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STEPAN CO Director's Dealing 2010

May 11, 2010

32175_dirs_2010-05-11_37144648-8512-4efd-bf48-f61e14e540db.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2009-06-05

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2009-06-05 Common Stock J 220 Disposed 285761.183 Direct
2009-06-05 Common Stock J 2060 Disposed 283701.183 Direct
2010-04-12 Common Stock J 244 Disposed 283457.183 Direct
2010-04-12 Common Stock J 2266 Disposed 281191.183 Direct
2010-05-07 Common Stock J 175.132 Acquired 281366.315 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 114691 Indirect
Common Stock 143063 Indirect
Common Stock 438846 Indirect
Common Stock 62519 Indirect
Common Stock 48774 Indirect

Footnotes

F1: Number of shares disposed of from the reporting person's account on June 5, 2009, to comply with minimum required distribution rules under the Employee Stock Ownership Plan (ESOP) established by Stepan Company. This transaction was not previously reported due to an administrative error which has been corrected.

F2: Number of shares disposed of from the reporting person's account on June 5, 2009, to comply with minimum required distribution rules under the Employee Stock Ownership Plan II (ESOP II) established by Stepan Company. This transaction was not previously reported due to an administrative error which has been corrected.

F3: Number of shares disposed of from the reporting person's account on April 12, 2010, to comply with minimum required distribution rules under the ESOP established by Stepan Company. This transaction was not previously reported due to an administrative error which has been corrected.

F4: Number of shares disposed of from the reporting person's account on April 12, 2010, to comply with minimum required distribution rules under the ESOP II established by Stepan Company. This transaction was not previously reported due to an administrative error which has been corrected.

F5: Number of common stock shares acquired with ESOP II Company contribution to reporting person's account on May 7, 2010, under the ESOP II established by Stepan Company.