GREIF, INC — Director's Dealing 2006

Sep 6, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GREIF INC (GEF,GEF.B)
CIK: 0000043920
Period of Report: 2006-09-01

Reporting Person: DEMPSEY MICHAEL H (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-09-01	Class A Common Stock	M	2000	$30.00	Acquired	3727	Direct
2006-09-01	Class A Common Stock	S	2000	$72.50	Disposed	1727	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-09-01	Class A Common Stock Options	$30.00	M	2000	Disposed	2006-09-05	Class A Common Stock (2000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common Stock	507285	Direct
Class A Common Stock	2349	Indirect
Class B Common Stock	5375904	Indirect
Class B Common Stock	106410	Indirect
Class B Common Stock	792	Indirect

Footnotes

F1: 853 shares are subject to restrictions on transfer.

F2: Sold per the reporting person's Rule 10b5-1 Plan.

F3: Michael H. Dempsey is the Trustee of the Naomi C. Dempsey Trust.

F4: Michael H. Dempsey is the Trustee of the Naomi C. Dempsey Charitable Lead Annuity Trust.

F5: The shares are held in trust for the reporting person's son. The reporting person's spouse is the trustee of the trust. The reporting person disclaims beneficial ownership of these securities and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for the purpose of Section 16 or for any other purpose.