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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BANKS MICHELLE
 2. Date of Event Requiring Statement (Month/Day/Year)
03/31/2008		 3. Issuer Name and Ticker or Trading Symbol
GAP INC [GPS]
(Last)
(First)
(Middle)
GAP INC., 2 FOLSOM STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, General Counsel
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN FRANCISCO, CA 94105		 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 3,606
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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
Stock Option (Right to Buy)   (1) 01/26/2009 Common Stock 3,000 $ 31.1094 D  
Stock Option (Right to Buy)   (1) 01/26/2009 Common Stock 4,500 $ 41.4792 D  
Stock Option (Right to Buy)   (1) 04/10/2010 Common Stock 3,200 $ 45.5625 D  
Stock Option (Right to Buy)   (1) 05/10/2010 Common Stock 800 $ 33.375 D  
Stock Option (Right to Buy)   (1) 10/30/2010 Common Stock 3,500 $ 23.3125 D  
Stock Option (Right to Buy)   (1) 10/19/2011 Common Stock 6,500 $ 14.27 D  
Stock Option (Right to Buy)   (1) 06/26/2012 Common Stock 3,000 $ 13.76 D  
Stock Option (Right to Buy)   (1) 03/07/2013 Common Stock 10,000 $ 12.87 D  
Stock Option (Right to Buy)   (1) 03/08/2014 Common Stock 11,250 $ 21.55 D  
Stock Option (Right to Buy)   (1) 03/11/2015 Common Stock 6,667 $ 22.42 D  
Stock Option (Right to buy)   (2) 03/13/2016 Common Stock 10,667 $ 17.84 D  
Performance Units (3)   (4)   (4) Common Stock 834 $ 0 D  
Performance Units (3)   (5)   (5) Common Stock 2,667 $ 0 D  
Performance Units (3)   (6)   (6) Common Stock 10,000 $ 0 D  
Performance Units (3)   (7)   (7) Common Stock 7,500 $ 0 D  
Stock Option (Right to Buy)   (8) 03/17/2018 Common Stock 50,000 $ 19.68 D  
Restricted Stock Units (9)   (10)   (10) Common Stock 20,000 $ 0 D  
Performance Units (3)   (11)   (11) Common Stock 10,066 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BANKS MICHELLE
GAP INC.
2 FOLSOM STREET
SAN FRANCISCO, CA 94105		       SVP, General Counsel  

Signatures

/s/ Ingrid Freire, Power of Attorney 04/01/2008
**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) These options are fully vested and exercisable.
(2) These options become exercisable in four equal annual installments beginning March 13, 2007.
(3) Each performance unit represents a contingent right to receive one share of Gap Inc. Common Stock.
(4) 834 Units vest on March 11, 2009. Shares are delivered to the reporting person upon vest.
(5) 1333 Units vest on March 13, 2009 and 1334 Units vest on March 13, 2010. Shares are delivered to the reporting person upon vest.
(6) These units vest in two equal installments; 5,000 vest on November 28, 2008 and 5,000 vest on November 28, 2009. Shares are delivered to the reporting person upon vest.
(7) These units vest in two equal installments; 3,750 units vest on March 12, 2009 and 3,750 units vest on March 12, 2010. Shares are delivered to the reporting person upon vest.
(8) These options vest in four equal annual installments beginning March 17, 2009.
(9) Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.
(10) These restricted stock units vest in two equal installments; 10,000 units vest on March 17, 2010 and 10,000 units vest on March 17, 2011. Shares are delivered to the reporting person upon vest.
(11) These performance units vest in two equal installments; 5,033 units vest on March 17, 2010 and 5,033 units vest on March 17, 2011. Shares are delivered to the reporting person upon vest.

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