Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  O'Connell Jeff
 2. Date of Event Requiring Statement (Month/Day/Year)
06/12/2007		 3. Issuer Name and Ticker or Trading Symbol
BWAY CORP [BWY]
(Last)
(First)
(Middle)
C/O BWAY HOLDING COMPANY, 8607 ROBERTS DRIVE, SUITE 250		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Treasurer and Secretary
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ATLANTA, GA 30350		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 5,672.3
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock option 02/07/2003 12/14/2009 Common Stock 2,346 $ 1.61 D  
Stock option 02/07/2003 01/28/2012 Common Stock 67,472 $ 2.96 D  
Stock option   (1) 02/08/2013 Common Stock 21,402 $ 5.35 D  
Stock option   (2) 02/08/2013 Common Stock 16,145 $ 5.35 D  
Stock option 09/30/2007(3) 02/08/2013 Common Stock 7,509 $ 5.35 D  
Stock option 02/08/2006 02/08/2013 Common Stock 30,037 $ 5.35 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
O'Connell Jeff
C/O BWAY HOLDING COMPANY
8607 ROBERTS DRIVE, SUITE 250
ATLANTA, GA 30350		       VP, Treasurer and Secretary  

Signatures

Kevin Kern Attorney-in-fact 06/12/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Following the closing of the Company's initial public offering, options will vest as follows: 1/3 of the options vest if, during any consecutive 45-day period, the average closing price per share of the Company's common stock (or, the "average closing price") is at least $19.26 and the closing price per share of the Company's common stock on the last day of such 45-day period (or, the "last day closing price") is at least $16.37; the next 1/3 of the options vest if, during any consecutive 45-day period, the average closing price is at least $21.52 and the last day closing price is at least $18.29; and the other 1/3 of the options vest if, during any consecutive 45-day period, the average closing price is at least. $23.78 and the last day closing price is at least $20.21.
(2) On May 23, 2007, the Company's board of directors amended the plan to provide that these options will become exercisable upon the completion of the Company's initial public offering
(3) The options are performance options that vest upon the occurrence of certain performance criteria. On May 23, 2007, the Company's board of directors amended the plan to provide that these options will become exercisable upon the completion of the Company's initial public offering.

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