Sec Form 4 Filing - STEIN AVY H @ Interval Leisure Group, Inc. - 2015-03-31

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 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 STEIN AVY H 2. Issuer Name and Ticker or Trading Symbol Interval Leisure Group, Inc. [ IILG] 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) 6262 SUNSET DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 03/31/2015 (Street) MIAMI, FL33143 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 03/31/2015 A 88 A $ 26.21 59,456 ( 1 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Stock Units $ 0 03/31/2015 A 11 ( 2 ) ( 2 ) Common stock 11 $ 0 2,390 ( 3 ) D Restricted Stock Units $ 0 03/31/2015 A 22 ( 2 ) ( 2 ) Common stock 22 $ 0 4,899 ( 4 ) D Restricted Stock Units $ 0 03/31/2015 A 6 ( 2 ) ( 2 ) Common Stock 6 $ 0 1,233 ( 5 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other STEIN AVY H 6262 SUNSET DRIVE MIAMI, FL33143 X Signatures /s/ Michele L. Keusch, attorney-in-fact 04/02/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes (i) 40,226 shares held directly by the reporting person and (ii) 19,230 share units accrued under the Non-Employee Director Deferred Compensation Plan, including 88 shares accrued in connection with the cash dividend declared by the company effective March 31, 2015. ( 2 )The rights accrued when and as cash dividends were reinvested in securities and vest on the same terms as the RSUs to which they relate with vested shares delivered shortly after vesting. ( 3 )Represents 2,379 RSUs originally granted on May 21, 2013 plus prior dividends and 11 RSUs issued effective March 31, 2015 in connection with the company's cash dividend. ( 4 )Represents 4,877 RSUs originally granted on May 12, 2014 plus prior dividends and 22 RSUs issued effective March 31, 2015 in connection with the company's cash dividend. ( 5 )Represents 1,227 RSUs originally granted on September 16, 2014 plus prior dividends and 6 RSUs issued effective March 31, 2015 in connection with the company's cash dividend.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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