NON-QUALIFIED STOCK OPTION
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     RALSTON  PURINA  COMPANY  (the  "Company"),  effective November 20, 1997,
grants  this  Non-Qualified  Stock Option to  Name  ("Optionee") to purchase a
total  of  Shares  shares of Common Stock of the Company ("Common Stock") at a
price  of  $92.25  per  share  pursuant  to its 1996 Incentive Stock Plan (the
"Plan").    Subject  to  the  provisions  of the Plan and the following terms,
Optionee  may  exercise  this  Option  from  time  to time by tendering to the
Company  written  notice of exercise together with the purchase price in cash,
or  in  shares of Common Stock at their Fair Market Value as determined by the
Human  Resources  Committee,  or  both.

1.     Normal Exercise.  This Option becomes exercisable at the rate of 25% of
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the  total  shares  on  November  20 in each of the years 1999, 2000, 2001 and
2002.    This  Option  remains  exercisable  through  November 19, 2007 unless
Optionee  is  no  longer  employed by the Company, in which case the Option is
exercisable  only  in  accordance  with  the  provisions of paragraph 3 below.

2.         Acceleration.  Notwithstanding the above, any shares not previously
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forfeited  under  this  Option will become fully exercisable before the normal
exercise  dates  set forth in paragraph 1 hereof upon the occurrence of any of
the  following  events  while  Optionee  is  employed  by  the  Company:

     a.          death  of  Optionee;

     b.       declaration, by the Committee, of Optionee's total and permanent
disability;

     c.          the voluntary termination of employment of Optionee (i) at or
after  age  55 with 15 years of service with the Company or its Affiliates; or
(ii)  at  or  after  age  62;

     d.          a  Change  of  Control;  or

     e.      the involuntary termination of employment of Optionee, other than
a  termination  for  any  of  the  following  reasons:  Termination for Cause,
Optionee's  engaging  in  competition  with  the  Company  or an Affiliate, or
Optionee's  engaging in any activity or conduct contrary to the best interests
of  the  Company  or  any Affiliate.  For purposes of this Option, involuntary
termination shall include (i) Optionee's involuntary termination of employment
with  the  Company or an Affiliate which employs Optionee; or (ii) the sale or
other  disposition  of a majority of the stock or assets of an Affiliate which
employs  Optionee.    In  no  event  shall transfers of employment between the
Company  and any of its Affiliates, or the creation of a class of stock of the
Company  which tracks the performance of an Affiliate, be deemed to constitute
an  involuntary  termination  of  employment.

3.          Exercise  After Certain Events.  Upon the occurrence of any of the
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events  described  below, any shares that are exercisable upon such occurrence
shall  remain  exercisable  during the period stated below, but, in any event,
not  later  than  November  19,  2007:

     a.       If Optionee's employment is terminated due to death, declaration
of  total and permanent disability, voluntary termination at or after the time
set  forth  in  paragraph  2(c)(i)  or  (ii),  or  involuntary  termination of
employment  (other than for events described in Sections IV.A.1, 3 or 4 of the
Plan),  such  shares  that  are  exercisable shall remain exercisable for five
years  thereafter;
     b.        If Optionee's employment is terminated voluntarily prior to the
time  set forth in paragraph 2.c(i) or (ii),  such shares that are exercisable
shall  remain  exercisable  for  six  months after such voluntary termination;

     c.       When, prior to a Change of Control, there has been a declaration
of forfeiture pursuant to Section IV of the Plan because Optionee's employment
is  Terminated  for Cause, Optionee engages in competition with the Company or
an  Affiliate,  or Optionee engages in any activity or conduct contrary to the
best  interests  of  the  Company  or any Affiliate, such shares that are then
exercisable shall remain exercisable for seven days after such declaration; or

     d.      After a Change of Control, if Optionee's employment is Terminated
for  Cause,  Optionee engages in competition with the Company or an Affiliate,
or  Optionee engages in any activity or conduct contrary to the best interests
of  the  Company or any Affiliate, such shares that are then exercisable shall
remain  exercisable for seven days after a declaration that any of such events
has  occurred.

4.        Forfeiture.  Prior to a Change of Control, this Option is subject to
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forfeiture  for  the  reasons set forth in Section IV.A.1, 3 or 4 of the Plan.
If  there is a declaration of forfeiture, those shares that are exercisable at
the  time  of  the  declaration  may  be exercised as set forth in paragraph 3
hereof;  all  other  shares  are  forfeited.

5.          Definitions.  Unless otherwise defined in this Non-Qualified Stock
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Option,  defined terms used herein shall have the same meaning as set forth in
the  Plan.

          "Change  of Control" shall occur when (i) a person, as defined under
securities  laws  of  the United States, acquires beneficial ownership of more
than  50%  of  the  outstanding  voting securities of the Company; or (ii) the
directors of the Company immediately before a business combination between the
Company  and another entity, or a proxy contest for the election of directors,
shall,  as  a  result  thereof, cease to constitute a majority of the Board of
Directors  of  the  Company  of  any  successor  to  the  Company.


6.          Severability.  The invalidity or unenforceability of any provision
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hereof  in any jurisdiction shall not affect the validity or enforceability of
the  remainder  hereof in that jurisdiction, or the validity or enforceability
of  this  Non-Qualified  Stock  Option, including that provision, in any other
jurisdiction.    To  the  extent  permitted by applicable law, the Company and
Optionee  each  waive  any  provision of law that renders any provision hereof
invalid, prohibited or unenforceable in any respect.  If any provision of this
Option is held to be unenforceable for any reason, it shall be adjusted rather
than voided, if possible, in order to achieve the intent of the parties to the
extent  possible.


ACKNOWLEDGED  AND  ACCEPTED:                    RALSTON  PURINA  COMPANY

____________________________
Optionee

                                   By:_________________________
____________________________          Co-Chief Executive Officer
Date


ex10xiv.doc