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 * Diener Shannon J   2. Issuer Name and Ticker or Trading Symbol GREIF INC [GEF, GEF.B] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O BAKER & HOSTELLER LLP,, 65 EAST STATE STREET, SUITE 2100 3. Date of Earliest Transaction (Month/Day/Year) 12/29/2011 (Street) COLUMBUS, OH 43215 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 B Common Stock 12/29/2011   J(1)   2,150,360 D $ 0 1,016,154 I See Footnote (2) Class A Common Stock 12/29/2011   J(1)   938 D $ 0 7,287 I See Footnote (2) Class B Common Stock 12/05/2014   J(3)   2,150,360 A $ 0 3,166,514 I See Footnote (2) Class A Common Stock 12/05/2014   J(3)   938 A $ 0 8,225 I See Footnote (2) Class B Common Stock 12/05/2014   J(4)   42,372 A $ 0 42,372 I See Footnote (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Diener Shannon J C/O BAKER & HOSTELLER LLP, 65 EAST STATE STREET, SUITE 2100 COLUMBUS, OH 43215		X

Signatures

/s/ Shannon J. Diener		01/06/2015
**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)	The shares related to the reported transaction are owned by family trusts. The reporting person was a trustee of these trusts until December 29, 2011, when a successor trustee was appointed to succeed the reporting person.
(2)	As trustee of family trusts.
(3)	The shares related to the reported transaction are owned by family trusts. On December 5, 2014, the reporting person was appointed as successor trustee of these trusts.
(4)	The shares related to the reported transaction were acquired by reporting person as custodian for the benefit of a minor. The acquired shares were received in connection with a distribution from a charitable lead annuity trust created by a family member of such minor.

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