SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10Q

                QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                         For Quarter Ended June 30, 1999

                           Commission File No. 1-4582


                             RALSTON PURINA COMPANY
                             ----------------------
           -----------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                        MISSOURI               43-0470580
          ------------------------------------------------------------
               (State of Incorporation)     (I.R.S. Employer Identification No.)

               CHECKERBOARD  SQUARE,  ST.  LOUIS  MISSOURI      63164
          ------------------------------------------------------------
               (Address  of  principal  executive  offices)  (Zip  Code)

                                 (314) 982-1000
          ------------------------------------------------------------
              (Registrant's telephone number, including area code)


Registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of  the  Securities Exchange Act of 1934 during the preceding 12 months, and (2)
has  been  subject  to  such  filing  requirements  for  the  past  90  days.

                         YES:      X          NO:    _____
                               --------

Number  of shares of Ralston Purina common stock, $.10 par value, outstanding as
of  the  close  of  business  on  August 9,  1999:

                                     323,420,569
                             ----------------------------

PART  I  -          FINANCIAL  INFORMATION

                             RALSTON PURINA COMPANY
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                            OF FINANCIAL INFORMATION
                   (dollars in millions except per share data)
        ----------------------------------------------------------------

OPERATING  RESULTS
Net  earnings  for the nine months ended June 30, 1999 were $341.2, or $1.10 and
$1.08  per  share  on  a basic and diluted basis, respectively.  Included in net
earnings  for the current nine months are several unusual items which, in total,
increased net earnings by $31.2, or $.10 per basic and diluted share.  The first
unusual  item  is  an  after-tax unrealized gain of $84.6, or $.27 per basic and
diluted  share,  representing  a  market value adjustment of the Company's stock
appreciation  income  linked securities (SAILS) debt.  Net earnings also include
an  after-tax  gain of $8.4, or $.03 per basic and diluted share, on the sale of
shares  of  the  Company's  investment  in  E.I. du Pont  de Nemours and Company
(DuPont)  common  stock.    These  increases  were partially offset by after-tax
restructuring  charges  of $61.8, or $.20 per basic and diluted share, primarily
representing  asset  impairment  write-downs  associated  with  the  Company's
continuing  efforts  to  exit  its  Original  Equipment  Manufacturers'  (OEM)
rechargeable  battery  business.

The  fiscal  1998  nine-month  net  earnings of $1,000.9, or $3.24 and $3.04 per
basic  and  diluted  share,  respectively,  included  three  unusual items which
decreased  net  earnings  by  $10.3,  an  after-tax  gain on the sale of the Soy
Protein  Products  business  of  $705.1  (pre-tax  gain of $1.1 billion) and net
earnings  from  discontinued  operations  of  $10.0.    The Soy Protein Products
business  was  sold  to  DuPont  on  December  3, 1997.  Discontinued operations
consist  of  the operating results of the Soy Protein Products business, through
the  sale  date,  and  the Agricultural Products business, which was spun off on
April  1,  1998.    Also  included  in  discontinued operations is a gain on the
settlement  of  a  claim  related  to  a previously disposed business, partially
offset  by  transaction  costs  associated  with  the  spin-off.

The  unusual items included in the prior year nine-month results are as follows:
an  after-tax  gain of $9.5, or $.03 per basic and diluted share, on the sale of
shares of Interstate Bakeries Corporation (IBC) common stock; a capital loss tax
benefit  of  $41.5,  or $.14 and $.13 per basic and diluted share, respectively,
associated  with past restructuring actions; and after-tax restructuring charges
of  $61.3,  or  $.20  and  $.19  per  share on a basic and diluted basis.  These
restructuring  charges  primarily  related to the Company's rechargeable battery
business  but  also  included  charges  for  a voluntary early retirement option
offered to most U.S. Battery Products' employees meeting certain age and service
requirements,  reduced  by  the  reversal of prior period restructuring charges.

Earnings  before  the  unusual items described above were $310.0 for the current
nine months compared to earnings from continuing operations before unusual items
of  $296.1  in  the same period in the prior year, an increase of $13.9 or 4.7%.
This  increase  is  primarily  attributable  to  higher  Pet Products' operating
earnings  and  an  additional  quarter's  dividend  income  from  the  Company's
investment  in  DuPont common stock, partially offset by lower Battery Products'
operating earnings.  Earnings per share before unusual items for the nine months
ended  June  30,  1999  were  $1.00  and  $.98  on  a  basic  and diluted basis,
respectively,  compared  to  earnings  from continuing operations before unusual
items  of  $.94  and  $.90  in  the  prior  year.

For the quarter ended June 30, 1999, net earnings were $57.2, or $.18 per basic
and  diluted  share,  compared  to $60.5, or $.19 and $.18 per basic and diluted
share, respectively, for the same quarter in 1998.  Net earnings for the current
quarter include the aforementioned $8.4 gain on the sale of DuPont common stock;
an  unrealized  after-tax loss of $8.7 representing a market value adjustment of
the  Company's  SAILS  debt;  and  after-tax  restructuring  charges  of  $26.8,
primarily  related  to  the OEM rechargeable battery business.  Net earnings for
the  prior  year  third quarter include after-tax restructuring charges of $17.6
and  earnings  from  discontinued operations of $0.9.   Earnings from continuing
operations  before  unusual  items  increased  $7.1,  or  9.2%, to $84.3 for the
current  quarter, compared to earnings from continuing operations before unusual
items  of  $77.2 in the prior year third quarter. Basic and diluted earnings per
share,  before unusual items, were $.27 in the current quarter compared to basic
and  diluted  earnings per share from continuing operations before unusual items
of  $.24  and  $.23,  respectively,  in  the  prior  year.

The  earnings  increase  in  the  quarter  resulted  primarily  from  higher Pet
Products'  operating  earnings,  partially  offset  by  lower  Battery Products'
operating  earnings.

RESULTS  OF  CONTINUING  OPERATIONS
Net sales were flat in the nine months ended June 30, 1999 and increased 1.5% in
the  quarter  on  increased  Pet  Products'  sales which were offset in the nine
months,  and  partially offset in the quarter, by decreases in Battery Products'
sales.    See  the  following  section for comments on sales changes by business
segment.

Gross  profit  as a percentage of sales was 51.4% and 51.8% for the current year
nine months and quarter, respectively, compared to 50.7% for both the prior year
quarter  and nine months.  The increased percentage in both current year periods
reflects  margin  improvements in Pet Products and increased sales in the higher
margin  Pet  Products  segment, partially offset by decreased margins in Battery
Products.

Selling,  general and administrative expenses decreased 1.6% in the current nine
months  and  quarter.  Selling, general and administrative expenses decreased to
19.8%  and  21.5%  of  sales  in  the  current  nine-month  period  and quarter,
respectively,  from  20.2%  and  22.2%  in  the  same  periods  a  year  ago.

Advertising  and promotion expense increased 3.1% in the current nine months and
4.7%  in  the  current  quarter  due  to  increased  promotional  spending  and
advertising  support  in  Pet  Products,  partially  offset by lower spending in
Battery  Products.   As a percentage of sales, advertising and promotion expense
was  15.5%  and  16.0%  in  the  current  nine months and quarter, respectively,
compared  to  15.1%  and  15.5%  in  the  same  periods  a  year  ago.

Other  income/expense,  net,  was  $3.9  favorable  for  the  nine months.  This
favorable  variance  was due to an additional quarter's dividend income from the
Company's  investment  in DuPont common stock and lower current year translation
and  exchange  losses, partially offset by lower returns on other investments in
the  current  year.

Income  taxes,  which  include  federal, state and foreign taxes, were 35.2% and
32.7% of pre-tax earnings before equity earnings for the current nine months and
quarter,  respectively.  The income tax percentage was favorably impacted in the
current  quarter,  and  to  a lesser extent in the nine months, by the state tax
benefit  recorded on U.S. restructuring reserves.  The income tax percentage was
also  favorably  impacted  by the reversal of prior period restructuring charges
for  which  no  tax  benefit had been recorded.  Excluding unusual items, income
taxes  were  36% of pre-tax earnings before equity earnings for the current year
nine  months  and  quarter.

Income  taxes  for the prior year nine-month period include the recognition of a
capital  loss  tax benefit of  $41.5 and the favorable impact of the reversal of
prior  period  restructuring charges for which no tax benefit had been recorded.
In  the  prior  year  third  quarter,  the income tax percentage was unfavorably
impacted  by  pre-tax restructuring charges which did not result in tax benefits
due  to  tax  loss  situations  or  particular  statutes of a country. Excluding
unusual  items,  income  taxes  were  35.2% and 34.2% of pre-tax earnings before
equity  earnings for the prior year nine months and third quarter, respectively.


BUSINESS  SEGMENTS
Sales  for  the Pet Products segment increased 5.3% in the nine months and 4.0%
in  the quarter primarily on higher volumes, and additionally in the nine months
on the inclusion of sales from the Company's December 1997 acquisition of Edward
Baker  Petfoods,  based  in  the  United  Kingdom.   Operating profit, excluding
unusual  items,  increased  21% in the nine months and 20% in the quarter due to
the  sales  increase  coupled  with  lower ingredient costs, partially offset by
increased  promotional  spending  and  advertising support.  In the nine months,
results  were  also  impacted  by  an  unfavorable  package  size  mix.

Sales  for  the  Battery  Products segment decreased 5.8% in the nine months and
2.3% in the quarter from the same periods in the prior year. In the nine months,
sales  improved  in  North America due to increased volumes, partially offset by
lower  average  selling  prices.   The increase in North American sales was more
than  offset by declines in international volumes, lower European selling prices
and  decreased  rechargeable  battery sales, particularly to the OEM market.  In
the quarter, sales declined in Europe and South America on lower volumes and, in
Europe, on lower selling prices. Excluding sales of the OEM rechargeable battery
business  and  the  unfavorable impact of foreign exchange rates, sales declined
3.1%  in  the  nine  months  and  1.6%  in  the  quarter.

Operating  profit before unusual items for Battery Products decreased 24% in the
nine  months  on  declines  in the OEM rechargeable battery business, impacts of
foreign  exchange, primarily in the first quarter, and the volume decline in the
international  markets.    North  American results declined slightly with volume
improvements  in alkaline more than offset by unfavorable net pricing and carbon
zinc  volume  declines.   Operating profit before unusual items decreased 16% in
the  quarter,  primarily  attributable  to the OEM rechargeable business and the
South  American  sales  decline.    In  North America, the impact of significant
volume  improvements  in  branded  alkaline were offset by lower average selling
prices.

As  previously  announced,  the  Company  is  continuing its efforts to exit its
worldwide  OEM rechargeable battery business by fiscal year end.  As a result of
the  ongoing  auction process, the full realization of the recorded asset values
is  unlikely, and therefore the Company has taken an additional after-tax charge
of  $24.6  in  the current quarter.  Additional after-tax charges related to the
exit  from  this  business  may  range  up  to  $20.0.

This  business  contributed sales of $97.6 and $33.4 in the current nine months
and  quarter,  respectively,  compared  to  $116.9  and  $31.8 in the comparable
periods of the prior year.  Pre-tax operating losses, before impairment charges,
for this business were $14.7 and $5.7 for the current year nine-month period and
quarter,  respectively, compared to pre-tax earnings, before impairment charges,
of  $2.5  and  a  pre-tax  loss  of  $3.2  for  the  same  periods a year ago.

FINANCIAL  CONDITION
The  Company's  primary  source  of  liquidity  is  cash  flow  generated  from
operations.    The  Company's  investments  in DuPont and IBC provide additional
sources  of  liquidity.  For the nine months ended June 30, 1999, cash flow from
operations was $481.6 compared to cash flow from continuing operations of $418.2
for  the  nine  months  ended  June  30,  1998.    This  increase  is  primarily
attributable  to  changes in working capital items, including decreased accounts
receivable  and  inventories,  partially  offset  by decreased accounts payable.

Working  capital  was $130.1 at June 30, 1999 while current liabilities exceeded
current  assets by $54.5 at September 30, 1998.  This significant improvement in
working  capital  for the current nine months resulted primarily from a decrease
in  notes  payable,  partially  offset  by  decreases in accounts receivable and
inventories.

Cash  used  by  investing  activities  -  continuing operations was $2.3 for the
current  nine  months  compared  to  $319.2 for the same period last year.  This
significant decrease was primarily due to current year proceeds from the sale of
DuPont  common  stock  of $124.5 and the acquisition of Edward Baker Petfoods in
the  prior year for $182.5, funded primarily by the issuance of short-term debt.

In December 1997, the Company sold its Soy Protein Products operations to DuPont
for  $1,554.2,  comprised  of  22.5 million shares of DuPont common stock (which
stock  was  valued  at  $1,399.2 at purchase date) and the assumption of certain
liabilities.  This non-cash transaction resulted in an after-tax gain of $705.1.

On  February  3, 1999, the Company's Board of Directors authorized the purchase
of  up  to  eight  million  shares  of  Ralston Purina Company common stock (RAL
stock).    As  of August 10, 1999, approximately 1,875,000 shares remained under
this  authorization  for  the  purchase  of RAL stock.  This authorization is in
addition  to  a  continuing authorization permitting the Company to acquire from
time  to  time,  at  prevailing  market  prices, shares of RAL stock that may be
offered  for  sale  by the trustee of the Company's Savings Investment Plan as a
result  of  investment  directions  from  participants  in  the  plan.

RESTRUCTURING  ACTIVITIES
During  the  nine  months  ended  June  30, 1999, the Company recorded after-tax
provisions  for  restructuring of $61.8.  These charges are primarily related to
the Company's OEM rechargeable battery business, which the Company has announced
it  expects  to  exit by the end of the current fiscal year.  In addition to the
after-tax  charge  of  $24.6  recorded  in  the  current quarter related to this
business, the Company also recorded after-tax impairment write-downs of $35.0 in
the second quarter of the current fiscal year.   The current quarter charge also
includes  additional  rationalization  of Battery Products' production capacity,
which  provides  for  the  termination  of  approximately  210 employees and the
closure  of  one  plant,  partially  offset  by the reversal of prior period Pet
Products'  restructuring charges.  On a pre-tax basis, current year charges were
$102.4  and consisted of cash costs of $43.9 and non-cash charges of $58.5.  The
total  pre-tax charge and non-cash component are net of a $3.2 reversal of prior
period  restructuring  charges.

In  addition to the current year's asset impairment writedown related to the OEM
business, the Company recorded after-tax impairment write-downs of $40.5 related
to lithium ion rechargeable battery manufacturing assets of this business during
the nine months ended June 30, 1998.  Fixed assets of the rechargeable business,
which  are currently being held for sale, have a carrying value of $15.2 at June
30,  1999.

For  the  nine  months  ended  June  30,  1998,  the  Company recorded after-tax
restructuring  provisions  of $61.3.  Included in this charge is the lithium ion
asset  impairment  write-down  discussed  above,  charges related to a voluntary
early retirement option offered to most U.S. Battery Products' employees meeting
certain age and service requirements, and other charges related to the Company's
European  battery  and  international  pet food operations.  On a pre-tax basis,
these  charges  were  $96.4  and  consisted  of cash costs of $37.7 and non-cash
charges  of  $58.7.    The total charge and the non-cash component are net of an
$11.9  reversal  of  prior  period  restructuring  charges.

During  the  current nine months, approximately 650 employees were terminated in
connection  with  restructuring  accruals  established  in  prior  years.  These
provisions  were primarily related to the voluntary early retirement option, the
continued  rationalization of Battery Products' production capacity and business
structure  and restructuring of the Company's international pet food operations.
Activities impacting the restructuring reserve during the nine months ended June
30,  1999  were  as  follows:

Reserve  balance  at  September  30,  1998                                $57.3
Provision recorded, net of reversal of prior
   period  reserves  of  $3.2                                             102.4
Portion  of  current  period  provision classified
   as property write-downs, net  of  reversal                             (58.5)
Termination  benefits  paid                                               (31.3)
Other  cash  exit costs incurred                                           (5.1)
Decrease  due  to  translation                                             (2.0)
                                                                        --------
Reserve  balance  at  June  30,  1999                                     $62.8
                                                                           =====

SAILS  MARK-TO-MARKET  ADJUSTMENT
Results  for  the  current  nine  months include an unrealized after-tax gain of
$84.6,  or  $.27  per  basic  and  diluted  share,  representing  a market value
adjustment  of  the  Company's  SAILS  debt.   On a pre-tax basis, this gain was
$132.2, which represents the difference between the debt's value at issuance, or
$480.0,  and the current cash settlement value of the debt based on 15.5 million
shares  of IBC common stock and an IBC stock price of $22.4375 at June 30, 1999.
For  the  current  quarter,  an  unrealized  loss  of $8.7, after tax, or $13.6,
pre-tax,  was  recorded.

At  maturity  on  August  1, 2000, the SAILS are mandatorily exchangeable into a
number  of  shares  of  IBC  common  stock owned by the Company, or cash, at the
Company's  option.   The number of shares or the amount of cash will be based on
the  average  market price of IBC stock on the 20 trading days prior to maturity
(the IBC Maturity Price).  If the IBC Maturity Price is greater than or equal to
$37.7819,  the  SAILS will be exchangeable at maturity into 12.70 million shares
of IBC stock.  If the IBC Maturity Price is $30.96875 or less, the SAILS will be
exchangeable  into 15.50 million shares of IBC stock.  If the IBC Maturity Price
is  between $30.96875 and $37.7819, the SAILS will be exchangeable into a number
of  shares  of  IBC stock between 15.50 million and 12.70 million, respectively,
based  on  an  exchange  ratio.

For  accounting  purposes,  terms  of the SAILS require them to be marked to the
cash value of the underlying IBC common shares into which they may be exchanged.
Accordingly,  a  market value adjustment is required for the SAILS debt when the
IBC  stock  price  is  outside  the range of $30.96875 and $37.7819.  If the IBC
stock  price  is  greater  than  $37.7819,  the  Company  records  a  cumulative
unrealized  loss  on  the  SAILS  debt,  and if the IBC stock price is less than
$30.96875,  the  Company  records  a  cumulative  unrealized  gain.

The  Company's investment in IBC is included in Investments and Other Assets and
is  accounted  for  using  the  equity  method of accounting, which results in a
carrying  value  different  from  the  current  market  value of the investment.

ESOP  CONVERSION
At the end of December 1998, the Company converted all of the outstanding shares
of Series A 6.75% Preferred Stock (Redeemable Preferred Stock) into RAL stock in
accordance  with  terms  of  the  Redeemable  Preferred  Stock.   To effect this
conversion,  the Company issued 13,505,609 shares held in Treasury and 2,209,192
authorized  but  previously  unissued  shares  of  RAL  stock.

YEAR  2000  UPDATE
The Company has substantially completed its plans and active projects to achieve
100%  Year  2000  readiness  in  its  key application systems software, computer
hardware  and  operating  systems software, and various other systems containing
embedded  chip  technology  before  the  turn  of  the  millennium.

The Company estimates that more than 95% of its application systems software has
been  modified  or replaced and tested for Year 2000 readiness, which includes a
higher level of remediation in the United States than in other world areas.  The
remaining  application  systems  software is in the process of being modified or
replaced  and  tested.

Approximately  95%  of  the  Company's  computer  hardware and operating systems
software  have  been  modified  or  replaced and tested for Year 2000 readiness.
Upgrade/replacement and Year 2000 readiness testing of all computer hardware and
operating  systems  software  is  targeted  for  September  1999.

Systems  that  contain  embedded  chip  technology  are  in the process of being
verified  for  Year  2000  readiness.    Testing  and upgrade/replacement of all
impacted  systems containing embedded chip technology is targeted for completion
in  September  1999.

The  estimated  total  cost  for  the  Company to achieve Year 2000 readiness is
approximately  $36,  of  which  $32  has  been  expended  through June 30, 1999.

The  Company  has  developed a base contingency plan to address Year 2000 risks;
however, contingency planning efforts are ongoing and will continue to evolve as
new  information  becomes  available.  Contingency plans to address specifically
identified  Year  2000 risks include increasing raw material, packaging material
and  inventory levels in key manufacturing locations, securing alternate sources
of supply, distribution and warehousing, developing manual workarounds and other
appropriate measures.  The Company's critical suppliers and major customers have
been  contacted  regarding  Year  2000  issues.    Because  of the uncertainties
associated  with  assessing  the  ability  of  major  suppliers and customers to
complete  the  remediation  of  their  systems  in  time  to prevent operational
difficulties,  the  Company will continue to contact and/or visit these business
partners to gain assurances that no significant adverse consequences will result
due  to  failure  to  complete  remediation  of  their  systems.

SPIN-OFF  OF  EVEREADY  BATTERY  COMPANY,  INC.
On  June  10, 1999, the Company announced its intention to separate its Eveready
Battery  Company,  Inc.  subsidiary  in  a  tax-free  spin-off  to shareholders.
Completion  of  the  spin-off  is  expected  to  take  seven to 10 months and is
contingent  upon  a  favorable  tax  ruling  from  the Internal Revenue Service,
effectiveness  of  a  registration  statement relating to the spin-off and final
approval  by  the  Ralston  Purina  Board  of  Directors.

RECENTLY  ISSUED  ACCOUNTING  STANDARDS
In  June  1999, the Financial Accounting Standards Board (FASB) issued Statement
of  Financial  Accounting  Standards  (SFAS) No. 137, "Accounting for Derivative
Instruments  and  Hedging  Activities  -  Deferral of the Effective Date of FASB
Statement  No.  133."    SFAS  No.  133  provides  standards  on  accounting and
disclosure  for  derivative  instruments,  and  requires that all derivatives be
measured  at  fair  value  and  reported  as either assets or liabilities in the
statement  of  financial  position.  In accordance with the issuance of SFAS No.
137,  the  Company  will  be required to adopt the provisions of SFAS No. 133 no
later than the beginning of fiscal year 2001.  The Company has not completed its
evaluation to determine the impact of SFAS No. 133 on its consolidated financial
statements.

FORWARD-LOOKING  STATEMENTS
Statements  in  this  document  that  are  not  historical  are  forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995.    The  Company  cautions  readers  not  to  place  undue  reliance on any
forward-looking  statements,  which  speak  only  as  of  the  date  made.

The  Company  advises  readers that various risks and uncertainties could affect
its  financial  performance  and  could  cause  the Company's actual results for
future  periods to differ materially from those anticipated or projected.  These
risks  and uncertainties include, but are not limited to:  the effect of general
economic  conditions;  fluctuations  in  supply  and  demand  for  the Company's
products;  competition and competitive pricing pressures in the battery products
and  pet products industries, both domestically and internationally; significant
increases  in operating expenses, including the cost of raw materials; increased
charges  related  to  the exit of the OEM rechargeable business; fluctuations in
the  value of the Company's investments in DuPont and IBC common stock; the Year
2000  readiness  of  critical suppliers, customers and governmental agencies, as
well  as  the  difficulty  of  evaluating  and  remediating  certain systems and
technologies  utilized  in  the  operation  of  the  Company's  businesses,  and
incremental  costs  associated  with evaluation and remediation; and other risks
detailed  from time to time in the Company's publicly-filed documents, including
its  Annual Report on Form 10-K for the period ended September 30, 1998, and its
current  report  on  Form  8-K  dated  January  26,  1999.


<TABLE>
<CAPTION>

                          RALSTON PURINA COMPANY AND SUBSIDIARIES
                             CONSOLIDATED STATEMENT OF EARNINGS
                                        (UNAUDITED)
                        (DOLLARS IN MILLIONS EXCEPT PER SHARE DATA)


                                                    QUARTER ENDED        NINE MONTHS ENDED
                                                       JUNE 30,               JUNE 30,
                                                  -----------------------------------------
                                                   1999       1998       1999       1998
                                                 ---------  ---------  ---------  ---------
<S>                                              <C>        <C>        <C>        <C>
Net Sales . . . . . . . . . . . . . . . . . . .  $1,088.5   $1,072.9   $3,510.5   $3,500.8
                                                 ---------  ---------  ---------  ---------

Costs and Expenses
  Cost of products sold . . . . . . . . . . . .     524.4      529.0    1,705.7    1,726.1
  Selling, general and administrative . . . . .     233.8      237.7      695.9      707.1
  Advertising and promotion . . . . . . . . . .     174.2      166.4      545.3      528.7
  Interest expense. . . . . . . . . . . . . . .      45.5       47.1      140.4      142.7
  Provisions for restructuring. . . . . . . . .      45.7       21.6      102.4       96.4
  Unrealized (gain)/loss on SAILS debt. . . . .      13.6          -     (132.2)         -
  Gain on sale of DuPont stock. . . . . . . . .     (13.1)         -      (13.1)         -
  Gain on sale of IBC stock . . . . . . . . . .         -          -          -      (14.7)
  Other income/(expense), net . . . . . . . . .      (7.8)     (10.6)     (20.9)     (17.0)
                                                 ---------  ---------  ---------  ---------
                                                  1,016.3      991.2    3,023.5    3,169.3
                                                 ---------  ---------  ---------  ---------

Earnings from Continuing Operations before
  Income Taxes and Equity Earnings. . . . . . .      72.2       81.7      487.0      331.5

Income Tax Provision. . . . . . . . . . . . . .     (23.6)     (31.3)    (171.6)     (73.3)

Equity Earnings, Net of Taxes . . . . . . . . .       8.6        9.2       25.8       27.6
                                                 ---------  ---------  ---------  ---------

Earnings from Continuing Operations . . . . . .      57.2       59.6      341.2      285.8

Net Earnings from Discontinued Operations . . .         -        0.9          -       10.0

Gain on Sale of Discontinued Operations . . . .         -          -          -      705.1
                                                 ---------  ---------  ---------  ---------

Net Earnings. . . . . . . . . . . . . . . . . .      57.2       60.5      341.2    1,000.9

Preferred Stock Dividend, Net of Taxes. . . . .         -       (2.8)      (2.6)      (8.8)
                                                 ---------  ---------  ---------  ---------

Earnings Available to Common Shareholders . . .  $   57.2   $   57.7   $  338.6   $  992.1
                                                 =========  =========  =========  =========

Cash Dividends Declared per Common Share. . . .  $   0.10   $   0.10   $   0.30   $   0.30
                                                 =========  =========  =========  =========

Earnings Per Share
    Basic
      Earnings from continuing operations . . .  $   0.18   $   0.19   $   1.10   $   0.91
      Net earnings from discontinued operations         -          -          -       0.03
      Gain on sale of discontinued operations .         -          -          -       2.30
                                                 ---------  ---------  ---------  ---------
      Net Earnings. . . . . . . . . . . . . . .  $   0.18   $   0.19   $   1.10   $   3.24
                                                 =========  =========  =========  =========

    Diluted
      Earnings from continuing operations . . .  $   0.18   $   0.18   $   1.08   $   0.87
      Net earnings from discontinued operations         -          -          -       0.03
      Gain on sale of discontinued operations .         -          -          -       2.14
                                                 ---------  ---------  ---------  ---------
      Net Earnings. . . . . . . . . . . . . . .  $   0.18   $   0.18   $   1.08   $   3.04
                                                 =========  =========  =========  =========
</TABLE>

            See Accompanying Notes to Condensed Financial Statements.
<TABLE>
<CAPTION>

                               RALSTON PURINA COMPANY AND SUBSIDIARIES
                                     CONSOLIDATED BALANCE SHEET
                                      (CONDENSED AND UNAUDITED)
                                        (DOLLARS IN MILLIONS)


                                                                          JUNE 30,    SEPTEMBER 30,
                                                                         ----------  ---------------

<S>                                                                      <C>         <C>
                                                                              1999             1998
                                                                         ----------  ---------------
ASSETS

Current Assets
  Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . .  $    90.6   $         89.8
  Receivables, less allowance for doubtful accounts
    of $24.6 and $24.5, respectively. . . . . . . . . . . . . . . . . .      664.0            717.2
  Inventories
    Raw materials and supplies. . . . . . . . . . . . . . . . . . . . .      118.3            134.7
    Work in process . . . . . . . . . . . . . . . . . . . . . . . . . .      133.9            124.1
    Finished products . . . . . . . . . . . . . . . . . . . . . . . . .      308.2            341.6
  Other current assets. . . . . . . . . . . . . . . . . . . . . . . . .      126.0            120.1
                                                                         ----------  ---------------
    Total Current Assets. . . . . . . . . . . . . . . . . . . . . . . .    1,441.0          1,527.5

Investments and Other Assets. . . . . . . . . . . . . . . . . . . . . .    3,072.5          2,908.2

Property at Cost. . . . . . . . . . . . . . . . . . . . . . . . . . . .    2,187.4          2,212.9
  Accumulated depreciation. . . . . . . . . . . . . . . . . . . . . . .    1,132.2          1,096.9
                                                                         ----------  ---------------
                                                                           1,055.2          1,116.0
                                                                         ----------  ---------------
      Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 5,568.7   $      5,551.7
                                                                         ==========  ===============


LIABILITIES AND SHAREHOLDERS EQUITY

Current Liabilities
  Current maturities of long-term debt. . . . . . . . . . . . . . . . .  $    74.3   $         37.1
  Notes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . .      492.4            772.4
  Accounts payable. . . . . . . . . . . . . . . . . . . . . . . . . . .      231.0            286.2
  Other current liabilities . . . . . . . . . . . . . . . . . . . . . .      513.2            486.3
                                                                         ----------  ---------------
    Total Current Liabilities . . . . . . . . . . . . . . . . . . . . .    1,310.9          1,582.0

Long-Term Debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,599.7          1,794.8

Deferred Income Taxes . . . . . . . . . . . . . . . . . . . . . . . . .      452.3            309.3

Other Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .      541.9            533.6

Redeemable Preferred Stock. . . . . . . . . . . . . . . . . . . . . . .          -            256.1

Unearned ESOP Compensation. . . . . . . . . . . . . . . . . . . . . . .          -            (13.2)

Shareholders Equity
  Preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . .          -                -
  Common stock. . . . . . . . . . . . . . . . . . . . . . . . . . . . .       32.9             32.6
  Capital in excess of par value. . . . . . . . . . . . . . . . . . . .      172.1            127.7
  Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . .    1,738.8          2,067.0
  Common stock in treasury, at cost . . . . . . . . . . . . . . . . . .      (59.4)          (766.3)
  Unearned portion of restricted stock. . . . . . . . . . . . . . . . .       (3.2)            (4.2)
  Value of common stock held in Grantor Trust . . . . . . . . . . . . .     (198.1)          (191.5)

    Cumulative translation adjustment . . . . . . . . . . . . . . . . .      (96.5)           (87.3)
    Net unrealized holding gain/(loss) on available-for-sale securities       77.3            (88.9)
                                                                         ----------  ---------------
  Accumulated other comprehensive income. . . . . . . . . . . . . . . .      (19.2)          (176.2)
                                                                         ----------  ---------------
    Total Shareholders Equity . . . . . . . . . . . . . . . . . . . . .    1,663.9          1,089.1
                                                                         ----------  ---------------
      Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 5,568.7   $      5,551.7
                                                                         ==========  ===============
</TABLE>

            See Accompanying Notes to Condensed Financial Statements.

<TABLE>
<CAPTION>

                       RALSTON PURINA COMPANY AND SUBSIDIARIES
                        CONSOLIDATED STATEMENT OF CASH FLOWS
                              (CONDENSED AND UNAUDITED)
                                (DOLLARS IN MILLIONS)


                                                          NINE MONTHS ENDED JUNE 30,
                                                          --------------------------
                                                                   1999      1998
                                                                 --------  ---------
<S>                                                              <C>       <C>
Cash Flow from Operations
  Net earnings. . . . . . . . . . . . . . . . . . . . . . . . .  $ 341.2   $1,000.9
  Unrealized gain on SAILS debt . . . . . . . . . . . . . . . .   (132.2)         -
  Gain on sale of DuPont stock. . . . . . . . . . . . . . . . .    (13.1)         -
  Gain on sale of IBC stock . . . . . . . . . . . . . . . . . .        -      (14.7)
  Gain on sale of discontinued operations . . . . . . . . . . .        -     (705.1)
  Net earnings from discontinued operations . . . . . . . . . .        -      (10.0)
  Non-cash items included in income . . . . . . . . . . . . . .    240.2      169.8
  Changes in assets and liabilities used in operations. . . . .     92.2       (8.4)
  Other, net. . . . . . . . . . . . . . . . . . . . . . . . . .    (46.7)     (14.3)
                                                                 --------  ---------
    Cash flow from continuing operations. . . . . . . . . . . .    481.6      418.2
    Cash flow from discontinued operations. . . . . . . . . . .        -      (76.3)
                                                                 --------  ---------
      Net cash flow from operations . . . . . . . . . . . . . .    481.6      341.9
                                                                 --------  ---------

Cash Flow from Investing Activities
  Property additions, net . . . . . . . . . . . . . . . . . . .   (120.4)    (165.6)
  Proceeds from sale of DuPont stock. . . . . . . . . . . . . .    124.5          -
  Acquisition of business . . . . . . . . . . . . . . . . . . .        -     (182.5)
  Proceeds from sale of IBC stock . . . . . . . . . . . . . . .        -       27.1
  Other, net. . . . . . . . . . . . . . . . . . . . . . . . . .     (6.4)       1.8
                                                                 --------  ---------
    Cash used by investing activities - continuing operations .     (2.3)    (319.2)
    Cash used by investing activities - discontinued operations        -     (195.1)
                                                                 --------  ---------
      Net cash used by investing activities . . . . . . . . . .     (2.3)    (514.3)
                                                                 --------  ---------

Cash Flow from Financing Activities
    Net cash proceeds from (payment of) debt. . . . . . . . . .   (290.4)     491.4
    Dividends paid. . . . . . . . . . . . . . . . . . . . . . .   (101.1)    (111.2)
    Treasury stock purchases. . . . . . . . . . . . . . . . . .   (115.6)    (235.2)
    Other, net. . . . . . . . . . . . . . . . . . . . . . . . .     28.6       10.2
                                                                 --------  ---------
      Net cash provided (used) by financing activities. . . . .   (478.5)     155.2
                                                                 --------  ---------

Effect of Exchange Rate Changes on Cash . . . . . . . . . . . .        -      (11.3)
                                                                 --------  ---------

Net Increase (Decrease) in Cash and Cash Equivalents. . . . . .      0.8      (28.5)

Cash and Cash Equivalents, Beginning of Period. . . . . . . . .     89.8      109.1
                                                                 --------  ---------
Cash and Cash Equivalents, End of Period. . . . . . . . . . . .  $  90.6   $   80.6
                                                                 ========  =========

</TABLE>


            See Accompanying Notes to Condensed Financial Statements.

                        RALSTON PURINA COMPANY AND SUBSIDIARIES
                        NOTES TO CONDENSED FINANCIAL STATEMENTS
                                    JUNE 30, 1999
                       (Dollars in millions except per share data)

Note  1 - The accompanying unaudited financial statements have been prepared in
accordance  with  the  instructions  for Form 10-Q and do not include all of the
information  and  footnotes required by generally accepted accounting principles
for  complete  financial  statements.    In  the  opinion  of  management,  all
adjustments  considered  necessary  for  a fair presentation have been included.
Operating  results for any quarter are not necessarily indicative of the results
for  any other quarter or for the full year.  These statements should be read in
conjunction  with  the  financial  statements  and notes thereto included in the
Ralston  Purina Company (the Company) Annual Report to Shareholders for the year
ended  September  30,  1998.

Note  2  -  During  the  quarter  and nine-month period ended June 30, 1999, the
Company  recorded  after-tax  provisions  for  restructuring of $26.8 and $61.8,
respectively.    On  a  per  share  basis, these charges were $.09 per basic and
diluted  share for the quarter and $.20 per basic and diluted share for the nine
months.  On a pre-tax basis, charges for restructuring were $45.7 and $102.4 for
the  quarter and nine months, respectively.  Pre-tax charges for the nine months
consisted  of  cash  costs  of  $43.9  and non-cash charges of $58.5.  The total
pre-tax charge and non-cash component are net of a $3.2 reversal of prior period
restructuring  charges.

As  previously  announced,  the  Company  is  continuing its efforts to exit its
Original  Equipment Manufacturers' (OEM) rechargeable battery business by fiscal
year  end.   As a result of the ongoing auction process, the full realization of
the  recorded  OEM asset values is unlikely, and therefore the Company has taken
an  additional  after-tax  charge  of $24.6 in the current quarter.  The current
quarter  charge  also  includes  additional rationalization of Battery Products'
production  capacity,  partially  offset  by  the  reversal  of prior period Pet
Products' restructuring charges.  Additionally, an after-tax charge of $35.0 was
recorded  in  the second quarter of the current year, representing an impairment
write-down  of  assets  of  the  OEM  business.

During  the  quarter  and  nine months ended June 30, 1998, the Company recorded
after-tax  provisions  for restructuring of $17.6 and $61.3, respectively.  On a
per  share  basis,  these  charges were $.05 per basic and diluted share for the
quarter  and  $.20  and  $.19 per basic and diluted share, respectively, for the
nine  months.    For  the prior year quarter, restructuring provisions consisted
primarily  of  charges related to a voluntary early retirement option offered to
most  U.S.  Battery  Products'  employees  meeting  certain  age  and  service
requirements  and  other  charges  related to the Company's European battery and
international pet food operations.  In addition to these charges, the prior year
nine  months  also  included  an  after-tax  charge  of  $40.5  representing  an
impairment  write-down  of lithium ion rechargeable battery manufacturing assets
of  the  OEM  business.

On a pre-tax basis, restructuring provisions for the prior year quarter and nine
months  were  $21.6 and $96.4, respectively.  The nine-month charge consisted of
cash  costs  of  $37.7  and  non-cash  charges  of  $58.7.  The total charge and
non-cash  component  are  net of an $11.9 reversal of prior period restructuring
charges.

Note  3  -  During  the nine months ended June 30, 1999, the Company recorded an
after-tax,  unrealized  gain  of  $84.6,  or  $0.27 per basic and diluted share,
representing  a  market  value  adjustment  of  the Company's stock appreciation
income  linked  securities  (SAILS)  debt.    On  a pre-tax basis, this gain was
$132.2, which represents the difference between the debt's value at issuance, or
$480.0, and the current cash settlement value of the debt based on 15.50 million
shares  of  Interstate  Bakeries Corporation (IBC) common stock and an IBC stock
price  of  $22.4375  per share at June 30, 1999.  For the quarter ended June 30,
1999,  an  unrealized after-tax loss of $8.7 was recorded, or $.03 per basic and
diluted  share.    On  a  pre-tax  basis,  the  loss  for the quarter was $13.6.

At  maturity  on  August  1, 2000, the SAILS are mandatorily exchangeable into a
number  of  shares  of  IBC  common  stock owned by the Company, or cash, at the
Company's  option.   The number of shares or the amount of cash will be based on
the  average  market price of IBC stock on the 20 trading days prior to maturity
(the IBC Maturity Price).  If the IBC Maturity Price is greater than or equal to
$37.7819  per  share,  the  SAILS  will  be  exchangeable at maturity into 12.70
million  shares  of IBC stock.  If the IBC Maturity Price is $30.96875 per share
or  less, the SAILS will be exchangeable into 15.50 million shares of IBC stock.
If the IBC Maturity Price is between $30.96875 and $37.7819 per share, the SAILS
will  be exchangeable into a number of shares of IBC stock between 15.50 million
and  12.70  million,  respectively,  based  on  an  exchange  ratio.

For  accounting  purposes,  terms  of the SAILS require them to be marked to the
cash value of the underlying IBC common shares into which they may be exchanged.
Accordingly,  a  market value adjustment is required for the SAILS debt when the
IBC  stock  price  is outside the range of $30.96875 and $37.7819 per share.  If
the  IBC  stock  price is greater than $37.7819 per share, the Company records a
cumulative unrealized loss on the SAILS debt, and if the IBC stock price is less
than  $30.96875  per  share,  the  Company records a cumulative unrealized gain.

The  Company's investment in IBC is included in Investments and Other Assets and
is  accounted  for  using  the  equity  method of accounting, which results in a
carrying  value  different  from  the  current  market  value of the investment.

Note  4  -  During  the quarter and nine months ended June 30, 1999, the Company
sold  shares  of  its investment in E.I. du Pont de Nemours and Company (DuPont)
common  stock for $124.5 and recorded a $13.1, pre-tax, or $8.4, after-tax, gain
on  this  sale.  The cost basis of these shares was determined using the average
cost  method.    On  a per share basis, this gain was $.03 per basic and diluted
share,  for  both  the  quarter  and  nine-month  periods.

Note  5  -  During  the  nine-month period ended June 30, 1998, the Company sold
shares  of  its  investment  in  IBC  common  stock  for $27.1 and recognized an
after-tax  gain  of  $9.5,  or  $.03  per basic and diluted share.  On a pre-tax
basis,  this  gain  was  $14.7.

Note  6  -  During  the  nine-month  period  ended  June  30,  1998, the Company
recognized  a  capital loss tax benefit of $41.5, or $.14 and $.13 per basic and
diluted  share, respectively. This tax benefit was related to past restructuring
actions.

Note  7 - On December 3, 1997, the Company completed the sale of its Soy Protein
Products  business  to  DuPont for $1,554.2, comprised of 22.5 million shares of
DuPont common stock (which stock was valued at $1,399.2 at the date of purchase)
and  the assumption of certain liabilities.  The Company recorded a pre-tax gain
on  the  sale  of  the  Soy  Protein  Products  business  of $1.1 billion and an
after-tax  gain  of  $705.1,  or  $2.30  and  $2.14 per basic and diluted share,
respectively.

Note  8  -  Discontinued  operations consist of the operating results of the Soy
Protein  Products  business,  through  the  sale  date  (see  Note  7),  and the
Agricultural  Products  business,  which  was  spun  off on April 1, 1998.  Also
included  in  discontinued  operations  is  a  gain of $5.3, after taxes, on the
settlement  of  a  claim  related  to  a previously disposed business, partially
offset  by  transaction  costs  associated  with  the  spin-off.

Note 9 - In the first quarter of the current year, the Company adopted Statement
of Financial Accounting Standards No. 130, "Reporting Comprehensive Income." The
Company  has  restated  its  balance  sheet  at  September  30,  1998 to reflect
"Accumulated  Other  Comprehensive  Income,"  in accordance with this statement.

The  components  of  total  comprehensive  income for the quarter and nine-month
periods  ended  June  30,  1999  and  1998  are shown in the following table.  A
portion  of  the unrealized losses on DuPont common stock have been reclassified
in  the  current  periods  from  Accumulated  Other  Comprehensive Income to Net
Earnings  as  a  result of the sale of shares of DuPont common stock.  (see Note
4).


<TABLE>
<CAPTION>

                                              Quarter Ended       Nine Months Ended
                                              -------------       -----------------
                                            6/30/99   6/30/98    6/30/99   6/30/98
                                            --------  --------  ---------  --------
<S>                                         <C>       <C>       <C>        <C>
Net Earnings . . . . . . . . . . . . . . .  $   57.2  $   60.5  $  341.2  $ 1,000.9
Other Comprehensive Income, Net of Tax
  Foreign currency translation adjustments       1.4      90.1      (9.2)      40.0
 Unrealized gains on available-for-sale
           securities. . . . . . . . . . .     136.2      95.8     159.4      181.5
  Reclassification adjustment. . . . . . .       4.7                 6.8
                                            --------  --------  ---------  --------
Total Other Comprehensive Income . . . . .     142.3     185.9     157.0      221.5
                                            --------  --------  ---------  --------
   Total Comprehensive Income. . . . . . .  $  199.5  $  246.4  $  498.2   $1,222.4
                                            ========  ========  =========  ========
</TABLE>

Note  10  - The following table sets forth the computation of basic and diluted
earnings  per  share for the quarters and nine-month periods ended June 30, 1999
and  1998.


<TABLE>
<CAPTION>


                                                 Quarter Ended    Nine Months Ended
                                                   June  30,          June 30,
                                                  ----------      ------------------
                                                    1999    1998     1999     1998
                                                   ------  -------  -------  -------
<S>                                                <C>     <C>      <C>      <C>
Numerator:
   Earnings from continuing operations. . . . . .  $ 57.2  $ 59.6   $341.2   $285.8
   Preferred stock dividends. . . . . . . . . . .       -    (2.8)    (2.6)    (8.8)
                                                   ------  -------  -------  -------
   Numerator for basic earnings per share -
        Earnings from continuing operations
          available to common shareholders. . . .  $ 57.2  $ 56.8   $338.6   $277.0

   Effect of dilutive securities:
        ESOP stock. . . . . . . . . . . . . . . .       -     2.6      2.4      7.6
                                                   ------  -------  -------  -------
   Numerator for diluted earnings per share -
        Earnings from continuing operations
          available to common shareholders. . . .  $ 57.2  $ 59.4   $341.0   $284.6
                                                   ------  -------  -------  -------
        Net earnings from discontinued operations  $    -  $  0.9   $    -   $ 10.0
                                                   ------  -------  -------  -------
        Gain on sale of discontinued operations .  $    -  $    -   $    -   $705.1
                                                   ------  -------  -------  -------

Denominator:
   Denominator for basic earnings per share -
          weighted average shares * . . . . . . .   312.3   304.4    308.6    306.6

   Effect of dilutive securities:
          ESOP stock. . . . . . . . . . . . . . .       -    17.2      5.4     18.0
          Stock options . . . . . . . . . . . . .     2.9     5.3      3.1      4.6
          Deferred Compensation . . . . . . . . .       -       -        -        -
                                                   ------  -------  -------  -------
   Dilutive potential common shares . . . . . . .     2.9    22.5      8.5     22.6

   Denominator for diluted earnings per
          share - adjusted weighted average
          shares and assumed conversions. . . . .   315.2   326.9    317.1    329.2
                                                   ======  =======  =======  =======

Basic earnings per share:
   Earnings from continuing operations. . . . . .  $ 0.18  $ 0.19   $ 1.10   $ 0.91
   Net earnings from discontinued operations. . .       -       -        -     0.03
   Gain on sale of discontinued operations. . . .       -       -        -     2.30
                                                   ------  -------  -------  -------
   Net earnings . . . . . . . . . . . . . . . . .  $ 0.18  $ 0.19   $ 1.10   $ 3.24
                                                   ======  =======  =======  =======

Diluted earnings per share:
   Earnings from continuing operations. . . . . .  $ 0.18  $ 0.18   $ 1.08   $ 0.87
   Net earnings from discontinued operations. . .       -       -        -     0.03
   Gain on sale of discontinued operations. . . .       -       -        -     2.14
                                                   ------  -------  -------  -------
   Net earnings . . . . . . . . . . . . . . . . .  $ 0.18  $ 0.18   $ 1.08   $ 3.04
                                                   ======  =======  =======  =======
</TABLE>

*  Weighted  average  shares used for the computation of basic earnings per
share  excludes  13,683,000  and  13,423,000  shares of common stock held by the
Company's  Grantor  Trust  at  June  30,  1999  and  1998,  respectively.


Note  11 - Other (income)/expense, net, for the nine months ended June 30, 1999
and  1998  consists  of  the  following:

<TABLE>
<CAPTION>


                                       June  30,
                                    1999     1998
                                   -------  -------
<S>                                <C>      <C>
Net translation and exchange loss  $  6.2   $ 10.7
Dividends on DuPont common stock.   (23.2)   (15.0)
Other investment income . . . . .    (4.4)    (4.0)
Return on other investments . . .    (0.8)    (8.4)
Miscellaneous (income)/expense. .     1.3     (0.3)
                                   -------  -------
                                   $(20.9)  $(17.0)
                                   =======  =======
</TABLE>

Note  12  -  At  the  end  of  December  1998, the Company converted all of the
outstanding  shares  of  Series  A  6.75%  Preferred Stock (Redeemable Preferred
Stock)  into Ralston Purina Company common stock (RAL Stock), in accordance with
terms of the Redeemable Preferred Stock.  To effect this conversion, the Company
issued  13,505,609  Treasury  shares  and  2,209,192  authorized  but previously
unissued  shares  of  RAL  Stock.

Note 13 - In December 1997, the Company acquired Edward Baker Petfoods, a United
Kingdom  manufacturer  of  extruded complete pet foods and a supplier of branded
and  private  label  products  to  the  European  market,  for  $182.5.

Note  14  -  On  June  30,  1999,  there were 312,689,000 shares of common stock
outstanding,  exclusive  of  2,181,000  shares  held  in treasury and 13,683,000
Grantor  Trust  shares.  At September 30, 1998, there were 298,958,000 shares of
common  stock  outstanding,  exclusive of 13,875,000 shares held in treasury and
13,470,000  Grantor  Trust  shares.

Note  15  -  Investments  and  Other  Assets  consist  of  the  following:

<TABLE>
<CAPTION>

                                     June 30,  Sept. 30,
                                       1999      1998
                                     --------  --------
<S>                                  <C>       <C>
Goodwill. . . . . . . . . . . . . .  $  513.9  $  545.9
Other intangible assets . . . . . .     220.7     231.2
Investments in affiliated companies     350.2     319.3
Available-for-sale securities . . .   1,431.5   1,281.2
Deferred charges and other assets .     556.2     530.6
                                     --------  --------
                                     $3,072.5  $2,908.2
                                     ========  ========
</TABLE>

Note 16 - Available-for-sale securities at June 30, 1999 and September 30, 1998
consist  primarily  of shares of DuPont common stock obtained in connection with
the  sale  of  the  Company's  Soy  Protein  Products  business  (see  Note  7).
Available-for-sale  securities are carried at fair value, based on quoted market
prices.    The difference between fair value and cost basis of these securities,
net  of  tax,  is  shown  as  a  separate  component  within  Accumulated  Other
Comprehensive  Income  in  the  shareholders  equity section of the Consolidated
Balance Sheet.  The table below shows the aggregate fair value, gross unrealized
holding  gain/(loss),  tax  (provision)/benefit,  and  net  unrealized  holding
gain/(loss)  for  these  securities  as of June 30, 1999 and September 30, 1998.
The  changes  in  net  unrealized  holding  gain/(loss)  for  the  quarters  and
nine-month  periods  ended June 30, 1999 and 1998 are included as a component of
Other  Comprehensive  Income  as  shown  in  Note  9,  above.


<TABLE>
<CAPTION>

                                    Gross                         Net
                                  Unrealized        Tax        Unrealized
                    Aggregate      Holding     (Provision)/     Holding
                    Fair Value   Gain/(Loss)      Benefit     Gain/(Loss)
                    -----------  ------------  ---------      ------------
<S>                 <C>              <C>           <C>            <C>
June 30, 1999. . .  $   1,431.5  $     120.8     ($43.5)  $      77.3
September 30, 1998  $   1,281.2      ($138.9)  $   50.0        ($88.9)
</TABLE>

Note  17  - In June 1999, the Financial Accounting Standards Board (FASB) issued
Statement  of  Financial  Accounting  Standards  (SFAS) No. 137, "Accounting for
Derivative  Instruments  and Hedging Activities - Deferral of the Effective Date
of  FASB  Statement No. 133."  SFAS No. 133 provides standards on accounting and
disclosure  for  derivative  instruments,  and  requires that all derivatives be
measured  at  fair  value  and  reported  as either assets or liabilities in the
statement  of  financial  position.  In accordance with the issuance of SFAS No.
137,  the  Company  will  be required to adopt the provisions of SFAS No. 133 no
later than the beginning of fiscal year 2001.  The Company has not completed its
evaluation to determine the impact of SFAS No. 133 on its consolidated financial
statements.

PART  II  -          OTHER  INFORMATION
                     ------------------

There  is  no  information  required to be reported under any items except those
indicated  below.

Item  6.    Exhibits  and  Reports  on  Form  8-K
            -------------------------------------

(a)         Exhibits  filed  with  this  Report:

10(i)     Form of Management Continuity Agreement with Chief Executive Officer

10(ii)    Form of Management Continuity Agreement with Corporate Officer

10(iii)   Form  of  Management Continuity Agreement with Corporate Vice
            President

10(iv)    Form of Management Continuity Agreement with Corporate Officer

(27)        Financial  Data  Schedule

(b)         Reports  on  Form  8-K

Registrant filed its Current Report on Form 8-K dated June 10, 1999, to disclose
that its board had approved in principle a plan to spin off the Eveready Battery
business  to  Ralston  shareholders.


                                   SIGNATURES


Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
Registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.


                                  RALSTON  PURINA  COMPANY
                                  -----------------------------------------
                                  Registrant



                                 By:/s/ James R. Elsesser
                                        James  R.  Elsesser
                                        Vice  President  and  Chief
                                        Financial  Officer

Date:    August 10,  1999

<PAGE>


EXHIBIT  INDEX
-------------


Exhibits
--------

EX-27        Financial  data  schedule  for  3rd  Quarter  1999

             (provided  electronically)
             (Document  prepared  on  Edgar)

EX-10         Material Contracts

              10(i)  Form of Management Continuity Agreement with
                       Chief Executive Officer

             10(ii)  Form of Management Continuity Agreement with
                       Corporate Officer

            10(iii)  Form  of  Management Continuity Agreement with
                       Corporate Vice President

            10(iv)   Form of Management Continuity Agreement with
                       Corporate Officer