December  7,  2000


PERSONAL  AND  CONFIDENTIAL

To  Eligible  Fiscal  2001  Bonus  Plan  Participants


DEFERRAL  OF  FISCAL  2001  BONUS  AND  CALENDAR-YEAR  2001  BASE  SALARY

The  Deferred  Compensation  Plan  for  Key  Employees  provides  you  with  the
opportunity  to  DEFER ALL OR A PORTION OF YOUR 2001 BONUS AND UP TO 75% OF YOUR
BASE SALARY.  In general, deferring compensation has the advantage of POSTPONING
PAYMENT OF TAX and of allowing any earnings on the deferred amount to ACCUMULATE
TAX  FREE  until  distributed.  It  is  now  time  to




                               [GRAPHIC  OMITED]


DECIDE  WHETHER  TO DEFER part of your calendar-year 2001 base salary and/or all
or  part  of  any  cash  bonus  you  might  receive,  and



                               [GRAPHIC  OMITED]


Promptly  return  the  enclosed  election  form.  YOUR  ELECTION  FORM  MUST  BE
POSTMARKED  OR  FAXED BY DECEMBER 28, 2000, or you will not be able to defer any
2001  base  salary  or  bonus.

Ralston  Purina's  Deferred  Compensation  Plan  for  Key  Employees  offers the
following  features:

     The  ability  to  DEFER  UP  TO  75%  OF  YOUR  BASE  SALARY

     INTERMEDIATE-TERM DEFERRAL OPTIONS that allow you to defer compensation for
periods  as  short as three years to help meet shorter-term financial needs such
as  funding  a  child's  college  education  or financing a future home purchase
     Payment  distribution options that provide 5 and 10 year ANNUAL INSTALLMENT
PAYMENTS  if  you are at least 50 years of age at termination of employment and
have  an  appropriate  election  on  file

     An  opportunity  to  transfer existing account balances, EXCEPT FOR COMPANY
MATCH  ACCOUNTS AND BONUSES DEFERRED TO THE RALSTON PURINA EQUITY FUND THAT HAVE
BEEN  DEFERRED  FOR  LESS  THAN  12  MONTHS,  to:
     Nine  investment  funds,  which  mirror  the returns of the Vanguard mutual
funds  avail-able  in  the  Savings  Investment  Plan,
     The  Prime  Rate  Fund,  and
     The  Ralston  Purina Equity Fund, which offers a 25% COMPANY MATCH ON BONUS
DEFERRALS  INTO  THAT  FUND.

     Transaction  flexibility including DAILY INVESTMENT REALLOCATIONS, Internet
access  to  account  balance  information,  and  quarterly  account  statements.


<PAGE>
Deferral  of  2001  Base  Salary  and  Bonus
December  7,  2000
Page  Two



Please  review  the  enclosed  information,  plan  prospectus  and  prospectus
supplement  care-fully.  Then, using the pre-addressed envelope provided, return
the 2001 Annual Salary and Bonus Deferral Election form to Compensation Resource
Group  (CRG),  the  plan  record-keeper.  PLEASE  COMPLETE  AND  RETURN  A  FORM
REGARDLESS OF WHETHER OR NOT YOU WISH TO REQUEST A DEFERRAL.  YOUR ELECTION FORM
MUST BE POSTMARKED OR FAXED TO CRG NO LATER THAN DECEMBER 28, 2000.  You may not
                                                                     -----------
change  your  deferral election after December 28 or during the remainder of the
--------------------------------------------------------------------------------
plan  year.
----------

If  you  have  questions,  please  contact  CRG  at 800-405-0911 or Pat Robbins,
Manager,  Compensation  at  314-982-5889.





Ron  Sheban
Ralston  Purina  Company
Compensation  and  Benefits  Planning
Telephone  314-982-2325


Enclosures





<PAGE>
DEFERRED  COMPENSATION  PLAN  SUMMARY

Ralston  Purina  Company is pleased to offer you this opportunity to participate
in  the  Ralston Purina Deferred Compensation Plan for Key Employees.  Deferring
compensation  provides  an  opportunity for you to allocate a certain amount of
your pre-tax savings to help you accumulate assets for planned events during the
time  you  are  working  and  beyond.

HIGHLIGHTS

During  this  year's annual enrollment period, you will have the opportunity to:

     Defer  pre-tax  compensation  as  follows:
     Select  a  minimum  deferral  of  $1,000
     Defer  up  to  100%  of  your  2001  bonus
     Defer  up  to  75%  of  your  2001  calendar-year  base  salary

     Elect to receive your 2001 bonus and salary deferrals in one or more of the
following:
     A  short-term  lump-sum  payout  in  January  2002,
     An  intermediate-term lump-sum payout at some fixed date, which is at least
                                                               -----------------
3  years  after  deferral,  or
-------------------------
     A  long-term  payout  at  retirement  or  termination

     Select  5-  or  10-year annual installment payments if you defer long-term,
leave  the  Company  after  age  50,  and  have an appropriate election on file.

     Transfer existing unrestricted deferred compensation account balances among
eleven  available  investment  funds.






THIS  MATERIAL  COVERS  MAJOR  PROVISIONS  OF  THE  RALSTON  PURINA  DEFERRED
COMPENSATION  PLAN  FOR  KEY  EMPLOYEES.  MORE DETAILED INFORMATION IS AVAILABLE
FROM  THE  PLAN DOCUMENT AND PLAN PROSPECTUS.  IF THERE IS A DISCREPANCY BETWEEN
THIS  INFORMATION  AND  THE  PLAN PROSPECTUS OR PLAN DOCUMENT, THE PLAN DOCUMENT
WILL  GOVERN.  THE  PLAN DOCUMENT IS ON FILE IN THE COMPENSATION DEPARTMENT, ST.
LOUIS.
<PAGE>

WHY  DEFER  COMPENSATION?
The  plan  offers flexibility to help you meet your present and future financial
needs.

SAVING  FOR  RETIREMENT

When  it  comes  to  retirement planning, your qualified Pension Plan and 401(k)
Savings  Investment  Plan  (SIP)  are just a part of the story.  Current federal
income  tax dollar limits restrict your yearly SIP savings and qualified Pension
Plan  benefits.  Internal  Revenue  Code  discrimination  testing  may result in
further  reductions  to  your  pre-tax  saving  opportunity  in  the  SIP.

The  Deferred  Compensation  Plan is a nonqualified plan, which means that it is
not  subject  to  the  same  IRS  and  federal income tax limits as the SIP and
Pension  Plans.  The  plan allows you to supplement your pension and SIP savings
by deferring and investing your bonus and salary BEFORE federal and state income
and  local taxes are deducted, and compound that pre-tax income, tax-free, until
the money is paid to you.  Because your account balance is based on your pre-tax
deferral amount plus pre-tax earnings, your account balance grows faster than if
you  invested  your  after-tax  income  in similar investments outside the plan.

FOR  EXAMPLE:
If  you  are  in  a 40% tax bracket and defer $10,000 into the Plan, you have an
immediate  tax  savings  of $4,000 in the year you defer.  In addition, you have
$10,000  in  your  deferred  compensation account on which tax-deferred earnings
accumulate.

SAVING  FOR  SHORTER-TERM  GOALS
In  addition  to  providing a source of income for retirement, the plan offers a
source  of  income  for  shorter-term  goals including helping to fund a child's
college  education  or  financing  a  new  home  purchase.


<PAGE>
ALLOCATION  OF  DEFERRED  AMOUNTS

When  you make your deferral election, you allocate the amount to one or more of
the following "measurement" funds in whole percentage increments, with the total
equaling  100%:
-     Prime  Rate  Fund
-     Ralston  Purina  Equity  Fund
-     Vanguard  Wellington  Fund
-     Vanguard  500  Index  Fund
-     Vanguard  Windsor  II  Fund
-     Vanguard  Small-Cap  Index  Fund
-     Vanguard  International  Growth  Fund
-     Vanguard  LifeStrategy  Income  Fund
-     Vanguard  LifeStrategy  Conservative  Growth  Fund
-     Vanguard  LifeStrategy  Moderate  Growth  Fund
-     Vanguard  LifeStrategy  Growth  Fund

Under  the  terms of the Plan, you do not own shares or units of the measurement
funds  you  select.  The funds are used only as a means for measuring the return
on your deferred compensation.  Your account is credited with investment returns
based on these funds, reflecting a bookkeeping entry only and will not represent
an  actual  investment  made  on  your  behalf.

DEFERRED  AMOUNTS  WILL  EARN  RETURNS (WHICH MAY BE POSITIVE OR NEGATIVE) AS IF
THEY  HAD BEEN INVESTED AT THE NET ASSET VALUE (NET OF INVESTMENT ADVISORY FEES)
OF  THE  MEASUREMENT  FUNDS.

-     With  the exception of the Ralston Purina Equity Fund and Prime Rate Fund,
all  account  balances  will  be  valued  daily  based on the performance of the
measurement funds as of the close of business day on the valuation date, at the
closing  price  quoted  on  the  New  York  Stock  Exchange.
-     The Prime Rate Fund will be valued based on the average of the daily close
of  business prime rates as established by the Morgan Guaranty Trust Company of
New  York.
-     The  Ralston Purina Equity Fund will be valued based on the average of the
closing price of Ralston Purina's common stock as reported by the New York Stock
Exchange  -  Composite  Transactions  -  DURING  THE 10 TRADING DAYS IMMEDIATELY
PRECEDING  THE  VALUATION  DATE.

In  selecting  your  measurement  funds,  you  should  consider  the effect your
selections  will  have  on  your  overall  asset portfolio.  To help you in this
process,  you  should  read the prospectuses for the Vanguard measurement funds.
Prospectuses  for  the  Vanguard  Funds  can be requested by contacting Vanguard
Participant  Services  at  800-523-1188.


<PAGE>
CREDITING  YOUR  ACCOUNT

BASE  SALARY

If  you  elect  to  defer  base  salary,  beginning  in  January  2001, an equal
percentage  of  your elected amount will be deducted from your salary each month
(or  twice a month for semi-monthly payrolls) for the remainder of calendar-year
2001.  Any earnings that you may realize are credited to your account after your
initial  deferral  is  credited  to  your  account(s).

BONUS

If you elect to defer all or a portion of your bonus, that amount is credited to
your account(s) effective November 1.  Bonuses subject to your deferral election
include  your  annual  bonus or any Special Bonus payable for services performed
during  the  2001  fiscal  year and awarded as of the fiscal-year end.   Special
Bonuses  paid  during  the  year  are  not  eligible  for  deferral.

COMPANY  MATCH

Salary  deferrals  ARE  NOT  matched.  However,  bonus  deferrals to the Ralston
                   --------
Purina  Equity Fund are credited with a 25% Company match and MUST REMAIN IN THE
RALSTON PURINA EQUITY FUND FOR AT LEAST TWELVE MONTHS FROM THE DATE OF DEFERRAL.
Any Company Match is credited to your account in the Ralston Purina Equity Fund
--------------------------------------------------------------------------------
and  cannot  be  transferred  to  any  other  funds.
---------------------------------------------------

You  become  fully  vested in the Company matching deferrals upon termination of
employment  if  you:

-     Have  attained  age  50  or
-     You  are  involuntarily  terminated  at  any  age,  other  than for cause.

Matching  deferrals  are  forfeited  if  you:

-     Are  terminated  for  cause  at  any  age  or
Voluntarily  terminate  prior  to  age  50.

TYPES  OF  DISTRIBUTIONS

For  each  plan  year,  you  will  be  asked to choose whether you want to begin
receiving  your  annual  deferral  amount (salary and bonus) earned in that plan
year,  plus  the  earnings  credited  as  a  short-term,  intermediate-term,  or
long-term  payout.  The  following  chart summarizes your distribution options:

<TABLE>

<CAPTION>

<S>          <C>           <C>               <C>
Deferrals    Purpose       When Receive      Payment Options

Short-term   When you      January of        Lump sum
             need in-      the calen-        only
             come the      dar year
             follow-       following
             ing year      the year
                           in which
                           the salary
                           or bonus
                           is earned

Intermedi-   For short-    January of        Lump sum
ate-term     ter-term      the calen-        only
             finan-        dar year
             cial needs    at least
             such as       3 years
             college       follow-
             or a home     ing the
             purchase      date the
                           payment
                           is deferred

Long-term    For  long-    Retirement        Lump sum
             term  or      or termina-       only if
             re-tire       tion of           you leave
             ment          employment        the com-
             income                          pany before
                                             age 50; lump
                                             sum of 5- or
                                             10-  year
                                             annual in-
                                             stallment
                                             payments if
                                             you leave
                                             company
                                             after age 50*
</TABLE>

*TO  RECEIVE  PAYMENTS  THROUGH THE 5- OR 10-YEAR ANNUAL INSTALLMENT OPTION, YOU
MUST  HAVE  ELECTED  THAT OPTION  NO  LESS  THAN  ONE  YEAR  FROM  YOUR
TERMINATION  DATE.

SHORT-TERM

Short-term  deferral  allows  you to defer your salary or bonus until January of
the  calendar  year  following the year in which the salary or bonus is earned.
Short-term  deferrals can ONLY be allocated to the Prime Rate Fund.  Interest on
the amount is credited at the prime rate under the terms of the Prime Rate Fund.

INTERMEDIATE-TERM

Intermediate-term  deferrals  are  available  to  help  you  meet  shorter-term
financial needs such as helping to fund a child's college education, financing a
future  home  purchase,  or meeting other foreseeable financial obligations, and
can  be  allocated  to  any  of  the  available  funds.

Intermediate-term  deferrals provide you with access to all or a portion of your
annual deferral amount, plus earnings, at any point in the future but no earlier
than  January of the calendar year at least 3 years from the date the payment is
deferred.  For  example,  an  intermediate-term payout elected for the 2001 plan
year  can  be  paid  no  earlier  than  January  1, 2005.  YOUR PAY-MENT IS
                                                           ----------------
ONLY AVAILABLE  IN  A LUMP SUM.
-------------------------------
The Company match on intermediate deferrals will not be  paid  out  until
termination  of  employment  or  retirement.


<PAGE>
TYPES  OF  DISTRIBUTIONS  (CONT)

LONG-TERM

Long-term  deferrals  provide  you  with access to your account at retirement or
termination  of  employment and can be allocated to any of the available funds.
Long-term  distribution  options  vary  depending on your age at termination as
follows:

-     IF  YOU LEAVE THE COMPANY AFTER AGE 50, you can receive a benefit from the
Plan  in  a lump sum or in annual installments over a period of 5 or 10 years if
the  election  of installment payments was in place for at least one year prior
to  your  retirement  or  termination.  If installments are elected, the unpaid
balance  will  continue to accrue earnings based on your investment selections.
The 5- or 10-year installment options apply to all deferred compensation account
 -------------------------------------------------------------------------------
balances.   If no such installment election has been made, you will receive your
--------
distribution  in  lump  sum.  Distributions  will  begin  no  later than 60 days
following  the  date  of  your  retirement  or  termination.

-     IF  YOU  LEAVE THE COMPANY PRIOR TO AGE 50, you receive a lump-sum benefit
equal  to  your  account  balance.

-     IF  YOU  DIE  WHILE  ACTIVELY  EMPLOYED BUT PRIOR TO REACHING AGE 50, your
beneficiary  will receive a lump-sum payment equal to your account balance.  If
you  die  after  age 50, your beneficiary will be paid your account balance in a
lump  sum,  unless an installment election has been in place for one year at the
time  of  your  death.

-     IF  YOU  DIE  WHILE  RECEIVING INSTALLMENT PAYMENTS, your beneficiary will
continue  receiving  payments  according  to  your  distribution  election.

<PAGE>
TAX  IMPLICATIONS  OF  DEFERRAL

AT  THE  TIME  OF  DEFERRAL

Amounts  you  defer  under  the  Plan  will  not be taxed for federal income tax
purposes  in the year they are earned and would have otherwise been paid to you.
However, FICA tax (Social Security  up to taxable wage base  and Medicare HI) is
withheld.  In  addition, earnings credited in accordance with the Plan will not
be  taxed  for  federal income tax purposes until the year they are distributed.

FICA  taxes  must be withheld at the time your deferrals are earned and credited
to your account balance because IRS rules require that your deferral amounts are
considered  wages at the time that they ARE EARNED, regardless of when paid, for
the  purpose  of  calculating  FICA  taxes  (Social Security and Medicare HI tax
components).  If, at the time of deferral, your wages for the year have exceeded
the  taxable  wage  base  for  Social  Security  ($80,400  for 2001), the Social
Security  portion  of  FICA  (6.2%)  will  not  apply  to your deferred bonus or
deferred  salary.  If the taxable wage base for Social Security has not been met
at  the  time of deferral, FICA will be withheld from any cash compensation with
respect  to your deferred amounts.  In addition, salary deferral may be limited
to  allow  for  cash  payments  of FICA and other benefit deductions.  Since no
taxable  wage  base  limit  applies  to the Medicare HI component, your deferred
compensation will be subject to Medicare HI withholding tax of 1.45%. The vested
Ralston  Purina  Equity Fund Company match amount, if any, will also be subject
to FICA in the year it vests.  Earnings on deferred amounts are never subject to
FICA  taxes.

UPON  DISTRIBUTION

Your  annual  deferral amounts and earnings accrued on such amounts are taxed as
cur-rent  income  for  state  income and local tax purposes, as applicable, upon
distribution.  Special  income  tax averaging is not available.  All FICA should
                                                 ---
have  been  withheld at the time of deferral or vesting of Company match, and no
additional FICA should be due.  Please note that under law, installment payments
made  over  10  years  may not be sub-ject to state income taxes, if paid to you
when  you  are residing in a state that imposes no income tax; however, lump sum
payments,  in  such case, may be subject to taxes im-posed by the state in which
you  were employed when such deferred compensation was earned. This issue should
be  discussed  with  your  tax  advisor.

<PAGE>
PLAN  ADMINISTRATION

ACCOUNT  STATEMENTS

You will receive an account statement quarterly as soon as practicable following
the  close of each calendar quarter.  Compensation Resource Group, Inc. (CRG) is
assisting  the  Company with the administration of the plan and will prepare the
statements.

Also,  CRG  provides  an  Internet system so that you can access your account 24
hours  a  day from your computer.  The Internet system allows you to access your
current  balance  and  make  certain  changes,  such  as allocating your account
balance  to  different  funds.  For  more  information,  contact  CRG  at:
-     SERVICE  CENTER:  800-405-0911
-     WEBSITE:  crgworld.com  (an  I.D.  and  password  is  required)

LOANS  AND  WITHDRAWALS

You  may  not take loans from the Plan and may not roll over distributions to an
IRA  or another tax-qualified retirement plan.  Hardship withdrawals are allowed
in very limited circumstances at the plan administrator's discretion in cases of
an unforeseeable emergency creating a serious and immediate financial hardship.

BENEFICIARY

You  must  designate  a beneficiary to receive your deferral amount in the event
that  you die and your account is not paid.  You may designate any individual or
entity  you  wish  to  be  your  beneficiary.

FUNDING  THE  PLAN

IRS rules require that the deferred compensation accounts remain "unfunded".  If
you  have  an  account  balance  in  this Plan, you will be an unsecured general
creditor  of Ralston Purina Company for the amount of your account balance.  The
Company  has  set  aside  funds  in  a grantor trust to help it meet its benefit
obligations under this Plan and certain other plans.  This trust is also subject
to  the  claims  of  creditors of the Company.  If the Company fails to meet its
funding  commitments to the trust, an event not presently anticipated to occur,
associates  will,  unless  they  elect  otherwise, be entitled to be paid by the
Company  the  present value of all amounts deferred under the Plan at that time.
This  provision  in  no  way  is  intended to alter the status of the Plan as an
un-funded  plan  of  deferred  compensation.

ASSIGNMENT  OF  BENEFITS

You  cannot  in any way sell, assign, hypothecate, alienate, encumber, or in any
way transfer or convey in advance of receipt, any of your rights under the Plan.


<PAGE>
HOW  DEFERRED  COMPENSATION  AFFECTS  OTHER  BENEFITS

PENSION  PLAN

The  Ralston Purina Pension Plan definition of "final average earnings" includes
deferred  compensation.  Therefore,  under  the terms of that Plan, your pension
benefit  will be calculated including deferred bonuses and/or salary, as long as
their inclusion does not violate IRS nondiscrimination rules governing qualified
plans  or  other  IRS  limits.  Deferred  bonus  and salary will be included in
benefit  earnings for purposes of the Pension Plan in the year in which they are
earned.

SIP

If  you  are  a  participant  in the Savings Investment Plan (SIP), any bonus or
salary  deferred  under  the Deferred Compensation Plan will not be included in
                                                         --------
your compensation for purposes of computing your SIP contribution or the Company
matching  SIP  contribution.  Please note, however, that your SIP contributions
are  deducted  from  the  cash  payments  of  short-term deferrals (but not from
 --
payments  of  intermediate-term deferrals) if you are an active employee at the
time  of  the  payout.

SOCIAL  SECURITY

Distributions  made  from the Plan will not affect your Social Security benefits
them-selves.  For  purposes  of  Social  Security,  these  distributions  are
considered  "earned"  when they are credited to your account; therefore, they do
not  constitute earned in-come under the earnings test when they are distributed
to  you.  However, because the distributions will be considered gross income for
income tax purposes, they may have the effect of subjecting your Social Security
benefits  to  income  taxation.

<PAGE>
ENROLLMENT

If  you  wish to enroll in the plan, you must complete an election form and send
it  to  CRG  no  later  than  December  28,  2000.
                              -------------------
To  enroll,  complete  the  following  steps:
1.     FILL  OUT  THE  ENCLOSED  DEFERRAL  ELECTION  FORM.
First,  in  the  DEFERRAL  ELECTION  section, indicate HOW MUCH, if any, of your
annual  base salary and/or bonus YOU WOULD LIKE TO DEFER into the plan for 2001.
If  you choose not to defer, please check the "No Deferral" box, sign and return
--------------------------------------------------------------------------------
the  form.
---------
Then,  make your DEFERRAL TERM ELECTION by indicating whether you want your 2001
deferrals  to  be paid out, 1) in January of 2002, 2) at some future date while
you  are  still  employed  by the Company, or 3) at retirement or termination of
employment.

Next,  under  FUND  ALLOCATION,  select  the  fund(s) to which you would like to
direct  your  deferrals.  If  you  are  deferring both Salary and Bonus, please
complete  the Fund Allocation for each separately.  NOTE:  IF YOU ELECT TO DEFER
100%  OF  YOUR  ELIGI-BLE COMPENSATION TO JANUARY 2002, DO NOT COMPLETE THE FUND
ALLOCATION  SECTION, WHICH ONLY APPLIES TO INTERMEDIATE AND LONG-TERM DEFERRALS.
All  short-term  deferrals  are  allocated  to  the Prime Rate Fund and are not
                                                                         -------
subject  to  the  Company  match.
--------------------------------
If  you  would like to initially elect or change the form of distribution in the
event  of  retirement  or  termination of employment, complete the PAYMENT FORM
section  indicating if you want a lump-sum or installment payments over 5 or 10
years.  This  election  applies  to  your  entire  deferred compensation account
balance  and only applies to distributions made at least one year following the
date  this  form is completed.  You must be at least 50 years of age at the time
payment begins to receive an installment payment.  IF YOU DO NOT WISH TO CHANGE
YOUR CURRENT FORM OF DISTRIBUTION, YOU DO NOT NEED TO COMPLETE THIS SECTION.  If
your  payment  form  election  has  not been on file for at least one year, your
account  balance  will be paid in accordance with your previous election.  If no
payment  form  election has been made, the payment will be made in the form of a
lump  sum.

Finally,  complete  the  ACKNOWLEDGEMENT  section  of  the  form.

If you would like to change your current beneficiary designation, contact CRG at
800-405-0911.  Your  beneficiary will receive your benefits in the event you die
before your account is paid.  You may elect anyone you wish as your beneficiary.

2.     SIGN  AND  DATE  THE  DEFERRAL  ELECTION  FORM.

3.     RETURN THE COMPLETED ELECTION FORM IN THE PRE-ADDRESSED, ENVELOPE TO CRG.

Retain  a  copy  for  your records.  TO BE EFFECTIVE, YOUR ELECTION FORM MUST BE
                                     -------------------------------------------
POSTMARKED  NO  LATER  THAN  DECEMBER  28,  2000.  While facsimile copies of the
   ---------------------------------------------
election  form will be accepted through the deadline, a signed copy must also be
   --                                                               ----
mailed  to  CRG  at  the  following  address:
               CLARK/BARDES  CONSULTING
               COMPENSATION  RESOURCE  GROUP
               ATTN:  LAURA  POPE
               633  W.  5TH  STREET,  52ND  FLOOR
               LOS  ANGELES,  CA  90071
               FAX  NUMBER:  213-438-6600

<PAGE>
There  are  eleven  fund options available under the Deferred Compensation Plan:
nine  Vanguard  funds,  the Prime Rate Fund, and the Ralston Purina Equity Fund.
An  abbreviated  capsule description of each fund and its historical returns are
outlined  below.  Before  deciding  which fund(s) to select, you should read the
fund  prospectuses  which provide additional details. NOTE THAT, UNDER THE TERMS
OF  THE  DEFERRED  COMPENSATION PLAN FOR KEY EMPLOYEES, THESE FUNDS ARE USED FOR
MEASUREMENT  PURPOSES  ONLY.  YOUR  ACCOUNT  WILL  BE  CREDITED  WITH INVESTMENT
RETURNS  BASED ON THESE FUNDS, BUT WILL BE REFLECTED AS A BOOKKEEPING ENTRY ONLY
AND  WILL  NOT  REPRESENT  AN  ACTUAL  IN-VESTMENT MADE ON YOUR BEHALF. The fund
performance  data  shown  below  constitutes  part  of  a  prospectus  covering
securities  that  have  been registered under the Securities Act of 1933, and is
intended to be incorporated in and made part of the Prospectus dated May 1, 1999
for  the  Ralston  Purina  Company Deferred Compensation Plan for Key Employees.

<TABLE>
<CAPTION>

AVERAGE  ANNUALIZED  RETURNS  AS  OF SEPTEMBER  30,  2000
                                                                                         1 Year   5 Years  10 Years
---------------------------------------------------------------------------------------  -------  -------- --------
<S>                                                                                      <C>      <C>       <C>
Ralston Purina Equity Fund                                                               14.28   13.09      11.40
Common stock of Ralston Purina Company.

Prime Rate Fund                                                                           8.95    8.33       7.84
Interest based on the average prime rates established by Morgan Guaranty
Trust Company of New York.

Vanguard Wellington Fund                                                                  5.98   12.90      14.12
The fund's assets are divided between common stocks and bonds, with an
average of 65% of assets in stocks and 35% in bonds.  The fund invests in
dividend-paying large and mid-capitalization stocks of well-established
companies whose prospects are improving but whose values have yet to be
recognized in the marketplace

Vanguard 500 Index Fund                                                                  13.41   21.66      19.32
The fund holds all of the 500 stocks that make up the Standard & Poor's 500
Index in proportion to their weighting in the index. The fund attempts to match
the performance of the index, a widely recognized benchmark of U.S. stock market
performance, and it remains fully invested in stocks at all times. Though the fund
seeks to match the index, its performance typically can be expected to fall short.
by a small percentage representing operating costs

Vanguard Windsor II Fund                                                                   7.77  15.98      17.13
The fund invests in a diversified group of out-of-favor stocks of large-
capitalization companies.  The stocks are, as a group, selling at prices below
the overall market average com-pared to their dividend income and future
return potential

Vanguard Small-Cap Index Fund                                                             23.76  13.49      17.69
The fund attempts to match the performance of the Russell 2000 Index, an
unmanaged index of small companies.  The fund invests in a large sampling of
stocks that matches certain characteristics of the index (such as industry
weightings, market capitalization, and dividend yield).  Though the fund seeks to
match the index, its performance typically can be expected to fall short by a small
percentage representing operating costs

Vanguard International Growth Fund                                                        12.65  10.73     11.2
The fund invests in stocks of high-quality, seasoned companies based outside the
United States.  It invests 60% to 70% of its assets in companies with sustainable
competitive advantages and strong prospects for long-term growth

Vanguard LifeStrategy Income Fund                                                           8.60   9.73     N/A
This fund seeks a high level of income.  It invests its net assets in a combination
of four different Vanguard funds: a stock fund, two bond funds, and an asset
allocation fund

Vanguard LifeStrategy Conservative Growth Fund                                             10.08  11.88     N/A
This fund seeks a high level of income and moderate long-term growth of capital.
It invests its net assets in a combination of five different Vanguard funds: a domestic
stock fund, an international stock fund, two bond funds, and an asset allocation fund

Vanguard LifeStrategy Moderate Growth Fund                                                 11.63  14.04     N/A
This fund seeks a reasonable level of income and long-term growth of capital and
income. It invests its net assets in a combination of four different Vanguard funds:
a bond fund, a domestic stock fund, an international stock fund, and an asset
allocation fund

Vanguard LifeStrategy Growth Fund                                                          13.12  16.13     N/A
This fund seeks long-term growth of capital and income. It invests its net assets in
a combination of four different Vanguard funds: a bond fund, a domestic stock fund,
an inter-national stock fund, and an asset allocation fund.

</TABLE>

                 2001 ANNUAL SALARY AND BONUS DEFERRAL ELECTION
Please  submit  my  request  as  follows  with respect to any calendar 2001 base
salary  or  fiscal 2001 bonus that I may earn from Ralston Purina Company or its
affiliates.  I  understand that an election to defer, once made, is IRREVOCABLE,
                                                                    -----------
and  subject  to the approval of the Chief Executive Officer and Human Resources
Committee.

<TABLE>
<CAPTION>



<S>                   <C>
DEFERRAL ELECTION     PLEASE CHECK BOX BELOW IF YOU WISH TO DEFER A PORTION OF YOUR
                      CALENDAR 2001 BASE SALARY OR FISCAL 2001 BONUS.  YOU MUST
                      DEFER AT LEAST $1,000 ANNUALLY TO PARTICIPANT.

Salary                I elect to defer _______% of my calendar 2001 Base Annual Salary
                      (MAXIMUM OF 75%).

Bonus                 I elect to defer ______%, or all up to $_________, or defer all
                      in excess of $__________of my 2001 Annual Bonus or any Special
                      Bonus payable for services performed during the 2001 Fiscal
                      year end.

No Deferral           I elect not to defer my fiscal 2001 bonus or calendar 2001 base
                      salary.
Deferral Term         THIS  ELECTION  GOVERNS  BOTH  YOUR  2001  SALARY  AND  BONUS
                      DEFERRALS.  PERCENTAGES  MUST  TOTAL  100%.
</TABLE>

I  elect  to  receive  __________%  of my 2001 base salary and/or bonus deferral
amounts  as  a  short-term payout in January 2002 with interest calculated under
the  terms  of the Prime Rate Fund, payable in lump sum.  IF YOU CHOOSE TO DEFER
                                                          ----------------------
100%  OF  YOUR  ELIGIBLE  SALARY/BONUS  SHORT  TERM,  DO  NOT  COMPLETE THE FUND
 -------------------------------------------------------------------------------
ALLOCATION  SECTION  BELOW.
 --------------------------

I  elect  to  receive  _________%  of  my 2001 base salary and/or bonus deferral
amounts  as  an  intermediate-term payout in January, ______ (indicate any year
                                                               -----------------
beginning  in  2005  or  later),  payable  in  lump  sum  only.
  ----------------------------

I  elect  to  receive  _________%  of  my 2001 base salary and/or bonus deferral
amounts  as  a  retirement  or  termination  payment.

FUND  ALLOCATION     PLEASE  ALLOCATE  BASE  SALARY AND BONUS DEFERRALS IN WHOLE
                     PERCENTAGE  INCREMENTS.  TOTALS  MUST  EQUAL  100%. THIS
                     SECTION APPLIES ONLY TO
                                     ----
                     INTERMEDIATE  AND  LONG-TERM  DEFERRALS.  ALL  SHORT-TERM
                     DEFERRALS  ARE AUTOMATICALLY  CREDITED  WITH  INTEREST
                     UNDER THE TERMS OF THE PRIME RATE FUND.

IMPORTANT NOTE:   A 25% COMPANY MATCH IS PROVIDED ONLY ON BONUS DEFERRALS TO THE
                  --------------------------------------------------------------
RALSTON  PURINA   EQUITY  FUND.  SALARY  DEFERRALS  ARE  NOT  MATCHED.
---------------   ---------------------------------------------------

<TABLE>
<CAPTION>


<S>                                           <C>                   <C>
                                               SALARY ALLOCATION     BONUS ALLOCATION
Ralston Purina Equity Fund                      _______%              _______%
Prime Rate Fund                                 _______%              _______%
Vanguard Wellington Fund                        _______%              _______%
Vanguard 500 Index Fund                         _______%              _______%
Vanguard Windsor II Fund                        _______%              _______%
Vanguard Small-Cap Index Fund                   _______%              _______%
Vanguard International Growth Fund              _______%              _______%
Vanguard LifeStrategy Income Fund               _______%              _______%
Vanguard LifeStrategy Conservative Growth Fund  _______%              _______%
Vanguard LifeStrategy Moderate Growth Fund      _______%              _______%
Vanguard LifeStrategy Growth Fund               _______%              _______%
                                                 100%                   100%
                                                 ------               --------
</TABLE>


PAYMENT  FORM     CHECK ONE BOX BELOW TO SELECT A PAYMENT OPTION.  IF YOU HAVE A
                  DISTRIBUTION  ELECTION  FORM ON FILE, AND YOU DO NOT WANT TO
                  CHANGE YOUR CURRENT DISTRIBUTION  FORM,  THIS  SECTION  DOES
                  NOT  HAVE TO BE COMPLETED; RATHER THAT ELECTION  FORM  WILL
                  CONTINUE  TO  APPLY.
Distributions  made  before  age 50 will be in lump-sum form only. This election
will  apply  to  all Deferred Compensation Plan distributions. This payment form
                                                               -----------------
election  will apply only to distributions made one year following the date this
--------------------------------------------------------------------------------
form  is  completed.
-------------------

CHECK  ONE:    ____ Lump Sum Payment   ___ 5  Annual  Installments

               ____ 10 Annual Installments
ACKNOWLEDGEMENT     I  UNDERSTAND  AND  AGREE  THAT MY PARTICIPATION IN THE
                    PROGRAM  WILL  BE  SUBJECT  TO  THE  TERMS  AND  CONDITIONS
                    OF  THE PROGRAM.  I UNDERSTAND  THAT  ANY DEFERRAL ELECTION
                    THAT I MAKE IS IRREVOCABLE AND CANNOT BE
                                   -----------
                    CHANGED.

----------------------------                 ------------------------------
Signature  of  Participant                   Social  Security  Number

----------------------------                 ------------------------------
Name  (Print  or  Type)                      Today's  Date

----------------------------                 ------------------------------
Department                                   Location/Floor  #

---------------------------------------------------------------------------
Home  Street  Address       City                         State  Zip

MAIL OR FAX TO CLARK/BARDES CONSULTING  COMPENSATION RESOURCE GROUP, INC. (CRG)
ATTN:LAURA POPE 633 W. 5TH STREET 52ND FLOOR LOS ANGELES, CA 90071-2086
FAX NUMBER: 213-438-6600
      THIS FORM MUST BE POSTMARKED OR FAXED NO LATER THAN DECEMBER 28, 2000