STEPAN CO — Director's Dealing 2012

Feb 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2012-01-27

Reporting Person: HURLBUTT JAMES E (V.P. & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-27	Common Stock	M	2500	$32.170	Acquired	8632.588	Direct
2012-01-27	Common Stock	S	2500	$85.00	Disposed	6132.588	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-27	Employee Stock Option (Right to Buy)	$32.17	M	2500	Disposed	2016-02-11	Common Stock (2500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	16.861	Indirect
Common Stock	337248	Indirect

Footnotes

F1: Transaction completed pursuant to a 10b5-1 trading plan.