TARGET CORP — Director's Dealing 2012

Aug 23, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TARGET CORP (TGT)
CIK: 0000027419
Period of Report: 2012-08-21

Reporting Person: Kozlak Jodee A (Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-21	Common Stock	M	22929.0000	$33.8000	Acquired	64399.0000	Direct
2012-08-21	Common Stock	M	3922.0000	$38.2500	Acquired	68321.0000	Direct
2012-08-21	Common Stock	M	3408.0000	$44.0200	Acquired	71729.0000	Direct
2012-08-21	Common Stock	S	30259.0000	$64.2002	Disposed	41470.0000	Direct
2012-08-22	Common Stock	S	1433.0000	$64.2000	Disposed	40037.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-21	Stock Option	$38.2500	M	3922.0000	Disposed	2014-01-14	Common Stock (3922.0000)	Direct
2012-08-21	Stock Option	$33.8000	M	22929.0000	Disposed	2019-01-14	Common Stock (22929.0000)	Direct
2012-08-21	Stock Option	$44.0200	M	3408.0000	Disposed	2014-08-02	Common Stock (3408.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4665.4821	Indirect

Footnotes

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

F2: Price is the volume weighted average selling price of all sales by the reporting person on the transaction date within a one dollar range. Actual prices ranged from $64.20 to $64.225. 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: Shares held in the Target Corporation 401(k) Plan based on the plan statement as of June 29, 2012.

F4: Option granted under the Target Corporation Long-Term Incentive Plan.

F5: Option granted on January 14, 2004. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F6: Option granted on January 14, 2009. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F7: Option granted on August 2, 2004. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.