Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
GRILLO JEFFREY A
 2. Issuer Name and Ticker or Trading Symbol
MANOR CARE INC [HCR] 		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)

333 NORTH SUMMIT STREET		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2004
(Street)


TOLEDO, OH 43604		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock 12/31/2004   J 9 A $ (1) 538 I 401(K) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units $ 0 12/31/2004   J 34     (2)   (2) Common Stock
34
(2) 2,019
D
 
Phantom Stock Units Plan B $ 0 12/31/2004   J 23     (3)   (3) Common Stock
23
(3) 1,308
D
 
Non-Qualified Stock Option (right to buy) $ 7           06/16/2003 06/17/2010 Common Stock
3,000
  3,000
D
 
Non-Qualified Stock Option (right to buy) $ 18.75           02/05/2006 02/06/2013 Common Stock
15,000
  15,000
D
 
Non-Qualified Stock Option (right to buy) $ 19.22           02/05/2005 02/06/2012 Common Stock
15,000
  15,000
D
 
Non-Qualified Stock Option (right to buy) $ 31.75           12/01/2001 12/02/2008 Common Stock
25,000
  25,000
D
 
Non-Qualified Stock Option (right to buy) $ 34.3           02/04/2007 02/05/2014 Common Stock
15,000
  15,000
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GRILLO JEFFREY A
333 NORTH SUMMIT STREET
TOLEDO, OH 43604		       Vice President  

Signatures

Grillo, Jeffrey A. 01/26/2005
**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).
(1) Amount represents the number of units credited in 2004 to reporting persons 401K account for quarterly dividends. Shares were credited based upon the following prices: 1st quarter-$35.80; 2nd quarter-$30.49; 3rd quarter-$26.96; 4th quarter-$34.12.
(2) Amount represents the number of units credited in 2004 to reporting person's account in the Manor Care Non-Qualified Retirement Savings & Investment Plan. Shares were credited based upon the following prices: 1st quarter-$35.80; 2nd quarter-$30.49; 3rd quarter-$26.96; 4th quarter-$34.12. Dates of exercisablity and expiration are not applicable.
(3) Phantom Stock activity represents the number of phantom stock units credited in 2004 to the reporting person's account in Manor Care, Inc.'s Senior Management Savings Plan for Cororate Officers to be paid 100% in cash upon reporting person's retirement or earlier termination of employment with the company. During 2004, the prices at the time the phantom units were credited were as follows: 1st quarter-$35.80; 2nd quarter-$30.49; 3rd quarter-$26.96; 4th quarter-$34.12. Dates of exercisablilty and expiration, and exercise price are not applicable

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