STEPAN CO — Director's Dealing 2009

Dec 17, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2009-12-15

Reporting Person: STEPAN F QUINN JR (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-12-15	Common Stock	A	32.271	$64.30	Acquired	48596.0816	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	50880	Direct
Common Stock	6884	Indirect
Common Stock	34683	Indirect
Common Stock	15010	Indirect
Common Stock	21312	Indirect
Common Stock	30257	Indirect

Footnotes

F1: Reflects acquisition of deferred share units under the Performance Award Deferred Compensation Plan ("Plan") pursuant to a dividend equivalent feature of the Plan.

F2: Joint Tenancy with Spouse

F3: The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or for any other purpose.