-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ChVio0lIRXu5Q46bVW8JmFK33fX5RvOdaYZ1pC2HumEy/f3UIEtRNvn9R2gP3emb +PytHWWlhdNi0ggwFkoDTw== 0001181431-04-047257.txt : 20041012 0001181431-04-047257.hdr.sgml : 20041011 20041012095800 ACCESSION NUMBER: 0001181431-04-047257 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041001 FILED AS OF DATE: 20041012 DATE AS OF CHANGE: 20041012 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RAYOVAC CORP CENTRAL INDEX KEY: 0001028985 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 222423556 STATE OF INCORPORATION: WI FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 6 CONCOURSE PARKWAY STREET 2: SUITE 3300 CITY: ATLANTA STATE: 2Q ZIP: 30328 BUSINESS PHONE: 7708296200 MAIL ADDRESS: STREET 1: 6 CONCOURSE PARKWAY STREET 2: SUITE 3300 CITY: ATLANTA STATE: 2Q ZIP: 30328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHEPHERD THOMAS R CENTRAL INDEX KEY: 0001027039 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-13615 FILM NUMBER: 041073588 BUSINESS ADDRESS: STREET 1: C/O THOMAS H LEE CO STREET 2: 75 STATE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172273514 MAIL ADDRESS: STREET 1: C/O J W CHILDS ASSOCIATES LP STREET 2: ONE FEDERAL ST CITY: BOSTON STATE: MA ZIP: 02110 4/A 1 rrd54646.xml AMENDMENT TO STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF THOMAS R. SHEPHERD X0202 4/A 2004-10-01 2004-10-04 0 0001028985 RAYOVAC CORP ROV 0001027039 SHEPHERD THOMAS R C/O RAYOVAC CORPORATION 6 CONCOURSE PARKWAY, SUITE 3300 ATLANTA GA 30328 1 0 0 0 Common Stock 2004-10-01 4 A 0 2675 A 2976 D Granted 2,675 shares of restricted stock. This transaction is being re-reported in an amendment simply to gain access to the EDGAR system to file an updated power of attorney. Exhibit List Description of Exhibit Exhibit Number Power of Attorney 24 Tracy S. Wrycha, as attorney-in-fact 2004-10-11 EX-24. 2 rrd45505_51360.htm POWER OF ATTORNEY rrd45505_51360.html 
Exhibit 24
POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby 
constitutes and appoints Tracy S. Wrycha her true and lawful attorney-in-fact to:
      (1)        execute for and on behalf of the undersigned, in the undersigned's 
capacity as an officer or director of Rayovac Corporation (the "Company"), any and all 
Forms 3, 4 and 5 required to be filed by the undersigned in accordance with Section 
16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
      
      (2)        do and perform any and all acts for and on behalf of the undersigned 
which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 
and timely file such form with the United States Securities and Exchange Commission 
and
 any stock exchange or similar authority; and
      
      (3)        take any other action of any type whatsoever in connection with the 
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best 
interest of, or legally required by, the undersigned, it being understood that the 
documents executed by such attorney-in-fact on behalf of the undersigned, pursuant to 
this Power of Attorney, shall be in such form and shall contain such terms and 
conditions as such attorney-in-fact may approve in his discretion.
        
                The undersigned hereby grants to such attorney-in-fact full power and authority 
to do and perform all and every act and thing whatsoever requisite, necessary, and 
proper to be done in the exerc
ise of any of the rights and powers herein granted, as fully 
to all intents and purposes as the undersigned might or could do if personally present, 
with full power of substitution or revocation, hereby ratifying and confirming all that such 
attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause to be done by 
virtue of this Power of Attorney and the rights and powers herein granted.  The 
undersigned acknowledges that no such attorney-in-fact, in serving in such capacity at 
the request of the undersigned, is hereby assuming, nor is the Company hereby 
assuming, any of the undersigned's responsibilities to comply with Section 16 of the 
Securities Exchange Act of 1934.
        
                This Power of Attorney shall remain in full force and effect until the undersigned 
is no longer required to file Forms 3, 4 and 5 with res
pect to the undersigned's holdings 
of and transactions in securities issued by the Company, unless earlier revoked by the 
undersigned in a signed writing delivered to the foregoing attorney-in-fact.
        
                IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to 
be executed as of this 4th day of October, 2004.
        
        
        
        __/s/ Thomas R. Shepherd_______________
        Signature
        
        Thomas R. Shepherd
POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, 
that the undersigned hereby 
constitutes and appoints James T. Lucke his true and lawful attorney-in-fact to:
      (1)        execute for and on behalf of the undersigned, in the undersigned's 
capacity as an officer or director of Rayovac Corporation (the "Company"), any and all 
Forms 3, 4 and 5 required to be filed by the undersigned in accordance with Section 
16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
      
      (2)        do and perform any and all acts for and on behalf of the undersigned 
which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 
and timely file such form with the United States Securities and Exchange Commission 
and any stock exchange or similar authority; and
      
     
; (3)        take any other action of any type whatsoever in connection with the 
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best 
interest of, or legally required by, the undersigned, it being understood that the 
documents executed by such attorney-in-fact on behalf of the undersigned, pursuant to 
this Power of Attorney, shall be in such form and shall contain such terms and 
conditions as such attorney-in-fact may approve in his discretion.
        
                The undersigned hereby grants to such attorney-in-fact full power and authority 
to do and perform all and every act and thing whatsoever requisite, necessary, and 
proper to be done in the exercise of any of the rights and powers herein granted, as fully 
to all intents and purposes as the undersigned might 
or could do if personally present, 
with full power of substitution or revocation, hereby ratifying and confirming all that such 
attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause to be done by 
virtue of this Power of Attorney and the rights and powers herein granted.  The 
undersigned acknowledges that no such attorney-in-fact, in serving in such capacity at 
the request of the undersigned, is hereby assuming, nor is the Company hereby 
assuming, any of the undersigned's responsibilities to comply with Section 16 of the 
Securities Exchange Act of 1934.
        
                This Power of Attorney shall remain in full force and effect until the undersigned 
is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings 
of and transactions in securities issued by the Company, unless earlier revoked
 by the 
undersigned in a signed writing delivered to the foregoing attorney-in-fact.
        
                IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to 
be executed as of this 7th day of November, 2000.
        
        
        
        __/s/ Thomas R. Shepherd_____________
        Signature
        
        Thomas R. Shepherd
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