TARGET CORP — Director's Dealing 2007

Jul 16, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TARGET CORP (TGT)
CIK: 0000027419
Period of Report: 2007-07-12

Reporting Person: ULRICH ROBERT J (Director, Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-07-13	Common Stock	M	1000000	$19.9375	Acquired	1211799	Direct
2007-07-13	Common Stock	S	1000000	$70.4013	Disposed	211799	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-07-12	Deferred Compensation Units	$0	I	1027354.704	Disposed		Common Stock (1027354.704)	Direct
2007-07-13	Stock Option	$19.9375	M	1000000	Disposed	2008-03-06	Common Stock (1000000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11099.602	Indirect
Common Stock	560603	Indirect

Footnotes

F1: Reflects changes in the form of ownership since the date of the reporting person's last filing.

F2: Price is the weighted average selling price of all sales by the reporting person on the transaction date. The range of selling prices was $70.40 to $70.50 per share.

F3: Shares held in the Target Corporation 401(k) Plan based on the plan statement as of June 30, 2007.

F4: Deferred compensation units are held under the Target Corporation Executive Deferred Compensation Plan (the "Plan"). Under the terms of the Plan, participants' deferred compensation balances are indexed to various crediting rate alternatives, as chosen by them. The units reported relate to the Target common stock crediting rate alternative, and each unit is the economic equivalent of one share of Target common stock. The value of such units increases or decreases daily in accordance with an equivalent investment in the Target Stock Fund in the corporation's 401(k) plan. Participants are generally free to transfer plan balances into other crediting rate alternatives at any time. The Plan balances represent unsecured general obligations of Target Corporation, and are payable solely in cash.

F5: Includes units acquired as a result of reinvested dividends since the reporting person's last filing that reported this derivative security.

F6: Option granted under the Target Corporation Executive Long-Term Incentive Plan of 1981 in a transaction exempt under Rule 16b-3.

F7: Option granted on March 6, 1998. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F8: The reporting person previously transferred 180,555 of these options to a trust established for estate planning purposes. These options were transferred back to the reporting person since the reporting person's last filing that reported this derivative security.