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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1. Name and Address of Reporting Person * AVRIL VICKI L   2. Issuer Name and Ticker or Trading Symbol GREIF INC [GEF,GEF.B] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 425 WINTER ROAD 3. Date of Earliest Transaction (Month/Day/Year) 03/02/2015 (Street) DELAWARE, OH 43015 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 Class A Common Stock 03/03/2015   A   2,840 A $ 44.01 (1) 17,561 D   Class A Common Stock 03/03/2015   M   4,000 A $ 32.175 21,561 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

Phantom Stock Units (Cash Only Rights)

$ 0 (2)

03/02/2015

A

17.04

(3)

(3)

Class A Common Stock

17.04

$ 44.01

11,211.48

D

Phantom Stock Units (Cash Only Rights)

$ 0 (2)

03/03/2015

A

176.18

(3)

(3)

Class A Common Stock

176.18

$ 43.99

11,387.65

D

Class A Common Stock Options

$ 32.175

03/03/2015

M

4,000

02/28/2005

02/28/2015(4)

Class A Common Stock

4,000

$ 0

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
AVRIL VICKI L 425 WINTER ROAD DELAWARE, OH 43015	X

Signatures

Vicki L. Avril by Gary R. Martz pursuant to a POA filed with the Commission.		03/04/2015
**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)	Transaction reflects a restricted stock award made to the Reporting Person pursuant to the terms of the Issuer's outside directors' equity award plan. The shares are subject to restriction until the earlier of March 3, 2018, or the Reporting Person's termination from the board due to her retirement, death or other reason.
(2)	Each phantom stock unit is the economic equivalent of one share of Class A Common Stock of Greif, Inc.
(3)	The phantom shares are to be settled in cash upon the Reporting Person's termination from the Board due to her retirement, death or other reason.
(4)	Stock options exercised on February 24, 2015 and exercise price received on March 3, 2015.

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