UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM TA-1

UNIFORM FORM FOR REGISTRATION AS A TRANSFER AGENT AND FOR AMENDMENTTO REGISTRATION PURSUANT TO SECTION 17A OF THESECURITIES EXCHANGE ACT OF 1934
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GENERAL: Form TA-1 is to be used to register or amend registration as a transfer agent with the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation or the Securities and Exchange Commission pursuant to Section 17A of the Securities Exchange Act of 1934. Read all instructions before completing this form. Please print or type all responses.
Form Version:1.0.0
1(a).  Filer CIK: 0000751448
1(c). Live/Test Filing?
X Live    Test
1(e). Is this filing an amendment to a previous filing?
X Yes
1(e)(i).  File Number: 084-01256

2. Appropriate regulatory agency (check one):
X Securities and Exchange Commission
   Board of Governors of the Federal Reserve System
   Federal Deposit Insurance Corporation
   Comptroller of the Currency
   Office of Thrift Supervision

3(a).  Full Name of Registrant:
Charles Schwab & Co., Inc.
3(a)(i).  Previous name, if being amended:
N/A
3(b).  Financial Industry Number Standard (FINS) number:411233
3(c).  Address of principal office where transfer agent activities are, or will be, performed:
3(c)(i).  Address 1
101 Montgomery Street
3(c)(ii).  Address 2

3(c)(iii).  City
San Francisco
3(c)(iv).  State or Country
CA
CALIFORNIA
3(c)(v).  Postal Code
94104
3(d). Address of principal office where transfer agent activities are, or will be, performed:
   Yes X No
If `yes,` provide address(es):
3(e).  Telephone Number (Include Area Code)
415-636-7000

4. Does registrant conduct, or will it conduct, transfer agent activities at any location other than that given in Question 3(c) above?
   Yes X No
If `yes,` provide address(es):

5. Does registrant act, or will it act, as a transfer agent solely for its own securities and/or securities of an affiliate(s)?
   Yes X No

6. Has registrant, as a named transfer agent, engaged, or will it engage, a service company to perform any transfer agent functions?
   Yes X No
If `yes,` provide the name(s) and address(es) of all service companies engaged, or that will be engaged, by the registrant to perform its transfer agent functions:

7. Has registrant been engaged, or will it be engaged, as a service company by a named transfer agent to perform transfer agent functions?
   Yes X No
If `yes,` provide the name(s) and File Number(s) of the named transfer agent(s) for which the registrant has been engaged, or will be engaged, as a service company to perform transfer agent functions:

Completion of Question 8 on this form is required by all independent, non-issuer registrants whose appropriate regulatory authority is the Securities and Exchange Commission. Those registrants who are not required to complete Question 8 should select `Not Applicable.`

8. Is registrant a:
   Corporation
   Partnership
   Sole Proprietorship
   Other
X Not Applicable

9.  Does any person or entity not named in the answer to Question 8:
9(a). directly or indirectly, through agreement or otherwise exercise or have the power to exercise control over the management or policies of applicant; or . . . .
   Yes X No    NA
9(a)(i).  Exact name of each person or entity:

9(a)(ii).  Description of the Agreement or other basis:

9(b). wholly or partially finance the business of applicant, directly or indirectly, in any manner other than by a public offering of securities made pursuant to the Securities Act of 1933 or by credit extended in the ordinary course of business by suppliers, banks and others ? . . . . . . . . . . . . . . . . . . . . . . . . . .
   Yes X No
9(b)(i).  Exact name of each person or entity:

9(b)(ii).  Description of the Agreement or other basis:


10.  Applicant and Control Affiliate Disciplinary History:
The following definitions apply for purposes of answering this Question 10
Control affiliate - An individual or firm that directly or indirectly controls, is under common control with, or is controlled by applicant. Included are any employees identified in 8(a), 8(b), 8(c) of this form as exercising control. Excluded are any employees who perform solely clerical, administrative support of similar functions, or who, regardless of title, perform no executive duties or have no senior policy making authority.
Investment or investment related - Pertaining to securities, commodities, banking, insurance, or real estate (including, but not limited to, acting as or being associated with a broker-dealer, investment company, investment adviser, futures sponsor, bank, or savings and loan association).
Involved - Doing an act of aiding, abetting, counseling, commanding, inducing, conspiring with or failing reasonably to supervise another in doing an act.
10(a).  In the past ten years has the applicant or a control affiliate been convicted of or plead guilty or nolo contender (`no contest`) to:
10(a)(1). a felony or misdemeanor involving: investments or an investment-related business, fraud, false statements or omissions, wrongful taking of property, or bribery, forgery, counterfeiting or extortion?
   Yes X No
10(a)(2). any other felony?
   Yes X No
10(b).  Has any court in the past ten years:
10(b)(1). enjoined the applicant or a control affiliate in connection with any investment-related activity?
   Yes X No
10(b)(2). found that the applicant or a control affiliate was involved in a violation of investment-related statutes or regulations?
   Yes X No
10(c).  Has the U.S. Securities and Exchange Commission or the Commodity Futures Trading Commission ever:
10(c)(1). found the applicant or a control affiliate to have made a false statement or omission?
   Yes X No
10(c)(2). found the applicant or a control affiliate to have been involved in a violation of its regulations or statutes?
X Yes    No
10(c)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(c)(2)(ii).  Title of Action 10(c)(2)(iii).  Date of Action
3-11648
 09/03/2003
10(c)(2)(iv).  The Court or body taking the Action and location:
U.S. SECURITIES EXCHANGE COMMISSION
10(c)(2)(v).  Description of the action or claim:
SCHWAB ENGAGED IN A PRACTICE THAT ENABLED CERTAIN MUTUAL FUND SHAREHOLDERS TO PLACE MUTUAL FUND ORDERS AFTER THE TIME THE FUNDS CALCULATED THEIR NET ASSET VALUES ("NAV") FOR THAT DAY
10(c)(2)(vi).  Disposition of action or claim:
THE SEC IMPOSED ON SCHWAB THE FOLLOWING SANCTIONS: (1) THAT SCHWAB CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF RULE 22C-1(A) UNDER THE INVESTMENT COMPANY ACT; (2) CENSURE OF SCHWAB; AND (3) Fine OF $350,000
10(c)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(c)(2)(ii).  Title of Action 10(c)(2)(iii).  Date of Action
PUBLIC ADMINISTRATIVE PROCEEDINGS
 10/01/1980
10(c)(2)(iv).  The Court or body taking the Action and location:
SECURITIES AND EXCHANGE COMMISSION
10(c)(2)(v).  Description of the action or claim:
ADMINISTRATIVE LAW JUDGE OF THE SECURITIES AND EXCHANGE COMMISSION, IT WAS FOUND THAT APPLICANT HAD FAILED TO ADEQUATELY SUPERVISE THE REGISTERED REPRESENTATIVE IN ITS NEWPORT BEACH, CALIFORNIA BRANCH OFFICE
10(c)(2)(vi).  Disposition of action or claim:
APPLICANT DISCOVERED THAT ONE OF ITS EMPLOYEES WAS SOLICITING FUNDS FROM VARIOUS NON-CUSTOMERS AND CONVERTING THOSE FUNDS TO HIS OWN USE. WHEN THE EMPLOYEE'S ACTIONS WERE DISCOVERED, HE WAS IMMEDIATELY TERMINATED; ALL APPROPRIATE AUTHORITIES NOTIFIED.
10(c)(3). found the applicant or a control affiliate to have been a cause of an investment-related business having its authorization to do business denied, suspended, revoked or restricted?
   Yes X No
10(c)(4). entered an order denying, suspending or revoking the applicant`s or a control affiliate`s registration or otherwise disciplined it by restricting its activities?
X Yes    No
10(c)(4)(i).  The individuals named in the action or claim:
CYBERTRADER, INC.
10(c)(4)(ii).  Title of Action 10(c)(4)(iii).  Date of Action
CO-01-6414-S
 05/01/2001
10(c)(4)(iv).  The Court or body taking the Action and location:
STATE OF CONNECTICUT, DEPARTMENT OF BANKING
10(c)(4)(v).  Description of the action or claim:
CYBERTRADER VOLUNTARILY REPORTED THAT IT MAY HAVE TRANSACTED BUSINESS AS A BROKER DEALER PRIOR TO ITS NOVEMBER 1, 1999 REGISTRATION IN CONNECTICUT
10(c)(4)(vi).  Disposition of action or claim:
CYBERTRADER, INC. PAID $7500.00 AND AGREED TO CERTAIN REMEDIAL ACTIONS
10(c)(4)(i).  The individuals named in the action or claim:
U.S. TRUST CORPORATION; UNITED STATES TRUST COMPANY OF NEW YORK
10(c)(4)(ii).  Title of Action 10(c)(4)(iii).  Date of Action
01-010-B-HC AND 01-010-CMP-HC - Order
 07/12/2001
10(c)(4)(iv).  The Court or body taking the Action and location:
FEDERAL RESERVE BOARD
10(c)(4)(v).  Description of the action or claim:
THE FEDERAL RESERVE BOARD AND THE NEW YORK STATE BANKING DEPARTMENT ALLEGED VIOLATIONS AND DEFICIENCIES RELATING TO THE LACK OF INTERNAL CONTROLS AND PROCEDURES AND INADEQUATE COMPLIANCE WITH THE BANK SECRECY ACT
10(c)(4)(vi).  Disposition of action or claim:
ON JULY 11, 2001, U.S. TRUST CORPORATION AND UNITED STATES TRUST COMPANY OF NEW YORK PAID TO THE FEDERAL RESERVE BOARD A CIVIL MONEY PENALTY IN THE AMOUNT OF $5 MILLION AND MADE A $5 MILLION MONETARY PAYMENT TO THE STATE OF NEW YORK.
10(c)(4)(i).  The individuals named in the action or claim:
U.S. TRUST CORPORATION; UNITED STATES TRUST COMPANY OF NEW YORK
10(c)(4)(ii).  Title of Action 10(c)(4)(iii).  Date of Action
01-010-B-HC AND 01-010-CMP-HC - order
 07/12/2001
10(c)(4)(iv).  The Court or body taking the Action and location:
NEW YORK STATE BANKING DEPARTMENT
10(c)(4)(v).  Description of the action or claim:
THE FEDERAL RESERVE BOAD AND THE NEW YORK STATE BANKING DEPARTMENT ALLEGED VIOLATIONS AND DEFICIENCIES RELATING TO THE LACK OF INTERNAL CONTROLS AND PROCEDURES AND INADEQUATE COMPLIANCE WITH THE BANK SECRECY ACT
10(c)(4)(vi).  Disposition of action or claim:
ON JULY 11, 2001, U.S. TRUST CORPORATION AND UNITED STATES TRUST COMPANY OF NEW YORK PAID TO THE FEDERAL RESERVE BOARD A CIVIL MONEY PENALTY IN THE AMOUNT OF $5 MILLION AND MADE A $5 MILLION MONETARY PAYMENT TO THE STATE OF NEW YORK.
10(d).  Has any other Federal regulatory agency or any state regulatory agency:
10(d)(1). ever found the applicant or a control affiliate to have made a false statement or omission or to have been dishonest, unfair, or unethical?
   Yes X No
10(d)(2). ever found the applicant or a control affiliate to have been involved in a violation of investment-related regulations or statutes?
X Yes    No
10(d)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(d)(2)(ii).  Title of Action 10(d)(2)(iii).  Date of Action
CO-99-5303-S
 05/13/1999
10(d)(2)(iv).  The Court or body taking the Action and location:
STATE OF CONNECTICUT DEPT. OF BANKING, SECURITIES AND BUS. DIV
10(d)(2)(v).  Description of the action or claim:
ALLEGES THAT SCHWAB'S WRITTEN SUPERVISORY PROCEDURES DID NOT ADEQUATELY DESIGNATE SUPERVISORY RESPONSIBILITY OR DESCRIBE ADEQUATELY THE SUPERVISORY STEPS TO BE TAKEN BY ITS EMPLOYEES IN CONNECTION WITH THE WITHDRAWAL OF FUNDS FROM CERTAIN CUSTOMER BROKERAGE ACCOUNTS FOR THE PURPOSE OF PAYING INVESTMENT ADVISORY FEES TO AN INDEPENDENT INVESTMENT ADVISOR IN VIOLATION OF SECTION 36B-15(A)(2)(K) OF THE CONNECTICUT UNIFORM SECURITIES ACT
10(d)(2)(vi).  Disposition of action or claim:
$100,000 FINE LEVIED AGAINST SCHWAB; FINE PAID ON MAY 13, 1999. SCHWAB TO PREPARE ITS OWN REVIEW AND REPORT OF ITS INTERNAL SUPERVISORY THIRD PARTY INVESTMENT MANAGEMENT FEE PAYMENT PRACTICES AND TO SUBMIT SUCH REPORT TO THE DIVISION DIRECTOR.
10(d)(2)(i).  The individuals named in the action or claim:
CYBERTRADER, INC.
10(d)(2)(ii).  Title of Action 10(d)(2)(iii).  Date of Action
CO-01-6414-S
 05/01/2001
10(d)(2)(iv).  The Court or body taking the Action and location:
STATE OF CONNECTICUT, DEPARTMENT OF BANKING
10(d)(2)(v).  Description of the action or claim:
CYBERTRADER VOLUNTARILY REPORTED THAT IT MAY HAVE TRANSACTED BUSINESS AS A BROKER DEALER PRIOR TO ITS NOVEMBER 1, 1999 REGISTRATION IN CONNECTICUT
10(d)(2)(vi).  Disposition of action or claim:
THE FIRM PAID A FINE OF $7500.00
10(d)(3). ever found the applicant or a control affiliate to have been a cause of an investment-related business having its authorization to do business denied, suspended, revoked, or restricted?
   Yes X No
10(d)(4). in the past ten years entered an order against the applicant or a control affiliate in connection with investment-related activity?
   Yes X No
10(d)(5). ever denied, suspended, or revoked the applicant`s or a control affiliate`s registration or license, or prevented it from associating with an investment-related business, or otherwise disciplined it by restricting its activities?
X Yes    No
10(d)(5)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc
10(d)(5)(ii).  Title of Action 10(d)(5)(iii).  Date of Action
X-2044 (L) - Stipulation and Consent
 09/17/1985
10(d)(5)(iv).  The Court or body taking the Action and location:
WISCONSIN
10(d)(5)(v).  Description of the action or claim:
TRANSACTION OF BUSINESS THROUGH AT LEAST 38 AGENTS NOT LICENSED IN WISCONSIN
10(d)(5)(vi).  Disposition of action or claim:
ON 9/17/85 THE WISCONSIN SECURITIES COMMISSION ISSUED AN ORDER RESTRICTING CHARLES SCHWAB & CO., INC. FOR 10 DAYS FROM OPENING NEW WISCONSIN ACCOUNTS.
10(d)(6). ever revoked or suspended the applicant`s or a control affiliate`s license as an attorney or accountant?
   Yes X No
10(e).  Has any self-regulatory organization or commodities exchange ever:
10(e)(1). found the applicant or a control affiliate to have made a false statement or omission?
   Yes X No
10(e)(2). found the applicant or a control affiliate to have been involved in a violation of its rules?
X Yes    No
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & CO., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
05-0042 - Decision & Order of Offer of Settlement
 09/19/2005
10(e)(2)(iv).  The Court or body taking the Action and location:
CHICAGO BOARD OPTIONS EXCHANGE
10(e)(2)(v).  Description of the action or claim:
ALLEGED VIOLATION OF EXCHANGE RULE 9.21(A)(I) AND INTERPRETATIONS AND POLICIES .01 AND .02 IN THAT SCHWAB DISSEMINATED COMMUNICATIONS THAT WERE IN CONTRAVENTION OF THE REQUIREMENTS OF EXCHANGE RULE 9.21(A)(I) AND INTERPRETATIONS AND POLICIES .01 AND .02; VIOLATION OF EXCHANGE RULES 4.2, 9.8 AND 9.21(C)
10(e)(2)(vi).  Disposition of action or claim:
EDUCATIONAL UNDERTAKING FOR APPROPRIATE SCHWAB EMPLOYEES TO REVIEW WITH EXCHANGE STAFF THE REQUIREMENTS OF EXCHANGE RULE 9.21.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & CO., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
HPD #05-156
 09/28/2005
10(e)(2)(iv).  The Court or body taking the Action and location:
NEW YORK STOCK EXCHANGE DIVISION OF ENFORCEMENT
10(e)(2)(v).  Description of the action or claim:
SUBMISSIONS OF INACCURATE ELECTRONIC BLUE SHEETS IN VIOLATION OF EXCHANGE RULES 410A & 401 AND THE FAILURE TO PROPERLY SUPERVISE THE PREPARATION OF ITS BLUE SHEET SUBMISSIONS IN VIOLATION OF EXCHANGE RULE 342.
10(e)(2)(vi).  Disposition of action or claim:
CENSURE, FINE AND THE FIRM IS TO CONDUCT A VALIDATION OF ALL REQUIRED BLUE SHEET DATA ELEMENTS AND NOTIFY THE NYSE IN WRITING THAT THAT FIRM HAS COMPLETED THE VALIDATION
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., INc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
Stipulation and Consent - HPD#05-110
 08/05/2005
10(e)(2)(iv).  The Court or body taking the Action and location:
NEW YORK STOCK EXCHANGE DIVISION OF ENFORCEMENT
10(e)(2)(v).  Description of the action or claim:
THE FIRM, WITHOUT ADMITTING OR DENYING GUILT, VIOLATED EXCHANGE RULES 342(A) AND (B) IN THAT THE FIRM FAILED TO ESTABLISH AND MAINTAIN APPROPRIATE PROCEDURES FOR SUPERVISION AND CONTROL
10(e)(2)(vi).  Disposition of action or claim:
THE FIRM HAS CONSENTED TO A CENSURE, A FINE OF $1 MILLION AND AN UNDERTAKING TO HIRE AN OUTSIDE CONSULTANT TO REVIEW ITS POLICIES AND PROCEDURES WITH RESPECT TO THE FOREGOING.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
AWC CLG050002
 12/16/2004
10(e)(2)(iv).  The Court or body taking the Action and location:
NASD
10(e)(2)(v).  Description of the action or claim:
DURING 2002 AND 2003, SCHWAB FAILED TO CORRECT AND REPAIR 9,637 OATS REPORTS THAT WERE REJECTED BY THE OATS SYSTEMS IN VIOLATION OF NASD MARKETPLACE RULE 6955(A) AND CONDUCT RULE 2110.
10(e)(2)(vi).  Disposition of action or claim:
REVISE THE FIRM'S WRITTEN SUPERVISORY PROCEDURES WITH RESPECT TO OATS AND MUNICIPAL TRADE REPORTING
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
3-11648
 09/03/2003
10(e)(2)(iv).  The Court or body taking the Action and location:
U.S. SECURITIES EXCHANGE COMMISSION
10(e)(2)(v).  Description of the action or claim:
THE SEC FOUND THAT FROM AT LEAST JANUARY 2001 THROUGH OCTOBER 2003, SCHWAB ENGAGED IN A PRACTICE THAT ENABLED CERTAIN MUTUAL FUND SHAREHOLDERS TO PLACE MUTUAL FUND ORDERS AFTER THE TIME THE FUNDS CALCULATED THEIR NET ASSET VALUES ("NAV") FOR THAT DAY
10(e)(2)(vi).  Disposition of action or claim:
(1) THAT SCHWAB CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF RULE 22C-1(A) UNDER THE INVESTMENT COMPANY ACT; (2) CENSURE OF SCHWAB; AND (3) IMPOSITION A CIVIL MONEY PENALTY IN THE AMOUNT OF $350,000.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
C05040042
 06/28/2004
10(e)(2)(iv).  The Court or body taking the Action and location:
NASD
10(e)(2)(v).  Description of the action or claim:
APPLICANT VIOLATED MSRB RULES G-17, G-30(A) WHEN IT RELIED SOLELY ON THE BIDS PROVIDED BY A BROKER'S BROKER TO DETERMINE THE FAIR MARKET VALUE IN THE LIQUIDATION OF SIX MUNICIPAL SECURITY POSITIONS FOR CUSTOMERS
10(e)(2)(vi).  Disposition of action or claim:
FINE OF $30,000 AND RESTITUTION OF $$30,869.25, PLUS INTEREST TO THE CUSTOMERS
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
HPD#: 04-114
 06/14/2004
10(e)(2)(iv).  The Court or body taking the Action and location:
NEW YORK STOCK EXCHANGE DIVISION OF ENFORCEMENT
10(e)(2)(v).  Description of the action or claim:
VIOLATED EXCHANGE RULE 346(F) BY EMPLOYING PERSONS WITH STATUTORY DISQUALIFICATIONS; VIOLATED EXCHANGE RULE 351(A)(5) BY FAILING TO PROMPTLY REPORT CRIMINAL MATTERS CONCERNING EMPLOYEES TO THE EXCHANGE
10(e)(2)(vi).  Disposition of action or claim:
CONSENT TO CENSURE, $250,000 FINE, AND REQUIREMENT TO REFORM PROCEDURES CONCERNING HIRING OF INDIVIDUALS SUBJECT TO STATUTORY DISQUALIFICATION
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
02-28
 03/26/2003
10(e)(2)(iv).  The Court or body taking the Action and location:
AMERICAN STOCK EXCHANGE
10(e)(2)(v).  Description of the action or claim:
VIOLATED EXCHANGE RULE 208 IN THAT THE FIRM ACCEPTED MULTIPLE ODD-LOT ORDERS FOR EXECUTION THROUGH ITS LAYOFF SYSTEM, WHEN SUCH ORDERS SHOULD HAVE BEEN CONSOLIDATED INTO ROUND LOTS
10(e)(2)(vi).  Disposition of action or claim:
SCHWAB WAS CENSURED AND FINED $20,000.00. THE FINE WAS PAID BY SCHWAB ON JUNE 18, 2003
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., INc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
CMS030003 AWC
 12/13/2002
10(e)(2)(iv).  The Court or body taking the Action and location:
NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC
10(e)(2)(v).  Description of the action or claim:
VIOLATIONS OF SEC RULE 17A-3 AND NASD CONDUCT RULE 3110
10(e)(2)(vi).  Disposition of action or claim:
CHARLES SCHWAB & CO INC PAID A FINE OF $5000.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., INc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
CMS010149 AWC
 05/23/2001
10(e)(2)(iv).  The Court or body taking the Action and location:
NASD REGULATION, INC
10(e)(2)(v).  Description of the action or claim:
THE ALLEGEDLY VIOLATED NASD MARKETPLACE RULE 4632(A) AND NASD CONDUCT RULE 2110
10(e)(2)(vi).  Disposition of action or claim:
CHARLES SCHWAB & CO., INC. PAID A FINE OF $2500.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co. Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
HPD# 00-135
 07/20/2000
10(e)(2)(iv).  The Court or body taking the Action and location:
NEW YORK STOCK EXCHANGE, INC.
10(e)(2)(v).  Description of the action or claim:
THE FIRM VIOLATED: (1)EXCHANGE RULE 402(A) AND REGULATION 240.15C3-3(E), PROMULGATED PURSUANT TO THE SECURITIES EXCHANGE ACT OF 1934, IN THAT IT: (A) FAILED TO MAINTAIN ITS SPECIAL RESERVE BANK ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS AT THE LEVELS REQUIRED BY THE REGULATION
10(e)(2)(vi).  Disposition of action or claim:
PENALTY IMPOSED OF A CENSURE, $300,000 FINE AND AN UNDERTAKING.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
#501172
 12/20/1999
10(e)(2)(iv).  The Court or body taking the Action and location:
NEW YORK STOCK EXCHANGE, INC.
10(e)(2)(v).  Description of the action or claim:
VIOLATED EXCHANGE RULE 342 BY: A)FAILING TO ESTABLISH ADEQUATE PROCEDURES TO SUPERVISE THE OPENING OF AND TRADING IN NEW CUSTOMER ACCOUNTS OPENED BY PHONE PRIOR TO TIMELY RECEIPT OF SIGNED CUSTOMER DOCUMENTS
10(e)(2)(vi).  Disposition of action or claim:
THE STIPULATION, APPLICANT AGREED TO A CENSURE AND A FINE OF $250,000.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
CAF900032
 12/16/1999
10(e)(2)(iv).  The Court or body taking the Action and location:
NASD REGULATION, INC
10(e)(2)(v).  Description of the action or claim:
APPLICANT VIOLATED MSRB RULES G-12 AND G14 DURING THE FIRST HALF OF 1999 BY FAILING TO PROVIDE ACCURATE AND TIMELY INFORMATION REGARDING MUNICIPAL SECURITIES TRADES TO THE NSCC.
10(e)(2)(vi).  Disposition of action or claim:
WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, APPLICANT CONSENTED TO A $1,000 FINE.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
Regulatory Action
 06/01/1980
10(e)(2)(iv).  The Court or body taking the Action and location:
PHILADELPHIA STOCK EXCHANGE, INC.
10(e)(2)(v).  Description of the action or claim:
BOOKS AND RECORDS VIOLATIONS AND CAPITAL COMPUTATION VIOLATIONS IN THE FIRST CALENDAR QUARTER OF 1980.
10(e)(2)(vi).  Disposition of action or claim:
$30,000 FINE LEVIED AGAINST SCHWAB.
10(e)(2)(i).  The individuals named in the action or claim:
Charles R. Schwab
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
Regulatory Action
 06/01/1975
10(e)(2)(iv).  The Court or body taking the Action and location:
PHILADELPHIA STOCK EXCHANGE, INC.
10(e)(2)(v).  Description of the action or claim:
CHARLES R. SCHWAB WAS CENSURED BY THE PHILADELPHIA STOCK EXCHANGE
10(e)(2)(vi).  Disposition of action or claim:
CHARLES R. SCHWAB WAS CENSURED BY THE PHILADELPHIA STOCK EXCHANGE
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
C01970023
 11/01/1996
10(e)(2)(iv).  The Court or body taking the Action and location:
NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC.
10(e)(2)(v).  Description of the action or claim:
DURING THE PERIOD FROM JULY THROUGH SEPTEMBER 1996, IN CONJUNCTION WITH SALES OF NEW ISSUES OF MUNICIPAL SECURITIES, SCHWAB FAILED TO PROVIDE OFFICIAL STATEMENTS TO CERTAIN CUSTOMERS ON A TIMELY BASIS IN VIOLATION OF MSRB RULE G-32
10(e)(2)(vi).  Disposition of action or claim:
$4500 FINE LEVIED AGAINST SCHWAB
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
Regulatory Action
 11/24/1974
10(e)(2)(iv).  The Court or body taking the Action and location:
NASDAQ
10(e)(2)(v).  Description of the action or claim:
NASDAQ COMPLAINT N-V8-83 FILED 11-22-74 ACCEPTED 12-16-74, PAID $100.00 FINAL 1-30-75
10(e)(2)(vi).  Disposition of action or claim:
$100 FINE LEVIED AGAINST SCHWAB; FINE PAID ON DECEMBER 16, 1974.
10(e)(2)(i).  The individuals named in the action or claim:
Charles Schwab & Co., INc.
10(e)(2)(ii).  Title of Action 10(e)(2)(iii).  Date of Action
Regulatory Action
 10/31/1974
10(e)(2)(iv).  The Court or body taking the Action and location:
NASDAQ
10(e)(2)(v).  Description of the action or claim:
NASDAQ COMPLAINT N-VS-75 FILED 10-31-74 ACCEPTED 11-15-74, PAID $25.00 FINAL 12-30-74
10(e)(2)(vi).  Disposition of action or claim:
PAID $25.00 FINE ON 11/15/1974
10(e)(3). found the applicant or a control affiliate to have been the cause of an investment-related business losing its authorization to do business?
   Yes X No
10(e)(4). disciplined the applicant or a control affiliate by expelling or suspending it from membership, by barring or suspending its association with other members, or by otherwise restricting its activities?
   Yes X No
10(f). Has any foreign government, court, regulatory agency, or exchange ever entered an order against the applicant or a control affiliate related to investments or fraud?
   Yes X No
10(g). Is the applicant or a control affiliate now the subject of any proceeding that could result in a yes answer to questions 10(a) - 10(f)?
   Yes X No
10(h). Has a bonding company denied, paid out on, or revoked a bond for the applicant or a control affiliate?
X Yes    No
10(h)(1)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(h)(1)(ii).  Title of Action 10(h)(1)(iii).  Date of Action
Bond
 06/01/1983
10(h)(1)(iv).  The Court or body taking the Action and location:
NOT KNOWN - NOT DISCLOSED ON SCHEDULE D OF OLD FORM BD
10(h)(1)(v).  Description of the action or claim:
AMOUNT RECOVERED FROM INSURANCE: 100% LESS $50,000 DEDUCTIBLE. TYPE OF LOSS WAS FIDELITY. LOCATION OF LOSS: PORTLAND, OREGON BRANCH OFFICE. NO OTHER DETAILS PROVIDED ON SCHEDULE D OF OLD FORM BD.
10(h)(1)(vi).  Disposition of action or claim:
AMOUNT RECOVERED FROM INSURANCE: 100% LESS $50,000 DEDUCTIBLE. TYPE OF LOSS WAS FIDELITY. LOCATION OF LOSS: PORTLAND, OREGON BRANCH OFFICE. NO OTHER DETAILS PROVIDED ON SCHEDULE D OF OLD FORM BD.
10(h)(1)(i).  The individuals named in the action or claim:
Charles Schwab & Co., Inc.
10(h)(1)(ii).  Title of Action 10(h)(1)(iii).  Date of Action
Bond
 10/01/1980
10(h)(1)(iv).  The Court or body taking the Action and location:
NOT AVAILABLE - NAME NOT DISCLOSED ON SCHEDULE D OF OLD FORM BD
10(h)(1)(v).  Description of the action or claim:
AMOUNT RECOVERED FROM INSURANCE WAS 100% LESS $25,000 DEDUCTIBLE. TYPE OF LOSS: FIDELITY. LOCATION OF LOSS: NEWPORT BEACH, CALIFORNIA. NO OTHER INFORMATION PROVIDED ON SCHEDULE D OF OLD FORM BD
10(h)(1)(vi).  Disposition of action or claim:
AMOUNT RECOVERED FROM INSURANCE WAS 100% LESS $25,000 DEDUCTIBLE. TYPE OF LOSS: FIDELITY. LOCATION OF LOSS: NEWPORT BEACH, CALIFORNIA. NO OTHER INFORMATION PROVIDED ON SCHEDULE D OF OLD FORM BD
10(i). Does the applicant or a control affiliate have any unsatisfied judgments or liens against it?
   Yes X No

ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a)
SIGNATURE: The Registrant submitting this Form, and as required, the SEC supplement and Schedules A-D, And the executing official hereby represent that all the information contained herein is true, correct and complete.
11(a).  Signature of Official responsible for Form:
Beverly Neilson
 11(b).  Telephone Number:
415-636-3686
11(c).  Title of Signing Officer:
Director
 11(d).  Date Signed (Month/Day/Year)
03/30/2007