Greif (GEF) S-8 POS Registration of securities for employees (post-effective amendment)

As filed with the Securities and Exchange Commission on July 30, 2009
Registration No. 333-35048

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1
to

FORM S-8

REGISTRATION STATEMENT
UNDER THE
SECURITIES ACT OF 1933

GREIF, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	31-4388903
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

425 Winter Road, Delaware, Ohio	43015
(Address of principal executive offices)	(Zip Code)

Greif Bros. 401(k) Retirement Plan and Trust
(nka Greif 401(k) Retirement Plan)
(Full title of the plan)

Gary R. Martz, Esq.
Senior Vice President, General Counsel and Secretary
Greif, Inc.
425 Winter Road
Delaware, Ohio 43015
(740) 549-6000
Name, address and telephone number, including
area code, of agent for service)

with copies to

Joseph P. Boeckman, Esq.
Baker & Hostetler LLP
65 East State Street, Suite 2100
Columbus, Ohio 43215-4260

(614) 228-1541

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

On April 18, 2000, Greif, Inc. (formerly known as Greif Brothers Corporation) (the “Company”) filed a registration statement on Form S-8, Registration Number 333-35048, with the Securities and Exchange Commission to register participation interests in the Greif Bros. 401 (k) Retirement Plan and Trust (the “Plan”) and shares of Class A Common Stock, without par value, of the Company.

On January 1, 2004, the Plan was renamed the Greif 401(k) Retirement Plan.

ITEM 8. EXHIBITS.

     The following documents are filed as exhibits to this Post-Effective Amendment No. 1 to Form S-8 Registration Statement:

		If Incorporated by Reference,
		Document with which Exhibit
Exhibit No.	Description of Exhibit	was Previously Filed with SEC
24	Powers of Attorney for Vicki L. Avril, Bruce A. Edwards, Mark A. Emkes, John F. Finn, Daniel J. Gunsett, Judith D. Hook and Patrick Norton	Included herein.

SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing this Post-Effective Amendment to Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Delaware, State of Ohio, on July 30, 2009.

GREIF, INC.
By	/s/ Michael J. Gasser
	Michael J. Gasser, Chairman of the Board of
	Directors and Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Form S-8 Registration Statement has been signed by the following persons in the capacities indicated on July 30, 2009.

Signature	Title
/s/ Michael J. Gasser	Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer)
Michael J. Gasser
/s/ Donald S. Huml	Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Donald S. Huml
/s/ Kenneth B. Andre IIIKenneth B. Andre III	Vice President, Corporate Controller (Principal Accounting Officer)
Vicki L. Avril*	Director
Vicki L. Avril
Bruce A. Edwards*	Director
Bruce A. Edwards
Mark A. Emkes*	Director
Mark A. Emkes
John F. Finn*	Director
John F. Finn
Daniel J. Gunsett*	Director
Daniel J. Gunsett
Judith D. Hook*	Director
Judith D. Hook
Patrick J. Norton*	Director
Patrick J. Norton

* The undersigned, Michael J. Gasser, by signing his name hereto, does hereby sign and execute this Post-Effective Amendment No. 1 to Form S-8 Registration Statement on behalf of each of the above-named persons pursuant to powers of attorney duly executed by such persons and filed as exhibits to this Post-Effective Amendment No. 1 to Form S-8 Registration Statement.

/s/ Michael J. Gasser  

Michael J. Gasser, Attorney-in-Fact