ECOLAB INC. — Director's Dealing 2013

Dec 7, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC (ECL)
CIK: 0000031462
Period of Report: 2013-12-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-30	Common Stock	G	600	$0.00	Disposed	232167.419	Direct
2013-11-01	Common Stock	G	13085	$0.00	Disposed	220678.760	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-04	Employee Stock Option (Right to Buy)	$103.265	A	150650	Acquired	2023-12-04	Common Stock (150650)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	25500	Indirect
Common Stock	69925	Indirect
Common Stock	5273.177	Indirect

Footnotes

F1: Includes 588.989 shares acquired on April 18, 2013, 528.792 shares acquired on July 18, 2012 and 478.560 shares acquired on October 18, 2013 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, 2013. Includes 39.774 UNITS acquired since the reporting person's last report. (The 5,273.177 UNITS are the equivalent of approximtely 9,736 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.