SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* BREISINGER JAMES R (Last) (First) (Middle) 1600 TECHNOLOGY WAY POST OFFICE BOX 231 (Street) LATROBE PA 15650 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol KENNAMETAL INC [ KMT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Vice President
	3. Date of Earliest Transaction (Month/Day/Year) 12/20/2004
	4. If Amendment, Date of 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

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	12/20/2004		M		3,000	A	$30.8125	36,942.7782	D
Common Stock	12/20/2004		F		1,838	D	$50.13	35,104.7782(1)	D
Common Stock	12/20/2004		M		2,500	A	$37.0625	37,604.7782	D
Common Stock	12/20/2004		S		2,500	D	$50.02	35,104.7782	D
Common Stock	12/20/2004		M		1,100	A	$37.0625	36,204.7782	D
Common Stock	12/20/2004		S		1,100	D	$50.05	35,104.7782	D
Common Stock	12/20/2004		M		900	A	$24.4688	36,004.7782	D
Common Stock	12/20/2004		S		900	D	$50.05	35,104.7782	D
Common Stock	12/20/2004		M		1,000	A	$24.4688	36,104.7782	D
Common Stock	12/20/2004		S		1,000	D	$50.08	35,104.7782	D
Common Stock	12/20/2004		M		4,200	A	$24.4688	39,304.7782	D
Common Stock	12/20/2004		S		4,200	D	$50.1	35,104.7782	D
Common Stock	12/20/2004		M		3,528	A	$24.4688	38,632.7782	D
Common Stock	12/20/2004		S		3,528	D	$50.25	35,104.7782	D
Common Stock	12/20/2004		M		400	A	$37.0625	35,504.7782	D

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 Securities Underlying Derivative Security (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: 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
Incentive Stock Option (right to buy)	$30.8125	12/20/2004		M			3,000	08/01/1996	07/31/2006	Common Stock	3,000	$0	0	D
Non-Qualified Stock Option (right to buy)	$24.4688	12/20/2004		M			900	(2)	07/21/2010	Common Stock	900	$0	8,728	D
Non-Qualified Stock Option (right to buy)	$24.4688	12/20/2004		M			1,000	(2)	07/21/2010	Common Stock	1,000	$0	7,728	D
Non-Qualified Stock Option (right to buy)	$24.4688	12/20/2004		M			4,200	(2)	07/21/2010	Common Stock	4,200	$0	3,528	D
Non-Qualified Stock Option (right to buy)	$24.4688	12/20/2004		M			3,528	(2)	07/21/2010	Common Stock	3,528	$0	0	D
Non-Qualified Stock Option (right to buy)	$37.0625	12/20/2004		M			2,500	07/30/1995	07/29/2005	Common Stock	2,500	$0	1,500	D
Non-Qualified Stock Option (right to buy)	$37.0625	12/20/2004		M			1,100	07/30/1995	07/29/2005	Common Stock	1,100	$0	400	D
Non-Qualified Stock Option (right to buy)	$37.0625	12/20/2004		M			400	07/30/1995	07/29/2005	Common Stock	400	$0	0	D

Explanation of Responses:

1. Includes 158.5837 shares acquired pursuant to tax-conditioned plans (exempt under Rule 16b-3(c)).

2. The option vested in three annual installments on July 24, 2001, July 24, 2002 and July 24, 2003.

	JAMES R BREISINGER	12/22/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.