FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

FRITZE STEVEN L 		2. Issuer Name and Ticker or Trading Symbol

ECOLAB INC [ ECL ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Executive Vice President & CFO
(Last)          (First)          (Middle)

ECOLAB INC., 370 WABASHA STREET N. 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/13/2007
(Street)

ST. PAUL, MN 55102
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   12/13/2007     M    2440   A $19.2656   25766   D    
Common Stock   12/13/2007     F (1)    1564   D $51.52   24202   D    
Common Stock   12/13/2007     M    32000   A $18.96   56202   D    
Common Stock   12/13/2007     F (1)    20411   D $51.52   35791   D    
Common Stock   12/13/2007     M    20000   A $22.6525   55791   D    
Common Stock   12/13/2007     F (1)    13578   D $51.52   42213   D    
Common Stock   12/13/2007     M    2000   A $24.34   44213   D    
Common Stock   12/13/2007     F (1)    1394   D $51.52   42819   D    
Common Stock   12/14/2007     G   V 2000   D $0   40819   D    
Common Stock                  11837.325   (2) I   By Ecolab Savings Plan  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy)   $19.2656   (3) 12/13/2007     M        2440   (3)   8/18/2001   (3) 8/18/2010   Common Stock   2440   $0   0   D    
Employee Stock Option (Right to Buy)   $51.52   12/13/2007     A     1564       12/13/2007   8/18/2010   Common Stock   1564   $0   1564   D    
Employee Stock Option (Right to Buy)   $18.96   (4) 12/13/2007     M        32000   (4)   12/6/2002   (4) 12/6/2011   Common Stock   32000   $0   0   D    
Employee Stock Option (Right to Buy)   $51.52   12/13/2007     A     20411       12/13/2007   12/6/2011   Common Stock   20411   $0   20411   D    
Employee Stock Option (Right to Buy)   $22.6525   (5) 12/13/2007     M        20000   (5)   5/10/2003   (5) 5/10/2012   Common Stock   20000   $0   0   D    
Employee Stock Option (Right to Buy)   $51.52   12/13/2007     A     13578       12/13/2007   5/10/2012   Common Stock   13578   $0   13578   D    
Employee Stock Option (Right to Buy)   $24.34   (6) 12/13/2007     M        2000   (6)   12/5/2003   (6) 12/5/2012   Common Stock   2000   $0   118000   D    
Employee Stock Option (Right to Buy)   $51.52   12/13/2007     A     1394       12/13/2007   12/5/2012   Common Stock   1394   $0   1394   D    

Explanation of Responses:
( 1)  Reflects the reporting person's payment of the exercise price and withholding taxes for a stock option issued in accordance with Rule 16b-3 by delivering and withholding shares of Ecolab Common Stock.
( 2)  Number of UNITS in the Ecolab Stock Fund of the ecolab Savings Plan (401(k) Plan) as of October 31, 2007. (The 11,837.325 UNITS are the equivalent of approximately 22,099 SHARES of the issuer's Common Stock.)
( 3)  Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on August 18, 2000. The option was originally reported as covering 16,500 shares at an exercise price of $38.53125 per share, but has been adjusted to reflect a stock split on June 6, 2003, and the subsequent exercise of 30,560 shares on June 13, 2007. The option became exercisable as to one-third of the total shares subject to the option on each of the first and second anniversaries of the date of grant and as to the remaining shares as of the third anniversary on the date of grant.
( 4)  Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on December 6, 2001. The option was originally reported as covering 16,000 shares at an exercise price of $37.92 per share, but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable as to one-third of the total shares subject to the option on each of the first and second anniversaries of the date of grant and as to the remaining shares as of the third anniversary on the date of grant.
( 5)  Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on May 10, 2002. The option was originally reported as covering 40,000 shares at an exercise price of $45.305 per share, but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable as to one-third of the total shares subject to the option on each of the first and second anniversaries of the date of grant and as to the remaining shares as of the third anniversary on the date of grant.
( 6)  Option granted under the Ecolab Inc. 2002 Stock Incentive Plan on December 5, 2002. The option was originally reported as covering 60,000 shares at an exercise price of $48.68 per share, but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable as to one-third of the total shares subject to the option on each of the first and second anniversaries of the date of grant and as to the remaining shares as of the third anniversary on the date of grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
FRITZE STEVEN L
ECOLAB INC.
370 WABASHA STREET N.
ST. PAUL, MN 55102

Executive Vice President & CFO

Signatures
/s/David F. Duvick, Attorney-in-Fact for Steven L. Fritze 12/14/2007
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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