Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Cornell Brian C	2. Issuer Name and Ticker or Trading Symbol TARGET CORP [ TGT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Executive Officer
(Last) (First) (Middle) 1000 NICOLLET MALL	3. Date of Earliest Transaction (MM/DD/YYYY) 8/20/2020
(Street) MINNEAPOLIS, MN 55403 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	5/18/2020		G⁽¹⁾	V	89091.0000	D	$0.0000	119411.0000 ⁽²⁾	D
Common Stock	6/26/2020		G⁽³⁾	V	100000.0000	A	$0.0000	220064.0000	D
Common Stock	8/20/2020		M⁽⁴⁾		294551.0000	A	$55.6000	514615.0000	D
Common Stock	8/20/2020		S⁽⁵⁾		1400.0000	D	$155.8790 ⁽⁶⁾	513215.0000	D
Common Stock	8/20/2020		S⁽⁵⁾		7400.0000	D	$155.1437 ⁽⁷⁾	505815.0000	D
Common Stock	8/20/2020		S⁽⁵⁾		11801.0000	D	$154.1944 ⁽⁸⁾	494014.0000	D
Common Stock	8/20/2020		S⁽⁵⁾		26229.0000	D	$153.2283 ⁽⁹⁾	467785.0000	D
Common Stock	8/20/2020		S⁽⁵⁾		53170.0000	D	$152.4609 ⁽¹⁰⁾	414615.0000	D
Common Stock	8/20/2020		F⁽⁴⁾		191820.0000	D	$154.9300	222795.0000	D
Common Stock	5/18/2020		G⁽¹⁾	V	89091.0000	A	$0.0000	284085.0000	I	By Trust
Common Stock	5/27/2020		G	V	1630.0000	D	$0.0000	282455.0000	I	By Trust
Common Stock	6/26/2020		G⁽³⁾	V	100000.0000	D	$0.0000	182455.0000	I	By Trust
Common Stock								422.7069 ⁽¹¹⁾	I	By 401(k) Plan

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option ⁽¹²⁾	$55.6000	8/20/2020		M			294551.0000	4/17/2020 ⁽¹²⁾	4/17/2024 ⁽¹²⁾	Common Stock	294551.0000	$0.0000	0.0000	D

Explanation of Responses:
(1)	Reflects the gift of shares to a revocable living trust, of which the reporting person and his spouse are trustees, for the benefit of the reporting person, his spouse and their children.
(2)	Includes dividend equivalents paid on performance-based 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 performance-based restricted stock units.
(3)	Reflects the transfer of shares to the reporting person from a revocable living trust, of which the reporting person and his spouse are trustees, for the benefit of the reporting person, his spouse and their children.
(4)	The shares received upon exercise of the price-vested stock options, net of exercise costs and taxes, are subject to a one-year post-exercise holding period. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan previously entered into by the reporting person on June 24, 2020.
(5)	The reported transaction was effected pursuant to a Rule 10b5-1 trading plan previously entered into by the reporting person on June 19, 2020.
(6)	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 $155.80 to $156.07. 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.
(7)	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 $154.80 to $155.73. 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.
(8)	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 $153.80 to $154.79. 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.
(9)	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 $152.79 to $153.78. 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.
(10)	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 $151.79 to $152.78. 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.
(11)	Shares held in the Target Corporation 401(k) Plan based on the plan statement as of June 30, 2020.
(12)	An award of price-vested stock options under the Amended and Restated Target Corporation 2011 Long-Term Incentive Plan, previously reported by the reporting person on May 24, 2017. This report corrects the "Date Exercisable" and "Expiration Date" which were inadvertently listed as 5/22/2020 and 5/22/2024, respectively, in that previous report.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Cornell Brian C 1000 NICOLLET MALL MINNEAPOLIS, MN 55403	X		Executive Officer