STEPAN CO — Director's Dealing 2011

Aug 9, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2011-08-04

Reporting Person: PACHOLEC FRANK (Vice President R&D)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-04	Common Stock	M	1200	$24.940	Acquired	25432.1495	Direct
2011-08-04	Common Stock	S	1200	$73.692	Disposed	24232.1495	Direct
2011-08-04	Common Stock	M	800	$24.940	Acquired	25032.1495	Direct
2011-08-04	Common Stock	S	800	$74.876	Disposed	24232.1495	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-08-04	Employee Stock Option (Right to Buy)	$24.94	M	2000	Disposed	2014-02-09	Common Stock (2000)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $73.319 to $74.150. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.

F2: This transaction was executed in multiple trades at prices ranging from $74.320 to $75.310. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.