Sec Form 4 Filing - GRUNWALD JOSEF A @ INTERGROUP CORP - 2013-06-30

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 GRUNWALD JOSEF A 2. Issuer Name and Ticker or Trading Symbol INTERGROUP CORP [ INTG] 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) THE INTERGROUP CORPORATION, 10940 WILSHIRE BLVD., SUITE 2150 3. Date of Earliest Transaction (MM/DD/YY) 06/30/2013 (Street) LOS ANGELES, CA90024 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 07/01/2013 A( 1 ) 1,048 A $ 0 ( 1 ) 128,695 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 06/30/2013 A( 2 ) 1,639 ( 3 ) ( 3 ) Common Stock 1,639 $ 0 ( 2 ) 1,639 D Director Stock Options (right to buy) $ 9.52 06/30/2013 D( 4 ) 3,000 07/01/2003 06/30/2013 Common Stock 3,000 $ 0 5,400 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GRUNWALD JOSEF A THE INTERGROUP CORPORATION 10940 WILSHIRE BLVD., SUITE 2150 LOS ANGELES, CA90024 X Signatures /s/ Michael G. Zybala, Attorney-in-Fact 07/02/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Stock grant pursuant to The InterGroup Corporation 2007 Stock Compensation Plan for Non-Employee Directors. ( 2 )Award of Restricted Stock Units ("RSUs" issued pursuant to The InterGroup Corporation 2008 Restricted Stock Unit Plan. ( 3 )820 RSUs vest on October 1, 2013 and 819 vest on April 1, 2014. As RSUs vest, they are converted to shares of Common Stock on a one-for-one basis on the vesting date. ( 4 )Stock options surrendered to The InterGroup Corporation in exchange for 1,639 RUSs.

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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