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 *
GALANTE EDWARD G
  2. Issuer Name and Ticker or Trading Symbol
PRAXAIR INC [PX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O PRAXAIR, INC., 10 RIVERVIEW DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2017
(Street)

DANBURY, CT 06810
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 03/01/2017   M   540 A $ 85.79 14,608.343 D  
Common Stock 03/01/2017   F   385 (1) D $ 120.565 14,223.3431 D  

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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
Stock Option (right to buy) $ 85.79 03/01/2017   M     540 12/11/2008(2) 12/11/2017 Common Stock 540 $ 0 0 D  
Stock Option (right to buy) $ 83.89             02/26/2009(2) 02/26/2018 Common Stock 3,885   3,885 D  
Stock Option (right to buy) $ 60.92             02/24/2010(2) 02/24/2019 Common Stock 4,600   4,600 D  
Deferred Stock Units $ 0 (3)               (4)   (4) Common Stock 10,298.043   10,298.043 (5) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GALANTE EDWARD G
C/O PRAXAIR, INC.
10 RIVERVIEW DRIVE
DANBURY, CT 06810
  X      

Signatures

 Anthony M. Pepper, Attorney-in-Fact   03/02/2017
**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) Shares of common stock withheld to pay the exercise price of the stock option. There was no market sale of any shares. The 540 shares acquired upon the option exercise, net of 385 shares used to pay the exercise price, resulted in 155 shares that were acquired and held.
(2) This option became exercisable in three (3) equal annual installments beginning on the first anniversary of the date of grant.
(3) Conversion to Praxair Common Stock is on a 1-for-1 basis.
(4) Deferred stock units acquired by reporting person under the Praxair, Inc. Director's Fees Deferral Plan and are to be settled in Praxair Common Stock upon the reporting person's retirement or termination of service.
(5) This total includes shares previously acquired through automatic dividend reinvestment under the Plan.

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