<PAGE>
FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file numbers
2-90702, 33-18202, 33-55986, 33-56101 AND 333-95043
A. Full title of the plan and the address of the plan, if different from
that of the issuer name below:
ECOLAB SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
ECOLAB INC.
370 Wabasha Street North
Saint Paul, Minnesota 55102-1390
<PAGE>
ECOLAB SAVINGS PLAN
-------------------
REPORT ON AUDITS OF FINANCIAL STATEMENTS
As of December 31, 1999 and 1998
and
for the period ended December 31, 1999
AND SUPPLEMENTAL SCHEDULES
as of and for the year then ended December 31, 1999
<PAGE>
INDEX
<TABLE>
<CAPTION>
Page(s)
-------
<S> <C>
Report of Independent Accountants 2
Financial Statements:
Statement of Net Assets Available for
Benefits as of December 31, 1999 and 1998 3
Statement of Changes in Net Assets Available for
Benefits for the year ended December 31, 1999 4
Notes to Financial Statements 5 - 13
Supplemental Schedules:
Schedule of Assets Held for Investment Purposes
as of December 31, 1999 14 - 15
Schedule of Reportable Transactions
for the year ended December 31, 1999 16
</TABLE>
1
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Plan Administrator
Ecolab Savings Plan
In our opinion, the financial statements referred to in the accompanying
index on page 1 present fairly, in all material respects, the net assets
available for benefits of the Ecolab Savings Plan (the "Plan") as of December
31, 1999 and 1998, and the changes in net assets available for benefits for the
year ended December 31, 1999 in conformity with accounting principles generally
accepted in the United States. These financial statements are the responsibility
of the Plan Administrator; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
statements in accordance with auditing standards generally accepted in the
United States, which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by the Plan
Administrator, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the opinion expressed
above.
Our audits were conducted for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental schedules referred
to in the accompanying index on page 1 are presented for the purpose of
additional analysis and are not a required part of the basic financial
statements but are supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. These supplemental schedules are the
responsibility of the Plan Administrator. The supplemental schedules have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/PricewaterhouseCoopers LLP
PRICEWATERHOUSECOOPERS LLP
Saint Paul, Minnesota
June 19, 2000
2
<PAGE>
ECOLAB SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
as of December 31, 1999 and 1998
<TABLE>
<CAPTION>
(in thousands) 1999 1998
-------- ---------
<S> <C> <C>
ASSETS
Investments:
Fidelity mutual funds $214,180 $181,195
Other mutual funds 18,805 1,608
Managed Income Fund 42,409 41,596
Ecolab Stock Fund 321,957 305,119
Participant loans 16,330 15,938
-------- --------
Total investments 613,681 545,456
Dividends receivable 969 874
-------- --------
Total assets 614,650 546,330
LIABILITIES
Other liabilities 41 125
-------- ---------
NET ASSETS AVAILABLE FOR BENEFITS $614,609 $546,205
======== ========
</TABLE>
The accompanying notes are an integral
part of the financial statements.
3
<PAGE>
ECOLAB SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
for the year ended December 31, 1999
<TABLE>
<CAPTION>
(in thousands) 1999
--------
<S> <C>
Additions:
Interest $ 3,549
Dividends 16,432
Net appreciation in the
fair value of investments 20,422
Increase in Plan's interest in
other funds 24,986
--------
Total investment income 65,389
Employee contributions 24,964
Employer contributions 8,473
Transfer from other plans (Note #1) 11,138
--------
Total additions 109,964
Deductions:
Distributions and withdrawals (41,402)
Plan expenses (158)
--------
Total deductions (41,560)
Net increase 68,404
Net assets available for benefits:
Beginning of year 546,205
--------
End of year $614,609
========
</TABLE>
The accompanying notes are an integral
part of the financial statements.
4
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. DESCRIPTION OF PLAN:
The following brief description of the Ecolab Savings Plan (the "Plan")
is provided for general information purposes only. Participants should
refer to the Plan document for complete information regarding the Plan's
definitions, benefits, eligibility and other matters.
GENERAL AND ELIGIBILITY:
The Plan is a contributory qualified defined contribution plan available
to employees of Ecolab Inc. (the "Company") and certain of its
subsidiaries. Employees regularly scheduled to work at least 20 hours per
week may participate immediately in the Plan provided they are not
subject to a collective bargaining agreement which does not provide for
their inclusion. Part-time employees working less than 20 hours a week
must have been employed for a twelve consecutive month period during
which they have worked at least 1,000 hours to be eligible to
participate. Employee participation in the Plan is voluntary.
The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974, as amended ("ERISA") and the Internal Revenue Code
of 1986, as amended (the "Code").
Effective January 1, 1999, Puritan/Churchill (an entity acquired by the
Company) employees became eligible to participate in the Plan. Effective
July 1, 1999, assets of employees who had account balances in the
Puritan/Churchill Chemical Company Retirement Plan were transferred to
the Plan (see Note 7). Assets transferred into the Plan are shown
separately as "Transfers from other plans" in the Statement of Changes in
Net Assets Available for Benefits.
CONTRIBUTIONS:
Contributions are made to the Plan as "before-tax savings contributions",
"after-tax savings contributions", "employer matching contributions" or
"employer profit sharing contributions".
Before-tax savings contributions are contributions made by the Company on
behalf of participants who have agreed to have their taxable compensation
reduced. Participants may reduce their compensation up to 10% (subject to
a statutory annual maximum of $10,000) for the purpose of making
before-tax savings contributions to the Plan.
(Continued)
5
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
1. DESCRIPTION OF PLAN, (Continued):
After-tax savings contributions are contributions made by the Company on
behalf of participants through after-tax payroll deductions. The total of
before-tax and after-tax savings contributions made on behalf of a
participant cannot exceed 16% of a participant's compensation.
Employer matching contributions are made by the Company in an amount
equal to 50% of the total before-tax and after-tax savings contributions
for a payroll period up to a maximum 6% of a participant's eligible
compensation for that period, as defined. Employer matching contributions
are invested entirely in the Ecolab Stock Fund.
Employer profit sharing contributions are discretionary and are
determined annually by the Company's Board of Directors. If made, profit
sharing contributions are divided among participants who are not eligible
for a management incentive or equivalent bonus. Discretionary employer
profit sharing contributions are invested entirely in the Ecolab Stock
Fund.
The levels of contributions made by or on behalf of participants who are
"highly compensated", as defined in the Code, are subject to limitations
under the Code based on the level of contributions made by employees who
are not considered highly compensated.
VESTING:
Participant interests in before-tax savings contributions, after-tax
savings contributions, employer profit sharing contributions and
investment income thereon are always 100% vested. Participants become
vested in the employer matching contributions and investment income
thereon at a rate of 25% each year, after two years of continuous
service, until fully vested after five years of continuous service.
Participants also become fully vested in employer matching contributions
and investment income thereon in the event of death or total disability
while employed by the Company or upon retirement at, or after, age 65.
PLAN BENEFITS:
Benefits to participants are limited to the amount vested in each
participant's account. Upon retirement, death, disability or separation
from service, a distribution may be made to the participant or
beneficiary equal to the vested portion of the participant's account. An
employee distribution or withdrawal from the Plan generally is subject to
federal income tax and may be subject to a 10% penalty. Forfeitures of
non-vested employer matching contributions and related investment income
are used to reduce future employer contributions.
(Continued)
6
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
1. DESCRIPTION OF PLAN, (Continued):
PARTICIPANT LOANS:
Active employee participants (and beneficiaries who are parties in
interest as defined by ERISA) are permitted to borrow from their
accounts. The total amount of a participant's loan may not exceed the
lesser of (a) $50,000 minus the participant's highest outstanding loan
balance for the previous twelve-month period, or (b) 50% of the
participant's vested interest in his or her account. When a loan is
granted, the appropriate account balances are reduced and a separate loan
account is created. Loan payments, together with interest at a market
rate determined by the Plan Administrator, are repaid generally over 5 or
10 years. Participant loans at December 31, 1999 had interest rates
ranging from 6.0% to 10.5%. No more than two loans can be outstanding at
any time. Participant loans are collateralized by a borrower's vested
account balance and are repaid through payroll deductions.
PARTICIPANT ACCOUNTS AND ALLOCATION:
Fidelity Management Trust Company ("Fidelity"), a division of Fidelity
Investments Institutional Services Company, Inc., provides investment
management, recordkeeping and trustee services for the Plan directly or
through one or more of its subsidiaries. The trust agreement authorizes
services to be performed by the trustee, its agents or affiliates.
Each participant's account is credited with the participant's
contributions, the employer matching contributions, any employer profit
sharing contributions and investment income thereon.
Except for employer matching and profit sharing contributions and
earnings thereon which are invested entirely in the Ecolab Stock Fund,
participants are allowed to allocate their entire account balance and/or
before-tax and after-tax savings contributions in any combination of
investment options (18 at December 31, 1999). Participants can transfer
their account balances among the investment options and/or change the
investment of their future contributions, and earnings thereon daily.
These transfers and changes must be made in whole dollar amounts of at
least $250 and/or in whole percent increments.
(Continued)
7
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
1. DESCRIPTION OF PLAN, (Continued):
All contributions made under the Plan are paid to and invested by
Fidelity in one or more of the available investment options as directed
by the participants. Sixteen of the 18 investment options existing at
December 31, 1999 are mutual funds. The remaining investment options
include a fund invested primarily in investment contracts (the managed
income fund) and a non-diversified, non-participant directed fund
invested primarily in Ecolab Inc. common stock, held by Fidelity
Management Trust Company (the Ecolab Stock fund).
PLAN TERMINATION:
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of
Plan termination, participants would become 100% vested in their
accounts.
NEW ACCOUNTING STANDARD:
In September 1999, the Accounting Standards Executive Committee of the
American Institute of Certified Public Accountants issued Statement of
Position (SOP) 99-3, ACCOUNTING FOR AND REPORTING OF CERTAIN DEFINED
CONTRIBUTION BENEFIT PLAN INVESTMENTS AND OTHER DISCLOSURE MATTERS (SOP
99-3). This SOP simplifies the disclosure of certain investment
information of defined contribution plans. SOP 99-3 is effective for
financial statements for plan years ending after December 15, 1999. The
Plan has adopted the provisions of this SOP for its Plan year ended
December 31, 1999. The primary impact on the 1999 financial statements is
the elimination of previously provided information by investment fund
option.
(Continued)
8
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
The financial statements are prepared in conformity with generally
accepted accounting principles and use the following significant
accounting policies.
VALUATION OF INVESTMENTS:
Investments in the Managed Income Fund are recorded at the underlying net
asset value per unit as determined by the Plan's trustee, which
approximates fair value. Investments in the Ecolab Stock Fund are
recorded at the underlying net asset value per unit as determined by the
Plan's trustee, which approximates fair value based on the quoted market
price of the Company's common stock. Mutual funds are recorded at the
underlying net asset value per unit, which approximates fair value based
on the publicly quoted market price of these funds. The Plan determines
the cost of investments sold by the average cost method. Participant
loans receivable are recorded at the principal value of outstanding
loans, plus accrued interest, which approximates fair value.
INTEREST AND DIVIDENDS:
Interest income is recorded as earned on an accrual basis and dividend
income is recorded on the ex-dividend date.
NET APPRECIATION (DEPRECIATION) IN THE FAIR VALUE OF INVESTMENTS:
The Plan presents in the Statements of Changes in Net Assets Available
for Benefits, the net appreciation (depreciation) in the fair value of
investments, which consists of the realized gains or losses and the
unrealized appreciation (depreciation) on those investments.
CONTRIBUTIONS:
Participant before-tax and after-tax savings contributions are recorded
in the period the employer makes the payroll deductions. Employer
matching contributions are recorded based on participant contributions.
No discretionary employer profit sharing contributions were made for the
1999 Plan year.
(Continued)
9
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, (Continued):
USE OF ESTIMATES:
The preparation of the Plan's financial statements in conformity with
accounting principles generally accepted in the United States requires
the Plan Administrator to make significant estimates and assumptions that
affect the reported amounts of Net Assets Available for Benefits at the
date of the financial statements and the changes in Net Assets Available
for Benefits during the reporting period and, when applicable,
disclosures of contingent assets and liabilities at the date of the
financial statements. Actual results could differ from those estimates.
RISKS AND UNCERTAINTIES:
The Plan provides for various investment options in various combinations
of investment funds. Investment funds are exposed to various risks, such
as interest rate, market and credit risks. Due to the level of risk
associated with certain investment securities, it is at least reasonably
possible that changes in the values of investment securities will occur
in the near term and that such changes could materially affect
participants' account balances and the amounts reported in the Statement
of Net Assets Available for Benefits in future periods.
DISTRIBUTIONS TO PARTICIPANTS:
Distributions to participants are recorded when the distribution is made.
PLAN EXPENSES:
The Company pays a portion of the administrative expenses of the Plan.
Certain asset management and administrative fees of the Plan are charged
against the Plan's investment income.
(Continued)
10
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
3. INVESTMENTS:
Investments that represent 5 percent or more of the Plan's net assets
available for benefits at December 31, 1999 and 1998 are summarized as
follows:
<TABLE>
<CAPTION>
(in thousands) 1999 1998
-------- --------
<S> <C> <C>
Fidelity Puritan Fund $ 29,765 $ 32,480
Spartan U.S. Equity Index Fund 59,685 49,121
Fidelity Magellan Fund 61,468 44,206
Managed Income Fund 42,409 41,596
Ecolab Stock Fund 321,957 305,119
</TABLE>
At December 31, 1999, the fair value of participant-directed investments
in the Ecolab Stock Fund approximated $119,846.
The Plan's investments (including gains and losses on investments bought
and sold, as well as held during the year) appreciated in value by
$45,408 as follows:
<TABLE>
<CAPTION>
(in thousands) 1999
--------
<S> <C>
Fidelity Mutual Funds $ 18,951
Other Mutual Funds 1,471
Managed Income Fund 222
Ecolab Stock Fund 24,764
--------
$ 45,408
========
</TABLE>
(Continued)
11
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
4. NONPARTICIPANT-DIRECTED INVESTMENTS:
Information about the net assets and the significant components of the
changes in net assets relating to the nonparticipant-directed investments
as of December 31, 1999 and 1998, and for the year ended December 31,
1999 are as follows:
<TABLE>
<CAPTION>
12/31/99 12/31/98
-------- --------
<S> <C> <C>
Net assets:
Common stock - Ecolab Inc. 198,271 186,096
Short term investment funds 3,840 2,479
-------- --------
202,111 188,575
======== ========
</TABLE>
<TABLE>
<CAPTION>
Year Ended
12/31/99
--------
<S> <C>
Changes in net assets:
Dividends 2,219
Net appreciation in fair value
of investments 15,117
Plan expenses (13)
Contributions 8,601
Distribution and withdrawals (11,975)
Loan activity (net) 13
Transfers to participant-directed
investments (426)
--------
13,536
========
</TABLE>
5. TAX STATUS:
The Plan constitutes a qualified trust under Section 401(a) of the Code
and therefore is exempt from federal income taxes under provisions of
Section 501(a). The Plan also complies with the provisions of Section
401(k) of the Code. A tax qualification letter, dated October 26, 1994,
was received from the Internal Revenue Service. The letter stated that
the Plan, as then designed, was in compliance with the applicable
requirements of the Code. The Plan has been amended since receiving the
determination letter. However, the Plan Administrator believes the Plan
is currently designed and being operated in compliance with the
applicable requirements of the Code and therefore believes the Plan is
qualified and tax-exempt, as described above. Therefore, no provision
for income taxes has been included in the Plan's financial statements.
(Continued)
12
<PAGE>
ECOLAB SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, (Continued)
6. RELATED PARTY AND PARTY-IN-INTEREST TRANSACTIONS:
The trustee is authorized under contract provisions, or by ERISA
regulations providing an administrative or statutory exemption, to
invest in funds under its control and in securities of the Company.
Participant contributions are invested in one or more of the investment
fund options offered under the Plan, including the Ecolab Stock Fund. In
addition, employer matching and profit sharing contributions are
invested in the Ecolab Stock Fund, consisting of primarily Ecolab Inc.
common stock and also short-term investment funds under the trustee's
control. In 1999, the number and dollar value of such purchases and
sales of funds managed by the trustee and the fund consisting of Company
stock were as follows (dollars in thousands):
<TABLE>
<CAPTION>
1999
---------------------------------------------------------------
# of # of
Purchases Sales Purchases Sales
--------- ----- --------- -----
<S> <C> <C> <C> <C>
Fidelity funds 3,347 2,278 $ 148,053 $133,428
Ecolab Stock Fund 312 270 $ 79,768 $ 87,695
</TABLE>
7. PLAN AMENDMENTS:
A Declaration of Merger was adopted by the Plan, effective July 1, 1999,
to merge the assets of the Puritan/Churchill Chemical Company Retirement
Plan into the Plan. The assets transferred into the Plan as a result of
this merger in the Plan year 1999 were invested in similar investment
options as under the prior plans until participants were able to direct
their accounts into one or more of the Plan's available investment
options. These amounts are presented as "Transfers from other plans" on
the accompanying Statement of Changes in Net Assets Available for
Benefits. In addition, a Declaration of Merger was adopted by the Plan,
effective January 1, 2000, to merge the assets of the Retirement Plan for
employees of GCS Service, Inc. (an entity acquired by the Company) into
the Plan.
13
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
ECOLAB SAVINGS PLAN
LINE 4I - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
as of December 31, 1999
EIN 41-0231510
Plan Number: 003
(Dollars in thousands)
<TABLE>
<CAPTION>
(c)
(b) Description of Investment,
Identity of Issue, Including Maturity Date, (e)
Borrower, Lessor Rate of Interest, Collateral, (d) Current
(a) or similar party Par or Maturity Value Cost Value
--- ---------------- --------------------- ---- -----
<S> <C> <C> <C> <C>
* Fidelity Management Fidelity Retirement Money
and Research Co. Market Portfolio,
10,748,166 units $ 10,748
* Fidelity Management Fidelity Government
and Research Co. Income Fund,
1,588,627 units 14,854
* Fidelity Management Fidelity Puritan Fund,
and Research Co. 1,564,136 units 29,765
* Fidelity Management Spartan U.S. Equity
and Research Co. Index Fund,
1,145,806 units 59,685
* Fidelity Management Fidelity Magellan Fund,
and Research Co. 449,888 units 61,468
* Fidelity Management Fidelity Small Cap Selector,
and Research Co. 772,328 units 12,427
* Fidelity Management Fidelity Overseas Fund,
and Research Co. 373,750 units 17,944
* Fidelity Management Spartan Extended
and Research Co. Market Index Fund
10,397 units 353
* Fidelity Management Fidelity Freedom
and Research Co. Income Fund
10,854 units 123
* Fidelity Management Fidelity Freedom
and Research Co. 2000 Fund
159,850 units 2,076
</TABLE>
* Party-in-interest
14
<PAGE>
ECOLAB SAVINGS PLAN
LINE 4I - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
as of December 31, 1999 (Continued)
EIN 41-0231510
Plan Number: 003
(Dollars in thousands)
<TABLE>
<CAPTION>
(c)
(b) Description of Investment,
Identity of Issue, Including Maturity Date, (e)
Borrower, Lessor Rate of Interest, Collateral, (d) Current
(a) or Similar Party Par or Maturity Value Cost Value
--- ---------------- --------------------- ---- -----
<S> <C> <C> <C> <C>
* Fidelity Management Fidelity Freedom
and Research Co. 2010 Fund
188,224 units 2,799
* Fidelity Management Fidelity Freedom
and Research Co. 2020 Fund
65,143 units 1,067
* Fidelity Management Fidelity Freedom
and Research Co. 2030 Fund
51,633 units 871
* Pacific Investment PIMCO Total Return Fund
Management Company 90,688 units 898
* Capital Research Washington Mutual
and Management Investors Fund
91,347 units 2,700
* Harbor Capital Advisor Harbor Capital
(Jennison Associates Appreciation Fund
LLP is the subadvisor) 300,234 units 15,207
* Fidelity Management Managed Income Fund
Trust Co. 42,433,008 units 42,409
* Ecolab Inc. Ecolab Stock Fund
8,720,381 units 128,256 321,957
* Participant loans Participant loans due
1/2000-12/2010 (stated
interest rates ranging
from 6.0% to 10.5%) 16,330
--------
$613,681
========
</TABLE>
* Party-in-interest
15
<PAGE>
ECOLAB SAVINGS PLAN
LINE 4J - SCHEDULE OF REPORTABLE TRANSACTIONS
for the year ended December 31, 1999
EIN 41-0231510
Plan Number: 003
<TABLE>
<CAPTION>
(Dollars in thousands) (h)
Value of
(b) (c) (d) (g) Asset on (i)
(a) Description Purchase Selling Cost of Transaction Net Gain
Identity of Party Involved of Asset Price Price Asset Date (Loss)
-------------------------- ----------- -------- ------- ------- ----------- --------
<S> <C> <C> <C> <C> <C> <C>
SERIES OF TRANSACTIONS:
Ecolab Inc./Fidelity
Management Trust Co. Ecolab Stock Fund 79,768 79,768 79,768
87,695 63,352 87,695 24,343
</TABLE>
NOTE (1): The following columns of Schedule 4J were excluded as they are not
applicable: (e) - Lease Rental and (f) - Expenses Incurred with Transaction.
16
<PAGE>
ECOLAB SAVINGS PLAN
EXHIBITS
The following documents are filed as exhibits to this Report:
<TABLE>
<CAPTION>
Exhibit No. Document
----------- --------
<S> <C>
(23) Consent of Independent Accountants
</TABLE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
ECOLAB SAVINGS PLAN
DATE June 27, 2000 By:/s/Diane A. Wigglesworth
-------------- ---------------------------
Diane A. Wigglesworth
Compensation Vice President,
Ecolab Inc.
(Plan Administrator)
17
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Document Method of Filing
----------- -------- ----------------
<S> <C> <C>
(23) Consent of Independent Accountants Filed herewith
electronically
</TABLE>
