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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WILLIS J KEVIN
  2. Issuer Name and Ticker or Trading Symbol
ASHLAND INC. [ASH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last)
(First)
(Middle)
50 E. RIVERCENTER BLVD.
3. Date of Earliest Transaction (Month/Day/Year)
01/04/2016
(Street)

COVINGTON, KY 41011
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
Common Stock 01/04/2016   M   169 A $ 102.7 (1) 13,020 D  
Common Stock 01/04/2016   F(2)   53 D $ 102.7 12,967 (3) D  
Common Stock               15,117 (4) I 401(k)
Common Stock               887 (5) I LESOP

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
Common Stock Units (6) 01/04/2016   M     169   (7)   (7) Common Stock 169 $ 0 14,820 (8) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WILLIS J KEVIN
50 E. RIVERCENTER BLVD.
COVINGTON, KY 41011
      Chief Financial Officer  

Signatures

 /s/ Jennifer I. Henkel, Attorney-in-Fact   01/06/2016
**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) Shares of common stock received in settlement of an equal number of common stock units as described in footnote (7) below.
(2) Payment of tax liability by withholding securities incident to the conversion of common stock units referenced in footnote (7) below.
(3) Includes 12,736 shares of unvested Restricted Stock and also includes 45 additional shares of Common Stock acquired in lieu of cash dividends on December 15, 2015 and exempt under Rule 16b-3.
(4) Based on Employee Savings Plan information as of December 31, 2015, the latest date for which such information is reasonably available.
(5) Shares accrued under Ashland's Leveraged Employee Stock Ownership Plan as of December 31, 2015.
(6) 1 for 1.
(7) The common stock units were converted into shares of common stock pursuant to an election for fixed schedule distributions established by the reporting person under the Ashland Inc. Deferred Compensation Plan for Employees (2005) (the "Employee Deferral Plan"). Fixed schedule distributions under the Employee Deferral Plan must be made not less than two years measured from the beginning of the plan year after the plan year in which the election is made. Each common stock unit under the Employee Deferral Plan entitles a participant to receive one share of Ashland common stock or the cash value thereof.
(8) Balance includes 56 additional Common Stock Units acquired in lieu of cash dividends on December 15, 2015 pursuant to Ashland's Deferred Compensation Plan (the "Plan") and exempt under Rule 16b-3. One (1) Common Stock Unit in the Plan is the equivalent of one (1) share of Ashland Common Stock).

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