Section 240.14a-101  Schedule 14A.
          Information required in proxy statement.
                 Schedule 14A Information
   Proxy Statement Pursuant to Section 14(a) of the Securities
                      Exchange Act of 1934
                        (Amendment No.  )
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[ ]  Soliciting Material Pursuant to Section 240.14a-11(c) or Section
     240.14a-12

               Water Pik Technologies, Inc.
..................................................................
     (Name of Registrant as Specified In Its Charter)


..................................................................
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)


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[WATERPIK LOGO]

                                                                  April 22, 2004

To Our Stockholders,

    LAST WEEK WE REPORTED STRONG FINANCIAL RESULTS. OUR STOCK PRICE IS NEAR ITS
ALL-TIME HIGH. OUR EARNINGS PER SHARE HAVE INCREASED 128% TO $0.41 FOR THE
SIX-MONTHS THAT ENDED ON MARCH 31, 2004 -- $0.23 BETTER THAN THE SAME PERIOD
LAST YEAR. SALES AND PROFITS IN BOTH OUR BUSINESSES HAVE IMPROVED COMPARED TO
LAST YEAR. Under the leadership of our Board and management team, we have
increased value to you, our stockholders. And, we are confident and optimistic
about the future of Water Pik.

   IN THE MIDST OF THIS STRONG FINANCIAL PERFORMANCE, WE ARE ASKING YOU TO VOTE
   THE ENCLOSED WHITE PROXY CARD FOR OUR ANNUAL MEETING OF STOCKHOLDERS ON MAY
   13, 2004, IN FAVOR OF:

   TWO INCUMBENT DIRECTORS (MICHAEL HOOPIS, THE CHIEF EXECUTIVE OFFICER OF WATER
   PIK, AND WILLIAM OUCHI, A PROFESSOR IN THE GRADUATE SCHOOL OF MANAGEMENT AT
   UCLA).

   They have helped lead Water Pik to the excellent earnings improvement that we
   reported last week. They are being opposed by Michael Tennenbaum, a dissident
   stockholder, and his partner. Our Directors need your support.

           OUR PLANS TO BUILD VALUE FOR ALL STOCKHOLDERS ARE WORKING

    Under the leadership of our Board and management team:

    WATER PIK'S STOCK PRICE HAS DOUBLED -- A GAIN OF 122% IN VALUE SINCE OUR
SPIN-OFF IN 1999.

    OUR FINANCIAL PERFORMANCE AND OUTLOOK HAS IMPROVED:

     For the six-months ended March 31, 2004 our sales grew 18% over the same
     period last year -- with improvements in both our personal heath care and
     pool products and heating systems businesses. We have announced sales
     growth targets in the range of 12% to 14% for the twelve-months ending
     September 2004.

     Earnings also continued to improve. We have revised upward our expected
     diluted earnings in the range of $1.00 to $1.05 per share for the
     twelve-months ending September 2004.

     Based on our current business plan that includes recent acquisitions, our
     outlook includes compounded growth rates for sales of 9% and for operating
     income of 25% for the period beginning with the twelve-months ended
     September 2003 through fiscal year 2006.

      Meanwhile, Michael
      Tennenbaum, a dissident
      stockholder, has criticized the
      investments that helped
      generate these gains. Look
      closely at the results: today,
      after several years' work to
      reinvigorate our product lines,
      we are generating about 33%
      of our sales from new
      products -- that's up from 10%
      in 2000.

              % of Sales From New Products Less Than 3 Years Old



                                             2004
              2000    2001   2002   2003    Target
              ----    ----   ----   ----    ------
                            
New Product     11%     16%    19%    27%     36%









                    TRUST IS THE CENTRAL ISSUE IN THIS PROXY

    We have said before that we no longer trust Mr. Tennenbaum. We say this
after having many conversations with him, after monitoring his behavior at other
companies -- and after hearing Mr. Tennenbaum pose this question to Water Pik:

    'WHEN IS THE BOARD GOING TO JUST TURN CONTROL OF THE COMPANY OVER TO ME?'

    Here is more of Mr. Tennenbaum's history with Water Pik:

     In 2001, Mr. Tennenbaum was the successful bidder, among several bidders,
     for a private offering of Water Pik stock. He is a major stockholder today
     partly because he offered to make his investment without board
     representation. Under the leadership of the Board and management, Water Pik
     has outperformed the market and for Mr. Tennenbaum, his $15 million
     investment is now worth $32 million.

     When he invested, he knew about our anti-takeover protections, and didn't
     object.

     Mr. Tennenbaum has publicly advocated breaking up Water Pik. He opposes
     future investments in Water Pik and opposes giving our current investments
     time to reach full value -- despite our strong financial performance and
     our rising stock price.

     Although in his letter to you he made a 'pledge not to contest more than
     two board seats,' he already, in letters sent to us (which are publicly
     available in his Schedule 13D filings on the SEC's website), also has
     nominated another of his partners for a third board seat if another board
     seat is available.

    From his actions, we believe that Mr. Tennenbaum has his own short-term
agenda, is not credible about his motives, is taking the first step to gain
control of our Company without compensating other stockholders, and, AS A
RESULT . . . WE DO NOT TRUST HIM.

                 THERE'S MORE VALUE TO BE CREATED AT WATER PIK

    We're proud that Water Pik's stock price is near its all-time high. But we
know there's more to be done -- and your management is prepared to get it done.

     Since November 1999, we have pursued a plan to invest in the business to
     grow sales and generate profits. The strong sales growth and profit
     improvement in each of the last two quarters points to the success of our
     growth initiatives.

     We continue to focus on leveraging our sales momentum into higher
     profitability. We are completing a comprehensive review of our business to
     identify new steps to further build value.

     We have made strategic acquisitions that are contributing to near term
     sales and earnings growth. And, we have not burdened the company with
     significant debt to pay for these acquisitions. We will continue to look to
     acquire strategic businesses to enhance our product offerings to our
     customers.






              VOTE FOR THE INCUMBENT DIRECTORS SO WE CAN CONTINUE
                  TO CREATE VALUE FOR YOU AND ALL STOCKHOLDERS

    The question you must decide: Whom do you trust to maximize value for all
stockholders?

     Do you want the next phase of the Company's development to be driven by the
     incumbent team? It's a team that has delivered value during a difficult
     economy.

     Do not allow one stockholder to potentially take the first steps toward
     getting control of Water Pik. By inserting himself and his partner onto a
     proven, independent Board, we believe his motive is to promote his own
     short-term agenda.

    No single stockholder should be allowed to divert attention from our mission
to realize the full value of Water Pik's potential for all stockholders.

    We need your support today so management can build value into the future.

    Your Board of Directors unanimously recommends that you vote the WHITE proxy
card in favor of Water Pik's incumbent Directors:

     MICHAEL P. HOOPIS, Water Pik's Chief Executive Officer

     WILLIAM G. OUCHI, UCLA's Sanford and Betty Sigoloff Professor in Corporate
     Renewal at the Anderson Graduate School of Management

    PLEASE SIGN, DATE AND RETURN THE WHITE PROXY CARD IN THE ENCLOSED ENVELOPE
TODAY. Thank you for your continued support. If you have any questions, please
call our proxy solicitor, MacKenzie Partners, Inc. toll-free at 1-800-322-2885
or 212-929-5500 (call collect).

    Sincerely,

    The Board of Directors of Water Pik Technologies, Inc.


Robert P. Bozzone                         W. Craig McClelland

Robert P. Bozzone                         W. Craig McClelland



F. Peter Cuneo                            William G. Ouchi

F. Peter Cuneo                            William G. Ouchi



Babette E. Heimbuch                       Charles J. Queenan, Jr.

Babette E. Heimbuch                       Charles J. Queenan, Jr.



Michael P. Hoopis

Michael P. Hoopis






                               OTHER INFORMATION

   Water Pik Technologies, Inc. has filed with the SEC its definitive proxy
materials for the 2004 Annual Meeting of Stockholders. These materials contain
important information concerning the matters to be acted upon at the 2004 Annual
Meeting, the position of the Board of Directors with respect to those matters
and the participants in the solicitation of proxies for that meeting.

   Investors are urged to read Water Pik's proxy statement and additional
materials and other relevant documents filed with the SEC by Water Pik.
Investors may obtain these documents free of charge at the SEC's website
(www.sec.gov). In addition, documents filed with the SEC by Water Pik are
available free of charge at the 'Investors/Corporate Info' section of Water
Pik's website at (www.waterpik.com) or by contacting Water Pik Technologies,
Inc., 23 Corporate Plaza, Suite 246, Newport Beach, California 92660
(949) 719-3700.

---------------------------------------------------------------
                     PLEASE VOTE TODAY

   IF YOU HAVE ANY QUESTIONS OR NEED ASSISTANCE IN VOTING
            YOUR WHITE PROXY CARD, PLEASE CALL:

                      [MACKENZIE LOGO]
                     105 Madison Avenue
                  New York, New York 10016
                proxy@mackenziepartners.com
                Call Collect: (212) 929-5500
                             or
                  TOLL-FREE (800) 322-2885
---------------------------------------------------------------