TARGET CORP — Director's Dealing 2008

Aug 28, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TARGET CORP (TGT)
CIK: 0000027419
Period of Report: 2008-08-26

Reporting Person: SCOVANNER DOUGLAS A (Executive Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-08-26	Deferred Compensation Units	$0	I	42476.6621	Disposed		Common Stock (42476.6621)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	137635	Direct
Common Stock	7816.2812	Indirect
Common Stock	3000	Indirect

Footnotes

F1: Shares held in the Target Corporation 401(k) Plan based on the plan statement as of June 30, 2008.

F2: 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.

F3: Transaction was effected pursuant to a previously established Rule 10b5-1 trading plan in connection with a scheduled distribution of deferred compensation.

F4: Includes units acquired as a result of reinvested dividends since the reporting person's last filing that reported this derivative security.