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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option 05/08/00 | $ 17 | 05/08/2000 | A | 500,000 | 05/08/2001(4) | 05/07/2010 | Energizer Holdings, Inc. Common Stock | 500,000 | $ 0 | 500,000 | D | ||||
| Phantom Stock Units in Deffered Compensation Plan | (5) | 05/01/2000 | A | 894 | (6) | (6) | Energizer Holdings, Inc. Common Stock | 894 | $ 19.91 | 894 | D | ||||
| Restricted Stock Equivalents | (5) | 05/08/2000 | A | 130,000 | (7) | (7) | Energizer Holdings, Inc. Comon Stock | 130,000 | $ 0 | 130,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| STIRITZ WILLIAM P C/O ENERGIZER HOLDINGS, INC. 533 MARYVILLE UNIVERSITY DRIVE ST LOUIS, MO 63141 |
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| /s/ William P. Stiritz | 04/23/2008 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Includes 378,400 shares acquired in a pro rata distribution by Ralston Purina Company on April 1, 2000. 26,000 of those shares were held in a collateral bank account of Reporting Person. The 26,000 shares were inadvertently not reported in the original filing for May,2000. |
| (2) | Includes 4,576 shares acquired in a pro rata distribution by Ralston Purina Company on April 1, 2000. |
| (3) | Includes 34,157 shares acquired in a pro rata distribution by Ralston Purina Company on April 1, 2000. |
| (4) | Exercisable at the rate of 20% per year commencing May 8, 2001. |
| (5) | 1 for 1. |
| (6) | Phantom stock units are payable in cash following termination of the Reporting Person's Service on the Board of Directors of Energizer Holdings, Inc. |
| (7) | Restricted Stock equivalents will convert into shares of Energizer Common Stock three years from date of grant unless Reporting Person elects to defer converstion until retirement or other termination, or unless deferral of conversion is mandated by Energizer Holdings, Inc. Equivalents subject to forfeiture if Reporting Person terminates service on the Board within 3 years of grant. |