FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 * COFSKY THOMAS F   2. Issuer Name and Ticker or Trading Symbol OIL DRI CORPORATION OF AMERICA [ODC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Vice President (Last) (First) (Middle) 410 N. MICHIGAN AVE., SUITE 400 3. Date of Earliest Transaction (Month/Day/Year) 12/13/2004 (Street) CHICAGO, IL 60611-4213 4. If Amendment, Date Original Filed(Month/Day/Year) 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 12/13/2004   C(1)   1,500 A $ 0 (2) 1,910 D (3)   Common Stock 12/13/2004   S   1,500 D $ 17.25 410 D   Common Stock               59 I Owned by Spouse

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

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Stock	$ 0 (2)	12/13/2004		M		1,500		(2)	(2)	Common Stock	1,500	$ 11.25	1,801	D
Class B Stock	$ 0	12/13/2004		C(1)			1,500	(2)	(2)	Common Stock	1,500	$ 0	301	D
Stock Options (Right to buy)	$ 0							09/23/2005	09/23/2013	Class B Common Stock	5,000		5,000	D
Stock Options (Right to buy)	$ 6.15							10/12/2003	10/12/2011	Class B Common Stock	20,000		20,000	D
Stock Options (Right to buy)	$ 8.625							02/28/2002	02/28/2010	Class B Common Stock	10,000		10,000	D
Stock Options (Right to buy)	$ 14.5625							09/17/2001	09/17/2009	Class B Common Stock	10,000		10,000	D
Stock Options (Right to buy)	$ 19.375							08/29/1996	08/29/2004	Common Stock	7,500		7,500	D
Stock Options (Right to buy)	$ 11.25	12/13/2004		M(4)			1,500	09/18/2000	09/18/2008	Class B Common Stock	1,500	$ 0	36,000	D
Class B Stock	$ 0							(2)	(2)	Common Stock	22,366		22,366	I	By Spouse
Stock Options (Right to buy)	$ 0							09/23/2005	09/23/2013	Class B Common Stock	3,250		3,250	I	By Spouse
Stock Options (Right to buy)	$ 11.25							09/18/2000	09/18/2008	Class B Common Stock	6,750		6,750	I	By Spouse
Stock Options (Right to buy)	$ 11.39							06/10/2005	06/10/2013	Class B Common Stock	10,000		10,000	I	By Spouse
Stock Options (Right to buy)	$ 19.375							08/29/1996	08/29/2004	Common Stock	5,000		5,000	I	By Spouse
Class B Stock	$ 0							(2)	(2)	Common Stock	22,036.69		22,036.69	I	By Spouse as Trustee1
Class B Stock	$ 0							(2)	(2)	Common Stock	22,036.69		22,036.69	I	By Spouse as Trustee2
Class B Stock	$ 0							(2)	(2)	Common Stock	22,036.69		22,036.69	I	By Spouse as Trustee3
Class B Stock	$ 0							(2)	(2)	Common Stock	22,036.69		22,036.69	I	By Spouse as Trustee4
Class B Stock	$ 0							(2)	(2)	Common Stock	22,036.69		22,036.69	I	By Spouse as Trustee5
Class B Stock	$ 0							(2)	(2)	Common Stock	62,832.28		62,832.28	I	By Spouse1

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
COFSKY THOMAS F 410 N. MICHIGAN AVE. SUITE 400 CHICAGO, IL 60611-4213			Vice President

Signatures

Maryon Gray by Power of Attorney		12/15/2004
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(3)	See line below for balance following all transcactions currently being reported.
(4)	Exercise of employee stock options pursuant to the Oil-Dri Corporation of America 1995 Long-Term Incentive Plan in a transaction exempt under rule 16b-3.
(1)	Conversion of Class B Stock to Common Stock. Class B Stock may be converted at any time at the option of the holder into Common Stock on a share for share basis. See note 134 to SEC Release 34-288691.
(2)	Class B Stock may be converted at any time at the option of the holder into Common Stock on a share for share basis. See note 134 to SEC Release 34-288691

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