STEPAN CO — Director's Dealing 2012

Jan 31, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: WOOD ROBERT JOHN (V.P. & General Manager)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-27	Common Stock	M	1750.00	$31.70	Acquired	5973	Direct
2012-01-27	Common Stock	S	1750.00	$85.49	Disposed	4223	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-27	Employee Stock Option (Right to Buy)	$31.70	M	1750.00	Disposed	2015-02-12	Common Stock (1750)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4697.418	Indirect
Common Stock	450	Indirect

Footnotes

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