GUESS INC — Director's Dealing 2011

Jul 1, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GUESS INC (GES)
CIK: 0000912463
Period of Report: 2011-06-28

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-28	Common Stock	S	200000	$41.75	Disposed	7201397	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	65950	Direct
Common Stock	1164971	Indirect
Common Stock	1581700	Indirect
Common Stock	1332568	Indirect
Common Stock	66955	Indirect

Footnotes

F1: Reflects changes in form of ownership that are exempt pursuant to Rule 16a-13 under the Securities Exchange Act of 1934 since there was no change in pecuniary interest.

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.

F3: Shares are held by Marciano Financial Holdings IV, LLC in accounts specifically allocated to trusts for the benefit of the reporting person and his minor children.

F4: Shares are held by NRG Capital Holdings II, LLC in accounts specifically allocated to trusts for the benefit of the reporting person and his minor children.

F5: Shares are held by G Financial Holdings, LLC which is indirectly owned by the reporting person.

F6: Shares are held by G2 GRAT, a grantor retained annuity trust of which the reporting person acts as investment advisor and has sole investment power.