Ownership Submission
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

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(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SPOONER JOHN P
   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 of International
(Last)
(First)
(Middle)
ECOLAB INC., 370 WABASHA STREET N.		 3. Date of Earliest Transaction (Month/Day/Year)
12/03/2004
(Street)

ST. PAUL, MN 55102		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 12/03/2004   M   30,000 A $ 14.86 69,441 D  
Common Stock 12/03/2004   S   16,800 D $ 35 52,641 D  
Common Stock 12/03/2004   S   1,000 D $ 35.01 51,641 D  
Common Stock 12/03/2004   S   3,000 D $ 35.02 48,641 D  
Common Stock 12/03/2004   S   1,900 D $ 35.03 46,741 D  
Common Stock 12/03/2004   S   200 D $ 35.06 46,541 D  
Common Stock 12/03/2004   S   700 D $ 35.08 45,841 D  
Common Stock 12/03/2004   S   100 D $ 35.09 45,741 D  
Common Stock 12/03/2004   S   200 D $ 35.11 45,541 D  
Common Stock 12/03/2004   S   700 D $ 35.15 44,841 D  
Common Stock 12/03/2004   S   100 D $ 35.17 44,741 D  
Common Stock 12/03/2004   S   200 D $ 35.18 44,541 D  
Common Stock 12/03/2004   S   5,000 D $ 35.19 39,541 D  
Common Stock 12/03/2004   S   100 D $ 35.2 39,441 D  
Common Stock               2,648.344 (1) I By Ecolab Savings Plan

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(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) $ 14.86 12/03/2004   M     30,000 08/14/1999(2) 08/14/2008 Common Stock 30,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SPOONER JOHN P
ECOLAB INC.
370 WABASHA STREET N.
ST. PAUL, MN 55102		       President of International  

Signatures

 /s/D.F. Duvick, Attorney-in-Fact for J.P. Spooner   12/07/2004
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Number of UNITS owned by the reporting person in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of October 31, 2004. Includes 185.416 UNITS acquired since the reporting person's last report. The 2,648.344 UNITS are the equivalent of approximately 4,957 shares of the issuer's common stock.
(2) Option granted under the Ecolab Inc. 1997 Stock Incentive Plan on August 14, 1998. The option was originally reported as covering 15,000 shares at an exercise price of $29.72 per share, but has been adjusted to reflect a stock split on June 6, 2003. The option became exercisable, on a cumulative basis, as to 25% of the total shares subject to the Option (excluding any fractional portion less than one share), on each of the first, second and third anniversaries of the date of grant, and as to the remaining shares on the fourth anniversary of the date of grant.

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