GUESS INC — Director's Dealing 2012

Feb 10, 2012

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: GUESS INC (GES)
CIK: 0000912463
Period of Report: 2012-01-28

Reporting Person: MARCIANO MAURICE (Director, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-07-18	Call Option (obligation to sell)	$50.00	E	5132	Disposed	2011-07-18	Common Stock (513200)	Indirect
2011-07-20	Call Option (obligation to sell)	$50.00	E	2800	Disposed	2011-07-20	Common Stock (280000)	Indirect
2011-07-21	Call Option (obligation to sell)	$50.00	E	2068	Disposed	2011-07-21	Common Stock (206800)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	70050	Direct
Common Stock	6239000	Indirect
Common Stock	1164971	Indirect
Common Stock	1500000	Indirect
Common Stock	4000000	Indirect
Common Stock	70	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 Maurice Marciano Trust (2006 Restatement), 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 children.

F4: Shares are held by MNM Capital Hodlings, LLC in accounts specifically allocated to trusts for the benefit of the reporting persons and his children.

F5: Shares are held by Next Step Capital LLC, of which the reporting person has sole investment power and exclusive pecuniary interest.

F6: Shares are held by Maurice Marciano Gift Trust FBO Caroline Marciano, of which the reporting person is the sole trustee.