ENERGIZER HOLDINGS, INC.
                             FINANCIAL PLANNING 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.
"Board"  means  the  Board  of  Directors  of  Energizer  Holdings,  Inc.
"Committee"  means the Committee appointed to administer the Plan, its designee,
or  any  successor  to  such  Committee.
"Company"  means  Energizer  Holdings,  Inc.
"Eligible  Employee"  means  an Employee who meets the requirements for coverage
under  Section  2.1  of  the  Plan.
"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.
"Plan"  means  the  Energizer  Holdings,  Inc.  Financial  Planning  Plan.
     1.8     "Plan  Year"  means  the  twelve consecutive month period ending on
December  31.

                              II.       ELIGIBILITY
Eligible  Employees.  The  class  of  Employees eligible for coverage under this
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Plan  consists  of:
(a)     Principal  Corporate  Officers  of  the  Company  and/or  an  Affiliated
Company;
(b)     Vice  Presidents  of  the  administrative and operating divisions of the
Company  and/or  an  Affiliated  Company;
(c)     Principal  Officers  of major affiliates of the Company or an Affiliated
Company;  and
(d)     non-officer  executives  authorized  by  the  Committee.
Termination of Participation.  An Eligible Employee shall cease participating in
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the  Plan  as  of  the date the Eligible Employee terminates employment with the
Company  and  all  Affiliated  Companies.  Provided,  however,  if  an  Eligible
Employee  dies  while  actively  employed,  such  Eligible  Employee shall cease
participating  in  the  Plan  as  of  the  one-year  anniversary of the Eligible
Employee's  death.
                               III.       BENEFITS
Amount  of  Reimbursement.  The  Eligible  Employee  shall select the advisor or
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advisors  to  perform  the  services described in Section 3.2.  The Company will
reimburse  the  Eligible  Employee  in  an  amount  equal to 80% of the expenses
incurred  by the Eligible Employee for the services performed in accordance with
Section  3.2.  Eligible Employees shall submit requests for reimbursement to the
Committee.
     The  maximum  amount  that  will  be  reimbursed  for expenses performed in
accordance  with  Section  3.2  shall  be  as  follows:

     First                 Subsequent            Maximum
     Plan  Year            Plan  Year            Plan  Year
     Reimbursable          Reimbursable          Carryforward
          Amount               Amount               Amount
          ------               ------               ------

     Principal
     Corporate  Officers     $8,000     $6,000     $6,000

     Vice  Presidents  of     $5,000     $4,000     $4,000
     designated  divisions
     and  subsidiaries

     The Plan is administered on a Plan Year basis.  Any qualifying bill for the
first  Plan  Year  during  which the Employee became an Eligible Employee may be
submitted  for  retroactive  reimbursement  up  to  the  maximum first Plan Year
reimbursable  amount.

     The  reimbursable  amounts for the first two Plan Years can be combined and
paid  out  at  any time during the first two Plan Years of eligibility, allowing
even  greater  flexibility  in initiating a comprehensive individualized program
with  potentially  high  "start-up"  costs.

     Beginning  with  the  third Plan Year the Employee is an Eligible Employee,
his/her  annual  reimbursable limit or any portion thereof which might be unused
will  be  the  maximum  carryforward  amount  to  be applied the Plan Year only.

     If  an  Eligible  Employee dies while an active Employee, the estate of the
Eligible  Employee  may  be  reimbursed  for  expenses  incurred for the Covered
Services  described  below  for  the  one-year  period  following  the  Eligible
Employee's  death.

3.1     Reimbursable  Expenses.  An  Eligible  Employee  shall be reimbursed for
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expenses  incurred  for  the  Covered  Services  described  below:
Overall  financial  planning  related  to:
-     Investments
-     Cash  flow  and  budgeting
-     Estate
-     Tax
-     Retirement
-     Insurance  needs  analysis
-     Educational  funding
-     Company  compensation  and  benefits

Preparation  of  legal  documents:
-     Wills
-     Trusts
-     Tax  Returns

Personal  Computer  Software  Programs  for:
-     Tax  compliance
-     Cash  flow  and  budgeting
-     Other  topics  related to overall financial planning or the preparation of
legal  documents.

Excluded  Services.  An  Eligible  Employee shall not be reimbursed for expenses
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incurred  for  the  Excluded  Services  described  below:
Financial  service  commissions  such  as  broker's  fees  and mutual fund fees.
Fees  related  to  the  Eligible  Employee's  (or  spouse's)  "active" financial
interest  or  legal obligations in any outside business, except to the extent of
direct  impact  on  the  executive's  tax  returns.
Trust  fees  to  banks  or  other  financial  institutions.

                   IV.       TAX DEDUCTIBILITY AND WITHHOLDING
     Reimbursements  made  under  this  Plan  are taxable income to the Eligible
Employee  and  will  be  handled as such by the Company.  Reimbursements are not
used  in  calculating  benefit  earnings  for  Company  benefit  plans.

                       V.       AMENDMENT AND TERMINATION
     The  Board  and  the  Committee  are  each  empowered  to  amend, modify or
terminate  this  Plan  at  any  time.

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

     ENERGIZER  HOLDINGS,  INC.

     By:

     Title: