ENERGIZER HOLDINGS, INC.
                           EXECUTIVE RETIREE LIFE 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     "Committee"  means  the  Committee appointed to administer the Plan, its
designee,  or  any  successor  to  such  Committee.

1.4     "Company"  means  Energizer  Holdings,  Inc.

1.5     "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.

1.6     "Group  Life  Insurance  Plan"  means the Energizer Holdings, Inc. Group
Life  Insurance  Plan.

1.7     "Plan"  means  the  Energizer  Holdings,  Inc.  Executive Group Personal
Excess  Liability  Insurance  Plan.

                                    ELIGIBILITY
     An  Employee  is  eligible  for  coverage  under  the  Plan  if  he or she:

(a)     is  a  Principal  Corporate  Officer  of  the  Company  or an Affiliated
Company;  Vice  President  of  the  administrative  or operating division of the
Company  or  an  Affiliated  Company;  Chairman  of  the  Board, Chief Executive
Officer,  President  or Corporate Vice President of the Company or an Affiliated
Company  which are designated by the Committee as eligible to participate in the
Plan;  and

(b)     is  enrolled  as  a  participant  in  the  Group  Life  Insurance  Plan.

     In  addition,  an  Employee  must  be at least age fifty-five (55) and have
completed  at  least  two  years  of  service  with the Company or an Affiliated
Company  or  have  a  combined age and years of service total of at least eighty
(80)  to  be  eligible  for  coverage  under  the Plan.  All such Employees must
terminate  employment  with  the Company or an Affiliated Company on a voluntary
basis.

     Individuals employed by a foreign affiliate of the Company or an Affiliated
Company  who  are  not  U.S.  citizens and, except at the discretion of the Vice
President  and  Director  of Administration, U.S. citizens employed by a foreign
affiliate  of  the Company or an Affiliated Company, are ineligible for coverage
under  this  Plan.

                                     BENEFITS
     If  the  Employee is enrolled in the Group Life Insurance Plan, the Company
will  provide at Company expense an Executive Retiree Death Benefit equal to 50%
of  the  Employee's  previous  full  year's  benefit earnings at the time he/she
retires.  Personal medical information will be required by the insurance company
in  order  to  obtain  this  additional  benefit,  no  executive  will be denied
participation  in  the  Plan.

     The  benefits payable under this Plan are taxable as ordinary income to the
beneficiary.  However,  the amount of actual payment will be increased to offset
the  approximate  tax  consequences.

                       MODIFICATION, TERMINATION OF COVERAGE
     The  Company  may  amend  the provisions or terminate the Plan at any time,
subject  to  the  following  restrictions:

     The  nature  and  scope  of  coverage  for  any actively employed executive
covered  by  this  Plan  will  not  be  reduced or terminated unless coverage is
reduced  or  terminated  for  the  entire  class  of  covered  executives.

     The  nature  and  scope  of coverage for retired executives covered by this
Plan  will  not  be  changed  to  the detriment of the retired executives unless
mandated  by  law.

     The  Company  reserves the right to assign its rights and obligations under
this  Plan  to  a  third  party.

     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: