired since the reporting person's last report. (The 3,719.720 UNITS are the equivalent of approximtely 6,912 shares of the issuer's Common Stock.)

F3: Option granted under the Ecolab Inc. 2002 Stock Incentive Plan. The option became 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.