FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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 *   Beadon Perry 2. Date of Event Requiring Statement (Month/Day/Year) 01/14/2005 3. Issuer Name and Ticker or Trading Symbol PLAYTEX PRODUCTS INC [PYX] (Last) (First) (Middle) 640 PATRIOT ROAD 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Senior V.P. Global Sales 5. If Amendment, Date Original Filed(Month/Day/Year) 01/26/2005 (Street) SOUTHBURY, CT 06488 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 Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	  (1)(2)	01/14/2015	Common Stock	190,000	$ 7.72	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Beadon Perry 640 PATRIOT ROAD SOUTHBURY, CT 06488	Â	Â	  Senior V.P. Global Sales	Â

Signatures

/s/ William Stammer, Attorney-In-Fact for Perry Beadon		01/28/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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)	Granted under Playtex 2003 Stock Option Plan for Directors and Executives and Key Employees of Playtex Products, Inc. One third of the options (63,333) vest in equal amounts of 21,111 at the end of the first, second and third anniversaries of the grant date provided the Executive remains employed. Two thirds of the options (126,667) vest in amounts of 42,223, 42,222 and 42,222, respectively, at the end of each of the Issuer's fiscal years (the last Saturday nearest to December 31) 2005, 2006 &2007 (the "Annual Vesting Portion"); provided that, the Executive remains employed and the Annual Vesting Portion for each such fiscal year shall vest and become exercisable at the end of such fiscal year only if the average daily closing share price of the Issuer's Common Stock during the last quarter of such fiscal year equals or exceeds the "Share Price Target" ("SPT") for such fiscal year. The SPT for fiscal years 2005, 2006 &2007 are $9.50, $12.00 &$14.50, respectively.
(2)	Notwithstanding the foregoing, (i) if the SPT for fiscal year 2005 (the "First Fiscal Year") is not attained, the Annual Vesting Portion for the First Fiscal Year shall vest and become exercisable upon the earlier of (A) the end of fiscal year 2006 (the "Second Fiscal Year") if the SPT for the Second Fiscal Year is attained and (B) the end of fiscal year 2007 (the "Third Fiscal Year") if the SPT for the Third Fiscal Year is attained, and (ii) if the SPT for the Second Fiscal Year is not attained, the Annual Vesting Portion for the Second Fiscal Year shall vest and become exercisable if the SPT for the Third Fiscal Year is attained; provided that, any shares of Common Stock subject to an Annual Vesting Portion that are not vested and exercisable as of the end of the Third Fiscal Year shall be immediately terminated and canceled without payment (or further consideration to the reporting person) by the Issuer. SPTs may be equitably adjusted in certain circumstances.

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