GAP INC — Director's Dealing 2010

Dec 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2010-12-15

Reporting Person: FISHER DORIS F (Honorary Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-15	Common Stock	S	271434	$21.0101	Disposed	46035883	Indirect
2010-12-16	Common Stock	S	475000	$21.2501	Disposed	45560883	Indirect
2010-12-16	Common Stock	S	80000	$21.1777	Disposed	45480883	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $21.0000 to $21.0450. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: The sales reported on this Form 4 reflect sales by a trust of which the reporting person is a trustee.

F3: This transaction was executed in multiple trades at prices ranging from $21.1200 to $21.3900. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F4: This transaction was executed in multiple trades at prices ranging from $21.0600 to $21.2700. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.