1 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 November 13, 2000 ------------------------------------------ Date of Report (Date of earliest event reported) Oil-Dri Corporation of America ------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-8675 36-2048898 ----------------- ------------- ---------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) No.) 410 North Michigan Avenue Chicago, Illinois 60611 ----------------------------- ---------- (Address of principal executive offices) (Zip Code) 312-321-1515 ---------------------------- Registrant's telephone number 2 ITEM 5. OTHER EVENTS Effective October 31, 2000, the Company entered into an agreement with its Chairman, Richard M. Jaffee, whereby Mr. Jaffee will retire as an employee of the Company effective February 1, 2001. Under the terms of the Agreement, he will remain Chairman of the Board and will continue to provide counsel to the Company on a consulting basis until February 1, 2006. (See Exhibit 99.1 to this Form 8-K.) On November 10, 2000, the news release attached as Exhibit 99 and incorporated herein by reference was issued. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS EXHIBIT DESCRIPTION - ------- ----------- 99 Press Release, November 10, 2000 99.1 Second Amendment to Salary Continuation Agreement dated August 1, 1989 between Richard M. Jaffee and the Registrant as amended by the Extension and Amendment dated October 9, 1998.<F1> - ---------------- [FN] <F1> Management Agreement </FN> 3 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 By: /S/ DANIEL S. JAFFEE -------------------------------------- Daniel S. Jaffee President and Chief Executive Officer Date: November 13, 2000 4 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99 Press Release, November 10, 2000 99.1 Second Amendment to Salary Continuation Agreement dated August 1, 1989 between Richard M. Jaffee and the Registrant as amended by the Extension and Amendment dated October 9, 1998.