POWER OF ATTORNEY


	I, C. Preston Butcher, appoint each of Carrie Dwyer, Mark P. Tellini,
W. Hardy Callcott, R. Scott McMillen and Jane E. Fry of The Charles
Schwab Corporation (the "Company"), signing singly, my
attorney-in-fact to:

(1)	Execute on my behalf and in my capacity as an officer
and/or director of the Company, Forms 3, 4 and 5 (the "Form"
or "Forms") in accordance with the Section 16 of the Securities
Exchange Act of 1934, as amended by the Sarbanes-Oxley Act
of 2002, and the rules thereunder, which execution may include
the insertion of my name on the signature line of any Form; and

(2)	Perform any and all acts on my behalf which may
 be necessary or desirable to complete and execute any Form
and timely file such Form with the United States Securities
and Exchange Commission and any stock exchange or similar
authority; and

(3)	Take any other action in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by
me, it being understood that the documents executed by such
attorney-in-fact on my behalf pursuant to this Power of
Attorney shall be in such form and shall contain such terms
and conditions as such attorney-in-fact may approve in his
or her discretion.

I grant to each such attorney-in-fact full power and authority to do
and perform any act necessary or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all intents and
purposes as I might or could do if personally present.  I ratify and
confirm all that such attorney-in-fact shall lawfully do by the rights and
 powers granted by this Power of Attorney.  Each attorney-in-fact shall
have full power of substitution or revocation.

I acknowledge that the attorneys-in-fact, in serving in such capacity at
my request, are not assuming, nor is the Company assuming, any of
my responsibilities to comply with the Sarbanes-Oxley Act of
2002 or Section 16 of the Securities Exchange Act of 1934 or the
rules thereunder.

This Power of Attorney shall remain in full force and effect until I
am no longer required to file the Forms with respect to my holdings
of and transactions in securities issued by the Company, unless I earlier
revoke it in a signed writing delivered to the Office of the
Corporate Secretary of the Company.

100047-1