Gap (GPS)

Financial planning services of approximately $13,500 to $21,000 per year based on when the executive initiated use of the services and cost to the Company. These services are provided because executives typically have more complex financial-planning requirements and we have determined that this is an effective attraction and retention tool (more limited financial counseling services are available generally to employees at lower levels).

Until June 30, 2008, executive long-term disability insurance, which increased income replacement to 50% of base salary up to a maximum payment of $25,000 per month. On July 1, 2008, this plan was terminated and executives were only eligible to receive the same benefits available to benefits-eligible employees generally.

Employees at the Director level and above, including executive officers, are provided life insurance coverage of three times base salary up to a maximum of $2 million.

Highly compensated employees are eligible for the Supplemental Deferred Compensation Plan (“SDCP”). The SDCP allows participants to defer a percentage of their salary and bonus on a pre-tax basis. The Company does not make matching contributions to participant deferrals other than for base salary deferrals representing the excess of an employee participant’s base pay over the Internal Revenue Code qualified plan limit which are matched at up to 4%, the same rate in effect under the Company’s 401(k) plan. This match is intended to provide the same level of benefit received by participants not impacted by the limit. The SDCP was implemented for participants to help meet retirement savings goals given our lack of a defined benefit pension plan, and to assist in efficient tax planning. No above-market or preferential interest rates are available on deferred compensation.

Under the Company’s Gift Match Program, available to all employees, contributions to eligible nonprofit organizations are matched by the Company, up to certain annual limits. For fiscal 2008, the limit for our named executive officers was $15,000, with the exception of Mr. Murphy who had an annual matching limit of $100,000.

During the first year of his employment, Mr. Murphy relocated with his family from Toronto, Canada to our headquarters in San Francisco, California. The Committee determined that relocation benefits consistent with those provided to other senior Company executives in

similar circumstances were generally sufficient, but that given Mr. Murphy’s circumstances, additional temporary living expenses for up to one year were appropriate. Income attributable to Mr. Murphy for relocation expenses that are not otherwise tax deductible is generally grossed up for taxes. Because Mr. Murphy did not relocate immediately, the Committee determined that limited personal use of a Company airplane by Mr. Murphy or members of his family at an amount not to exceed $250,000 for fiscal 2007 and $400,000 for fiscal 2008 based on the incremental cost to the Company was appropriate to provide an efficient way to minimize travel time commitment for commuting and family visitation purposes. Mr. Murphy could also request reimbursement for the cost of any commercial travel that he or his immediate family members used to travel between Toronto and San Francisco, which also counted against these amounts. The amount taxable to Mr. Murphy for this Company airplane usage was grossed-up by the Company only where travel was in connection with commuting trips to and from Toronto during the first 12 months of his employment.

Beginning in fiscal 2009, Mr. Murphy will have limited personal use of a Company airplane at an amount not to exceed $200,000 per year based on the incremental cost to the Company. The Committee approved this perquisite as both a competitive attraction and retention tool and to provide an efficient way to minimize travel time commitments. In addition, taxable income associated with personal use of the Company airplane will not be subject to tax gross up.

Financial planning services of approximately $12,000 to $21,000 per year based on when the executive initiated use of the services and cost to the Company. These services are provided because executives typically have more sophisticated financial planning requirements and we have determined that this is an effective attraction and retention tool (more limited financial counseling services are available generally to employees at lower levels).

Executive long-term disability insurance, which increases income replacement to 50% of base salary up to a maximum payment of $25,000 per month. This insurance is in addition to that provided to employees generally in order to provide a reasonable level of income replacement.

Employees at the Director-level and above, including executive officers, are provided life insurance coverage of three times base salary up to a maximum of $2 million.

Highly compensated employees are eligible for the Supplemental Deferred Compensation Plan (“SDCP”). The SDCP allows participants to defer a percentage of their salary and bonus on a pre-tax basis. The Company does not make matching contributions to participant deferrals other than for base salary deferrals representing the excess of an employee participant’s base pay over the IRS qualified plan limit which are matched at up to 4%, the same rate in effect under the Company’s 401(k) plan. This match is intended to provide the same level of benefit received by participants not impacted by the limit. The SDCP was implemented for participants to help meet retirement savings goals given our lack of a pension plan, and to assist in efficient tax planning. No above-market or preferential interest rates are available on deferred compensation.

As part of his employment, Mr. Murphy will relocate with his family from Toronto, Canada to our headquarters in San Francisco, California. The Committee determined that relocation benefits consistent with those provided to other senior Company executives in similar circumstances were generally sufficient, but that given Mr. Murphy’s circumstances, additional temporary living expenses for up to one year were appropriate. Income attributable to Mr. Murphy for relocation expenses that is not otherwise tax deductible is generally grossed up for taxes. Because Mr. Murphy will not relocate immediately, the Committee determined that limited personal use of a Company airplane by Mr. Murphy or members of his family at an amount not to exceed $250,000 for fiscal 2007 and $400,000 for fiscal 2008 based on the incremental cost to the Company was appropriate to provide an efficient way to minimize travel time commitment for commuting and family visitation purposes. Mr. Murphy may also request reimbursement for the cost of any commercial travel that he or his immediate family members use to travel between Toronto and San Francisco, which also counts against these amounts. The amount taxable to Mr. Murphy for this corporate jet usage is grossed up by the Company only where travel is in connection with commuting trips to and from Toronto during the first 12 months of his employment.

Beginning in 2009, Mr. Murphy will have limited personal use of a Company airplane at an amount not to exceed $200,000 per year based on the incremental cost to the Company. The Committee approved this perquisite as both a competitive attraction and retention tool and to provide an efficient way to minimize travel time commitments.

Reimbursement of professional fees for legal and tax advice incurred as part of his initial employment negotiations.

Financial planning services of approximately $12,000 to $20,000 per year based on when the executive initiated the use of the services and the cost to the Company. These services are provided based on the more sophisticated personal financial planning requirements that are typical at this level (financial counseling services are available generally to employees at lower levels). In addition, the Company benefits by having a common platform to communicate the value of our compensation programs on an individual basis and to assist in planning for stock trading blackouts.

Executive long-term disability insurance, which increases income replacement to 50% of base salary up to a maximum payment of $25,000 per month. This insurance is in addition to that provided to employees generally in order to provide a reasonable level of income replacement as a percentage of base salary.

Highly compensated employees are eligible to participate in the Supplemental Deferred Compensation Plan (“SDCP”). The SDCP replaced the Executive Deferred Compensation Plan, which was frozen as to new contributions on December 31, 2005. The SDCP allows eligible employees (“participants”) to defer a percentage of their salary and bonus on a pre-tax basis. Book-entry accounts representing the deferred amounts are indexed to the participant’s choice of approved investment funds. The Company does not make matching contributions to participant deferrals other than for base salary deferrals representing the excess of an employee participant’s base pay over the current IRS qualified plan limit ($220,000 for calendar 2006), which are matched at up to 4%, the same rate in effect under the Company’s 401(k) plan. This match is intended to provide the same level of benefit received by participants not impacted by the limit. The SDCP was implemented for participants to enable retirement savings, efficient tax planning and to align with competitive practice. In fiscal 2007, no above-market or preferential interest rate options will be available on deferred compensation.

Limited personal use of a Company airplane by Mr. Pressler, at an amount not to exceed $200,000 per year based on the incremental cost to the Company. The amount taxable to Mr. Pressler was grossed up by the Company for income tax purposes. The Committee approved this perquisite as both a competitive attraction and retention tool, and to provide an efficient way to minimize travel time commitments and maximize available time for Company business.