SCHWAB CHARLES CORP — Director's Dealing 2012

May 16, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCHWAB CHARLES CORP (SCHW)
CIK: 0000316709
Period of Report: 2012-05-15

Reporting Person: BECHTLE NANCY H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-15	Common Stock	M	12907.0000	$11.6217	Acquired	233374.0000	Indirect
2012-05-15	Common Stock	F	11655.0000	$12.8700	Disposed	221719.0000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-15	Nonqualified Stock Option (right to buy)	$11.6217	M	12907.0000	Disposed	2012-05-15	Common Stock (12907.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10378.0000	Direct