ENERGIZER HOLDINGS, INC.
                     SUPPLEMENTAL EXECUTIVE RETIREMENT 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     "Beneficiary"  means  either  a Surviving Spouse (as defined in the
Retirement  Plan) or any other person (including a trust) designated pursuant to
the  terms  of  the  Retirement Plan to receive benefits under the terms of that
Plan  as  a  result  of  an  Employee's  death.

     1.3     "Benefit  Limitations"  means  the  limitations on benefit accruals
under  the  Retirement  Plan  set  forth  in  Section  2.1.

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

     1.5     "Committee"  means  the  Committee  of  the  Board  of Directors of
Energizer  Holdings,  Inc.,  its  designee,  or any successor to such Committee.

     1.6     "Company"  means  Energizer  Holdings,  Inc.

     1.7     "Compensation"  means  compensation  included  for  purposes  of
computation  of  benefits  pursuant  to  the  Retirement  Plan.

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

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

     1.10     "Plan"  means  the Energizer Holdings, Inc. Supplemental Executive
Retirement  Plan.

     1.11     "Retirement" means the effective date on which an Employee or such
Employee's  Beneficiary  begins  to  receive benefits pursuant to the Retirement
Plan.

     1.12     "Retirement  Plan"  means  the Energizer Holdings, Inc. Retirement
Plan  or  any  successor  plan.

     1.13     "Section  415 Limitation" means the limitation, imposed by Section
415  of  the Code, on the amount of retirement benefits payable from a qualified
retirement  plan  to  a  participant  in  such  plan.

     1.14     "Supplemental Retirement Benefits" means benefits payable pursuant
to  Article  III  of  the  Plan.

     1.15     "Surviving  Spouse" means the spouse of an Employee who dies prior
to  Retirement.

                                II.  ELIGIBILITY

     2.1     Benefit  Limitations.  Any  Employee described in Section 2.2 shall
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be  eligible  to accrue Supplemental Retirement Benefits as described in Article
III  in  the  event that such Employee's retirement benefits accrued pursuant to
the  Retirement  Plan  are  limited  by  the  Section  415 Limitation and/or the
Compensation  limitations  imposed  by  Section  401(a)  of  the  Code.

     2.2     Eligible  Employees.  The  following Employees shall be eligible to
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accrue  Supplemental  Retirement  Benefits  to the extent their benefits accrued
under  the  Retirement  Plan are limited by the Benefit Limitations set forth in
Section  2.1  above:

(a)     Principal  Corporate  Officers  of the Company or an Affiliated Company:
Chief  Executive  Officer,  President, any Vice President, Secretary, Treasurer;

(b)     Chairmen  of  the  Board,  Chief  Executive  Officers,  Presidents  and
Corporate Vice Presidents of the Company and any Affiliated Companies designated
by  the  Chief  Executive  Officer  of  the  Company;

(c)     Vice  Presidents of administrative or operating divisions of the Company
or  an  Affiliated  Company;

(d)     Any  other  Employee  designated  by  the Chief Executive Officer of the
Company.

                    III.     SUPPLEMENTAL RETIREMENT BENEFITS

     3.1     Amount  and Form of Employee's Benefit.  Any Employee who meets the
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eligibility  requirements  of  Article  II  shall  be  entitled  to  receive  a
Supplemental  Retirement Benefit which shall be equal in value to the additional
benefit  which such Employee would have received pursuant to the Retirement Plan
but  for  the  Benefit  Limitations.

Notwithstanding the form of benefit selected by the Employee to be paid from the
Retirement  Plan, the amounts payable pursuant to this Section 3.1 shall be paid
in  the  form of a five-year certain annuity if the Employee is unmarried at the
time  of  commencement  of payment, or in the form of a 50% contingent annuitant
benefit  if  the  Employee  is  married  at that time, such optional forms to be
calculated  in  a  manner consistent with administration of the Retirement Plan;
except  that an Employee may irrevocably elect, in the year prior to the year in
which  such Employee first accrues a benefit under the Plan, to receive benefits
pursuant  to  this  Section  in  a  five-year  certain annuity, ten-year certain
annuity,  life  annuity,  50%  contingent  annuitant  benefit or 100% contingent
annuitant  benefit.

     In  addition,  if the Employee is enrolled in the Account Option Benefit as
defined  under  the  Retirement Plan, such Employee may elect to receive his/her
benefit  in  a  single  lump-sum payment.  Such Employee must elect this form of
payment  at  least  one  year  prior to the date payments under this Plan begin.

     Benefits  shall  be  payable  to an Employee in monthly installments on the
first  day  of  each  month  following  Retirement.

     3.2     Beneficiaries.  In  the event of an eligible Employee's death, such
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Employee's  Beneficiary  shall receive Supplemental Retirement Benefits equal in
amount  to  the  additional  monthly  benefit  which such Beneficiary would have
received  from the Retirement Plan but for the Benefit Limitations applicable to
the  Employee's  accrued  benefit.

     3.3     Lump  Sum  Payments.  In  lieu  of  monthly  installment  payments
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described  in  Section  3.1  and 3.2, the Committee, at its sole discretion, may
pay,  on  the  sixtieth  (60th)  day  after  Retirement or death of an Employee,
Supplemental  Retirement  Benefits in the form of a single lump-sum distribution
equal  in  amount to the present value of the right to receive such Supplemental
Retirement  Benefits on a monthly basis, but only in the event that such monthly
benefit  payment is less than $100.  The present value shall be determined using
the  discount  rate and mortality assumptions utilized in the Retirement Plan to
determine  the present value of lump-sum cash distributions permitted by Section
417  of  the Code, as such rate may be determined or adjusted from time to time.

                        IV.     ERISA BENEFIT LIMITATION

     4.1     Obligations  Unfunded.  All benefits due an Employee or Beneficiary
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pursuant  to  the  Plan  are  unfunded  and unsecured and are payable out of the
general  funds  of  the  Company.  The  Company  shall make no provision for the
funding  or  insuring  of any benefits payable hereunder.  In the event that the
Company  shall  decide  to  establish  an  advance  accrual reserve on its books
against  the  future  expense of payments made hereunder, such reserve shall not
under  any  circumstances  be deemed to be an asset of the Plan, nor a source of
payment of any claims under the Plan but at all times shall remain a part of the
general  assets  of  the  Company,  and  shall  be  subject to the claims of its
creditors.

The  Company may, in its sole and absolute discretion, establish a grantor trust
for the payment of benefits 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.

     4.2     Excess  Benefit  Plan.  The  portion  of  the  Plan  relating  to
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Supplemental  Retirement  Benefits  payable  on  account  of  the  Section  415
Limitations  constitutes  an  excess benefit plan as defined in Section 3(36) of
ERISA.

     4.3     No Right to Continued Employment.  Neither the establishment of the
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Plan nor the payment of any benefits thereunder nor any action of the Affiliated
Companies  shall  be held or construed to confer upon any person any legal right
to  be  continued  in  the  employ  of  any  Affiliated  Company.

     4.4     Power  to  Amend  or  Terminate.  The  Board  of  Directors  of the
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Company, the Committee and their delegees are each empowered to amend, modify or
terminate  this  Plan  at  any  time,  except that no amendment, modification or
termination  may reduce or otherwise detrimentally affect benefits payable under
this  Plan  to  an  Employee or his Beneficiary without regard to such amendment
unless  the  Employee  (or Beneficiary, if the Employee is deceased) consents to
such  change.

     4.5     Benefits Upon Divestiture or Other Disposition of Business.  In the
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event  that,  as a result of a sale of stock or assets or another transaction by
which  all  or  part  of  an Affiliated Company ceases to be an affiliate of the
Company,  an  Employee's  employment with an Affiliated Company is terminated or
his  employer is no longer an Affiliated Company, the Company reserves the right
to  offset,  against  any  Supplemental Retirement Benefits otherwise payable to
such  Employee  or his Beneficiary, retirement benefits payable to such Employee
or  his  Beneficiary  from any pension or retirement plan of such purchaser, its
affiliate  or  successor  ("Purchaser")  after  consummation of such sale to the
extent  such  benefits  duplicate  the  benefits  payable  under this Plan.  The
Company also reserves the right to assign its rights and obligations pursuant to
this  Plan  and,  upon  the assumption of such rights and obligations by a third
party,  The  Company shall guarantee the payment of such transferred obligations
in  the  event  that  the  assignee  fails  to  pay  them.

     4.6     Transferability  of  Benefits.  The  Employee's  right  to  receive
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payment  of  benefits  under  this  Plan  shall  not be transferred, assigned or
pledged  except  by  beneficiary designation, by will or pursuant to the laws of
descent  and  distribution.  A  beneficiary  designation form shall be effective
only  when  the form is received by the Company and shall cancel all beneficiary
designation  forms  of  the  Employee  previously  received  by  the  Company.

     4.7     Anticipation  of Benefits.  An Employee shall have a claim upon the
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Company only to the extent of the monthly payments, if any, due such Employee up
to and including the then current month, and the Employee shall not have a claim
against  the  Company  for  any subsequent monthly payment unless and until such
payments  shall  become  due  and  payable.

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

     4.9     Missouri  Law to Govern.  Except to the extent preempted by federal
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law,  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.

     4.10     Headings.  Headings  of  Articles  and  Sections  of  the Plan are
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inserted  for  convenience  of  reference,  and  constitute no part of the Plan.

     4.11     Gender.  The  use  of masculine pronouns herein shall be deemed to
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include  both  males  and  females.

     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:     ____________________________________