Exhibit 10(e)

                            ALBERTO-CULVER COMPANY

                            1994 STOCK OPTION PLAN
                          FOR NON-EMPLOYEE DIRECTORS

                    (as amended through October 24, 1996)




     1.  Purpose.  The  principal  purpose  of the 1994  Stock  Option  Plan for
Non-Employee  Directors  (the  "Director  Plan")  is to  benefit  Alberto-Culver
Company  (the  "Company")  and its  subsidiaries  by offering  its  non-employee
directors  an  opportunity  to become  holders of the  Company's  Class A common
stock,  par value  $.22 per  share,  in order to enable  them to  represent  the
viewpoint of other stockholders of the Company more effectively and to encourage
them to continue serving as directors of the Company.

     2. Administration.  The Director Plan shall be administered by the Board of
Directors, whose interpretation of the terms and provisions of the Director
Plan shall be final and conclusive.

     3.  Eligibility.  Options shall be granted under this Director Plan only to
members of the Board of Directors who are not officers or employees of the
Company or any of its subsidiaries.

     4.       Granting of Options.

              (a) An option to  purchase  7,500  shares of Class A common  stock
from the  Company  shall be  automatically  granted  by the Board of  Directors,
without further action required, to each director of the Company upon his or her
initial  election or appointment as a director of the Company and to each person
who is an incumbent  director on October 27,  1994;  provided  such  director is
eligible at that time under the terms of Paragraph 3 of this Director  Plan, and
provided,  further,  that no person  shall be granted  more than one such option
pursuant to this Director Plan. An aggregate of 75,000 shares shall be available
under  this  Director  Plan.  Such  number of  shares,  and the number of shares
subject to options outstanding under this Director Plan, shall be subject in all
cases to  adjustment  as provided in  Paragraph  10. No option  shall be granted
under this Director Plan subsequent to October 27, 2004.

              (b) Shares  subject to options may be made available from unissued
or treasury  shares of stock.  Notwithstanding  the  provisions of  subparagraph
4(a), any shares  released from any  unexercised or expired  options may be made
subject to additional options granted under this Director Plan.

              (c)  Nothing  contained  in this  Director  Plan or in any  option
granted  pursuant  hereto shall in itself  confer upon any optionee any right to
continue  serving as a director of the Company or  interfere in any way with any
right of the Board of  Directors or  stockholders  of the Company to remove such
director  pursuant to the certificate of incorporation or by-laws of the Company
or applicable law.

     5. Option Price. Subject to adjustment under Paragraph 10, the option price
shall be the Fair  Market  Value (as  defined  below) of the  Company's  Class A
common  stock on the date the option is granted.  For  purposes of the  Director
Plan, "Fair Market Value" shall mean the average of the high and low transaction
prices  of a share of Class A common  stock as  reported  in the New York  Stock
Exchange  Composite  Transactions  on the date as of which  such  value is being
determined or, if there shall be no reported  transactions for such date, on the
next preceding date for which transactions were reported.

     6.  Duration  of  Options,  Increments  and  Extensions.   Subject  to  the
provisions  of  Paragraph  8, each option shall be for a term of ten (10) years.
Subject to the provisions of Paragraph 11, each option shall become  exercisable
with  respect  to 25% of the total  number of shares  one year after the date of
grant and with  respect  to an  additional  25% at the end of each  twelve-month
period thereafter during the succeeding three years.

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     7. Exercise of Option.  An option may be exercised by giving written notice
to the Company,  attention of the Secretary,  specifying the number of shares of
Class A common stock to be purchased, accompanied by the full purchase price for
such number of shares,  either in cash, by check, or in shares of Class A common
stock,  or by a combination  thereof.  The per share value of the Class A common
stock delivered in payment of the option price shall be the Fair Market Value of
the Class A common stock on the date of exercise.

     8.       Termination - Exercise Thereafter.

              (a) If an optionee dies without having fully  exercised his or her
option,  the  executors  or  administrators  of his or her estate or legatees or
distributees  shall have the right during a one (1) year period following his or
her death (but not after the  expiration of the term of such option) to exercise
such option in whole or in part but only to the extent that the  optionee  could
have exercised the option at the date of his or her death.

              (b) If any optionee  resigns  from the Board of  Directors  due to
physical  disability or retirement,  the optionee's option shall terminate three
(3) months after his or her  resignation  (but not after the  expiration  of the
term of such option) and may be exercised  only to the extent that such optionee
could have exercised the option at the date of his or her resignation.

              (c) If the optionee  resigns  from the Board of Directors  for any
other reason other than physical disability or retirement, the optionee's option
shall  terminate  upon  said  resignation;   provided,  however,  that  if  such
resignation  occurs  following  a Change in Control  (as such term is defined in
paragraph 11(b) hereof),  the optionee's option shall terminate three (3) months
after his or her  resignation  (but not after the expiration of the term of such
option)  and may be  exercised  to the  extent  that such  optionee  could  have
exercised it at the date of his or her resignation.

      9.  Non-Transferability of Options. No option shall be transferable by
the optionee otherwise than by will or the laws of descent and distribution, 
and each option shall be exercisable during an optionee's lifetime only by the
optionee.


     10. Adjustment upon Change in Stock. Each option and the number and kind of
shares  subject to future  options under the Director Plan will be adjusted,  as
may be determined to be equitable by the Board of Directors,  in the event there
is any change in the  outstanding  Class A common stock of the Company by reason
of  a  stock  dividend,  recapitalization,   merger,  consolidation,   split-up,
combination  or  exchange  of shares,  or the like,  and the Board of  Directors
determination  of such  adjustment  provisions  shall be final,  conclusive  and
binding.

     11.      Change in Control

     (a) (1) Notwithstanding any provision of the Director Plan, in the event of
     a  Change  in  Control,   all  outstanding  options  shall  immediately  be
     exercisable  in full and shall be subject to the  provisions  of  paragraph
     11(a)(2)  or  11(a)(3),  to  the  extent  that  either  such  paragraph  is
     applicable.

              (2)  Notwithstanding  any  provision of the Director  Plan, in the
     event of a Change in Control in connection with which the holders of shares
     of the Company's  Class A common stock receive  shares of common stock that
     are registered under Section 12 of the Securities Exchange Act of 1934 (the
     "Exchange Act"), all outstanding  options shall  immediately be exercisable
     in full and there  shall be  substituted  for each  share of the  Company's
     Class A common stock available under the Director Plan, whether or not then
     subject to an outstanding option, the number and class of shares into which
     each  outstanding  share of the  Company's  Class A common  stock  shall be
     converted  pursuant  to such  Change in  Control.  In the event of any such
     substitution,  the  purchase  price  per  share  of each  option  shall  be
     appropriately  adjusted by the Board of Directors,  such  adjustments to be
     made without an increase in the aggregate purchase price.

              (3)  Notwithstanding  any  provision in the Director  Plan, in the
     event of a Change in Control in  connection  with which the  holders of the
     Company's Class A common stock receive  consideration  other than shares of
     common stock that are registered under Section 12 of the Exchange Act, each
     outstanding  option  shall be  surrendered  to the  Company  by the  holder
     thereof,  and each  such  option  shall  immediately  be  cancelled  by the
     Company,  and  the  holder  shall  receive,  within  ten  (10)  days of the
     occurrence of such Change

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     in  Control,  a cash  payment  from the  Company in an amount  equal to the
     number of shares of the Company's Class A common stock then subject to such
     option,  multiplied  by the  excess,  if any, of (i) the greater of (A) the
     highest  per share  price  offered to  stockholders  of the  Company in any
     transaction  whereby  the  Change in  Control  takes  place or (B) the Fair
     Market Value of a share of the  Company's  Class A common stock on the date
     of  occurrence  of the Change in Control over (ii) the  purchase  price per
     share of the  Company's  Class A common  stock  subject to the option.  The
     Company  may,  but is not  required  to,  cooperate  with any person who is
     subject to Section 16 of the  Exchange  Act to assure that any cash payment
     in accordance  with the foregoing to such person is made in compliance with
     Section 16 of the Exchange Act and the rules and regulations thereunder.

     (b)  "Change in Control" means:

              (1)  The occurrence of any one or more of the following events:

                   (A) The  acquisition  by any  individual,  entity or group (a
              "Person"),  including  any "person"  within the meaning of Section
              13(d)(3) or 14(d)(2) of the Exchange Act of  beneficial  ownership
              within the meaning of Rule 13d-3  promulgated  under the  Exchange
              Act of both (x) 20% or more of the  combined  voting  power of the
              then  outstanding  securities  of the  Company  entitled  to  vote
              generally in the election of directors (the  "Outstanding  Company
              Voting  Securities")  and (y) combined voting power of Outstanding
              Company Voting  Securities in excess of the combined  voting power
              of the  Outstanding  Company Voting  Securities held by the Exempt
              Persons (as such term is defined in  paragraph  11(c));  provided,
              however,  that a  Change  in  Control  shall  not  result  from an
              acquisition of Company Voting Securities:

                         (i)  directly from the Company, except as otherwise
                              provided in paragraph 11(b)(2)(A);

                         (ii)  by the Company, except as otherwise provided
                               in paragraph 11(b)(2)(B);

                         (iii)  by an Exempt Person;

                         (iv)  by an employee benefit plan (or related trust)
                               sponsored or maintained by the Company or any
                               corporation controlled by the Company; or

                         (v)  by any corporation pursuant to a  reorganization,
                              merger  or   consolidation   involving   the
                              Company,   if, immediately    after   such   
                              reorganization,    merger   or  consolidation, 
                              each of the conditions  described in clauses 
                              (i) and (ii) of paragraph 11(b)(1)(C) shall be
                              satisfied.
      
                   
                   (B)  The  cessation  for any  reason  of the  members  of the
              Incumbent  Board (as such term is defined in  paragraph  11(d)) to
              constitute at least a majority of the Board of Directors.

                   (C)  Approval  by  the  stockholders  of  the  Company  of  a
              reorganization,  merger or consolidation unless, in any such case,
              immediately after such reorganization, merger or consolidation:

                         (i) more than 60% of the  combined  voting power of the
                   then outstanding securities of the corporation resulting from
                   such reorganization, merger or consolidation entitled to vote
                   generally in the  election of directors is then  beneficially
                   owned, directly or indirectly, by all or substantially all of
                   the individuals or entities who were the beneficial owners of
                   the combined voting power of all of the  Outstanding  Company
                   Voting Securities  immediately prior to such  reorganization,
                   merger or consolidation; and

                         (ii) at least a majority of the members of the board of
                   directors   of   the   corporation    resulting   from   such
                   reorganization,  merger or consolidation  were members of the
                   Incumbent  Board at the time of the  execution of the initial
                   agreement or action of the Board of Directors  providing  for
                   such reorganization, merger or consolidation.

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                   (D) Approval by the  stockholders  of the Company of the sale
              or other  disposition of all or substantially all of the assets of
              the Company  other than (x)  pursuant to a tax-free  spin-off of a
              subsidiary  or  other  business  unit of the  Company  or (y) to a
              corporation with respect to which,  immediately after such sale or
              other disposition:

                         (i) more than 60% of the  combined  voting power of the
                   then   outstanding   securities   thereof  entitled  to  vote
                   generally in the  election of directors is then  beneficially
                   owned, directly or indirectly, by all or substantially all of
                   the individuals  and entities who were the beneficial  owners
                   of the  combined  voting  power  of  all  of the  Outstanding
                   Company Voting  Securities  immediately prior to such sale or
                   other disposition; and

                         (ii) at least a majority of the members of the board of
                   directors  thereof were members of the Incumbent Board at the
                   time of the  execution of the initial  agreement or action of
                   the  Board of  Directors  providing  for  such  sale or other
                   disposition.

                   (E) Approval by the  stockholders of the Company of a plan of
              complete liquidation or dissolution of the Company.

              (2)  Notwithstanding the provisions of paragraph 11(b)(1):

                   (A) no  acquisition  of Company  Voting  Securities  shall be
              subject to the exception  from the definition of Change in Control
              contained  in  clause  (i)  of  paragraph   11(b)(1)(A)   if  such
              acquisition  results from the exercise of an exercise,  conversion
              or exchange  privilege  unless the  security  being so  exercised,
              converted or exchanged was acquired directly from the Company; and

                   (B) for purposes of clause (ii) of paragraph 11(b)(1)(A),  if
              any  Person  (other  than the  Company,  an  Exempt  Person or any
              employee  benefit plan (or related trust)  sponsored or maintained
              by the  Company  or any  corporation  controlled  by the  Company)
              shall, by reason of an acquisition of Company Voting Securities by
              the Company, become the beneficial owner of (x) 20% or more of the
              combined voting power of the Outstanding Company Voting Securities
              and (y)  combined  voting  power  of  Outstanding  Company  Voting
              Securities  in  excess  of  the  combined   voting  power  of  the
              Outstanding  Company Voting Securities held by the Exempt Persons,
              and such Person shall,  after such  acquisition  of Company Voting
              Securities  by the  Company,  become the  beneficial  owner of any
              additional   Outstanding   Company  Voting   Securities  and  such
              beneficial  ownership  is  publicly  announced,   such  additional
              beneficial ownership shall constitute a Change in Control.

     (c)  "Exempt Person" (and collectively, the "Exempt Persons") means:

              (1)  Leonard H. Lavin or Bernice E. Lavin;

              (2)  any descendant of Leonard H. Lavin and Bernice E. Lavin or
                   the spouse of any such descendant;

              (3)  the estate of any of the persons described in paragraph 
                   11(c)(1) or (2);

              (4)  any trust or similar arrangement for the benefit of any
                   person described in paragraph 11(c)(1) or (2); or
     

              (5)  the  Lavin  Family   Foundation   or  any  other   charitable
                   organization  established by any person described in
                   paragraph  11(c)(1) or (2).
     

     (d) "Incumbent  Board" means those individuals who, as of October 24, 1996,
     constitute the Board of Directors, provided that:

              (1)  any   individual  who  becomes  a  director  of  the  Company
     subsequent to such date whose  election,  or nomination for election by the
     Company's  stockholders,  was  approved  either  by the  vote of at least a
     majority of the directors  then  comprising  the Incumbent  Board or by the
     vote of at least a majority of the

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     combined voting power of the Outstanding  Company Voting Securities held by
     the Exempt  Persons  shall be deemed to have been a member of the Incumbent
     Board; and

              (2) no individual  who was initially  elected as a director of the
     Company as a result of an actual or threatened  election  contest,  as such
     terms  are used in Rule  14a-11 of  Regulation  14A  promulgated  under the
     Exchange Act, or any other actual or threatened  solicitation of proxies or
     consents by or on behalf of any Person other than the Board of Directors or
     the Exempt  Persons  shall be deemed to have been a member of the Incumbent
     Board.

     12.  Amendment  of  Director  Plan.  The  Board of  Directors  may amend or
discontinue  this Director  Plan at any time;  provided,  however,  that no such
amendment  or  discontinuance  shall (i) change or impair any option  previously
granted without the consent of the optionee, (ii) increase the maximum number of
shares  which  may be  purchased  by all  eligible  directors  pursuant  to this
Director Plan, (iii) change the purchase price, or (iv) change the option period
or increase the time limitations on the grant of options.

     13.  Effective  Date. This Director Plan has been adopted and authorized by
the Board of Directors for  submission to the  stockholders  of the Company.  If
this  Director  Plan is  approved  by the  affirmative  vote of the holders of a
majority of the voting  stock of the  Company  voting in person or by proxy at a
duly held stockholders'  meeting, it shall be deemed to have become effective on
October 27, 1994, the date of adoption by the Board of Directors. Options may be
granted  under this Director  Plan prior,  but subject,  to the approval of this
Director Plan by stockholders of the Company and, in each such case, the date of
grant  shall be  determined  without  reference  to the date of approval of this
Director Plan by the stockholders of the Company.



249583.05

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