STEPAN CO — Director's Dealing 2004

Dec 23, 2004

SEC Form 4/A — Form 4/A

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2004-02-10

Reporting Person: STEPAN F QUINN (Director, Chairman and CEO, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-02-10	Employee Stock Option	$24.94	A	68203	Acquired	2014-02-09	Common Stock (68203)	Direct

Footnotes

F1: Original Form 4 is being amended solely for the purpose of reporting that the exercisable date was amended by the Board of Directors on December 21, 2004, to be the date on which the average of the opening price and the closing price of the Stock as reported on the New York Stock Exchange reaches its lowest price during the period December 21, 2004, through December 31, 2004.