UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C 20549
SCHEDULE 13G
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Under the Securities Exchange Act of 1934
Amendment No. 10
RALSTON PURINA COMPANY
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(Name of Issuer)
Ralston Purina Company Common Stock ("RAL Stock")
(Title of Class of Securities)
751 277 302 (RAL Stock)
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(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this schedule
is filed:
Rule 13d-1(b): Yes
Rule 13d-1(c): No
Rule 13d-1(d): No
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 SSN or IRS IDENTIFICATION NO. OF ABOVE PERSON:
Ralston Purina Benefits Policy Board ("BPB").
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
Not applicable.
3. SEC USE ONLY:
<PAGE>
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 EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER: 0
6. SHARED VOTING POWER: 0
7. SOLE DISPOSITIVE POWER: 0
8. SHARED DISPOSITIVE POWER: 19,370,116 shares of RAL Stock allocated to
participant accounts under the Plan. (On December 30, 1998, each outstanding
share of the Issuer's $1.00 par Series A ESOP Convertible Preferred Stock ("ESOP
Stock") was converted to 7.12 shares of RAL Stock, which continued to be held in
the Plan, subject to the investment discretion of the individual participants.)
The BPB has authority to make amendments to the Plan, which amendments may
include the deletion of the Common Stock Fund or the ESOP Common Stock Fund
(both of which hold shares of RAL Stock) as investment funds of the Plan. Upon
such amendment, if made, the Trustee for the Plan would be required to sell or
otherwise dispose of shares of such stock 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 RAL Stock allocated to participant
accounts are paid into such Funds for additional allocation. By the terms of
the Plan shares of stock allocated to participant accounts may only be
distributed to participants upon retirement or other termination of employment
or, in certain limited circumstances, hardship withdrawals. Participants have a
completee right of diversification with respect to accounts in the Common Stock
Fund, and a more limited right of diversification with respect to accounts in
the ESOP Common Stock Fund. Upon any participant election to transfer accounts
from the Common Stock Fund or ESOP Common Stock Fund, shares of RAL Stock may be
sold and the proceeds thereof transferred to other investment funds of the Plan.
<PAGE>
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
19,370,116 shares of RAL Stock allocated to participant accounts under the
Plan. 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:
5.9% of outstanding RAL Stock.
12. TYPE OF REPORTING PERSON:
EP
SCHEDULE 13G
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Item 1.
(a) Name of Issuer: Ralston Purina Company
(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: RAL Stock.
(e) CUSIP Number: 751 277 302 (RAL Stock).
<PAGE>
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
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check whether the person filing is a:
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(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
Item 4. Ownership
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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
<PAGE>
Item 5. Ownership of Five Percent or Less of a Class
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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.
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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 is not required.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
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the Security Being Reported on By the Parent Holding Company
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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
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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
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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
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The following certification shall be included if the statement is filed
pursuant to Rule 13d-1(b):
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 23, 1999
Signature:
/s/ C.S. Sommer
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C. S. Sommer, Secretary
Ralston Purina Benefits Policy Board
