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 *

MILLER JAMES A 		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)
President, Specialty & Service
(Last)          (First)          (Middle)

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

12/13/2010
(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   12/13/2010     M    40000   A $18.96   42731.368   (1) D    
Common Stock   12/13/2010     F (2)    24823   D $48.65   17908.368   (1) D    
Common Stock   12/13/2010     G   V 15177   (3) D $0.00   2731.368   (1) D    
Common Stock   12/13/2010     G   V 15177   (3) A $0.00   17608   (4) I   By trust  
Common Stock                  1079.179   (5) 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)   $18.96   12/13/2010     M         40000    12/6/2002   (6) 12/6/2011   Common Stock   40000   $0.00   0   D    
Employee Stock Option (Right to Buy)   $48.65   12/13/2010     A      7804       12/13/2010   12/6/2011   Common Stock   7804   $0.00   7804   D    

Explanation of Responses:
( 1)  As further explained in footnote (4) below, 2,431 shares prevously reported as a part of the reporting person's direct holdings are no longer included in the direct ownership total and are reported with other trust holdings instead.
( 2)  Reflects the reporting person's payment of the exercise price and witholding taxes for a stock option issued in accordance with Rule 16b-3 by delivering or withholding shares of Ecolab common stock.
( 3)  Reflects the assignment by the reporting person of shares received from his option exercise to his revocable trust.
( 4)  Balance includes 2,431 shares held in the reporting person's revocable trust that were previously reported as a part of his direct holdings.
( 5)  Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of November 30, 2010. (The 1,079.179 UNITS are the equivalent of approximtely 2,014 SHARES of the issuer's common stock.)
( 6)  Option granted under the Ecolab Inc. 1997 Stock Incentive Plan. The option became exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fraction portion less than one share) on each of the first and second anniversaries of the date of grant and as to the remaining shares on the third anniversary of the date of grant.

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

President, Specialty & Service

Signatures
/s/D.F. Duvick, Attorney-in-fact for James A. Miller 12/15/2010
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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