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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 25, 1999
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ECOLAB INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-9328 41-0231510
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Ecolab Center, 370 N. Wabasha, St. Paul, Minnesota 55102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, include area code: 651-293-2233
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(Not applicable)
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(Former name or former address, if changed from last report.)
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Item 5. OTHER EVENTS.
The Company is filing this current report on Form 8-K in order to obtain the
benefits provided by Section 11(b)(3)(C) of the Securities Act of 1933. This
Form 8-K amends:
(a) Each of the Company's Registration Statements on Form S-8 listed at
the end of this Item by adding the following reference to
PricewaterhouseCoopers Gesellschaft mit beschrankter Haftung
Wirtschaftsprufungsgesellschaft under the caption "Item 3. Incorporation of
Documents by Reference" or, if information concerning incorporation by
reference of the financial statements and financial statement schedules of
the Henkel-Ecolab Joint Venture is instead listed under the caption "Item 5.
Interests of Named Experts and Counsel," under such latter caption:
Commencing with the Henkel-Ecolab Joint Venture's fiscal year ended
November 30, 1998, PricewaterhouseCoopers Gesellschaft mit beschrankter
Haftung Wirtschaftsprufungsgesellschaft has been engaged to audit the
combined financial statements and financial statement schedule of the
Henkel-Ecolab Joint Venture. To the extent that PricewaterhouseCoopers
Gesellschaft mit beschrankter Haftung Wirtschaftsprufungsgesellschaft
examines and reports on the financial statements and financial
statement schedules of the Henkel-Ecolab Joint Venture issued at future
dates (including, but not limited to the financial statements and
financial statement schedule for the fiscal year ended November 30,
1998), and consents to the use of their reports thereon, such financial
statements and financial statement schedules will also be incorporated
by reference in this Registration Statement in reliance upon their
reports given upon their authority as experts in accounting and
auditing.
(b) Each of the Company's Registration Statements on Form S-8 listed at
the end of this Item which is marked with an asterisk (*) by adding the
following reference to PricewaterhouseCoopers LLP under the caption "Item 3.
Incorporation of Documents by Reference" or, if information concerning
incorporation by reference of the financial statements and financial
statement schedules of the Company is instead listed under the caption " Item
5. Interests of Named Experts and Counsel," under such latter caption:
To the extent that PricewaterhouseCoopers LLP examines and reports on
the financial statements and financial statement schedules of the
Company issued at future dates (including, but not limited to the
financial statements and financial statement schedule for the fiscal
year ended December 31, 1998), and consents to the use of their reports
thereon, such financial statements and financial statement schedules
will also be incorporated by reference in this Registration Statement
in reliance upon their reports given upon their authority as experts in
accounting and auditing.
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Registration Statements on Form S-8
<TABLE>
<S> <C> <C> <C> <C>
2-60010* 2-74944* 33-1664* 33-41828* 2-90702*
33-18202* 33-55986* 33-56101 33-26241* 33-34000*
33-56151 333-18627 33-39228* 33-56125 333-70835
33-60266* 33-65364* 33-59431 333-18617 333-21167
333-35519 333-40239 333-50969 333-62183
</TABLE>
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ECOLAB INC.
By: /s/ Kenneth A. Iverson
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Kenneth A. Iverson
Vice President and Secretary
Date: March 25, 1999
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