GAP INC — Director's Dealing 2014

May 21, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2014-05-20

Reporting Person: BELLAMY ADRIAN D P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-20	Common Stock	M	543.0	$0.0	Acquired	22556	Direct
2014-05-20	Common Stock	M	14828.0	$0.0	Acquired	37384	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-20	Dividend Equivalent Rights	$0.0	A	282.1007	Acquired		Common Stock (282.1007)	Direct
2014-05-20	Dividend Equivalent Rights	$0.0	M	544.6633	Disposed		Common Stock (544.6633)	Direct
2014-05-20	Stock Units	$0.0	M	14828.0	Disposed		Common Stock (14828)	Direct

Footnotes

F1: Each dividend equivalent right is the economic equivalent of one share of Gap Inc. common stock.

F2: The dividend equivalent rights accrued on stock units originally granted on June 30, 2011, June 30, 2012 and June 30, 2013 and are immediately vested. Vested shares are delivered to the reporting person no sooner than 3 years from the date of grant, unless further deferred, or immediately upon cessation of service as a member of the Board, if earlier. The reporting person's service on the Board ended on May 20, 2014

F3: Not applicable.

F4: Each stock unit represents a contingent right to receive one share of Gap Inc. common stock.

F5: Shares were immediately vested and are delivered to the reporting person no sooner than 3 years from the date of grant, unless further deferred, or immediately upon resignation or retirement from the Board, if earlier. The reporting person's service on the Board ended on May 20, 2014.