SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                                 May 29, 2003
              ----------------------------------------------------
                Date of Report (date of earliest event reported)

                         Oil-Dri Corporation of America
              ----------------------------------------------------
              Exact name of registrant as specified in its charter

                                    Delaware
              ----------------------------------------------------
                 (State or other jurisdiction of incorporation)

               0-8675                                  36-2048898
     --------------------------            ---------------------------------
      Commission File Number               (IRS Employer Identification No.)

      410 North Michigan Avenue
          Chicago, Illinois                              60611
     --------------------------            ----------------------------------
(Address of principal executive offices)              (Zip Code)

                                  312-321-1515
                   ------------------------------------------
                         (Registrant's telephone number)

 2
Item 7.  Financial Statements and Exhibits

(c)     Exhibits:  The following document is attached as an exhibit
        to this report:

Exhibit
Number          Description
- ---------       --------------
99              Press Release dated May 29, 2003.

Item 9.  Regulation FD Disclosure
- -------
Item 12.  Results of Operations and Financial Condition
- --------

On May 29, 2003, the Registrant issued a press release announcing its third
quarter and nine-months results of operations. A copy of the press release is
attached as Exhibit 99. This information is being provided under both Items 9
and 12, as suggested by the Commission in Release 33-8216, though it is
required to be provided only under Item 12.

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                     Oil-Dri Corporation of America

                                     /s/ Charles P. Brissman
                                     -------------------------------------
                                     Charles P. Brissman
                                     Vice President and General Counsel

Date: June 3, 2003

Release:        Immediate      Contact:   Ronda J Williams
                                   312-706-3232

                 Oil-Dri Reports 94% Earnings Increase
                on 17% Sales Increase for Third Quarter

CHICAGO - May 29, 2003 - Oil-Dri Corporation of America (NSYE: ODC) announced
sales of $46,125,000 for the third quarter ended April 30, 2003, 17% greater
than sales of $39,261,000 in the same quarter a year ago.  The company reported
net income of $977,000 or $0.17 per fully diluted share, 94% greater than
income of $504,000 or $0.09 per fully diluted share, reported in the same
quarter one year ago.

Sales for the nine months were $128,311,000, 4% greater than sales of
$123,064,000 in the same period one year ago.  Net income for the nine months
was $2,607,000 or $ 0.46 per fully diluted share, a significant increase from
$845,000 or $0.15 per fully diluted share in the comparable period last year.

Third quarter pre-tax income of $1,474,000 includes a $310,000 gain from real
estate sales in Florida and Oregon.  These sales generated cash proceeds of
$654,000.  Third quarter pre-tax income also includes a non-cash asset write
off charge of $385,000 and a non-cash charge of approximately $350,000 to
write down goodwill associated with an equity investment in Kamterter, a
research and development company in the agricultural industry.  Excluding
these items, the company earned pre-tax income of $1,899,000.

Last year's third quarter pre-tax income of $724,000 included a gain of
$769,000 from the sale of a mineral lease on land in northern Florida.
This sale generated cash proceeds of $1,000,000.  Last year's third quarter
pre-tax income also included a non-cash charge of approximately $100,000 to
write off obsolete equipment.  Excluding these items the company earned a
pre-tax income of $55,000 for the third quarter in fiscal year 2002.

This year's nine month pre-tax income of $3,831,000 includes a gain of $139,000
from the sale of mineral rights in Tennessee, a payment of $675,000 from a
customer who failed to meet minimum purchase requirements under a supply
agreement, a $310,000 gain from real estate sales, a $385,000 asset write off
and the $350,000 goodwill write down mentioned above.  Excluding these items
the company earned a pre-tax income of $3,442,000.

Last year's nine month pre-tax income of $1,204,000 included the gain from
the sale of mineral rights of $769,000 and $100,000 equipment write off.
Excluding these items, the company earned pre-tax income of $535,000 for the
third quarter in fiscal year 2002.

Third Quarter Overview
- ----------------------
President and Chief Executive Officer, Daniel S. Jaffee stated, "We are quite
pleased with the improved third quarter results and the overall financial
strength of the company.  Our second quarter acquisition and existing
businesses both contributed significantly to the 17% sales increase. In
addition to the year over year benefits from restructured distribution programs
with Wal-Mart and the acquisition of assets related to the Jonny Cat(r) brand
of cat litter, we saw a notable improvement in sales and profitability from
the company's core businesses.

"Our continued focus on revenue management and cost control in production
and distribution, has improved gross margins in the quarter from 18.5% to
21.5% and 18.7% to 21.3% for the nine months.  Additionally, due to our
forward fuel-purchasing program, we are partially protected from extreme price
fluctuations in fuel for the remainder of the fiscal year.  Our year-to-date
marginal tax rate increased from 29.8% a year ago to 31.9% in this quarter due
to a higher income tax rate from our Taft, Calif., facility.

Business Review
- ---------------
    Sales for the Consumer Products Group were ahead 15% in the
                  ----------------------
    quarter and flat for the nine months.  Distribution at Wal-
    Mart for Cat's Pride( and Jonny Cat  cat litters remain
    strong.  While the Jonny Cat product line has positively
    affected sales year over year, it is clear the company will
    have to take steps to reinvigorate the brand.

   Consumer product sales from Oil-Dri Canada grew in the
   quarter.  Price increases along with improved manufacturing
   efficiencies and lower material costs helped offset the
   rising costs of fuel and other manufacturing costs.

   The Crop Production and Horticultural Products Group
       ------------------------------------------------
   continues to outpace prior year sales with an increase of 37%
   for the quarter and 25% for the nine months.  Margins,
   however, are under serious pressure, as these products
   utilize significant amounts of fuel during processing. Sales
   were strong due to high demand for Agsorb( agricultural
   carriers and Pro's Choice( sports field products.

   Sales of Pro's Choice sports field products remained strong
   for the quarter.  Sales growth resulted from new distributor
   programs and strong golf course construction and rebuilds.
   Accounts from the newly acquired plant in Taft, Calif., are
   helping to expand a customer base in the agricultural arena.

   The Industrial and Automotive Products Group experienced a
       ----------------------------------------
   notable sales increase for the quarter of 15% and 6% for the
   nine months.  Business acquired from the Taft facility has
   helped stimulate sales growth along with an increase in
   synthetic sorbent sales.

   Sales in the quarter and nine months for the Specialty
                                                ---------
   Products Group were up 10% and 3% respectively.  Despite the
   --------------
   competitive international market, domestic sales increases of
   Pure Flo( bleaching clays and Perform( bleaching adsorbents
   helped the company maintain its solid position in the
   industry.  Increased interest in PelUnite Plus( modified
   lignin binder also positively impacted sales for the quarter.

Financial Overview
- ------------------
On March 13, 2003, Oil-Dri's Board of Directors approved a regular quarterly
cash dividend of $0.09 per share of Common Stock.  The dividend will be payable
on June 13, 2003 to shareholders of record at the close of business May 9, 2003.
This will mark the company's 102nd quarterly dividend payment.  At an April 30,
2003 closing price of $11.16 and assuming cash dividends continue at the same
rate, the annual yield is 3.2%.

Cash, cash equivalents and short-term investments at April 30, 2003, totaled
$15,175,000.  Operating cash flow for the nine months was a positive
$12,641,000. Capital expenditures for the nine months totaled $7,251,000,
which includes nonrecurring acquisition expenditures of $4,295,000 and
recurring expenditures of 2,956,000, which is $582,000 more than the
depreciation and amortization of $6,669,000.  Excluding the nonrecurring
expenditures, nine-month capital expenditures totaled $2,956,000, which is
$3,713,000 less than the depreciation and amortization of $6,669,000.

During the third quarter the company repurchased 88,700 shares of stock at an
average cost of $9.82 per share.  Since January 2003 the company has purchased
105,100 shares of its common stock.

Looking Forward
- ---------------
Jaffee added, "Our manufacturing process is heavily dependent on natural gas
and fuel oil.  Natural gas prices are up over 50% versus one year ago and there
is a strong positive correlation between the price of natural gas and fuel oil.
This has made raising prices our number one priority as we head into the new
fiscal year.  As mentioned before, our natural gas contracts will expire in
July resulting in our increased exposure to these high fuel costs.  In
anticipation, we recently started buying natural gas contracts for fiscal
2004 but at significantly higher prices than a year ago.

"Last quarter we raised the earnings estimate range to $0.30 to $0.50 per
fully diluted share. In light of this quarter's strong performance, we are
raising it to $0.45 to $0.60 per fully diluted share.  As you will recall,
our initial estimate was $0.20 to $0.40 per share.  We are very pleased to
have exceeded that range after just nine months."

                              ###

The company will offer a live web cast of the third quarter earnings
teleconference on Friday, May 30, 2003 at 10:30 a.m. CST.  To listen to the
call via the web, please visit www.streetevents.com or
                               --------------------
www.oildri.com.  An archived recording of the call will be available
- ---------------
for approximately 30 days after the call and written transcripts of all
teleconferences are posted on the Oil-Dri web site.

Oil-Dri Corporation of America is the world's largest manufacturer of cat
litter and a leading supplier of specialty sorbent products for industrial,
automotive, agricultural, horticultural and specialty markets.

This release contains certain forward-looking statements regarding the
company's expected performance for future periods, and actual results for
such periods might materially differ.  Such forward-looking statements are
subject to uncertainties which include, but are not limited to, competitive
factors in the consumer market; the level of success in implementation of
price increases and surcharges; changes in overall agricultural demand;
increasing regulation of the food chain; changes in the market conditions,
the overall economy, energy prices, and other factors detailed from time to
time in the company's annual report and other reports filed with the Securities
and Exchange Commission.

O I L  -  D R I   C O R P O R A T I O N    O F    A M E R I C A

Consolidated Statements of Income
(in thousands, except for per share amounts)
(unaudited)
                                                   Third Quarter Ended April 30,
                                            ------------------------------------------
                                              2003   % of Sales     2002   % of Sales
                                            -------  ----------   -------  -----------
                                                                
Net Sales                                   $46,125     100.0%   $39,261     100.0%
Cost of Sales                                36,210      78.5%    31,991      81.5%
                                            -------     -----    -------     ------
Gross Profit                                  9,915      21.5%     7,270      18.5%

Operating Expenses                           (7,854)    -17.0%    (6,644)    -16.9%
                                            -------     -----    -------     ------

Operating Income                              2,061       4.5%       626       1.6%
Interest Expense                               (605)     -1.3%      (597)     -1.6%
Gain on the Sale of Mineral Rights               --        --        769       2.0%
Other Income (Expense)                           18       0.0%       (74)     -0.2%
                                            -------     -----    -------     ------

Income Before Income Taxes                    1,474       3.2%       724       1.8%
Income Taxes                                    497       1.1%       220       0.6%
                                            -------     -----    -------     ------
Net Income                                   $  977       2.1%     $ 504       1.2%
                                            =======     =====    =======     ======

Net Income Per Share:
                        Basic                $ 0.18               $ 0.09
                        Dilutive             $ 0.17               $ 0.09

Average Shares Outstanding:
                        Basic                 5,564                5,614
                        Dilutive              5,714                5,712

                                                  Third Quarter Ended April 30,
                                            ------------------------------------------
                                             2003    % of Sales    2002    % of Sales
                                            -------  ----------   -------  -----------

Net Sales                                  $128,311     100.0%   $123,064     100.0%
Cost of Sales                               101,020      78.7%     99,990      81.3%
                                            -------     -----    --------     ------
Gross Profit                                 27,291      21.3%     23,074      18.7%

Other Contractual Income                        675       0.5%         --        --
Operating Expenses                          (22,423)    -17.5%    (20,745)    -16.8%
                                            -------     -----     -------     ------

Operating Income                              5,543       4.3%      2,329       1.9%
Interest Expense                             (1,953)     -1.5%     (1,940)     -1.5%
Gain on the Sale of Mineral Rights              139       0.1%        769       0.6%
Other Income (Expense)                          102       0.1%         46       0.0%
                                            -------     -----     -------     ------

Income Before Income Taxes                    3,831       3.0%      1,204        1.0%
Income Taxes                                  1,224       1.0%        359        0.3%
                                            -------     -----     -------     ------

Net Income                                 $  2,607       2.0%   $    845        0.7%
                                           ========      =====   ========       =====
Net Income Per Share:
                       Basic                   0.47              $  0.15
                       Dilutive            $   0.46              $  0.15

Average Shares Outstanding:
                       Basic                  5,599                5,614
                       Dilutive               5,695                5,660

O I L  -  D R I   C O R P O R A T I O N    O F    A M E R I C A

Consolidated Balance Sheets
(in thousands, except for per share amounts)
(unaudited)

                                                                   .As of April 30,
                                                                 ---------------------
                                                                   2003        2002
                                                                ---------  -----------

Current Assets                                                   $ 58,084    $ 54,776
Property, Plant and Equipment                                      49,035      52,716
Other Assets                                                       18,744      17,998
                                                                 --------    --------
Total Assets                                                     $125,863    $125,490
                                                                 ========    ========

Current Liabilities                                              $ 23,649    $ 17,600
Long-Term Liabilities                                              32,873      36,569
Stockholders' Equity                                               69,341      71,321
                                                                 --------    --------
Total Liabilities and Stockholders' Equity                       $125,863    $125,490
                                                                 ========    ========

Book Value Per Share Outstanding                                 $  12.38    $  12.70

Additions to Property, Plant and Equipment  Third Quarter        $    883    $    845
                                            Year To Date         $  7,251    $  2,937
Depreciation and Amortization Charges       Third Quarter        $  2,495    $  2,197
                                            Year To Date         $  6,669    $  6,624