EXECUTIVE HEALTH PLAN

The Executive Health Plan will provide you and your eligible family members with
nearly  100%  medical  and dental coverage.  The Plan covers those expenses of a
medical  nature,  as  listed in Section V on pages 2-3, that you or your covered
family members incur.  Since a benefit program such as the Executive Health Plan
can  be  subject  to  abuse, Ralston Purina Company (the Company) relies on your
integrity  to  use  this  program  judiciously.

I.          DEFINITIONS

A.     "Covered expenses" are expenses incurred for medical, dental, vision care
services and supplies.  This includes usual and customary charges in conjunction
with  diagnosis,  cure,  mitigation  or  treatment  of  a  sickness,  injury  or
preventative  treatment  associated  with  an  illness.   (A usual and customary
allowance  is the fee most frequently charged for a similar service or supply in
a  geographic  area.    The  fees  are  updated on a regular basis to adjust for
changes.)

B.     "Covered Individual" is an employee or a dependent of an employee covered
under  this  Plan.

C.     A "dependent" of an employee is eligible for coverage under this Plan and
is:

1.      A person defined in the Purina Comprehensive Health Plan and Well-Med as
dependent  of  a  covered  employee.    This  includes your spouse and unmarried
children  under  19  years of age.  "Children" means your own children, children
who  have  been  legally  adopted  by  you  or who have been placed with you for
adoption,  foster  children, or stepchildren living in your household, dependent
upon  you  for  principal  support,  and

(a)          related  to  you  by  blood  or  marriage,
(b)          under  your  legal  guardianship;  or
(c)          for  whom you have a legal obligation for total or partial support.

2.       A full-time, unmarried student who is a dependent of a covered employee
regardless of age, provided the student is enrolled in an accredited educational
institution,  and  receives  primary support from the covered employee or from a
covered  surviving  spouse.

3.       A former spouse of an employee provided the divorce decree became final
after April 1, 1977, and the former spouse was covered as a dependant under this
Plan  prior  to  the  divorce.

4.         A surviving spouse and dependents of an employee who died on or after
July  21,  1988,  and  who  at  the  time of death had a minimum of two years of
service  with  the  Company.

D.          "Family  Unit"  is  the  covered  employee  and  covered dependents.

E.          "Retired Employee" is a Corporate Officer of the Company who retired
between  January  1,  1979, and July 31, 1980, and who at the time of retirement
was  not  eligible  for  coverage  under  the  Plan as a retired employee, or an
employee  covered under this Plan who retired or terminated after age 55 with at
least two years of continuous service, or who was terminated involuntarily after
attaining a combination of age and years of service totaling at least 80, or who
is  designated  by  the  Chief  Executive  Officer  of Ralston Purina Company as
eligible  to  participate  in  this  Plan  as  a  retiree.

II.          ELIGIBILITY

The  class  of  employees  eligible  for  coverage  under this Plan consists of:

*       Chairman of the Board, Chief Executive Officer, President, any corporate
Vice  President,  Secretary,  Treasurer  of  Ralston;

*          Chairman  of  the  Board,  Chief Executive Officer, President and any
corporate  Vice  President  of EBC and any other affiliate designated by a Chief
Executive  Officer  of  Ralston.

*          Vice  Presidents  of administrative or operating divisions of Ralston
(appointed  by  a  Chief  Executive  Officer  of  Ralston);

*          Any  other person designated by a Chief Executive Officer of Ralston;

*      If presently employed by the Company or one of its controlled affiliates,
former Vice Presidents of administrative and operating divisions of the Company,
and  former  Chairmen  of  the  Board,  Chief Executive Officers, Presidents and
Corporate  Vice  Presidents  of  a  participating  controlled  affiliate.

Actively  employed  executives  who  are eligible must participate in the Purina
Comprehensive  Health  Plan  or  Well-Med as a prerequisite for Executive Health
Plan  participation.  Individuals employed by a foreign affiliate of the Company
who  are  not U.S. citizens and who are designated as a participant in this Plan
must  be  covered  by  the  available  overseas  health  coverage  or  Purina
Comprehensive  Plan  or  Well-Med  as  a  prerequisite for Executive Health Plan
participation.

III.          CONTRIBUTIONS

Active  employees  are  not  required  to  pay contributions for their Executive
Health Plan coverage or that of their dependents.  However, they are required to
pay  contributions  for  the  Comprehensive  and  Well-Med  coverage.

Retirees must contribute the rate being charged for high option retiree coverage
under  the Purina Comprehensive Health Plan if they participate in the Executive
Health Plan but are ineligible to participate in the Purina Comprehensive Health
Plan.    (Contact  the  Employee  Benefits  Department  for  current  rates.)

The  surviving  spouse  of  an  executive  who dies prior to retirement must pay
premiums  equal  to those being charged to active employees participating in the
Purina  Comprehensive  Health  Plan  or  Well-Med,  until  the date on which the
deceased  executive  would  have been 65 years old.  A surviving dependent child
who continues to meet the eligibility requirements for this Plan is also subject
to  those  same  contribution  requirements.

IV.          EFFECTIVE  DATE  OF  COVERAGE

The  coverage  of  an  employee  and  his/her  eligible dependent(s) will become
effective  on  the  employee's  entry  or  re-entry date into an eligible class.

V.          BENEFITS  PAYABLE

The  benefits  payable  under  this  Plan  are the covered expenses incurred for
medical,  dental  and  vision  care  expenses  defined  in Section 213(e) of the
Internal  Revenue  Code  as  amended  and in Internal Revenue Service Regulation
1.213-1  as  amended.

Examples  of  expenses  which  may  be  considered covered expenses are expenses
incurred  for  the  following  medical,  dental  or  vision  care,  services and
supplies:

<TABLE>
<CAPTION>


<S>                                           <C>
*  Ambulance                                  *  Artificial limbs
*  Chiropodists                               *  Chiropractors
*  Crutches                                   *  Diagnostic services
*  Doctors                                    *  Hospital Care-room and board
*  Laboratory services                        *  Physicians
*  Nurses services rendered by                *  Prescription drugs
   a Registered Nurse,
   Licenses Practical Nurse, or
   a Practical Nurse if an RN
   or LPN is not available
   (including nurses' room and
   board paid by the employee)
*  Osteopaths                                 *  Psychiatrists
*  Podiatrists                                *  Surgeons
*  Special medical equipment                  *  Therapy
*  Special food or beverages                  *  X-ray services
   prescribed for the treatment
   of an illness
*  Eye Care                                   *  Dental care
*  Guide dogs for the blind and               *  Psychologists
   deaf
*  Transportation expenses for medical care
</TABLE>

Claims  for  expenses incurred in making a capital expenditure or improvement to
real  estate  must  be  approved  by the Company in advance of such expenditure.

VI.          MAXIMUM  BENEFIT  FOR  AN  ACTIVE  EMPLOYEE'S  FAMILY  UNIT

A.      The maximum calendar-year benefit payable to an active employee, his/her
spouse  and his/her dependents from the Executive Health Plan is $35,000 for the
family  unit  as  a  whole.

B.      A surviving spouse and/or dependents of an active executive who meet the
criteria  under  Section  (I)(C)(4) will be entitled to coverage limits equal to
those  provided in the Purina Comprehensive Health Plan or Well-Med, in addition
to  the  annual  maximum  coverage  limits  affected  in  this  Plan.

VII.          MAXIMUM  BENEFIT  FOR  A  RETIRED  EMPLOYEE'S  FAMILY  UNIT

A.          The  maximum calendar-year benefit payable to a retired employee and
his/her  surviving  dependents  is $35,000 for the family unit as a whole.  This
maximum  calendar-year  benefit  is in addition to the $750,000 lifetime maximum
from the underlying coverage of the Purina Comprehensive Health Plan or Well-Med
for  retirees.   Executives who are eligible for the Purina Comprehensive Health
Plan  or  Well-Med retiree coverage must participate in order to receive retiree
benefits  from  the  Executive Health Plan.  They may enroll in the High Option,
Low  Option  or  HMO  Option  coverage.

B.      A retiree who is ineligible for the Purina Comprehensive Health Plan but
who participates in this Plan, is eligible for the $750,000 lifetime benefit for
all  covered  medical expenses.  However, such a retiree is not eligible for the
$35,000  calendar-year  benefit  after  the  $750,000  lifetime maximum has been
exhausted.    A $35,000 maximum calendar-year benefit will be payable to his/her
divorced  spouse(s)  or  dependent(s)  other  than  a  surviving  spouse.

C.        Individuals who retire from a foreign affiliate of the Company who are
not  U.S.  citizens  are  not  eligible  for  retiree  health  under  this Plan.

VIII.          EXCEPTIONS

Benefits  will  not  be  payable under this Plan for expenses incurred for or in
connection  with:

A.        Medical care, services and supplies for which no charge is made or for
which  the  covered  individual is not, in the absence of this coverage, legally
obligated  to  pay.

B.      Medical care, services and supplies which are furnished by a hospital or
facility  operated  by  or  at  the  direction  of  the  U.S.  Government or any
authorized  agency  thereof,  or  furnished at the expense of such Government or
Agency,  or  by a doctor employed by such a hospital or facility, unless (1) the
treatment  is  of  an  emergency  nature,  and (2) the insured individual is not
entitled  to  such  treatment without charge by reason of status as a veteran or
otherwise.

C.      Medical care, services or supplies to the extent that they are paid for,
payable  or  furnished  (1)  pursuant  to  any plan or program administered by a
National  Government  or  Agency thereof or with funds received from taxation or
contributions collected pursuant to legislation by a National Government, or (2)
pursuant  to  any  State  Cash  Sickness  law  or  laws  of a similar character,
including  any  group  insurance  policy  approved  under  such  a  law.

D.        Blood or blood plasma for which the hospital or other supplier makes a
refund or allowance to or on behalf of the covered individual either as a result
of  the  operation of a group blood bank or otherwise, but only to the extent of
the  refund  or  allowance.

E.     Sickness covered by Workers' Compensation  law, occupational disease law,
or  laws  of similar character; or injury arising out of or in the course of any
occupation  or  employment  for  compensation,  profit  or  gain.

F.          Charges resulting from an injury, sickness, or pregnancy for which a
covered  individual received any medical care or services within the three month
period immediately before becoming covered under this Plan until the earlier of:

1.         the end of a period of 12 consecutive months during which the covered
individual  has  not  received  in  connection  with  such  injury, sickness, or
condition any medical surgical, hospital or nursing services or treatment of any
kind  or  any  drugs or medicine lawfully obtainable only upon prescription of a
doctor;  or

2.         the end of a period of 12 consecutive months during which the covered
individual  has  been  continuously  covered  under  this  Plan.

The  following  charges  shall  not  be  subject  to  this  exception  F:

a.          charges  for  professional services and supplies related to care and
treatment  of  teeth  or  nerves  connected  to  teeth;  and

b.          charges  incurred  by an individual who was covered under the Purina
Comprehensive  Plan  or  Well-Med Plan on the date immediately preceding the day
his/her  Executive  Health  coverage  became  effective  under this Plan, to the
extent that the requirements of exception F have been satisfied under the Purina
Comprehensive  Health  Plan  or  Well-Med  Plan.

G.      Medical care, services and supplies to the extent that they are paid for
or  payable  under  the  Purina  Comprehensive  Health  Plan  or  Well-Med.

H.          Use  of  a  Christian  Science  Practitioner.

I.       Insurance premiums for hospitalization, medical, dental or vision care;
or  for pre-paid medical, dental or vision care.  Included in this exclusion are
premiums  paid  for  participation  in  the  Purina  Comprehensive  Health Plan,
Well-Med,  or  HMO  as  either  an  active  employee  or  retiree.

J.         Expenses subject to the "At Risk" and "Under the Influence" copayment
provisions  for  the  Executives  who  choose  Well-Med.

IX.          TERMINATION  OF  EMPLOYEE  COVERAGE

The  coverage  of  each  employee will terminate on the earlier of the following
dates:

A.          The  date  the  employee  causes  to  be  eligible  for  coverage.

B.          The  date  of  termination  of  this  Plan.

X.          COVERAGE  OF  RETIRED  EMPLOYEES

The coverage of each Retired Employee will continue upon payment of the required
premiums  after  the  employee's  termination  if  he  or  she  is  either:

A.          age  55 with at least two years of service and leaves voluntarily or
involuntarily,  or

B.        has a combination of age and years of service totaling at least 80 and
leaves  involuntarily,  or

C.          has  CEO  approval.

An employee shall not be eligible for retiree health coverage under this Plan if
he  or  she  terminates from the Company or one of its affiliates by reason of a
divestiture,  spinoff  or  other  disposition of a subsidiary, division or other
business  unit.

XI.          TERMINATION  OF  DEPENDENT  COVERAGE

The  coverage of each dependent of an employee terminates on the earliest of the
following  dates:

A.     The date the employee's coverage terminates except as noted in subsection
C  below  for  dependents  of  a  deceased  employee.

B.         The date a dependent ceases to qualify as eligible as defined in this
Plan;  provided that a covered unmarried child who (1) before the date he ceases
to  be  eligible  due  to attaining age 19, becomes incapable of self-sustaining
employment  by  reason of mental or physical handicap, and (2) is dependent upon
the  employee  for  his  principal  support  and  maintenance, will not cease to
qualify  the  following:    (1)  the  date  a  former spouse or surviving spouse
remarries  or  dies,  or  (2) the 65th birthday of the former spouse, or (3) the
date a former spouse becomes eligible for government-sponsored medical benefits.
If  a  surviving spouse dies while a child is covered under this Plan, the child
will  remain  eligible  as  long  as  he  or  she  qualifies  as  a  dependent.

C.          With respect to the coverage of a former spouse of an employee, or a
surviving  spouse, and surviving children of a deceased employee who at the time
of  death  had  a  minimum  of  two  years  of service, upon the earliest of the
following:   (1) the date a former spouse or surviving spouse remarries or dies,
or  (2)  the 65th birthday of the former spouse, or (3) the date a former spouse
becomes  eligible  for  government-sponsored  medical  benefits.  If a surviving
spouse  dies  while  a  child  is covered under this Plan, the child will remain
eligible  as  long  as  he  or  she  qualifies  as  a  dependent.

The  insurance  of  a  former  spouse  will  not  terminate  upon termination of
insurance  of  the  employee  if at the time the divorce decree became final the
employee  was  age  55  or  over  and  had  20  years  or  more  of  service.

D.        With respect to a dependent who is a full-time, unmarried student, the
earlier of (1) the end of a ninety-day period immediately following the date the
dependent  ceases  to  be  enrolled  as a student, or (2) the date the dependent
becomes  eligible  under  any  other  group  medical  plan  or  program.

XII.          CONTINUATION  OF  HEALTH  COVERAGE

(As  required  by  the  Consolidated Omnibus Budget Reconciliation Act of 1985 -
COBRA.)  Your Executive Health Plan will allow continued health coverage for you
and  your  eligible  family  members,  under  certain  circumstances.

WHEN  DOES  THE  CONTINUATION  PROVISION  APPLY?

The  continuation  provision  applies  when  you  or  an  eligible family member
experiences  a  situation  -  called a "qualifying event" - which would normally
result  in  your  loss  of  health coverage under the health plan for you or the
covered  family  member.    In  such  a situation you may elect to continue your
present  coverage  for  a  specified  period.    Qualifying  events  include:

1.          the  termination of your employment, either voluntary or involuntary
(unless  you  are  discharged  for  gross  misconduct);

2.          a  reduction  in  your  work  hours.

Also,  your  covered  family  members  may continue their present coverage for a
specified  period  in  the  event  of  your:

1.          death
2.      termination of employment (for reasons other than your gross misconduct)
or  reduction  in  work  hours,
3.          divorce,
4.          entitlement  to  Medicare,  or
5.     dependent child's ceasing to meet the definition of an eligible dependent
under  the  health  plan.

HOW  MUCH  DOES  CONTINUED  COVERAGE  COST?

You  are  required  to  pay the Plan's full cost of continued coverage plus a 2%
charge  to  cover  the cost of administration.  You will be asked to pay for the
coverage in monthly installments and your first payment must begin no later than
45 days after the date that you elect continued coverage.  The Employee Benefits
Department,  St.  Louis,  can  provide  you  with  current  cost  information.

CAN  I  CONTINUE  FULL  HEALTH  COVERAG?

If  you  choose  continued  coverage  you  and  your  covered dependents will be
entitled  to  the  same coverage you had the day prior to your qualifying event,
and  you  or your covered dependents will not be asked to furnish a statement of
health.    If you or your dependents do not choose continued coverage, Executive
Health  coverage  will  end  for  the  applicable  participant  on  the  day the
qualifying  event  occurred.

HOW  LONG  IS  COVERAGE  CONTINUED?

Coverage  may  be continued for 18 months after the date of the qualifying event
in  the  case  of  termination of employment or reduction of hours, and 29 or 36
months for all other events listed.  If a covered family member becomes entitled
to  continued coverage because of termination of your employment or reduction in
your  hours  and  a covered family member then experiences another of the events
which  would entitle such person to continued coverage, he or she may extend the
18-month  continuation period to 36 months from the date of the event that first
made  him or her eligible for continued coverage.  At the end of the 18-month or
36-month  continuation  period,  you  will  be  given the option to enroll in an
individual  conversion  medical plan provided by General American Life Insurance
Company.

Coverage  may  be  terminated  earlier  than  the above dates for an individual:

(1)        who becomes covered under another group health plan as an employee or
otherwise,  unless  a  pre-existing  condition  is  not covered by the new plan;
(2)          who  becomes  eligible  for  Medicare;
(3)          who  fails  to  make  a  required  premium  payment;  or
(4)          whose  Company  ceases  to  provide  a  group  health  plan.

You must notify the Employee Benefits Department, St. Louis, upon the occurrence
of  events  (1)  or  (2)  above.

WHAT  IF  I  BECOME  ENTITLED  TO  MEDICARE?

If  you  become entitled to Medicare, regardless of whether this results in loss
of  your coverage under the Plan, your spouse and dependents who are entitled to
continued coverage are eligible for a continuation period of not shorter than 36
months  from the date you become entitled to Medicare.  This continuation period
is  measured  from the time you are entitled to Medicare, not from the time your
spouse  and  dependent  loses  coverage.  The total continuation period for your
spouse  and  dependents  may  actually  exceed  36 months, depending on when you
become  entitled  to  Medicare.

ARE  THERE  ANY  OTHER  SITUATIONS  THAT  WOULD  ALLOW  FOR  EXTENDED  COVERAGE?

If  you,  your spouse or your dependents lose coverage because of termination of
your  employment  or  reduction of hours and if you or a dependent as determined
under  Title  II or XVI of the Social Security Act to have been disabled at that
time,  then  the disabled person may extend the continued coverage period for 11
additional  months,  provided:

*          A  notice  of  a  Social  Security determination is given to the Plan
Administrator  before  the end of the initial 18-month period and within 60 days
after  the  date  of  such  determination.

*      The Plan may require payments of up to 150 percent of the applicable cost
for  providing  the  coverage  for  these  11  additional  months.

NOTE:          The Plan provides for continued coverage for up to 29 months if a
----
participant  becomes  disabled,  as  defined  in  the  Plan.

WHAT  MUST  I  DO  TO  OBTAIN  CONTINUED  COVERAGE?

Both  you  and the Company have responsibilities when certain events occur which
qualify  you  for  continued  coverage.

You  or your eligible family members must notify your local Benefits Coordinator
immediately  in  the  event  of:

*          Divorce
*          Cessation  of  dependent  child  coverage

The Employee Benefits Department will notify any eligible family members who are
affected  by  the  event  of  their  right  to  elect  continued  coverage.

You  or  your  eligible  family  members  will be notified of the right to elect
continued  coverage  within  14  days  in  the  event  of:

*          Termination  of  employment
*          Reduction  in  hours
*          Your  death
*          Your  entitlement  to  Medicare

You  or  your  eligible  family  members  will have a 60-day period during which
continued coverage may be elected.  The 60-day period begins on the later of (1)
the  date your coverage terminates by reason of the qualifying event, or (2) the
date  you  or  your  eligible family members were notified of the right to elect
continued  coverage.    Please  note:   You are not eligible for continuation of
coverage  if you remain covered by another group health plan upon termination of
coverage  in  the  Executive  Health  Plan.

ADDITIONAL  INFORMATION

If  you  have  any  questions  or  need  further information about the continued
coverage provision, please contact, COBRA Administrator, Employee Benefits - 1A,
Checkerboard  Square,  St.  Louis,  MO  63164.

Also,  if you have changed marital status, or if you or your spouse has a change
of  address,  please  notify  your  local  Benefits  Coordinator.

XIII.          EXTENDED  MEDICAL  BENEFIT  ON  TERMINATION  OF  COVERAGE

If  an  individual  is  disabled  on the date his/her coverage under the Plan is
terminated  for  any  reason, benefits will be payable subject to the applicable
maximum  and  other  provisions  and exceptions of the Plan for covered expenses
incurred  as a result of the injury or sickness causing such disability provided
that:

A.          In  no  event shall benefits be payable for charges for health care,
services  or  supplies  rendered  or received more than 24 months after the date
such  termination  occurs.

B.       He/she remains continuously disabled from the same cause until the date
the  health  care,  service  or  supply  is  rendered  or  received.

C.          He/she does not become covered under any other group policy or plan,
including  any group basis service or prepayment plan, which entitles him/her to
receive  benefits  for  the  injury  or  sickness  causing  the  disability.

XIV.          TAX  CONSEQUENCES

Benefits  provided  under  this  Plan  are  not taxable as ordinary income under
current  tax  laws.

Please  note  that the tax laws change frequently.  You will be advised if a tax
law  change  has  an  effect  on  your  Executive  Health  coverage.

XV.          MODIFICATION,  TERMINATION  OF  COVERAGE

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

A.          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.

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

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

XVI.          FILING  A  CLAIM

A  supply  of  claim  forms  for  the Executive Health Plan is included for your
convenience.    Submit  one of these forms along with itemized bills to Employee
Benefits,  St.  Louis,  1A.

Please  note  that  Employee  Benefits  will honor an assignment to the treating
physician, hospital, etc., of all benefits paid through the Purina Comprehensive
Health  Plan or Well-Med, but all payments made through Executive Health will be
to  the  employee.