GUESS INC — Director's Dealing 2008

Apr 3, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GUESS INC (GES)
CIK: 0000912463
Period of Report: 2008-04-01

Reporting Person: MARCIANO PAUL (Director, Vice Chairman & CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-04-01	Common Stock	S	12500	$42.20	Disposed	2027472	Indirect
2008-04-01	Common Stock	S	112500	$42.05	Disposed	1914972	Indirect
2008-04-02	Common Stock	S	25000	$42.80	Disposed	9573122	Indirect
2008-04-02	Common Stock	S	30000	$42.05	Disposed	9543122	Indirect
2008-04-02	Common Stock	A	200000	—	Acquired	237400	Direct
2008-04-02	Common Stock	F	90733	$42.05	Disposed	146667	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2431700	Indirect
Common Stock	220000	Indirect

Footnotes

F1: Shares are held by Marciano Financial Holdings II, LLC in accounts specifically allocated to trusts for the benefit of the reporting person and his minor children.

F2: Shares are held by the Paul Marciano Trust dated 2/20/86, a revocable trust of which the reporting person is the sole trustee and sole beneficiary and has the exclusive pecuniary interest. Reflects changes in form of indirect ownership that are exempt pursuant to Rule 16a-13 under the Securities Exchange Act for 1934 since there was no change in pecuniary interest.

F3: Received upon achievement of a previously established earnings per share growth target.

F4: Not applicable.

F5: Reflects changes in form of ownership that are exempt pursuant to Rule 16a-13 under the Securities Exchange Act for 1934 since there was no change in pecuniary interest.

F6: Shares are held by NRG Capital Holdings, LLC in accounts specifically allocated to trusts for the benefit of the reporting person and his minor children.

F7: Shares are held by JS Capital Holdings, LLC which is owned by the reporting person and two annuity trusts for his benefit. The reporting person has investment control over all of these shares.