GAP INC — Director's Dealing 2009

Aug 28, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2009-08-25

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-08-25	Common Stock	M	1000	$12.87	Acquired	20521	Direct
2009-08-25	Common Stock	S	1000	$20	Disposed	19521	Direct
2009-08-25	Common Stock	M	15000	$14.27	Acquired	34521	Direct
2007-08-25	Common Stock	S	15000	$20	Disposed	19521	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-08-25	Stock Option (Right to Buy)	$12.87	M	1000	Disposed	2013-08-07	Common Stock (1000)	Direct
2009-08-25	Stock Option (Right to buy)	$14.27	M	15000	Disposed	2011-10-19	Common Stock (15000)	Direct

Footnotes

F1: These options are fully vested and exercisable.

F2: These shares were sold pursuant to a 10b5-1 trading plan adopted by the reporting person on April 28, 2009.