Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Goldfarb Solomon
 2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2015		 3. Issuer Name and Ticker or Trading Symbol
GAP INC [GPS]
(Last)
(First)
(Middle)
TWO FOLSOM ST		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Digital & Customer Exp.
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN FRANCISCO, CA 94105-1205		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 711
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy)   (1) 03/14/2021 Common Stock 1,250 $ 21.79 D  
Non-Qualified Stock Option (right to buy)   (1) 03/12/2022 Common Stock 15,000 $ 25.09 D  
Non-Qualified Stock Option (right to buy)   (1) 03/18/2023 Common Stock 10,000 $ 36.45 D  
Non-Qualified Stock Option (right to buy)   (1) 03/17/2024 Common Stock 10,000 $ 42.2 D  
Restricted Stock Unit (2)   (3)   (4) Common Stock 25,038 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Goldfarb Solomon
TWO FOLSOM ST
SAN FRANCISCO, CA 94105-1205		       EVP, Digital & Customer Exp.  

Signatures

By: David Jedrzejek, Power of Attorney For: Solomon Goldfarb 02/02/2015
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The options under this grant become exercisable in four equal annual installments beginning one year from date of grant. Date of grant is 10 years prior to expiration date.
(2) Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.
(3) Represents seven grants of Restricted Stock Units (RSUs). The RSU grants vest as follows: 2,500 shares vest on 03/12/2015; 1,250 shares vest on 03/14/2015; 5,428 shares vest on 03/18/2015; 1,715 shares vest on 03/17/2016; 5,429 shares vest on 03/18/2016; 1,500 shares vest on 08/14/2016; 2,000 shares vest on 11/10/2016; 1,716 shares vest on 03/17/2017; 1,500 shares vest on 08/14/2017; and 2,000 shares vest on 11/10/2017.
(4) Not applicable.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.