RALCORP HOLDINGS INC /MO
8-K, EX-99.1, 2000-06-19
GRAIN MILL PRODUCTS
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          Immediate
          Daniel  J.  Sescleifer
          314/877-7113

                     RALCORP HOLDINGS, INC. PLANS TO ACQUIRE
                           THE RED WING COMPANY, INC.

ST. LOUIS, MO,  JUNE 16, 2000     Ralcorp Holdings, Inc. announced today that it
signed  a definitive agreement to purchase The Red Wing Company, Inc., a leading
producer  of private label shelf-stable type products with sales of $348 million
and  EBITDA  of  approximately  $21  million for the fiscal year ended April 29,
2000.  The  combination  of  Red  Wing  and Ralcorp's Martin Gillet shelf-stable
business (acquired in March of 1999) should generate sales of approximately $410
million  in  the  shelf-stable,  wet  fill  store  brand  segment.

The  transaction  is  expected to close by the end of July, subject to customary
conditions including the Hart-Scott-Rodino waiting period.  Ralcorp will finance
the  acquisition,  valued at $135 million, with borrowings under a separate $200
million financing arrangement.  Ralcorp expects the acquisition will be slightly
dilutive  to earnings in the near term and is expected to be accretive in twelve
to  eighteen  months.

Red Wing's ultimate parent company is Tomkins PLC which is divesting Red Wing in
order  to  focus  on  its  core  engineering  and  industrial  activities.

The  Company  stated  that "We are thrilled to be adding Red Wing to our growing
store  brand  company.  This  acquisition  will  solidify  our  position  in the
shelf-stable,  wet  fill  food  category  and  should  boost  overall  sales  to
approximately  $1.1  billion.  Red  Wing  has  successfully developed a business
focused  on  store  brands  and  has secured opportunistic copacking business in
several  key  areas."

Red  Wing  manufactures  9,000  SKU's  and  employs approximately 1,060 full and
part-time  employees.  Red  Wing's  wide  array  of  product  categories include
syrups,  peanut  butter,  preserves  and jellies, tomato based sauces, spoonable
spreads,  pourable  dressings, BBQ sauces, specialty sauces and honey.  Red Wing
also  owns  the  "Major  Peters"  and  "Jero" Bloody Mary and other cocktail mix
businesses.

The  Company  further stated that "This transaction continues Ralcorp's strategy
of building the preeminent store brand company through acquisitions and internal
growth."   Soon  after Ralcorp completed the sale of its ski resorts and branded
cereal  business  in  1997,  it began acquiring companies focused on store brand
foods. The purchase of Red Wing will be the Company's tenth acquisition in three
and  a  half  years.  With  the  acquisition  of  Red Wing, Ralcorp will further
diversify  its  store  brand  business  base and will have critical mass in four
business  unit  platforms:  ready-to-eat  cereals,  cookies  and crackers, snack
nuts,  and  shelf-stable  wet  fill  products.

Currently,  Ralcorp  produces a variety of store brand foods that are sold under
the  individual  labels  of  various  grocery,  mass  merchandise and drug store
retailers.  Ralcorp's  diversified  product  mix  includes  ready-to-eat and hot
cereals,  crackers  and cookies, snack nuts, mayonnaise, shelf-stable dressings,
and chocolate candy.  In addition, Ralcorp holds a 21.9 percent interest in Vail
Resorts,  Inc.  (ticker:  MTN),  the  premier  mountain resort operator in North
America.

                                       ###

NOTE:  Information  in  this  press release that includes information other than
historical  data  contains  forward-looking statements as defined by the Private
Securities  Litigation  Reform Act of 1995.  Any such forward-looking statements
are  made  based  on information currently known and are subject to various risk
and  uncertainties  and  are  therefore  qualified  by  the Company's cautionary
statements contained in its filings with the Securities and Exchange Commission.




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