8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report

(Date of earliest event reported)

January 29, 2007

THE GAP, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-7562	94-1697231
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Two Folsom Street San Francisco, California	94105
(Address of principal executive offices)	(Zip Code)

(650) 952-4400

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 29, 2007, Cynthia Harriss, President, Gap North America, gave notice of her resignation from The Gap, Inc. (the “Company”). Her resignation as President, Gap North America, is effective immediately. On February 1, 2007, the Company issued a press release announcing the resignation. A copy of the press release is attached hereto as Exhibit 99.1.

Item 7.01. Regulation FD Disclosure

On February 1, 2007, the Company issued a press release announcing the appointment of Marka Hansen as the new President, Gap North America, effective immediately. A copy of the press release is attached hereto as Exhibit 99.1

Item 9.01. Financial Statements and Exhibits

99.1 Press Release dated February 1, 2007

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	THE GAP, INC.
	(Registrant)
Date: February 1, 2007	By:	/s/ Lauri M. Shanahan
		Lauri M. Shanahan
		Executive Vice President

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated February 1, 2007

EX-99.1

Exhibit 99.1

Gap Inc. Announces Leadership Changes at Gap Brand

Marka Hansen Named Gap Brand President

SAN FRANCISCO – February 1, 2007 – Gap Inc. (NYSE: GPS) announced today that Marka Hansen, 53, president of Banana Republic, has been named president, Gap North America, effective immediately. Ms. Hansen will report directly to Bob Fisher, Gap Inc.’s interim president and CEO. Ms. Hansen succeeds Cynthia Harriss, 54, who has resigned from the company.

“During the past twenty years, Marka has developed a unique blend of deep merchandising expertise, extensive leadership experience and a real appreciation for the company’s culture and creative heritage,” said Mr. Fisher. “Marka also has demonstrated through her tenure at Banana Republic that she understands what it takes to lead an iconic apparel brand.”

“I’m excited about the opportunity to lead the company’s flagship brand,” said Ms. Hansen. “While there are challenges that lay ahead, with the support of the extremely passionate, talented and committed Gap brand team, I’m confident that together we can reclaim Gap brand’s authority in casual apparel.”

Ms. Hansen began her career with the company in 1987 as a merchandise manager for Banana Republic. She joined Gap’s International division in 1993 as vice president of merchandising leading the brand’s expansion into Europe and Japan, and was promoted to senior vice president in 1995. She briefly led Gap Inc.’s Human Resources organization beginning in 2000, before being promoted to executive vice president of Gap adult merchandising in 2002. Ms. Hansen became president of Banana Republic in 2003.

“I want to thank Cynthia for her incredible efforts at both our Outlet business and Gap brand over the past three years,” said Fisher. “We all appreciate her hard work and wish her well in the future.”

About Gap Inc.

Gap Inc. is a leading international specialty retailer offering clothing, accessories and personal care products for men, women, children and babies under the Gap, Banana Republic, Old Navy, Forth & Towne and Piperlime brand names. Fiscal 2005 sales were $16.0 billion. Gap Inc.

operates more than 3,100 stores in the United States, the United Kingdom, Canada, France, Ireland and Japan. In addition, Gap Inc. is expanding its international presence with franchise agreements for Gap and Banana Republic in Asia and the Middle East. For more information, please visit gapinc.com.

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