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): October 22, 1997
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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: 612-293-2233
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(Not applicable)
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(Former name or former address, if changed from last report.)
Item 5. OTHER EVENTS.
A Special Meeting of Stockholders of Ecolab Inc. (the "Company") was held
on October 22, 1997. At the meeting, 91.67% of the outstanding shares of the
Company's voting stock was represented in person or by proxy.
The sole matter voted upon at the meeting was a proposal to amend and
restate the Company's Restated Certificate of Incorporation to increase the
authorized Common Stock of the Company from 100,000,000 shares to 200,000,000
shares. The proposal was approved as follows:
FOR AGAINST ABSTAINED
58,288,378 937,041 108,815
There were no broker non-votes.
Following shareholder approval, the Company filed the amended and restated
Restated Certificate of Incorporation with the Office of the Secretary of State
of Delaware effective October 22, 1997. A copy of that document is attached
hereto as Exhibit (3).
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
(3) Restated Certificate of Incorporation of Ecolab Inc.
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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: October 23, 1997
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION METHOD OF FILING
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(3) Restated Certificate of Filed herewith electronically
Incorporation of Ecolab Inc.
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