Obligation Charles Schwab & Co. 0.85% ( US808513AH80 ) en USD

Charles Schwab & Co.

100 % ⇌

Etas-Unis

US808513AH80 ( en USD )

0.85% par an ( paiement semestriel )

04/12/2015 - Obligation échue

Prospectus brochure de l'obligation Charles Schwab US808513AH80 en USD 0.85%, échue

1 000 USD

350 000 000 USD

808513AH8

A ( Qualité moyenne supérieure )

A2 ( Qualité moyenne supérieure )

Charles Schwab est une société de services financiers américaine offrant une gamme de services de courtage, de gestion de placements et de banque aux particuliers et aux investisseurs institutionnels.

L'Obligation émise par Charles Schwab & Co. ( Etas-Unis ) , en USD, avec le code ISIN US808513AH80, paye un coupon de 0.85% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 04/12/2015

L'Obligation émise par Charles Schwab & Co. ( Etas-Unis ) , en USD, avec le code ISIN US808513AH80, a été notée A2 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Charles Schwab & Co. ( Etas-Unis ) , en USD, avec le code ISIN US808513AH80, a été notée A ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

Prospectus Supplement filed Pursuant to Rule 424(b)(5)
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424B5 1 d446308d424b5.htm PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(B)(5)
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-178525
Calculation of registration fee

Maximum
Amount of
Aggregate
Registration
Title of Each Class of Securities Offered

Offering Price
Fee(1)
0.850% Senior Notes due 2015

$350,000,000
$47,740
(1) The filing fee is calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended.
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PROSPECTUS SUPPLEMENT
(To Prospectus dated December 15, 2011)
The Charles Schwab Corporation ("CSC") will offer $350,000,000 aggregate principal amount of 0.850% Senior Notes due 2015,
which CSC refers to in this prospectus supplement as the "notes."
The notes will mature on December 4, 2015. The notes will pay interest at 0.850% per annum. Interest on the notes will be paid each
June 4 and December 4, commencing on June 4, 2013. The notes will be senior unsecured obligations of CSC, ranking equally with
all of CSC's other unsecured senior indebtedness. CSC may redeem some or all of the notes at any time at the make-whole
redemption price, as described under "Description of the notes--Optional redemption."
CSC does not intend to apply for listing of the notes on any securities exchange or for inclusion of the notes in any automated dealer
quotation system. Currently, there is no public market for the notes.
Investing in the notes involves risk. See "Risk factors" beginning on page S-5.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these notes or
passed upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to
the contrary is a criminal offense.
These notes are not insured by the Federal Deposit Insurance Corporation or any other governmental agency. These notes are not
savings accounts, deposits or other obligations of any bank.

Underwriting Discount

Price to Public (1)
or Commission

Proceeds to CSC
Per note

100.000%
0.350%

99.650%
Total

$350,000,000
$1,225,000

$348,775,000
(1) Plus accrued interest, if any, from December 6, 2012 if settlement occurs after that date.
The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company for the
accounts of its participants, including Euroclear Bank, S.A./N.V. and Clearstream Banking, société anonyme, and its indirect
participants, against payment in New York, New York on or about December 6, 2012.
Joint Book-Running Managers

Co-Managers

Credit Suisse

J.P. Morgan
UBS Investment Bank

Wells Fargo Securities
December 3, 2012
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Table of Contents
Prospectus Supplement

Page
About this prospectus supplement
S-ii
Where you can find more information
S-iii
Forward-looking statements
S-iv
Summary
S-1
The offering
S-3
Risk factors
S-5
Ratio of earnings to fixed charges and ratio of earnings to fixed charges and preferred stock dividends
S-7
Use of proceeds
S-8
Capitalization
S-9
Description of the notes
S-10
United States federal income and estate tax consequences to non-U.S. holders
S-14
Certain ERISA considerations
S-17
Underwriting
S-19
Notice to investors
S-21
Legal matters
S-24
Experts
S-24
Prospectus

Page
ABOUT THIS PROSPECTUS
1
FORWARD-LOOKING STATEMENTS
1
WHERE YOU CAN FIND MORE INFORMATION
2
THE CHARLES SCHWAB CORPORATION
4
CONSOLIDATED RATIOS OF EARNINGS TO FIXED CHARGES
5
USE OF PROCEEDS
5
DESCRIPTION OF DEBT SECURITIES
6
DESCRIPTION OF PREFERRED STOCK
14
DESCRIPTION OF DEPOSITARY SHARES
17
DESCRIPTION OF COMMON STOCK
19
DESCRIPTION OF PURCHASE CONTRACTS
21
DESCRIPTION OF WARRANTS
22
DESCRIPTION OF UNITS
24
GLOBAL SECURITIES
25
PLAN OF DISTRIBUTION
29
VALIDITY OF SECURITIES
31
EXPERTS
31

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About this prospectus supplement
This document consists of two parts. The first part is the prospectus supplement, which describes the price per note, interest rate,
maturity date, aggregate principal amount and certain other terms of this offering. The second part is the prospectus, which describes
more general information, some of which may not apply to this offering. You should read this prospectus supplement and the
accompanying prospectus, together with additional information described under "Where you can find more information" in this
prospectus supplement.
References in this prospectus supplement to "we," "us," "our" and "CSC" mean The Charles Schwab Corporation. References in this
prospectus supplement to the "Company" mean CSC and its majority-owned subsidiaries.
If the information set forth in this prospectus supplement differs in any way from the information set forth in the accompanying
prospectus, you should rely on the information set forth in this prospectus supplement.
You should rely only on the information contained in or incorporated by reference in this prospectus supplement, the accompanying
prospectus and any free writing prospectus relating to the notes issued hereby prepared by or on behalf of CSC at the time of pricing.
No one is authorized to give information other than that contained herein and therein. This prospectus supplement may be used only
for the purpose for which it has been prepared. CSC has not, and the underwriters have not, authorized any other person to provide
you with different information. If anyone provides you with different or inconsistent information, you should not rely on it.
The representations, warranties and covenants made by CSC in any agreement that is filed as an exhibit to any document that is
incorporated by reference in this prospectus supplement and the accompanying prospectus were made solely for the benefit of the
parties to such agreement, including, in some cases, for the purpose of allocating risk among the parties to such agreements, and
should not be deemed to be a representation, warranty or covenant to you. Moreover, such representations, warranties or covenants
were accurate only as of the date when made. Accordingly, such representations, warranties and covenants should not be relied on as
accurately representing the current state of CSC's affairs. CSC is not, and the underwriters are not, making an offer to sell these notes
in any jurisdiction where the offer or sale is not permitted. You should not assume that the information appearing in this prospectus
supplement and the accompanying prospectus or any document incorporated by reference is accurate as of any date other than the date
of the applicable document. CSC's business, financial condition, results of operations and prospects may have changed since that
date. Neither this prospectus supplement nor the accompanying prospectus constitutes an offer or solicitation on CSC's behalf or on
behalf of the underwriters to subscribe for and purchase any of the notes, and may not be used for or in connection with an offer or
solicitation by anyone in any jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is
unlawful to make such an offer or solicitation.

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Where you can find more information
CSC files annual, quarterly and current reports, proxy statements and other information with the Securities and Exchange Commission
(the "SEC"). CSC's SEC filings are available to the public over the Internet at the SEC's website at http:/www.sec.gov. Copies of
certain information filed by CSC with the SEC are also available on CSC's corporate website at http://www.aboutschwab.com. The
website addresses of the SEC and CSC are included as inactive textual references only, and the information contained on those
websites is not a part of this prospectus supplement or the accompanying prospectus. You may also read and copy any document that
CSC files at the SEC's Public Reference Room, 100 F Street, N.E., Washington, D.C. 20549. You may obtain information on the
operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.
The SEC allows CSC to "incorporate by reference" information CSC has filed with the SEC, which means that CSC can disclose
important information to you by referring you to other documents. The information incorporated by reference is considered to be a
part of this prospectus supplement.
This prospectus supplement incorporates by reference the documents listed below:
-- Annual Report on Form 10-K for the fiscal year ended December 31, 2011 (including such information from the Proxy Statement
filed March 30, 2012 that is incorporated by reference in Part III of such Annual Report);
-- Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2012, June 30, 2012 and September 30, 2012; and
-- Current Reports on Form 8-K filed on January 26, 2012, February 2, 2012, March 13, 2012, May 22, 2012, June 6,
2012, June 18, 2012, July 31, 2012, August 1, 2012, August 29, 2012, October 30, 2012 and November 21, 2012.
You may request a copy of these filings at no cost, by writing, telephoning or sending an email to the following address:
The Charles Schwab Corporation
211 Main Street
San Francisco, California 94105
Attention: Corporate Secretary
Telephone: (415) 667-1959
Email: [email protected]

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Forward-looking statements
This prospectus supplement and the accompanying prospectus, including the documents incorporated by reference, contain not only
historical information but also "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are identified by words such as "believe,"
"anticipate," "expect," "intend," "plan," "will," "may," "estimate," "appear," "aim," "target," "could" and other similar expressions.
These statements, which may be expressed in a variety of ways, including the use of future or present tense language, refer to future
events. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances
are forward-looking statements.
These forward-looking statements, which reflect management's beliefs, objectives, and expectations as of the date hereof, or in the
case of any documents incorporated by reference, as of the date of those documents, are necessarily estimates based on the best
judgment of CSC's senior management. These statements relate to, among other things:

-- the use of proceeds from this debt offering;

-- the ratings for the notes;

-- a trading market for the notes;

-- the Company's ability to pursue its business strategy;

-- the impact of legal proceedings and regulatory matters;

-- the impact of current market conditions on the Company's results of operations;

-- sources of liquidity, capital, and level of dividends;

-- the expected impact of the Federal Reserve's notices of proposed rulemakings;

-- target capital ratios;

-- capital expenditures;

-- the impact of changes in management's estimates on the Company's results of operations;

-- the impact of changes in the likelihood of indemnification and guarantee payment obligations on the Company's results of
operations;

-- the impact on the Company's results of operations of recording stock option expense;

-- the launch of the home equity line of credit portion of Charles Schwab Bank's co-branded loan origination program with Quicken
Loans, Inc.; and

-- the other risks and uncertainties described in this prospectus supplement.
Achievement of the expressed beliefs, objectives, and expectations described in these statements is subject to certain risks and
uncertainties that could cause actual results to differ materially. Readers are cautioned not to place undue reliance on these forward-
looking statements, which speak only as of the date of this prospectus supplement or, in the case of documents incorporated by
reference, as of the date of those documents.

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Important factors that may cause actual results to differ include, but are not limited to:

-- changes in general economic and financial market conditions;

-- changes in revenues and profit margin due to changes in interest rates;

-- adverse developments in litigation or regulatory matters;

-- the extent of any charges associated with litigation and regulatory matters;

-- amounts recovered on insurance policies;

-- the Company's ability to attract and retain clients and grow client assets and relationships;

-- the Company's ability to develop and launch new products, services and capabilities in a timely and successful manner;

-- fluctuations in client asset values due to changes in equity valuations;

-- the Company's ability to monetize client assets;

-- the performance or valuation of securities available for sale and securities held to maturity;

-- trading activity;

-- the level of interest rates, including yields available on money market mutual fund eligible instruments;

-- the adverse impact of financial reform legislation and related regulations;

-- the amount of loans to the Company's brokerage and banking clients;

-- the level of the Company's stock repurchase activity;

-- the level of brokerage client cash balances and deposits from banking clients;

-- the availability and terms of external financing;

-- capital needs;

-- acquisition integration costs;

-- level of expenses;

-- the timing and impact of changes in the Company's level of investments in software, equipment, leasehold improvements and
technology;

-- potential breaches of contractual terms for which the Company has indemnification and guarantee obligations; and

-- CSC's ability to maintain favorable ratings from rating agencies.
You should refer to the "Risk factors" section of this prospectus supplement and to CSC's periodic and current reports filed with the
SEC for specific risks which would cause actual results to be significantly different from

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those expressed or implied by these forward-looking statements. In particular, certain of these factors, as well as general risk factors
affecting CSC and its subsidiaries, are discussed in greater detail in "Item 1A.--Risk Factors" in the Company's Annual Report on
Form 10-K for the year ended December 31, 2011, which is incorporated by reference into this prospectus supplement and
accompanying prospectus.

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Summary
This summary highlights selected information contained elsewhere, or incorporated by reference, in this prospectus
supplement. As a result, it does not contain all of the information that may be important to you or that you should consider
before investing in the notes. You should read this entire prospectus supplement and accompanying prospectus, including the
documents incorporated by reference, especially the risks relevant to investing in the notes discussed under "Risk factors"
contained herein and under "Item 1A.--Risk Factors" beginning on page 7 of our Annual Report on Form 10-K for the year
ended December 31, 2011 (incorporated by reference herein), as well as the consolidated financial statements and notes to
those consolidated financial statements incorporated by reference herein. In addition, certain statements include forward-
looking information that involves risks and uncertainties. See "Forward-looking statements."
The Charles Schwab Corporation
The Charles Schwab Corporation, headquartered in San Francisco, California, was incorporated in 1986 and engages, through its
subsidiaries (primarily located in San Francisco except as indicated), in securities brokerage, banking, and related financial
services. At September 30, 2012, CSC had $1.89 trillion in client assets, 8.7 million active brokerage accounts, 1.5 million
corporate retirement plan participants, and 844,000 banking accounts.
Significant business subsidiaries of CSC include:

-- Charles Schwab & Co., Inc. ("Schwab"), which was incorporated in 1971, is a securities broker-dealer with more than 300
domestic branch offices in 45 states, as well as a branch in each of the Commonwealth of Puerto Rico and London, U.K., and
serves clients in Hong Kong through one of CSC's subsidiaries;

-- Charles Schwab Bank ("Schwab Bank"), which commenced operations in 2003, is a federal savings bank located in Reno,
Nevada; and

-- Charles Schwab Investment Management, Inc., which is the investment advisor for Schwab's proprietary mutual funds, which
are referred to as the Schwab Funds®, and for Schwab's exchange-traded funds, which are referred to as the Schwab ETFsTM.
The Company offers a broad range of products to address individuals' varying investment and financial needs. Examples of these
product offerings include:

-- Brokerage an array of brokerage accounts including some with check-writing features, debit card, and billpay; individual
retirement accounts; retirement plans for small to large businesses; 529 college savings accounts; designated brokerage
accounts; equity incentive plan accounts; and margin loans, as well as access to fixed income securities, equity and debt
offerings, options, and futures;

-- Banking checking accounts linked to brokerage accounts, savings accounts, certificates of deposit, demand deposit accounts,
first mortgages, home equity lines of credit, and personal loans collateralized by securities;

-- Trust trust custody services, personal trust reporting services, and administrative trustee services;

-- Advice solutions separately managed accounts, customized personal advice for tailored portfolios, and specialized planning
and full-time portfolio management;

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-- Mutual funds third-party mutual funds through Mutual Fund Marketplace®, including no-load mutual funds through the
Mutual Fund OneSource® service, proprietary mutual funds from two fund families Schwab Funds® and Laudus Funds®,
other third-party mutual funds, and mutual fund trading and clearing services to broker-dealers; and

-- Exchange-traded funds (ETFs) third-party and Schwab ETFs, as well as separately managed portfolios of ETFs.
These products, and the Company's full array of investing services, are made available through its two segments Investor
Services and Institutional Services.
Investor Services
Through the Investor Services segment, the Company provides retail brokerage and banking services to individual investors.
The Company offers research, analytic tools, performance reports, market analysis, and educational material to all clients. Clients
looking for more guidance have access to online portfolio planning tools, professional advice from Schwab's portfolio
consultants who can help develop an investment strategy and carry out investment and portfolio management decisions, as well as
a range of fully delegated managed solutions that provide ongoing portfolio management.
Institutional Services
Through the Institutional Services segment, Schwab provides custodial, trading, technology, practice management, trust asset, and
other support services to independent investment advisors (IAs). To attract and serve IAs, Institutional Services has a dedicated
sales force and service teams assigned to meet their needs.
The Institutional Services segment also provides retirement plan recordkeeping and related services, retirement plan trust and
custody services, specialty brokerage services, and mutual fund clearing services, and supports the availability of Schwab
proprietary investment funds on third-party platforms. The Company serves a range of employer sponsored plans: equity
compensation plans, defined contribution plans, defined benefit plans, nonqualified deferred compensation plans and other
employee benefit plans.
CSC's common stock is listed and traded on The New York Stock Exchange under the symbol "SCHW."
CSC's principal executive office is located at 211 Main Street, San Francisco, California 94105, and CSC's telephone number is
(415) 667-7000. CSC's corporate Internet website is www.aboutschwab.com. CSC's website address is included as an inactive
textual reference only, and the information contained on CSC's website is not incorporated by reference and does not form a part
of this prospectus supplement or the accompanying prospectus.

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