GAP INC — Director's Dealing 2009

Sep 18, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2009-09-17

Reporting Person: SIMMONS SABRINA (EVP, Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-09-17	Common Stock	M	20000	$15.38	Acquired	39521	Direct
2009-09-17	Common Stock	S	20000	$22	Disposed	19521	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-09-17	Stock Option (Right to Buy)	$15.38	M	20000	Disposed	2012-04-10	Common Stock (20000)	Direct

Footnotes

F1: These shares were sold pursuant to a 10b5-1 trading plan adopted by the reporting person April 28, 2009.

F2: These options were vested and fully exercisable.