SCHWAB CHARLES CORP — Director's Dealing 2010

Dec 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCHWAB CHARLES CORP (SCHW)
CIK: 0000316709
Period of Report: 2010-12-16

Reporting Person: Allen Jay L (EVP - Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-16	Common Stock	M	3300.0000	$8.7616	Acquired	20077.0000	Indirect
2010-12-16	Common Stock	S	3300.0000	$17.0000	Disposed	16777.0000	Indirect
2010-12-17	Common Stock	M	14246.0000	$8.7616	Acquired	31023.0000	Indirect
2010-12-17	Common Stock	S	14246.0000	$17.0306	Disposed	16777.0000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-16	Nonqualified Stock Option (right to buy)	$8.7616	M	3300.0000	Disposed	2011-09-30	Common Stock (3300.0000)	Direct
2010-12-17	Nonqualified Stock Option (right to buy)	$8.7616	M	14246.0000	Disposed	2011-09-30	Common Stock (14246.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17655.0000	Direct
Common Stock	333.0000	Indirect

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 19, 2010.

F2: This transaction was executed in multiple trades at prices ranging from $17.00 to $17.11. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.