UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of

                       THE SECURITIES EXCHANGE ACT OF 1934

                          Date of Report: April 25, 2002

                            ENERGIZER HOLDINGS, INC.
              ----------------------------------------------------
             (Exact name of Registrant as specified in its charter)

               MISSOURI              1-15401                No. 43-1863181
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         (State or Other     (Commission File Number)       (IRS Employer
          Jurisdiction of                                Identification Number)
          Incorporation)

     533 MARYVILLE UNIVERSITY DRIVE, ST. LOUIS, MO               63141
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      (Address of Principal Executive Offices)                 (Zip Code)

                                 (314) 985-2000
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              (Registrant's telephone number, including area code)




Item  5.  Other  Events

The  Company  today  issued  the  following  press  release:


            ENERGIZER HOLDINGS, INC. ANNOUNCES SECOND QUARTER RESULTS
St.  Louis,  Missouri,  April  25,  2002 - Energizer Holdings, Inc, [NYSE: ENR],
today  announced  results  of  its  second  quarter  ended  March 31, 2002.  Net
earnings  for the quarter were $20.0 million, or $0.21 per diluted share, versus
net earnings of $5.6 million, or $0.06 per share in the second fiscal quarter of
2001.  Excluding  unusual  items  of  $2.9  million, net of taxes, relating to a
restructuring  of  international  operations,  and  $6.1  million, net of taxes,
relating  to  bad  debt expense for accounts receivable from Kmart, net earnings
for  the  second quarter of 2002 were $29.0 million, or $0.31 per diluted share.
Last  year's second quarter results included amortization expense, net of taxes,
of  $3.8  million  that would not have been amortized under the accounting rules
adopted  at  the  beginning of fiscal 2002.  Excluding amortization, results for
the  second  quarter  of  2001  were  $9.4  million, or $0.10 per diluted share.
Excluding  the  unusual items in both periods, net earnings and diluted earnings
per  share  increased  208%  and 210%, respectively.  Sales for the quarter were
$339.7  million  compared  to  sales  of  $355.0  million  in last year's second
quarter,  a  decrease  of 4%.  With the exception of a sales increase in Europe,
all  other  regions  experienced  sales  declines.  Geographic  segment  income
increased  $9.5  million  on  higher  North America and Europe results.  General
corporate  and  other  expenses  declined $0.8 million, research and development
expenses  declined $2.0 million and interest and other financing items decreased
$3.8  million.

For  the  six  months  ended March 31, 2002, net earnings were $90.4 million, or
$0.98 per diluted share, compared to net earnings of $59.8 million, or $0.63 per
diluted  share,  in  the same period last year.  Excluding unusual items of $5.8
million, net of taxes, relating to restructuring and $6.1 million, net of taxes,
relating  to the Kmart accounts receivable, net earnings for the six months were
$102.3  million,  or $1.11 per diluted share.  In addition, the six months ended
March 31, 2001, included amortization expense of $7.6 million, net of taxes that
was  not  included  in  the current year due to new accounting rules.  Excluding
this  amortization, results for the first six months of 2001 were $67.4 million,
or  $0.71  per  diluted  share.  Sales  for the six months declined 1% to $907.4
million  versus  the same period in the prior year, primarily due to declines in
Asia  Pacific and South and Central America, nearly offset by increases in North
America  and  Europe.  Geographic  segment  income  increased  $35.4  million,
primarily  due  to  improved product costs and lower overhead expenses.  For the
six  months,  general corporate and other expenses increased $8.0 million, while
research  and  development  expenses,  and  interest  and other financing items,
decreased  by  $4.3  million  and  $7.3  million,  respectively.

For  the  quarter  and  six months, all geographic segments benefited from lower
product  costs,  reflecting  lower  material  and  variable costs, the impact of
restructuring  activities undertaken in the fourth quarter of 2001, and improved
plant  operating  levels  compared  to  last  year.

"We  are  very  pleased with these results.  In a very tough environment we have
posted  earnings per share, before unusual items, which are up over 200% for the
quarter  and 56% for the year to date," said J. Patrick Mulcahy, chief executive
officer.  "Competitive pressures in the U.S. and economic conditions in Asia and
Argentina  have  hurt  the top line, but we've focused on the things that we can
control:  more  effective  promotional spending and cost management.  We gave up
some  share  in instances where we saw no return for added promotional spending,
and we've aggressively challenged our production and overhead costs.  We believe
that  a  large  portion  of  these  costs savings are sustainable throughout the
remainder  of  the  year."

North  America
- --------------

Net sales to customers for the second quarter decreased $4.8 million, or 3%, due
to  lower volumes, partially offset by favorable pricing and product mix.  Gross
profit  increased $5.5 million for the quarter, due to the favorable pricing and
product  mix  discussed  above  and  lower  product  cost rates reflecting lower
material  costs  and  improved plant costs and operating levels.  Segment profit
increased  $6.0  million  reflecting  higher  margins  and  lower  overhead  and
advertising  expenses  and  included the $10 million, pre-tax, charge related to
the  Kmart  bad  debt  expense.

Net sales to customers for the six months increased $22.4 million, or 4%, due to
higher  alkaline  volumes,  partially  offset by unfavorable pricing and product
mix,  reflecting  intense  competition  and  higher promotional activity.  Gross
profit  increased  $24.2  million for the six months on lower product cost rates
and  higher  sales.  Segment  profit  increased $34.7 million, reflecting higher
margins  and  lower  overhead  and advertising expenses, partially offset by the
Kmart  bad  debt  expense.

A.C.  Nielsen reported the overall U.S. battery category sales value declined 4%
in  the  quarter,  while  Energizer  battery  sales value declined 7%.  However,
Nielsen  captures data from less than 50% of the total retail market.  Energizer
estimates  total  retail consumption of its battery products was down 1% for the
quarter,  as  increases in non-Nielsen measured retailers nearly offset declines
in  Nielsen  measured  channels.

Energizer  estimates  sales  to  its  retail customers in the U.S. lagged retail
consumption  by  8  to 10% during the third quarter of fiscal 2001 due to excess
inventory  in the retail pipeline and does not believe such excess existed as of
March  31,  2002.

Asia  Pacific
- -------------

For the second quarter, net sales decreased $2.8 million, or 4%, due to currency
devaluation,  partially  offset  by  favorable pricing and product mix.  Segment
profit  of $15.0 million was essentially flat versus prior year as lower product
costs  were  offset  by  sales  declines.

For  the  six  months,  net  sales  declined $20.0 million, or 11%, due to lower
carbon  zinc  volumes  and  currency  devaluation,  partially offset by improved
pricing  and product mix.  Segment profit declined $2.9 million, or 7%, as lower
sales  were  offset  by  lower  product  costs.

Europe
- ------

Second  quarter net sales increased $1.7 million, or 3%, due to improved pricing
and  product  mix,  partially  offset  by  currency devaluation.  Segment profit
improved  $3.5  million,  to a loss of $0.8 million, reflecting higher sales and
lower  overhead  and  product  costs.

For the six months, sales increased $7.5 million, or 5%, due to improved pricing
and  product  mix  and  higher  alkaline volumes.  Segment profit increased $7.0
million,  primarily  due  to  higher  sales  and  improved  product  costs.

South  and  Central  America
- ----------------------------

Net  sales  for  the  quarter  decreased  $9.4 million, or 30%, primarily due to
currency  devaluation  and  lower sales volumes in Argentina. Segment profit was
essentially  flat, as lower sales were offset by lower overhead costs and higher
prices.

For  the  six  months,  net  sales decreased $16.8 million, or 22%, due to lower
volumes  and currency devaluation.  Argentina accounted for $12.7 million of the
decline due to the recent economic crisis and deliberate actions to reduce sales
and  accounts  receivable  in  the  first  quarter in anticipation of a currency
devaluation.  Segment  profit  declined  $3.4  million,  as  lower  sales  were
partially  offset  by  lower  overhead  and  product  costs.

Other  Items
- ------------

For  the  quarter, corporate and other expenses were essentially flat versus the
prior  year quarter.  For the six months, corporate and other expenses increased
$8.0  million,  reflecting  higher  compensation  costs  relating  to  company
performance  and stock price and lower royalty income, partially offset by lower
management costs.  Interest and other financing items decreased $3.8 million for
the  quarter  and  $7.3  million  for  the  six months, reflecting lower average
borrowings  and  lower  interest  rates,  partially  offset by currency exchange
losses.  Research and development expense decreased $2.0 million for the quarter
and $4.3 million for the six months, reflecting cost savings efforts implemented
in  the  fourth  quarter  of  2001.  Income taxes were 25.4% for the quarter and
37.2% for the six months, compared to 41.5% for the same periods last year.  The
improvement  in  the  tax  rate  for  the  current  quarter includes a reduction
necessary to bring the tax rate for the six months in line with expectations for
the  full year. The full tax rate for fiscal 2001 was 45.7%.  The projected year
over  year  improvement  is  due  to  reduced foreign losses, the elimination of
goodwill  amortization  and  lower  taxes  on  repatriation of foreign earnings.

During the quarter, Energizer repurchased 44,700 shares of its common stock, for
a  total  of  399,200  shares  purchased  in the first half of fiscal year 2002.
Capital expenditures and depreciation expense for the quarter were $10.8 million
and  $14.2  million, respectively. For the six months, capital expenditures were
$20.0  million,  and  depreciation  expense  was  $29.2  million.

Restructuring  Activities
- -------------------------

In  March  2002,  Energizer  adopted  a restructuring plan to reorganize certain
international  selling  affiliates.  As  a  result  of  the  restructuring plan,
Energizer  recorded  a $4.5 million charge, pre-tax, in the second quarter.  The
total  estimated provision will be $6.0 to $8.0 million, pre-tax.  The remaining
provision  will  be  recorded  in the second half of 2002.  Cost savings of this
plan  are  expected  to be $2.0 to $2.5 million in fiscal 2003, and $4.0 to $5.0
million  annually  thereafter.

The  results  for  the  six  months  ended  March  31,  2002,  include the above
restructuring  charge  of  $4.5 million and an additional charge of $4.0 million
relating to the restructuring plans announced in the fourth quarter of 2001.  Of
the total $8.5 million restructuring charges recorded, $5.9 million was recorded
separately  as  a  provision  for restructuring and $2.6 million was recorded in
cost  of  goods  sold  relating  to  inventory  write-downs  and  accelerated
depreciation.

See  attached  schedule and notes for additional information on the first fiscal
quarter  of  2002.

                                      # # #
Statements  in  this  press  release  that  are  not  historical,  particularly
statements  regarding  the  expenses associated with restructuring activity, the
cost  savings resulting from that activity and other cost saving initiatives, as
well as the sustainability of those savings, Energizer's projected full-year tax
rate,  levels  of  foreign  losses,  and  Energizer's  market  share  and retail
inventory  levels  of its products, may be considered forward-looking statements
within  the  meaning  of  the  Private Securities Litigation Reform Act of 1995.
Energizer  cautions  readers  not to place undue reliance on any forward-looking
statements,  which  speak  only  as  of  the  date  made.

Energizer  advises readers that various risks and uncertainties could affect its
financial  performance  and  could  cause  Energizer's actual results for future
periods  to  differ  materially  from  those anticipated or projected. Severance
costs  and  other  expenses  associated  with current and proposed restructuring
activity  may  be  higher  than  anticipated,  and there may be unknown expenses
associated  with  these  activities.  In  addition, the cost reductions actually
realized  as  a  result  of  restructuring  activity  and  other  cost  savings
initiatives  may be less significant than anticipated.  Such reductions may also
not  be  sustainable  over  extended  periods  of time or may be offset by other
overhead  and  production expenses.  Energizer's actual tax rate for fiscal 2002
may  be  higher  than projected because of unforeseen changes in the tax laws or
applicable  rates,  higher  taxes  on  repatriated  earnings,  or  greater  than
anticipated  foreign  losses.  Such  losses  may  be  impacted by local economic
conditions or adverse governmental regulation, or by unforeseen increases in the
cost structures of Energizer's foreign affiliates.  Energizer's estimates of the
total  retail unit consumption of its battery products may be inaccurate, or may
not reflect segments of the retail market.  Moreover, Energizer sales volumes in
future  quarters  may  lag  unit consumption if retailers are currently carrying
inventories  in  excess  of  Energizer estimates, or if those retailers elect to
further  contract  their  inventory  levels.  Additional risks and uncertainties
include  those  detailed  from  time  to  time  in  Energizer's  publicly  filed
documents,  including Energizer's Registration Statement on Form 10, as amended,
its  Annual  Report  on  Form  10-K  for  the Year ended September 30, 2001, its
quarterly  report  on  Form 10-Q for the period ended December 31, 2001, and its
Current  Reports  on  Form  8-K  dated  April  25,  2000.

SIGNATURES:

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
Registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  hereunto  duly  authorized.


ENERGIZER  HOLDINGS,  INC.




By:  /s/ Daniel J. Sescleifer
Daniel  J.  Sescleifer
Executive  Vice  President  and  Chief  Financial  Officer

Dated:  April  25,  2002