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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1. Name and Address of Reporting Person * BLASING KAREN   2. Issuer Name and Ticker or Trading Symbol Guidewire Software, Inc. [GWRE] 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) C/O GUIDEWIRE SOFTWARE, INC., 1001 E. HILLSDALE BLVD., SUITE 800 3. Date of Earliest Transaction (Month/Day/Year) 12/15/2014 (Street) FOSTER CITY, CA 94404 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 12/15/2014   M   1,562 A $ 0 3,604 D   Common Stock 12/15/2014   F(1)   714 D $ 47.11 2,890 D   Common Stock 12/15/2014   M   750 A $ 0 3,640 D   Common Stock 12/15/2014   F(1)   391 D $ 47.11 3,249 D   Common Stock 12/15/2014   M   1,568 A $ 0 4,817 D   Common Stock 12/15/2014   F(1)   817 D $ 47.11 4,000 D   Common Stock 12/15/2014   M   406 A $ 0 4,406 D   Common Stock 12/15/2014   F(1)   211 D $ 47.11 4,195 D

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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
Restricted Stock Units	$ 0	12/15/2014		M			1,562	(2)	(2)	Common Stock	1,562	$ 0	4,688	D
Restricted Stock Units	$ 0	12/15/2014		M			750	(3)	(3)	Common Stock	750	$ 0	5,250	D
Restricted Stock Units	$ 0	12/15/2014		M			1,568	(4)	(4)	Common Stock	1,568	$ 0	17,242	D
Restricted Stock Units	$ 0	12/15/2014		M			406	(5)	(5)	Common Stock	406	$ 0	6,094	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BLASING KAREN C/O GUIDEWIRE SOFTWARE, INC. 1001 E. HILLSDALE BLVD., SUITE 800 FOSTER CITY, CA 94404			CHIEF FINANCIAL OFFICER

Signatures

/s/ Winston King, Attorney-in-Fact for Karen Blasing		12/17/2014
**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 withheld by the Issuer to cover taxes associated with the settlement of Restricted Stock Units.
(2)	The vesting of these Restricted Stock Units is subject to the satisfaction of both a liquidity event-based condition and time-based vesting. The liquidity event-based condition was satisfied on July 22, 2012 and the time-based vesting occurs quarterly over four years from September 15, 2011, subject to the Reporting Person's continued service to the Issuer through each such vesting date.
(3)	1/4th of these Restricted Stock Units vested on September 15, 2013, as both the performance-based condition and the time-based criteria were met on that date. The performance-based condition was contingent on meeting certain financial targets for the Issuer's fiscal year 2013, which the Issuer's Board of Directors has deemed to be satisfied. With the performance-based condition satisfied, the remaining units will vest on the following time-based criteria: 1/16th of the units vest quarterly starting on December 15, 2013, subject to the Reporting Person's continued service to the Issuer through each such vesting date, until all the units have vested.
(4)	The grant consists of two separate issuances of Restricted Stock Units. One issuance consists of 12,000 units which vest as follows: 1/16th of the units vest quarterly following the vesting commencement date of September 15, 2013 (the "VCD"), subject to the Reporting Person's continued service to the Issuer. The second issuance consists of 13,080 units, for which vesting is subject to the satisfaction of both performance-based conditions and time-based criteria. The performance-based conditions were previously deemed by the Issuer's Board of Directors to have been met and exceeded, and the time-based vesting criteria are as follows: 1/4th of the units vested on the one year anniversary of the VCD and an additional 1/16th of the units will vest quarterly thereafter, subject to the Reporting Person's continued service to the Issuer.
(5)	The Restricted Stock Units vest as follows: 1/16th of the units vest quarterly beginning December 15, 2014, subject to the Reporting Person's continued service to the Issuer through each such vesting date.

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