GAP INC — Director's Dealing 2012

Mar 10, 2012

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2012-01-28

Reporting Person: FISHER JOHN J (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-06	Common Stock	G	480000	—	Disposed	15462498	Direct
2011-12-22	Common Stock	G	5616	—	Disposed	15462498	Direct
2011-12-22	Common Stock	G	702	—	Acquired	15462498	Direct
2011-12-22	Common Stock	G	702	—	Acquired	41152	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	27000000	Indirect
Common Stock	4000000	Indirect
Common Stock	442014	Indirect
Common Stock	20000	Indirect

Footnotes

F1: The reporting person is a general partner of Fisher Core Holdings L.P., a Delaware limited partnership ("Fisher Holdings") that owns the reported securities. As a general partner of Fisher Holdings, the reporting person may be deemed to have beneficial ownership of all shares of Common Stock of which Fisher Holdings has beneficial ownership. However, the reporting person disclaims beneficial ownership of all shares of Common Stock held by Fisher Holdings except to the extent of his pecuniary interest therein.