Ownership Submission
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 *
ENGLES GREGG L
   2. Issuer Name and Ticker or Trading Symbol
DEAN FOODS CO/ [DF] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman of the Board and
(Last)
(First)
(Middle)
2515 MCKINNEY AVENUE, SUITE 1200		 3. Date of Earliest Transaction (Month/Day/Year)
01/07/2005
(Street)

DALLAS, TX 75201		 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 01/07/2005   M(1)   30,329 A $ 0 1,006,535 D  

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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
Non-Qualified Stock Option (right to buy) (2) $ 9.75             05/13/1998 05/13/2007 Common Stock 315,000   315,000 D  
Non-Qualified Stock Option (right to buy) (2) $ 19.5             01/02/1999 01/02/2008 Common Stock 360,000   360,000 D  
Incentive Stock Option (right to buy) (2) $ 11.7917             01/29/2000 01/29/2009 Common Stock 25,200   25,200 D  
Non-Qualified Stock Option (right to buy) (2) $ 11.7917             01/29/2000 01/29/2009 Common Stock 244,800   244,800 D  
Non-Qualified Stock Option (right to buy) (2) $ 11.4167             06/04/2000 06/04/2009 Common Stock 171,000   171,000 D  
Non-Qualified Stock Option (right to buy) (2) $ 12.4792             01/04/2001 01/04/2010 Common Stock 495,000   495,000 D  
Incentive Stock Option (right to buy) (2) $ 14.375             01/22/2002 01/22/2011 Common Stock 13,974   13,974 D  
Non-Qualified Stock Option (right to buy) (2) $ 14.375             01/22/2002 01/22/2011 Common Stock 586,026   586,026 D  
Incentive Stock Option (right to buy) (2) $ 20.35             01/14/2003 01/14/2012 Common Stock 4,914   4,914 D  
Non-Qualified Stock Option (right to buy) (2) $ 20.35             01/14/2003 01/14/2012 Common Stock 450,000   450,000 D  
Non-Qualified Stock Option (right to buy) (2) $ 20.35             01/14/2003 01/14/2012 Common Stock 595,086   595,086 D  
Incentive Stock Option (right to buy) (2) $ 24.7933             01/06/2004 01/06/2013 Common Stock 4,032   4,032 D  
Non-Qualified Stock Option (right to buy (2) $ 24.7933             01/06/2004 01/06/2013 Common Stock 604,968   604,968 D  
Deferred Stock Units (3) $ 0 01/07/2005   M     48,000 (1) 01/07/2004 01/07/2013 Common Stock 48,000 $ 0 144,000 D  
Deferred Stock Units (3) $ 0             01/13/2005 01/13/2014 Common Stock 101,000   101,000 D  
Incentive Stock Option (right to buy) (2) $ 31.17             01/13/2005 01/13/2014 Common Stock 3,209   3,209 D  
Non-Qualified Stock Option (right to buy) (2) $ 31.17             01/13/2005 01/13/2014 Common Stock 320,791   320,791 D  
Stock Units (4) $ 0 01/07/2005   A   104,000   01/07/2006 01/07/2015 Common Stock 104,000 $ 0 104,000 D  
Non-Qualified Stock Option (right to buy) (2) $ 31.85 01/07/2005   A   288,000   01/07/2006 01/07/2015 Common Stock 288,000 $ 0 288,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ENGLES GREGG L
2515 MCKINNEY AVENUE, SUITE 1200
DALLAS, TX 75201		   X     Chairman of the Board and  

Signatures

 Gregg L. Engles   01/11/2005
**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) The reporting person received a net 30,329 shares of common stock of the Issuer on the second annual vesting date of an award of Deferred Stock Units ("DSUs").
(2) The shares of common stock subject to the Option shall vest ratably in three equal increments commencing on the first anniversary of the grant date.
(3) The reporting person has received an exempt award of Deferred Stock Units ("DSUs") under the Company's 1989 Stock Awards Plan which is a right to receive shares of common stock of the Issuer in the future, subject to the terms and conditions of the DSU Award Agreement. The DSUs vest annually, on a prorata basis, over a five-year period beginning on on the first anniversary date of grant, subject to certain accelerated vesting provisions.
(4) The reporting person has received an exempt award of Stock Units ("SUs") under the Company's 1989 Stock Awards Plan. Each SU is a right to receive one share of common stock of the Issuer in the future, subject to the terms and conditions of the SU Award Agreement. The SUs vest annually, on a prorata basis, over a five-year period beginning on the first anniversary date of grant, subject to certain accelerated vesting provisions.

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