ENERGIZER HOLDINGS, INC.
                        EXECUTIVE SAVINGS INVESTMENT PLAN


                               I.     DEFINITIONS
1.1     "Affiliated  Company"  means  Energizer  Holdings,  Inc., those domestic
corporations  in which Energizer Holdings, Inc. owns directly or indirectly more
than  50% of the voting stock, or any other entity so designed by the Committee.

1.2     "Board"  means  the  Board  of  Directors  of  Energizer  Holdings, Inc.

1.3     "Code"  means  the  Internal  Revenue  Code  of  1986,  as  amended.

1.4     "Committee"  means  the  Committee appointed to administer the Plan, its
designee,  or  any  successor  to  such  Committee.

1.5     "Company"  means  Energizer  Holdings,  Inc.

1.6     "Compensation"  means all or any part of any cash compensation and other
consideration  due to an Employee for services rendered or to be rendered to the
Company  or  an  Affiliated  Company,  as  determined  by  the  Committee.

1.7     "Disability"  means  a  finding  by  the  Committee  of  a Participant's
permanent  and  total  disability.

1.8     "Employee"  means  a  person  employed  by  the Company or an Affiliated
Company  and  who  is  one of a select group of management or highly-compensated
employees.

1.9     "Entry  Date"  means  the last day of any payroll period during which or
with  respect  to  which  an  Employee,  meeting the eligibility requirements of
Section 2.2 and 2.3, has his or her deferrals pursuant to the SIP limited by the
     deferral  limitations  of  ERISA.

1.10     "ERISA"  means  the Employee Retirement Income Security Act of 1974, as
amended.

1.11     "Participant"  means  an  Employee  who is deferring, or an Employee or
former  Employee  who  has deferred, Compensation pursuant to Article III of the
Plan.

1.12     "Plan"  means the Energizer Holdings, Inc. Executive Savings Investment
Plan,  as  amended  from  time  to  time.

1.13     "Retirement"  means  termination  of  Employment  at  or  after age 55.

1.14     "SIP"  means  the  Energizer Holdings, Inc. Savings Investment Plan, as
amended  from  time  to  time.

1.15     "Termination  of  Employment" means separation from employment with the
Company  or  an  Affiliated  Company  for  reasons  other  than  death  of  the
Participant;  provided,  however,  that  a  transfer  in  employment between the
Company  or  an  Affiliated  Company  shall  not  be  deemed  a  Termination  of
Employment.  For  purposes of this Plan, the sale by the Company or an affiliate
of  all  or substantially all of the outstanding capital stock of the Company or
an  Affiliated  Company  shall  be  deemed  to be a Termination of Employment of
Participants  employed  by  such  Company  or  Affiliated  Company.

1.16     "Valuation  Date"  means  December  31  of  each  Year.

1.17     "Year"  means  a  calendar  year,  unless  otherwise  specified.

                      II.     ELIGIBILITY AND PARTICIPATION
2.1     Prior  Participants.  An  Employee  who was a Participant in the Ralston
        -------------------
Purina  Company  Executive  Savings Plan on March 31, 2000 shall continue his or
her  status  as  a  Participant.

2.2     Other  Employees.  An  Employee who is entitled to Compensation shall be
        ----------------
eligible  to elect to participate in the Plan during the period of time in which
the  Employee:

(a)     (1)     is  Chairman  of  the Board, Chief Executive Officer, President,
Vice  President,  Secretary  or Treasurer of the Company; a Vice President of an
administrative  or  operating  division of the Company; a Chairman of the Board,
Chief Executive Officer, President or Corporate Vice President of the Company or
an  Affiliated  Company,  or

     (2)     is  designated  by  the  Chief  Executive Officer of the Company as
eligible  to  participate  in  the  Plan;

and

(b)     has  elected  to  defer Compensation as permitted under the terms of the
SIP.

2.3     Initial  Enrollment.  An Employee may first become a Participant upon an
        -------------------
Entry  Date  if he or she has previously completed and submitted to the Employee
Benefits  Committee  an  enrollment form, supplied by the Committee, by which an
Employee  elects  to  defer a specified percentage of compensation in accordance
with  Article  III.

2.4     Annual Deferral Elections.  A new election to defer compensation must be
        -------------------------
     submitted in December each Year to the Committee on forms provided by it in
order  for  a  Participant  to  defer  income  pursuant  to  the Plan during the
following  Year.  Each  deferral  election  is effective for an entire Year, and
cannot  be  increased  or  decreased  during  that  period.

2.5     Cessation  of  Deferrals.  A  Participant  who  ceases  to  meet  the
        ------------------------
eligibility  requirements  of  Section  2.2(a)  may no longer defer Compensation
        --
pursuant  to  the  Plan effective as of the first payroll period beginning after
such  cessation  of  eligibility.  Such  Participant  shall  continue  to  be  a
Participant  in the Plan for all other purposes until distribution of his or her
account  balance.

                             III.     CONTRIBUTIONS
3.1     Deferrals into the Plan.  A Participant whose deferrals into the SIP are
        -----------------------
     limited  during a Year by the deferral limits imposed by ERISA and the Code
may  defer  a  portion  of  such  Participant's  Compensation, in excess of that
permitted  to  be  deferred  pursuant to the SIP, on a before-tax basis into the
Plan.  No  after-tax deferrals are permitted under the Plan.  If a Participant's
deferrals  from a single payment of Compensation must be apportioned between the
SIP  and  the  Plan,  the deferral percentage applicable to the initial deferral
under  the Plan shall be equal to the deferral percentage then in effect for the
SIP.  Subsequent  deferrals  pursuant  to the Plan shall be made at the deferral
percentage  elected  by  the  Participant  for  the  Plan  for  that  Year.

3.2     Basic  Matched  Contributions.  Subject to Section 3.1, each Participant
        -----------------------------
may  defer receipt of a portion of his or her Compensation in any amount from 2%
to  6%,  in 1% increments, for each payroll period in a Year beginning with that
payroll  period in which the Participant exceeds the deferral limits in the SIP.
     Such  deferrals  into  the  Plan  shall  be  defined  as  Basic  Matched
Contributions.

3.3     Basic Unmatched Contributions.  Subject to Section 3.1, each Participant
        -----------------------------
     who has elected the maximum Basic Matched Contribution rate of 4% may defer
receipt of a portion of his or her Compensation by an additional 1% to 4%, in 1%
increments,  for  each  payroll  period  in  a calendar year beginning with that
payroll  period in which the Participant exceeds the deferral limits in the SIP.
Such  deferrals into the Plan shall be defined as Basic Unmatched Contributions.

3.4     Company  Matching  Contributions.  With  respect to each payroll period,
        --------------------------------
the  Company  shall  contribute on behalf of each Participant an amount equal to
25% of such Participant's Basic Matched Contributions.  Such contributions shall
     be  defined  as  Company  Matching  Contributions.

3.5     Participants'  Accounts.
        -----------------------

(a)     The Company shall establish a book reserve account for each Participant.
With respect to each payroll period, as appropriate, the Company shall credit to
a  Participant's  account  his  or  her  Basic  Matched  Contributions and Basic
Unmatched  Contributions,  and Company Matching Contributions in accordance with
Section  3.4.

(b)     Each  Participant's  account  balance shall be credited, effective as of
December 31 each Year, with annual earnings equal to the rate of earnings net of
expenses  for  that Year under the Fixed Income Fund of the SIP.  Deferrals made
during  a  Year  will  be credited at the end of that first Year with a pro rata
share  of  annual  earnings  from  the  time  of  deferral.

(c)     Each  Participant  shall be furnished annually a statement setting forth
the  value  of  his  or  her  account.

                        IV.     VESTING OF CONTRIBUTIONS
4.1     Vesting of Basic Contributions.  Each Participant shall be vested at all
        ------------------------------
     times  in  amounts  attributable to his or her Basic Matched Contributions,
Basic  Unmatched  Contributions,  and  any  earnings  thereon.

4.2     Vesting  of  Company  Matching  Contributions.  A  Participant  shall be
        ---------------------------------------------
vested  in  the  following manner in Company Matching Contributions made to such
Participant's  account:

(a)     at the rate of 25% for each whole year of employment with the Company as
recognized  under  the  terms  of  the  SIP;  or

(b)     100%  vested in the event of the occurrence of any one of the following:

(1)     attainment  of  age  65

(2)     Retirement

(3)     Disability

(4)     death

(5)     termination  of  the  Plan.

                              V.     DISTRIBUTIONS
5.1     Time  of  Distribution  to  Participant.  Amounts  due  to a Participant
        ---------------------------------------
including,  to  the extent it can be calculated and paid simultaneously with the
rest  of  the  distribution, interest on such amounts, shall be paid on the 60th
day after such Participant's Retirement or other Termination of Employment.  Any
     interest accrued on such distribution that cannot be calculated at the time
of the initial distribution shall be paid as promptly thereafter as practicable.
Notwithstanding  the  foregoing,  distributions  to  Participants  found  to  be
Disabled  shall  be  made  on  the  60th day following the determination of such
Disability.  No  distribution to a Participant shall be made upon termination of
the  Plan  until  such  Participant's  Retirement,  Termination of Employment or
Disability.

5.2     Distribution  Upon  Death.  In the event of the Participant's death, all
        -------------------------
amounts due to be distributed shall be paid to the Beneficiary designated by the
     Participant  in  writing  submitted  to  the  Committee;  but  if  none  is
designated,  then  benefits  shall  be  paid  to  the Participant's estate or as
provided by law.  Changes in designation may be made by filing a written request
with  the  Committee.  Distribution  in  full  shall  be  paid  on  the 60th day
following  the  Participant's death.  The Committee reserves the right to review
and  approve  Beneficiary  designations.

5.3     Amount  to  be  Distributed.  At  the  appropriate  time of distribution
        ---------------------------
described  in  Sections  5.1 or 5.2, the Company shall distribute the value of a
Participant's  entire Basic Matched Contributions, Basic Unmatched Contributions
and  the  vested  amount  of  such Participant's Company Matching Contributions.
Earnings on the vested portion of a Participant's account balance, calculated at
     the  interest  rate  applicable to the Valuation Date immediately preceding
the  distribution, shall be credited to the Participant's account for the period
between  the  most  recent  Valuation  Date  and the date of distribution of the
principal  account  balance.

5.4     Form  of  Distribution.  All  amounts  to  be  distributed  from  a
        ----------------------
Participant's  account  pursuant  to this Article V shall be made in the form of
        ----
payment  elected  by  the  Participant.  A  Participant may elect to receive the
value  of  his account in a single lump payment, five annual installments or ten
annual installments.  Provided, however, a Participant must have attained age 50
     and  elected  to  receive  installments  at  least  one  year  before  such
installment  payments  commence.

5.5     Withdrawals  and  Loans.
        -----------------------

(a)     Loans  are  not  permitted  under  the  Plan.

(b)     No  withdrawals are permitted except that the Committee, in its sole and
absolute  discretion,  may  permit  withdrawals  by  a Participant of any vested
amount  from  such  Participant's  accounts  if the Committee determines, in its
discretion,  that  such  funds are needed due to serious and immediate financial
hardship  from  an  unforeseeable  emergency.  Serious  and  immediate financial
hardship  to the Participant must result from a sudden and unexpected illness or
accident of the Participant or a dependent, loss of property due to casualty, or
other  similar extraordinary and unforeseeable circumstances arising from events
beyond the control of the Participant.  A distribution based upon such financial
hardship  cannot  exceed  the  amount necessary to meet such immediate financial
need.  In  addition,  the  Committee  may  impose  suspension of a Participant's
deferrals  into  the Plan or other penalties as a condition of such withdrawals.

                               VI.     FORFEITURES
6.1     Time  of  Forfeiture.  In  the  event  of a Participant's Termination of
        --------------------
Employment  prior  to the attainment of age 65, the unvested, if any, portion of
Company  Matching Contributions allocated to such Participant's account, and any
earnings  thereon,  shall  be  forfeited  as  of the date of such Termination of
Employment.

6.2     Disposition  of  Forfeitures.  All  forfeitures  arising  out  of  the
        ----------------------------
application  of  the  provisions  of Section 6.1 shall be used to reduce Company
Matching  Contributions  otherwise  payable  to Participants' accounts under the
Plan.

                VII.     AMENDMENT AND ADMINISTRATION OF THE PLAN
7.1     Power  to  Amend.  The  power to amend, modify or terminate this Plan at
        ----------------
any time is reserved to the Committee; provided that, no amendment, modification
     or  termination  may  apply  to  or  affect  the  terms  of any deferral of
Compensation  deferred  prior  to  the  effective  date  of  such  amendment,
modification  or  termination,  without  the  consent  of  the  Participant  or
Beneficiary  affected  thereby.

7.2     Administration  of  the  Plan.  The  Committee shall administer the Plan
        -----------------------------
and,  in  connection  therewith,  shall  have  full  power to designate types of
Compensation  which  may  be  deferred  and  upon  which  a  Company  Matching
Contribution may be calculated; to construe and interpret the Plan; to establish
     rules  and regulations; to delegate responsibilities to others to assist it
in  administering  the Plan or performing any responsibilities hereunder; and to
perform  all other acts it believes reasonable and proper in connection with the
administration  of  the  Plan.

                             VIII.     MISCELLANEOUS
8.1     Company's  Obligations  Unfunded.  All  benefits  due  a  Participant or
        --------------------------------
Beneficiary under the Plan are unfunded and unsecured and are payable out of the
     general  funds  of  the  Company.  The  Company,  in  its sole and absolute
discretion,  may  establish  a  grantor  trust  for  the payment of benefits and
obligations  hereunder, the assets of which shall be at all times subject to the
claims  of creditors of the Company as provided for in such trust, provided that
such  trust  does not alter the characterization of the Plan as an unfunded plan
for  purposes  of ERISA.  Such trust shall make distributions in accordance with
the  terms  of  the  Plan.

8.2     No Right to Continued Employment.  Neither the establishment of the Plan
        --------------------------------
     nor  the  payment of any benefits thereunder nor any action of the Company,
its affiliates, the Board, or the Committee shall be held or construed to confer
upon  any person any legal right to be continued in the employ of the Company or
an  Affiliated  Company.

8.3     Transferability  of  Benefits.  The right to receive payment of benefits
        -----------------------------
under  this  Plan  shall  not  be  transferred,  assigned  or  pledged except by
beneficiary  designation,  will  or  pursuant  to  the  laws  of  descent  and
distribution.

8.4     Address  of  Participant  or  Beneficiary.  A Participant shall keep the
        -----------------------------------------
Committee  apprised  of  the  Participant's  current  address  and  that  of any
Beneficiary  at  all  times during participation in the Plan.  At the death of a
Participant,  a Beneficiary who is entitled to receive payment of benefits under
the Plan shall keep the Committee apprised of such Beneficiary's current address
     until  the  entire  amount  to  be  distributed  has  been  paid.

8.5     Taxes.  Any  taxes  required  to  be  withheld under applicable federal,
        -----
state  or  local  tax  laws  or regulations may be withheld from any payment due
hereunder.

8.6     Missouri Law to Govern.  All questions pertaining to the interpretation,
        ----------------------
     construction,  administration, validity and effect of the provisions of the
Plan  shall  be determined in accordance with the laws of the State of Missouri.

8.7     Headings.  Headings  of  Articles  and Sections of the Plan are inserted
        --------
for  convenience  of  reference.  They  constitute  no  part  of  the  Plan.

     IN  WITNESS  WHEREOF,  the Company has caused this Plan to be executed by a
duly  authorized  officer  as  of the _____ day of ______________________, 2000.


     ENERGIZER  HOLDINGS,  INC.

     By:

     Title: