SCHWAB CHARLES CORP — Director's Dealing 2012

Oct 31, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCHWAB CHARLES CORP (SCHW)
CIK: 0000316709
Period of Report: 2012-10-31

Reporting Person: SCHWAB CHARLES R (Director, Chairman, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-30	Common Stock	G	20960.0000	$0.0000	Disposed	125849852.0000	Indirect
2012-10-30	Common Stock	G	206440.0000	$0.0000	Disposed	125643412.0000	Indirect
2012-10-31	Common Stock	S	1250000.0000	$13.4998	Disposed	124393412.0000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4413233.0000	Direct
Common Stock	44025.0000	Indirect
Common Stock	38537941.0000	Indirect
Common Stock	6091465.3300	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $13.38 to $13.5875. 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.