UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
RALSTON PURINA COMPANY
(Name of Issuer)
Ralston-Continental Baking Group Common Stock ("CBG Stock")
and
$1.00 par Series A ESOP Convertible Preferred Stock ("ESOP
Stock") convertible into 2.225 shares of Ralston-Ralston
Purina
Group Common Stock ("RPG Stock") and .4 shares of CBG Stock.
ESOP Stock is not stock of the type described in Section
13(d)(i)
of the Securities Exchange Act of 1934.
(Title of Class of Securities)
751 262 106 (CBG Stock)
(CUSIP Number)
Check the following box if a fee is being paid with this
statement: \ \. (A fee is not required only if the filing
person: (1) has a previous statement on file reporting
beneficial
ownership of more than five percent of the class of
securities
described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five
percent
or less of such class.) (See Rule 13d-7).
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section
18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but
shall
be subject to all other provisions of the Act.
1. NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON:
Ralston Purina Benefits Policy Board ("BPB").
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
Not applicable.<PAGE>
3 SEC USE ONLY:
4. CITIZENSHIP OR PLACE OF ORGANIZATION:
BPB is an unincorporated committee consisting of
employees of
the Issuer with fiduciary responsibility for the
administration
of the Issuer's Savings Investment Plan (the "Plan"), a 401K
Plan
with an ESOP feature.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
5. SOLE VOTING POWER: 0
6. SHARED VOTING POWER: 0
7. SOLE DISPOSITIVE POWER: 0
8. SHARED DISPOSITIVE POWER: 650,203 shares of CBG Stock
and
4,237,667 shares of ESOP Stock convertible into 9,555,939
shares
of RPG Stock and 1,695,067 shares of CBG Stock. The BPB has
authority to make amendments to the Plan, which amendments
may
include the deletion of the CBG Stock Fund or the ESOP
Preferred
Stock Fund as investment funds of the Plan. Upon such
amendment,
if made, the Trustee for the Plan would be required to sell,
redeem, or otherwise dispose of shares of such stocks held
with
respect to such funds and transfer the proceeds
to other accounts established on behalf of
the participants.
Dividends with respect to shares of CBG Stock and ESOP Stock
allocated to participant accounts are paid into such
accounts or,
in the case of ESOP Stock, may be paid directly to
participants. Dividends with respect to unallocated shares
of ESOP Stock are,
by the terms of the Plan, paid into the Ralston Purina
Savings
Investment Trust (the "SIP Trust") and used to pay principal
and
interest on notes issued by the SIP Trust. By the terms of
the
Plan shares of stock allocated to participant accounts may
only<PAGE>
be distributed to participants upon retirement or other
termination of employment or, in certain limited
circumstances,
hardship withdrawals. Shares of ESOP Stock may only be held
by
the Trustee of the SIP Trust and so must be converted into
shares
of RPG Stock and CBG Stock prior to such distribution to
participants. Participants have a limited right of
diversification with respect to accounts in the CBG Stock
Fund
(but not the ESOP Preferred Stock Fund) but upon any
participant
election to transfer accounts from the CBG Stock Fund,
shares of
CBG Stock may be sold or redeemed and the proceeds thereof
transferred to other investment funds of the Plan.
Unallocated
shares of ESOP Stock are subject to a security interest
securing
the notes issued by the SIP Trust and
upon payment on such notes, shares of such stock
are released from such security interest and allocated to
participant accounts.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON:
650,203 shares of CBG Stock and 4,237,667 shares of ESOP
Stock
convertible into 1,695,067 shares of CBG Stock. Reporting
Person
disclaims beneficial ownership of all such shares pursuant
to Rule 13d-4.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*:
Not applicable.
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:
10.5% of outstanding CBG Stock and CBG Stock
convertible
from ESOP Stock.
(in the aggregate).
12. TYPE OF REPORTING PERSON:
EP
SCHEDULE 13G
Item 1.
(a) Name of Issuer: Ralston Purina Company<PAGE>
(b) Address of Issuer's Principal Executive Offices:
Checkerboard Square, St. Louis, MO 63164
Item 2.
(a) Name of Person Filing: BPB
(b) Address of Principal Business Office or, if none,
Residence: Checkerboard Square,
St. Louis, MO 63164
(c) Citizenship: See responses to Item 4 on Cover Sheets
(d) Title of Class of Securities: CBG Stock and ESOP
Stock
convertible into
RPG Stock and CBG Stock.
(e) CUSIP Number: 751 262 106 (CBG Stock).
Item 3. If this statement is filed pursuant to Rule 13d-
1(b),
or 13d-2(b), check whether the person
filing is a:
(a) Broker or Dealer registered under Section 15 of the
Act: No
(b) Bank as defined in section 3(a)(6) of the Act: No
(c) Insurance Company as defined in section 3(a)(19) of
the Act: No
(d) Investment Company registered under section 8 of the
Investment Company
Act: No.
(e) Investment Adviser registered under section 203 of the
Investment Advisers
Act of 1940: No
(f) Employee Benefit Plan, Pension Fund which is subject
to the provisions
of the Employee Retirement Income Security Act of 1974
or Endowment
Fund; see Section 240. 13d-1(b)(1)(ii)(F): Yes
(g) Parent Holding Company, in accordance with Section
240.13d-1(b)(ii)(G)
(Note: See Item 7): No
(h) Group, in accordance with Section 240. 13d-
1(b)(l)(ii)(H): No<PAGE>
Item 4. Ownership
If the percent of the class owned, as of December 31 of
the
year covered by the statement, or as of the last day
of any month described in Rule 13d-1(b)(2), if applicable,
exceeds five percent, provide the following information
as of that date and identify those shares which there
is a right to acquire.
(a) Amount Beneficially Owned: See Response to Item 9
on
Cover Sheet
(b) Percent of Class: See Response to Item 11 on
Cover Sheet
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the
disposition of: 0
(iv) shared power to dispose or to direct the
disposition of:
See response to Item 8 on Cover Sheet
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased
to be the
beneficial owner of more than five percent of the class of
securities, check the following: Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
If any other person is known to have the right to
receive or the power to direct the receipt of dividends
from, or the
proceeds from the sale of, such securities, a statement to
that
effect should be included in response to this item and,
if such interest relates to more than five percent of
the class, such person should be identified. A listing of
the
shareholders of an investment company registered under the
Investment Company Act of 1940 or the beneficiaries of
employee benefit plan, pension fund or endowment fund<PAGE>
is not required.
Not applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent
Holding Company
If a parent holding company has filed this schedule,
pursuant to Rule 13d-1(b)(ii)(G), so indicate under item
3(g)
and attach an exhibit stating the identity and the Item 3
classification of the relevant subsidiary. If a parent
holding
company has filed this schedule pursuant to Rule 13d-1(c),
attach
an exhibit stating the identification of the relevant
subsidiary.
Not applicable.
Item 8. Identification and Classification of Members of
the Group
If a group has filed this schedule pursuant to Rule
13d-1(b)(ii)(H), so indicate under Item 3(h) and attach an
exhibit stating the identity and Item 3 classification of
each member of
the group. If a group has filed this schedule pursuant to
Rule
13d-1(c), attach an exhibit stating the identity of each
member of the group.
Not applicable.
Item 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an
exhibit
stating the date of the dissolution and that all further
filings
with respect to transactions in the security reported on
will be
filed, if required, by members of the group, in their
individual
capacity. See Item 5.
Not applicable.
Item 10. Certification
The following certification shall be included if the
statement is
filed pursuant to Rule 13d-1(b):<PAGE>
By signing below I certify that, to the best of my knowledge
and
belief, the securities referred to above were acquired in
the
ordinary course of business and were not acquired for the
purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not
acquired in
connection with or as a participant in any transaction
having
such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: February 15, 1995
Signature:
_________________________________
C. S. Sommer, Chairman, Ralston Purina
Benefits Policy Board<PAGE>
