Prepared By R.R. Donnelley Financial -- Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 24, 2007

The Charles Schwab Corporation

(Exact name of registrant as specified in its charter)

Commission File Number: 1-9700

Delaware		94-3025021
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

120 Kearny Street, San Francisco, CA 94108

(Address of principal executive offices, including zip code)

(415) 636-7000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Information to be included in the report

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 24, 2007, Christopher V. Dodds, the Chief Financial Officer of The Charles Schwab Corporation (CSC), announced his decision to retire as the Chief Financial Officer of CSC on May 18, 2007. The Board of Directors named Joseph R. Martinetto to replace Mr. Dodds as Chief Financial Officer of CSC effective upon Mr. Dodds' retirement on May 18, 2007. Mr. Martinetto, 45, has been the Senior Vice President and Treasurer of CSC and Charles Schwab & Co., Inc. (Schwab) since 2003 and has had responsibility for CSC's financial planning and analysis function since 2005. He also served as Senior Vice President and Treasurer of CSC and Schwab from 1997 until 2001. From 2001 until 2003, Mr. Martinetto served as the chief financial officer for the Schwab Investor Services enterprise. Mr. Martinetto joined Schwab in 1997.

On January 25, 2007, CSC issued a press release announcing Mr. Dodds' retirement as Chief Financial Officer. A copy of the press release is included as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated January 25, 2007 ("Chris Dodds to Retire as Schwab CFO on May 18")

Signature(s)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		The Charles Schwab Corporation


Date: January 26, 2007	By:	/s/ Christopher V. Dodds
		Christopher V. Dodds
		Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.		Description
EX-99.1		Press Release dated January 25, 2007 ("Chris Dodds to Retire as Schwab CFO on May 18")

EX-99.1 2 rrd144286_18009.htm PRESS RELEASE DATED JANUARY 25, 2007 ("CHRIS DODDS TO RETIRE AS SCHWAB CFO ON MAY 18") EXHIBIT 99 EXHIBIT 99.1

THE CHARLES SCHWAB CORPORATION
News Release

Contacts:

MEDIA

Greg Gable

Charles Schwab
Phone: 415-636-5847

INVESTORS/ANALYSTS

Rich Fowler

Charles Schwab
Phone: 415-636-9869

CHRIS DODDS TO RETIRE AS SCHWAB CFO ON MAY 18

Joseph Martinetto to be named CFO

SAN FRANCISCO, Jan. 25, 2007 - The Charles Schwab Corporation announced today that Christopher V. Dodds, Schwab's executive vice president and CFO, will retire on May 18, following Schwab's annual stockholders meeting, and Joseph R. Martinetto, Schwab's senior vice president & treasurer, will replace him as CFO at that time.

"Chris has played a pivotal role helping to steer Schwab, and in particular, helping me turn the company around and put it on its renewed trajectory of growth during the last three years, " said Charles R. Schwab, Schwab founder, chairman and CEO. "One of Chris's great strengths has been building a team of executives around him, and we're confident of a smooth transition for Joe, a nine-year veteran at Schwab and a strong executive to fill the CFO role. "

Dodds joined Schwab in 1986 and has held a variety of financial positions in treasury, corporate development, and financial planning and analysis. He served as treasurer from 1993 to 1997, corporate controller from 1997 to 1999, and chief financial officer since July 1999.

Describing his decision to retire, Mr. Dodds said, "I feel that Schwab is superbly positioned for success in the years ahead and I am extremely fortunate to have reached a point in my life where I now have the flexibility to be able to devote more time and attention to my family and my community. Leaving behind the daily demands of my current job provides me the time to pursue other activities including service on corporate boards and philanthropic activities, and to create a different work-life balance. "

Martinetto, 45, joined Schwab in 1997 as senior vice president and treasurer. During his tenure at Schwab he has also held the role of chief financial officer for the Schwab Investor Services enterprise, the largest division of the company. He resumed the role of treasurer in 2003 and in 2005 also assumed responsibility for the company's financial planning and analysis function. Prior to joining Schwab, Martinetto was senior vice president, senior assistant treasurer at Transamerica Corporation and senior vice president, asset liability management at First Interstate Bancorp. He received his BA from Claremont McKenna College in Claremont California and an MBA from the University of California, Berkeley.

About Charles Schwab

The Charles Schwab Corporation (Nasdaq: SCHW) is a leading provider of financial services, with more than 300 offices and 6.7 million client brokerage accounts, 542,000 corporate retirement plan participants, 147,000 banking accounts, and $1.2 trillion in client assets as of December 31, 2006. Through its operating subsidiaries, the company provides a full range of securities brokerage, banking, money management and financial advisory services to individual investors and independent investment advisors. The Charles Schwab Bank, N.A. (member FDIC) provides banking and mortgage services and products. More information is available at www.schwab.com.

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