TARGET CORP — Director's Dealing 2010

Apr 14, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TARGET CORP (TGT)
CIK: 0000027419
Period of Report: 2010-04-09

Reporting Person: STEINHAFEL GREGG W (Director, Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-04-09	Common Stock	M	205909	$33.9956	Acquired	723006	Direct
2010-04-09	Common Stock	S	110000	$55.8757	Disposed	613006	Direct
2010-04-09	Common Stock	S	195909	$55.0785	Disposed	417097	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-04-09	Stock Option	$33.9956	M	205909	Disposed	2011-01-10	Common Stock (205909)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	83113.2845	Indirect
Common Stock	39750	Indirect

Footnotes

F1: Includes dividend equivalents paid on restricted stock units since the date of the reporting person's last filing that have been reinvested in additional restricted stock units.

F2: Price is the volume weighted average selling price of multiple sales by the reporting person on the transaction date occurring within a one dollar range. Actual prices ranged from $55.66 to $56.10. The reporting person hereby undertakes to provide upon request of the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F3: Price is the volume weighted average selling price of multiple sales by the reporting person on the transaction date occurring within a one dollar range. Actual prices ranged from $54.88 to $55.63. The reporting person hereby undertakes to provide upon request of the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F4: Shares held in the Target Corporation 401(k) Plan based on the plan statement as of March 31, 2010.

F5: Option granted under the Target Corporation Long-Term Incentive Plan.

F6: Option granted on January 10, 2001. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.