Ownership Submission
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
Lea DeDe
  2. Issuer Name and Ticker or Trading Symbol
Viacom Inc. [VIA, VIAB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Government Relations
(Last)
(First)
(Middle)
1515 BROADWAY
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2015
(Street)

NEW YORK, NY 10036
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 05/22/2015   M   1,510 A (1) 24,122 D  
Class B Common Stock 05/22/2015   F   548 (2) D $ 66.8 23,574 D  
Class B Common Stock 05/23/2015   M   2,224 A (3) 25,798 D  
Class B Common Stock 05/23/2015   F   807 (2) D $ 66.8 24,991 D  
Class B Common Stock 05/25/2015   M   2,102 A (4) 27,093 D  
Class B Common Stock 05/25/2015   F   763 (2) D $ 66.8 26,330 D  
Class B Common Stock               1,050 I By 401(k)

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 1474 (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 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
Restricted Share Units (5) (1) 05/22/2015   M     1,510   (1)   (1) Class B Common Stock 1,510 (5) 3,019 D  
Restricted Share Units (5) (3) 05/23/2015   M     2,224   (3)   (3) Class B Common Stock 2,224 (5) 2,224 D  
Restricted Share Units (5) (4) 05/25/2015   M     2,102   (4)   (4) Class B Common Stock 2,102 (5) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Lea DeDe
1515 BROADWAY
NEW YORK, NY 10036
      EVP, Government Relations  

Signatures

 /s/ Michael D. Fricklas, Attorney-in-Fact for DeDe Lea   05/27/2015
**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) These shares were issued on May 22, 2015 upon vesting of the second of four equal annual installments of Restricted Share Units ("RSUs") that were granted on May 22, 2013. On the date of vesting, the closing price of the Class B Common Stock on The NASDAQ Global Select Market was $66.80 per share.
(2) These shares were withheld by Viacom to satisfy tax liability incident to the vesting of, and delivery of shares underlying, the RSUs, and were not actually sold or otherwise disposed of in an open-market transaction.
(3) These shares were issued on May 23, 2015 upon vesting of the third of four equal annual installments of RSUs that were granted on May 23, 2012. On the date of vesting, the most recent closing price of the Class B Common Stock on The NASDAQ Global Select Market was $66.80 per share.
(4) These shares were issued on May 25, 2015 upon vesting of the last of four equal annual installments of RSUs that were granted on May 25, 2011. On the date of vesting, the most recent closing price of the Class B Common Stock on The NASDAQ Global Select Market was $66.80 per share.
(5) Granted under the Viacom Inc. 2006 Long-Term Management Incentive Plan, as amended and restated as of January 1, 2011, for no consideration.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.