Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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 *
OTELLINI PAUL S
 2. Issuer Name and Ticker or Trading Symbol
Google Inc. [GOOG] 		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)

C/O GOOGLE INC., 1600 AMPHITHEATRE PARKWAY		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2014
(Street)


MOUNTAIN VIEW, CA 94043		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Class A Common Stock (1) 08/13/2014   G 35 A $ 0 6,860 I By Trust
Class A Common Stock (1) 08/13/2014   G 35 D $ 0 68 D  
Class C Capital Stock (2) 07/03/2014   G 48 D $ 0 95 D  
Class C Capital Stock (2) 07/03/2014   G 48 A $ 0 6,926 I By Trust
Class A Common Stock (1) 11/17/2014   G 35 D $ 0 68 D  
Class A Common Stock (1) 11/17/2014   G 35 A $ 0 6,860 I By Trust
Class A Common Stock (1) 05/05/2014   G 34 D $ 0 68 D  
Class A Common Stock (1) 05/05/2014   G 34 A $ 0 6,860 I By Trust
Class A Common Stock (1) 09/05/2014   G 35 D $ 0 68 D  
Class A Common Stock (1) 09/05/2014   G 35 A $ 0 6,860 I By Trust
Class A Common Stock (1) 06/10/2014   G 46 A $ 0 6,860 I By Trust
Class A Common Stock (1) 06/10/2014   G 46 D $ 0 68 D  
Class A Common Stock (1) 10/06/2014   G 34 D $ 0 68 D  
Class A Common Stock (1) 10/06/2014   G 34 A $ 0 6,860 I By Trust
Class C Capital Stock (2) 06/10/2014   G 46 D $ 0 95 D  
Class C Capital Stock (2) 06/10/2014   G 46 A $ 0 6,926 I By Trust
Class C Capital Stock (2) 09/05/2014   G 49 D $ 0 95 D  
Class C Capital Stock (2) 09/05/2014   G 49 A $ 0 6,926 I By Trust
Class A Common Stock (1) 07/03/2014   G 35 A $ 0 6,860 I By Trust
Class A Common Stock (1) 07/03/2014   G 35 D $ 0 68 D  
Class C Capital Stock (2) 11/17/2014   G 48 D $ 0 95 D  
Class C Capital Stock (2) 11/17/2014   G 48 A $ 0 6,926 I By Trust
Class C Capital Stock (2) 10/06/2014   G 47 D $ 0 95 D  
Class C Capital Stock (2) 10/06/2014   G 47 A $ 0 6,926 I By Trust
Class C Capital Stock (2) 05/05/2014   G 69 A $ 0 6,926 I By Trust
Class C Capital Stock (2) 05/05/2014   G 69 D $ 0 95 D  
Class C Capital Stock (2) 08/13/2014   G 48 A $ 0 6,926 I By Trust
Class C Capital Stock (2) 08/13/2014   G 48 D $ 0 95 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. 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 control number. SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
OTELLINI PAUL S
C/O GOOGLE INC.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW, CA 94043		   X      

Signatures

/s/ Valentina Margulis, attorney-in-fact for Paul S. Otellini 02/13/2015
**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) Includes 505 shares of Class A Common Stock issued upon vesting of Class A Google Stock Units (GSUs) in 2014, the grant of which was previously reported on Form 4s.
(2) This stock was received by the Reporting Person pursuant to a stock dividend declared by Google Inc. on January 29, 2014. As a result of the dividend, all holders of record of Class A Common Stock and Class B Common Stock on March 27, 2014 received on April 2, 2014 one share of Class C Capital Stock for each share of Class A Common Stock outstanding and one share of Class C Capital Stock for each share of Class B Common Stock outstanding. Includes 449 shares of Class C Capital Stock resulting from the vesting of Class C Google Stock Units (GSUs) in 2014, the grant of which was previously reported on Form 4s.

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