Form: 8-K

Current report

October 6, 1998

EXHIBIT 99

Published on October 6, 1998


Exhibit 99
FOR IMMEDIATE RELEASE

EMERSON ELECTRIC CO. ADOPTS
SHAREHOLDER RIGHTS PLAN

ST. LOUIS, OCTOBER 6, 1998 - - Emerson Electric Co. announced today that
its Board of Directors has adopted a Shareholder Rights Plan which provides for
its shareholders to receive one Preferred Stock Purchase Right for each share
of common stock owned. The plan is similar to the plan first adopted by
Emerson in 1988, which expires on November 1 of this year.

The Stock Purchase Rights are designed to assure that all of Emerson's
shareholders receive fair and equal treatment in the event of any proposed
takeover of the Company and to guard against partial tender offers, open market
accumulations and other abusive tactics to gain control of Emerson without
paying all shareholders a control premium. Emerson has no indication whatever
of the existence of any such attempt. Shareholder Rights Plans have been
adopted by many other publicly traded corporations.

Under the Shareholder Rights Plan, each Emerson shareholder of record at
the close of business on November 1, 1998, will receive as a dividend a
distribution of one Right for each outstanding share of Emerson Common Stock.

Further details of the Rights Plan will be contained in a letter to be
mailed to all shareholders of record.