Exhibit 10(e)

                             ALBERTO-CULVER COMPANY

                             1994 STOCK OPTION PLAN
                           FOR NON-EMPLOYEE DIRECTORS

                      (as amended through October 23, 1997)

                              --------------------


   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 150,000 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.


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      (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.

   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

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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 imme-
              diately be cancelled by the Company, and the holder shall receive,
              within ten (10) days of the occurrence of such Change 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,

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              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

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      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.

        (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

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      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  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

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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.

  3.9 Stockholder  Approval.  The SVIP shall be submitted to stockholders of the
Company for their approval and adoption at the annual meeting of stockholders to
be held January 26, 1995, or any adjournment  thereof. No award shall be payable
hereunder  unless  and  until  the  SVIP  has  been  so  approved  and  adopted.
Thereafter,  the SVIP shall be resubmitted to the  stockholders for approval and
adoption every five years.















































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