STEPAN CO — Director's Dealing 2009

Feb 11, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2009-02-10

Reporting Person: LAWTON GREGORY E (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-02-10	Directors Deferred Compensation Plan	$36.92	J	677	Acquired	1988-08-08	Common Stock (677)	Direct

Footnotes

F1: On February 10, 2009, 677 shares were added to the Directors Deferred Compensation Plan account as per the provisions in the Stepan Company Directors Deferred Compensation Plan Amended and Restated as of January 1, 2005. The 677 shares shall be paid to the director upon termination of service on the Board of Directors and shall be paid only in shares of Stepan Company Common Stock.