X0303 4 2009-10-09 0 0001029506 RALCORP HOLDINGS INC /MO RAH 0001264686 HUBER CHARLES G JR 800 MARKET STREET SUITE 2900 ST. LOUIS MO 63101 0 1 0 0 VP, Gen. Counsel, Secy. Ralcorp Holdings, Inc. $.01 Par Value Common Stock 2009-10-09 4 A 0 12500 0 A 36500 D Ralcorp Holdings, Inc. $.01 Par Value Common Stock 1748 I By 401(K) Plan Stock Appreciation Right with Tax Withholding Right 56.27 2009-10-09 4 A 0 12500 0 A 2019-10-08 $.01 Par Value Common Stock 12500 12500 D Award of restricted stock is subject to achievement of a performance target as well as continued service. Tranasactions in Issuer's 401(K)Plan, Executive Savings Investment Plan, and Deferred Compensation Plan are made through the acquisition or disposition of units rather than actual shares. The value of units are re-valued rather than based upon earnings or losses and appreciation or depreciation on the underlying investments, and adjustments for contributions to, transfers to and from, and distributions from the applicable investment fund. Stock appreciation rights were granted under Issuer's Amended and Restated 2007 Incentive Stock Plan and are exercisable at 33 1/3% on 10/09/12, 10/09/13 and 10/09/14. Cynthia K. Vinyard, Attorney-in-Fact for Charles G. Huber, Jr. 2009-10-13