Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MCGINNIS W PATRICK
   2. Issuer Name and Ticker or Trading Symbol
ENERGIZER HOLDINGS INC [ENR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
NESTLE PURINA PETCARE, 901 CHOUTEAU		 3. Date of Earliest Transaction (Month/Day/Year)
12/31/2005
(Street)

ST. LOUIS, MO 63102		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Energizer Holdings, Inc. Common Stock               38,918 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units in Deferred Compensation Plan $ 0 12/31/2005   A   1,133 (1)     (2)   (2) Energizer Holdings, Inc. Common Stock 1,133 $ 50.312 1,133 D  
Non-Qualified Stock Option 9/23/02 $ 30.1             09/23/2003(3) 09/22/2012 Energizer Holdings, Inc. Common Stock 10,000   10,000 D  
Variable Forward Contract (4) (5)               (5) 12/07/2007 Energizer Holdings, Inc. Common Stock 30,000   30,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MCGINNIS W PATRICK
NESTLE PURINA PETCARE
901 CHOUTEAU
ST. LOUIS, MO 63102		   X      

Signatures

 W. PATRICK MCGINNIS   01/04/2006
**Signature of Reporting Person Date

Explanation of Responses:

* 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) Additional annual retainer of ENR stock equivalents valued at $57,000 credited each year as of December 31st.
(2) Phantom stock units are payable in cash following termination of the Reporting Person's Service on the Board of Directors of Energizer Holdings, Inc.
(3) Exercisable at a rate of 20% per year commencing September 23, 2003.
(4) Mr. McGinnis elected, under the terms of the transaction, to receive an advance discounted payment of the purchase price for his shares of ENR stock, based on the floor price of $48.01, as of the date of entering the transaction, rather than at settlement date.
(5) Mr. McGinnis' revocable trust entered into a prepaid variable share forward transaction (the "transaction") with Lehman Bros. OTC Derivatives, Inc. ("Lehman") under which Leman sold an aggregate of 30,000 shares of ENR stock into the public market in accordance with para. (f) and (g) of Rule 144 under the Securities Act of 1933, as amended. The transaction agreements provide that during the 3 business day period commencing 12/7/07, Mr. McGinnis will deliver, in the aggregate, a number of shares of ENR stock to Lehman (or the cash equivalent of such shares) as follows: (a) if the settlement price is less than the downside floor, a delivery of 30,000 shares of ENR stock, subject to adjustment for capital restructurings; and (b) if the settlement price is equal to or greater than the downside floor, a delivery of between 23,750 and 30,000 shares, the exact number of which is dependent upon the settlement price and subject to adjustment for capital restructurings.

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