As  filed  with  the  Securities  and  Exchange
Commission  on  December  6,  1999               Registration  No.  ___________


--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                         ------------------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                     THE SECURITIES ACT OF 1933, AS AMENDED
                         ------------------------------

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

     Missouri                                   43-0470580
(State  or  other  jurisdiction of             (I.R.S. Employer
incorporation  or  organization)                Identification  No.)

Checkerboard  Square,  St.  Louis,  MO                         63164
(Address  of  principal  executive  offices)                 (Zip  Code)

                             RALSTON PURINA COMPANY
                               STOCK PURCHASE PLAN
                            (Full title of the plan)
                   ------------------------------------------

             J.M. Neville, Esq., Vice President and General Counsel
                             RALSTON PURINA COMPANY
                               Checkerboard Square
                            St. Louis, Missouri 63164
                     (Name and address of agent for service)
               Telephone number of agent for service: 314-982-1266

<PAGE>

<TABLE>
<CAPTION>

                        CALCULATION OF REGISTRATION FEE
<S>                   <C>             <C>              <C>         <C>

                                    Proposed        Proposed
                                    Maximum         Maximum     Amount of
Title of securities.  Amount to be  Offering price  Aggregate   Registration
being registered . .  Registered    per share (a)  offering price   fee

Ralston Purina
Common Stock
$.10 par value . . .   100,000      $ 29.156        $ 2,915,600  $ 810.54
                       shares . . .

</TABLE>

(a)  The  average  of the high and low prices of the Common Stock as reported on
the  New  York  Stock  Exchange  on  December  2,  1999.


PART  II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item  3.  Incorporation  of  Documents  by  Reference.

     The  following  documents  filed  with  the Commission (File No. 1-4582) by
Ralston  Purina  Company  (hereinafter  "the  Company")  are  incorporated  by
reference:

     (i)     Annual  Report  on Form 10-K for the year ended September 30, 1998.

     (ii)     Quarterly  Reports on Form 10-Q for the periods ended December 31,
1998,               March  31,  1999,  and  June  30,  1999.

     (iii)     Current  Reports on Form 8-K dated January 26, 1999, and June 10,
1999.

(iv)     The  description  of the Registrant's shares of common stock, including
the  Rights  related to the shares as set forth in the Rights Agreement dated as
of  March  28, 1996, and amended May 28, 1998 between the Registrant and Norwest
Bank,  N.A.,  as successor to Boatmen's Trust Company as Rights Agent, contained
in  the  Registrant's  Form  8-A  Registration  Statements  under the Securities
Exchange  Act  of  1934, filed on June 7, 1993, as amended June 11, 1993, and on
March 29, 1996, as amended January 21, 1999, including any amendments or reports
filed  for  the  purpose  of  updating  such  information.

     All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c),  14 or 15(d) of the Securities Exchange Act of 1934, as amended, prior to
the  filing  of  a  post-effective amendment which indicated that all securities
offered  have  been  sold  or  which  deregisters  all securities then remaining
unsold,  shall  be  deemed  to be incorporated by reference in this Registration
Statement  and  to  be  a part hereof from the date of filing of such documents.
Any statement incorporated by reference herein shall be deemed to be modified or
superseded  for  purposes  of  this  Registration Statement to the extent that a
statement  contained  herein  or  in any other subsequently filed document which
also  is  deemed  to  be incorporated by reference herein modifies or supersedes
such  statement.  Any  such  statement  so  modified  or superseded shall not be
deemed,  except  as  so  modified  or  superseded,  to constitute a part of this
Registration  Statement.

Item  4.  Description  of  Securities.

     The  Registrant's  common  stock  is  registered  under  Section  12 of the
Securities  Exchange  Act  of  1934,  as  amended.

Item  5.  Interests  of  Named  Experts  and  Counsel.

     The  validity  of  the  issuance  of  the  securities and obligations being
registered  has been passed upon for the Company by J.M. Neville, Vice President
and  General  Counsel  for  the  Company.  Mr.  Neville  is paid a salary by the
Company  and participates in various employee benefit plans offered to employees
generally, as well as in plans offered to a limited number of key employees.  At
October  31,  1999, Mr. Neville was the beneficial owner of 79,455 shares of the
Registrant's  common stock, and options to purchase 436,611 additional shares of
common  stock.  Additionally,  as  of October 31, 1999, 14,430.248 shares of the
Registrant's  common  stock  were  allocated to Mr. Neville's accounts under the
Ralston  Purina  Company  Savings  Investment  Plan.

     The  financial  statements  incorporated  in this Registration Statement by
reference  to  the  Company's  Annual  Report  on  Form  10-K for the year ended
September  30,  1998,  have  been  so incorporated in reliance on the reports of
PricewaterhouseCoopers  LLP,  independent  accountant, given on the authority of
said  firm  as  experts  in auditing and accounting.  PricewaterhouseCoopers has
served as independent accountant to the Registrant since 1955, and has no equity
or  other  interest  in  Registrant.

Item  6.  Indemnification  of  Directors  and  Officers.

     Under  the  terms  of  Section  351.355  of  the  Missouri G.B.C.L. and the
Registrant's  Restated  Articles of Incorporation, Registrant must indemnify any
person who is or was a director, officer or employee of the Registrant, or is or
was serving at the request of the Registrant as a director, officer, employee or
agent  of  another  corporation,  partnership,  joint  venture,  trust  or other
enterprise,  against any and all expenses, including attorneys' fees, judgments,
fines and amounts paid in settlement, actually and reasonably incurred by him in
connection  with  any  civil,  criminal, administrative or investigative action,
proceeding  or  claim (including an action by or in the right of the Registrant)
by  reason of the fact that he is or was serving in such capacity, provided that
such person's conduct is not finally adjudged to have been knowingly fraudulent,
deliberately  dishonest or willful misconduct.  As permitted by the Registrant's
Restated  Articles,  the  Registrant has entered into contracts with each of its
directors  and  corporate  officers  guaranteeing the indemnification provisions
stated  in  the  Restated  Articles  and  providing  for  advancement  to  such
individuals of legal fees and other expenses necessary in defending against such
actions,  proceedings  or  claims.

     The  Registrant  has directors' and officers' insurance which protects each
director  or  officer  from  liability  for  actions  taken in their capacity as
directors  or  officers.  This  insurance  may provide broader coverage for such
individuals  than may be required by the provisions of the Registrant's Restated
Articles  of  Incorporation.

     The  foregoing  represents  a summary of the general effect of Missouri law
and  the Registrant's Restated Articles of Incorporation for purposes of general
description only.  Additional information regarding indemnification of directors
and  officers  can  be  found  in  Section 351.355 of the Missouri G.B.C.L., the
Registrant's  Restated  Articles  of  Incorporation  and its pertinent insurance
contracts.

Item  7.  Exemption  from  Registration  Claimed.

     Not  Applicable.

Item  8.  Exhibits.

     Exhibit  4.1     Ralston  Purina  Company  Stock  Purchase Plan, as amended
January  1,  2000  attached  hereto.

     Exhibit  5     Opinion  of  James  M.  Neville,  Vice President and General
Counsel  of  the  Company  attached  hereto.

     Exhibit 23     Consent of Independent Certified Public Accountants attached
hereto.

Item  9.  Undertakings.

(a)     The  undersigned  Registrant  hereby  undertakes:

     (1)  To  file, during any period in which offers or sales are being made, a
post-effective  amendment  to  this  Registration  Statement:

(i)     to include any prospectus required by Section 10(a)(3) of the Securities
Act  of  1933;

(ii)     to  reflect  in  the  prospectus  any facts or events arising after the
effective  date of the Registration Statement (or the most recent post-effective
amendment  thereof)  which,  individually  or  in  the  aggregate,  represent  a
fundamental  change  in  the  information  in  the  Registration  Statement;

(iii)     to  include  any  material  information  with  respect  to the plan or
distribution  not  previously  disclosed  in  the  Registration Statement or any
material  change  to  such  information  in  the  Registration  Statement;

provided,  however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information  required  to  be  included  in  a post-effective amendment by those
paragraphs  is contained in periodic reports filed by the Registrant pursuant to
Section  13  or  Section  15(d)  of the Securities Exchange Act of 1934 that are
incorporated  by  reference  in  the  Registration  Statement.

     (2)  That for the purpose of determining any liability under the Securities
Act  of  1933,  each  such  post-effective amendment shall be deemed to be a new
registration  statement  relating  to  the  securities  offered therein, and the
offering  of such securities at that time shall be deemed to be the initial bona
fide  offering  thereof.

     (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

(b)     The  undersigned  Registrant hereby undertakes that, for the purposes of
determining  any  liability under the Securities Act of 1933, each filing of the
Registrant's  annual  report  pursuant  to Section 13(a) or Section 15(d) of the
Securities  Exchange  Act  of  1934  (and,  where  applicable, each filing of an
employee  benefit  plan's  annual  report  pursuant  to  Section  15(d)  of  the
Securities  Exchange  Act  of  1934)  that  is  incorporated by reference in the
Registration  Statement  shall  be  deemed  to  be  a new registration statement
relating  to the securities offered therein, and the offering of such securities
at  that  time  shall  be  deemed  to be the initial bona fide offering thereof.

(c)     Insofar  as indemnification for liabilities arising under the Securities
Act  of  1933  may  be  required  with respect to directors, officers or persons
controlling  the Registrant pursuant to the foregoing provisions, the Registrant
has  been  informed  that  it  is  the  opinion  of  the Securities and Exchange
Commission  that  such  indemnification is against public policy as expressed in
the Securities Act of 1933, and is therefore unenforceable.  In the event that a
claim  for  indemnification  against such liabilities (other than the payment by
the  Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person  of  the registrant in the successful defense of any action,
suit  or proceeding) is asserted by such director, officer or controlling person
in  connection with the securities being registered, the Registrant will, unless
in  the  opinion  of  its  counsel  the  matter  has been settled by controlling
precedent,  submit  to  a court of appropriate jurisdiction the question whether
such  indemnification  by  it  is  against  public  policy  as  expressed in the
Securities  Act  of 1933, and will be governed by the final adjudication of such
issue.

<PAGE>

                                   SIGNATURES

     The  Registrant.  Pursuant  to  the  requirements  of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets  all  of  the requirements for filing on Form S-8 and has duly caused this
Registration  Statement to be signed on its behalf by the undersigned, thereunto
duly  authorized,  in  the  City  of  St.  Louis, Missouri, as of the 6th day of
December,  1999.

                             RALSTON PURINA COMPANY



     By:  /s/  W.P.  McGinnis
          -------------------
          W.P.  McGinnis
          Chief  Executive  Officer  and  President


                                POWER OF ATTORNEY

     KNOW  ALL  MEN  BY THESE PRESENTS, that each person whose signature appears
below  constitutes  and  appoints James M. Neville, W. P. McGinnis, and Nancy E.
Hamilton,  and  each  of  them, his or her true and lawful attorneys-in-fact and
agents,  with  full  power of substitution and resubstitution, for and in his or
her  name,  place  and  stead,  in  any  and all capacities, to sign any and all
amendments  (including post-effective amendments), and to file the same with all
exhibits  thereto,  and  other  documents  in  connection  therewith,  with  the
Securities  and  Exchange  Commission,  granting unto said attorneys-in-fact and
agents,  and  each  of them, full power and authority to do and perform each and
every  act  and  thing  requisite  and  necessary  to  be  done in and about the
premises, as fully to all intents and purposes as he or she might or could do in
person,  hereby  ratifying  and  confirming  that all said attorneys-in-fact and
agents  or  any  of  them, or their or his or her substitute or substitutes, may
lawfully  do  or  cause  to  be  done  by  virtue  hereof.

<PAGE>
     Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities  described  as  of  December  6,  1999.


SIGNATURE                                    TITLE
---------                                    -----


/s/  William  P.  Stiritz                    Chairman  of  the  Board
--------------------------------
     William  P.  Stiritz


/s/  W.  P.  McGinnis                        Director  and  Chief  Executive
-------------------------------              Officer and  President
     W.  P.  McGinnis


/s/  James  R.  Elsesser                     Vice  President, Chief
-------------------------------              Financial Officer and Treasurer
     James  R.  Elsesser


/s/  Anita  M.  Wray                         Controller
-------------------------------
     Anita  M.  Wray


/s/  David  R.  Banks                        Director
-------------------------------
     David  R.  Banks


/s/  John  H.  Biggs                         Director
-------------------------------
     John  H.  Biggs


/s/  Donald  Danforth,  Jr.                  Director
-------------------------------
     Donald  Danforth,  Jr.


/s/  William  H.  Danforth                   Director
-------------------------------
     William  H.  Danforth


/s/  David  C.  Farrell                      Director
-------------------------------
     David  C.  Farrell


/s/  M.  Darrell  Ingram                     Director
-------------------------------
     M.  Darrell  Ingram


/s/  Richard  A.  Liddy                      Director
-------------------------------
     Richard  A.  Liddy



/s/  John  F.  McDonnell                     Director
-------------------------------
     John  F.  McDonnell


/s/  J.  P.  Mulcahy                         Director
-------------------------------
     J.  P.  Mulcahy



/s/  Katherine  D.  Ortega                   Director
-------------------------------
     Katherine  D.  Ortega


/s/  Ronald  L.  Thompson                    Director
------------------------------
     Ronald  L.  Thompson
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 16491}]
{"company-data": {"conformed-name": "RALSTON PURINA CO", "cik": "0000081870", "assigned-sic": "2040", "irs-number": "430470580", "state-of-incorporation": "MO", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-92141", "film-number": "99769193"}, "business-address": {"street1": "CHECKERBOARD SQ", "city": "ST LOUIS", "state": "MO", "zip": "63164", "phone": "3149821000"}, "mail-address": {"street1": "CHECKERBOARD SQUARE", "city": "ST LOUIS", "state": "MO", "zip": "63164"}}
As  filed  with  the  Securities  and  Exchange
Commission  on  December  6,  1999               Registration  No.  ___________

--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                         ------------------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                     THE SECURITIES ACT OF 1933, AS AMENDED
                         ------------------------------

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

     Missouri                                   43-0470580
(State  or  other  jurisdiction of             (I.R.S. Employer
incorporation  or  organization)                Identification  No.)

Checkerboard  Square,  St.  Louis,  MO                         63164
(Address  of  principal  executive  offices)                 (Zip  Code)

                             RALSTON PURINA COMPANY
                               STOCK PURCHASE PLAN
                            (Full title of the plan)
                   ------------------------------------------

             J.M. Neville, Esq., Vice President and General Counsel
                             RALSTON PURINA COMPANY
                               Checkerboard Square
                            St. Louis, Missouri 63164
                     (Name and address of agent for service)
               Telephone number of agent for service: 314-982-1266
CALCULATION OF REGISTRATION FEE
Proposed        Proposed
                                    Maximum         Maximum     Amount of
Title of securities.  Amount to be  Offering price  Aggregate   Registration
being registered . .  Registered    per share (a)  offering price   fee

Ralston Purina
Common Stock
$.10 par value . . .   100,000      $ 29.156        $ 2,915,600  $ 810.54
                       shares . . .
(a)  The  average  of the high and low prices of the Common Stock as reported on
the  New  York  Stock  Exchange  on  December  2,  1999.

PART  II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item  3.  Incorporation  of  Documents  by  Reference.

     The  following  documents  filed  with  the Commission (File No. 1-4582) by
Ralston  Purina  Company  (hereinafter  "the  Company")  are  incorporated  by
reference:

     (i)     Annual  Report  on Form 10-K for the year ended September 30, 1998.

     (ii)     Quarterly  Reports on Form 10-Q for the periods ended December 31,
1998,               March  31,  1999,  and  June  30,  1999.

     (iii)     Current  Reports on Form 8-K dated January 26, 1999, and June 10,
1999.

(iv)     The  description  of the Registrant's shares of common stock, including
the  Rights  related to the shares as set forth in the Rights Agreement dated as
of  March  28, 1996, and amended May 28, 1998 between the Registrant and Norwest
Bank,  N.A.,  as successor to Boatmen's Trust Company as Rights Agent, contained
in  the  Registrant's  Form  8-A  Registration  Statements  under the Securities
Exchange  Act  of  1934, filed on June 7, 1993, as amended June 11, 1993, and on
March 29, 1996, as amended January 21, 1999, including any amendments or reports
filed  for  the  purpose  of  updating  such  information.

     All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c),  14 or 15(d) of the Securities Exchange Act of 1934, as amended, prior to
the  filing  of  a  post-effective amendment which indicated that all securities
offered  have  been  sold  or  which  deregisters  all securities then remaining
unsold,  shall  be  deemed  to be incorporated by reference in this Registration
Statement  and  to  be  a part hereof from the date of filing of such documents.
Any statement incorporated by reference herein shall be deemed to be modified or
superseded  for  purposes  of  this  Registration Statement to the extent that a
statement  contained  herein  or  in any other subsequently filed document which
also  is  deemed  to  be incorporated by reference herein modifies or supersedes
such  statement.  Any  such  statement  so  modified  or superseded shall not be
deemed,  except  as  so  modified  or  superseded,  to constitute a part of this
Registration  Statement.

Item  4.  Description  of  Securities.

     The  Registrant's  common  stock  is  registered  under  Section  12 of the
Securities  Exchange  Act  of  1934,  as  amended.

Item  5.  Interests  of  Named  Experts  and  Counsel.

     The  validity  of  the  issuance  of  the  securities and obligations being
registered  has been passed upon for the Company by J.M. Neville, Vice President
and  General  Counsel  for  the  Company.  Mr.  Neville  is paid a salary by the
Company  and participates in various employee benefit plans offered to employees
generally, as well as in plans offered to a limited number of key employees.  At
October  31,  1999, Mr. Neville was the beneficial owner of 79,455 shares of the
Registrant's  common stock, and options to purchase 436,611 additional shares of
common  stock.  Additionally,  as  of October 31, 1999, 14,430.248 shares of the
Registrant's  common  stock  were  allocated to Mr. Neville's accounts under the
Ralston  Purina  Company  Savings  Investment  Plan.

     The  financial  statements  incorporated  in this Registration Statement by
reference  to  the  Company's  Annual  Report  on  Form  10-K for the year ended
September  30,  1998,  have  been  so incorporated in reliance on the reports of
PricewaterhouseCoopers  LLP,  independent  accountant, given on the authority of
said  firm  as  experts  in auditing and accounting.  PricewaterhouseCoopers has
served as independent accountant to the Registrant since 1955, and has no equity
or  other  interest  in  Registrant.

Item  6.  Indemnification  of  Directors  and  Officers.

     Under  the  terms  of  Section  351.355  of  the  Missouri G.B.C.L. and the
Registrant's  Restated  Articles of Incorporation, Registrant must indemnify any
person who is or was a director, officer or employee of the Registrant, or is or
was serving at the request of the Registrant as a director, officer, employee or
agent  of  another  corporation,  partnership,  joint  venture,  trust  or other
enterprise,  against any and all expenses, including attorneys' fees, judgments,
fines and amounts paid in settlement, actually and reasonably incurred by him in
connection  with  any  civil,  criminal, administrative or investigative action,
proceeding  or  claim (including an action by or in the right of the Registrant)
by  reason of the fact that he is or was serving in such capacity, provided that
such person's conduct is not finally adjudged to have been knowingly fraudulent,
deliberately  dishonest or willful misconduct.  As permitted by the Registrant's
Restated  Articles,  the  Registrant has entered into contracts with each of its
directors  and  corporate  officers  guaranteeing the indemnification provisions
stated  in  the  Restated  Articles  and  providing  for  advancement  to  such
individuals of legal fees and other expenses necessary in defending against such
actions,  proceedings  or  claims.

     The  Registrant  has directors' and officers' insurance which protects each
director  or  officer  from  liability  for  actions  taken in their capacity as
directors  or  officers.  This  insurance  may provide broader coverage for such
individuals  than may be required by the provisions of the Registrant's Restated
Articles  of  Incorporation.

     The  foregoing  represents  a summary of the general effect of Missouri law
and  the Registrant's Restated Articles of Incorporation for purposes of general
description only.  Additional information regarding indemnification of directors
and  officers  can  be  found  in  Section 351.355 of the Missouri G.B.C.L., the
Registrant's  Restated  Articles  of  Incorporation  and its pertinent insurance
contracts.

Item  7.  Exemption  from  Registration  Claimed.

     Not  Applicable.

Item  8.  Exhibits.

     Exhibit  4.1     Ralston  Purina  Company  Stock  Purchase Plan, as amended
January  1,  2000  attached  hereto.

     Exhibit  5     Opinion  of  James  M.  Neville,  Vice President and General
Counsel  of  the  Company  attached  hereto.

     Exhibit 23     Consent of Independent Certified Public Accountants attached
hereto.

Item  9.  Undertakings.

(a)     The  undersigned  Registrant  hereby  undertakes:

     (1)  To  file, during any period in which offers or sales are being made, a
post-effective  amendment  to  this  Registration  Statement:

(i)     to include any prospectus required by Section 10(a)(3) of the Securities
Act  of  1933;

(ii)     to  reflect  in  the  prospectus  any facts or events arising after the
effective  date of the Registration Statement (or the most recent post-effective
amendment  thereof)  which,  individually  or  in  the  aggregate,  represent  a
fundamental  change  in  the  information  in  the  Registration  Statement;

(iii)     to  include  any  material  information  with  respect  to the plan or
distribution  not  previously  disclosed  in  the  Registration Statement or any
material  change  to  such  information  in  the  Registration  Statement;

provided,  however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information  required  to  be  included  in  a post-effective amendment by those
paragraphs  is contained in periodic reports filed by the Registrant pursuant to
Section  13  or  Section  15(d)  of the Securities Exchange Act of 1934 that are
incorporated  by  reference  in  the  Registration  Statement.

     (2)  That for the purpose of determining any liability under the Securities
Act  of  1933,  each  such  post-effective amendment shall be deemed to be a new
registration  statement  relating  to  the  securities  offered therein, and the
offering  of such securities at that time shall be deemed to be the initial bona
fide  offering  thereof.

     (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

(b)     The  undersigned  Registrant hereby undertakes that, for the purposes of
determining  any  liability under the Securities Act of 1933, each filing of the
Registrant's  annual  report  pursuant  to Section 13(a) or Section 15(d) of the
Securities  Exchange  Act  of  1934  (and,  where  applicable, each filing of an
employee  benefit  plan's  annual  report  pursuant  to  Section  15(d)  of  the
Securities  Exchange  Act  of  1934)  that  is  incorporated by reference in the
Registration  Statement  shall  be  deemed  to  be  a new registration statement
relating  to the securities offered therein, and the offering of such securities
at  that  time  shall  be  deemed  to be the initial bona fide offering thereof.

(c)     Insofar  as indemnification for liabilities arising under the Securities
Act  of  1933  may  be  required  with respect to directors, officers or persons
controlling  the Registrant pursuant to the foregoing provisions, the Registrant
has  been  informed  that  it  is  the  opinion  of  the Securities and Exchange
Commission  that  such  indemnification is against public policy as expressed in
the Securities Act of 1933, and is therefore unenforceable.  In the event that a
claim  for  indemnification  against such liabilities (other than the payment by
the  Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person  of  the registrant in the successful defense of any action,
suit  or proceeding) is asserted by such director, officer or controlling person
in  connection with the securities being registered, the Registrant will, unless
in  the  opinion  of  its  counsel  the  matter  has been settled by controlling
precedent,  submit  to  a court of appropriate jurisdiction the question whether
such  indemnification  by  it  is  against  public  policy  as  expressed in the
Securities  Act  of 1933, and will be governed by the final adjudication of such
issue.
SIGNATURES

     The  Registrant.  Pursuant  to  the  requirements  of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets  all  of  the requirements for filing on Form S-8 and has duly caused this
Registration  Statement to be signed on its behalf by the undersigned, thereunto
duly  authorized,  in  the  City  of  St.  Louis, Missouri, as of the 6th day of
December,  1999.

                             RALSTON PURINA COMPANY

     By:  /s/  W.P.  McGinnis
          -------------------
          W.P.  McGinnis
          Chief  Executive  Officer  and  President

                                POWER OF ATTORNEY

     KNOW  ALL  MEN  BY THESE PRESENTS, that each person whose signature appears
below  constitutes  and  appoints James M. Neville, W. P. McGinnis, and Nancy E.
Hamilton,  and  each  of  them, his or her true and lawful attorneys-in-fact and
agents,  with  full  power of substitution and resubstitution, for and in his or
her  name,  place  and  stead,  in  any  and all capacities, to sign any and all
amendments  (including post-effective amendments), and to file the same with all
exhibits  thereto,  and  other  documents  in  connection  therewith,  with  the
Securities  and  Exchange  Commission,  granting unto said attorneys-in-fact and
agents,  and  each  of them, full power and authority to do and perform each and
every  act  and  thing  requisite  and  necessary  to  be  done in and about the
premises, as fully to all intents and purposes as he or she might or could do in
person,  hereby  ratifying  and  confirming  that all said attorneys-in-fact and
agents  or  any  of  them, or their or his or her substitute or substitutes, may
lawfully  do  or  cause  to  be  done  by  virtue  hereof.
Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities  described  as  of  December  6,  1999.

SIGNATURE                                    TITLE
---------                                    -----

/s/  William  P.  Stiritz                    Chairman  of  the  Board
--------------------------------
     William  P.  Stiritz

/s/  W.  P.  McGinnis                        Director  and  Chief  Executive
-------------------------------              Officer and  President
     W.  P.  McGinnis

/s/  James  R.  Elsesser                     Vice  President, Chief
-------------------------------              Financial Officer and Treasurer
     James  R.  Elsesser

/s/  Anita  M.  Wray                         Controller
-------------------------------
     Anita  M.  Wray

/s/  David  R.  Banks                        Director
-------------------------------
     David  R.  Banks

/s/  John  H.  Biggs                         Director
-------------------------------
     John  H.  Biggs

/s/  Donald  Danforth,  Jr.                  Director
-------------------------------
     Donald  Danforth,  Jr.

/s/  William  H.  Danforth                   Director
-------------------------------
     William  H.  Danforth

/s/  David  C.  Farrell                      Director
-------------------------------
     David  C.  Farrell

/s/  M.  Darrell  Ingram                     Director
-------------------------------
     M.  Darrell  Ingram

/s/  Richard  A.  Liddy                      Director
-------------------------------
     Richard  A.  Liddy

/s/  John  F.  McDonnell                     Director
-------------------------------
     John  F.  McDonnell

/s/  J.  P.  Mulcahy                         Director
-------------------------------
     J.  P.  Mulcahy

/s/  Katherine  D.  Ortega                   Director
-------------------------------
     Katherine  D.  Ortega

/s/  Ronald  L.  Thompson                    Director
------------------------------
     Ronald  L.  Thompson