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OMB APPROVAL
UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: October 31, 1994
WASHINGTON, D.C. 20549 Estimated average burden
hours per response 14.90
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SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 9 )*
THE CHARLES SCHWAB CORPORATION
(Name of Issuer)
COMMON STOCK ($0.01 par value)
(Title of Class of Securities)
808513 10 5
(CUSIP Number)
Check the following box if a fee is being paid with this statement / /. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
SEC 1745 (2/92) Page 1 of 5
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CUSIP NO. 808513 10 5 13G PAGE 2 OF 5 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SchwabPlan Retirement Savings and Investment Plan, formerly the
Charles Schwab Profit Sharing and Employee Stock Ownership Plan
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
California, USA
5 SOLE VOTING POWER 0
NUMBER OF
SHARES 6 SHARED VOTING POWER As of December 31, 1998,
BENEFICIALLY 31,072,856 shares of the Common Stock, each
OWNED BY of which carries one vote per share. Under
EACH the terms of the Plan, the Plan participants
REPORTING are entitled to instruct how to vote shares
PERSON allocated to their accounts. In accordance
WITH with the terms of the Plan, the Purchasing
Agent votes the allocated shares attributable
to the ESOP portion of the Plan for which no
instructions are received in the same
proportion as the participants' instructions
with respect to the allocated shares, and the
Purchasing Agent votes the unallocated shares
in the same proportion as the participants'
instructions with respect to the allocated
shares, subject to the obligation to follow
any specific instructions to the contrary
from the Plan trustee or another Plan
fiduciary with the power to direct the
Purchasing Agent.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER As of December 31,
1998, 31,072,856 shares of Common Stock, each
of which carries one vote per share. Under
the terms of the Plan, Plan participants are
entitled to direct the disposition of shares
allocated to their accounts. In accordance
with the terms of the Plan, the Purchasing
Agent directs the disposition of the
unallocated shares in the same proportion as
the participants' instructions with respect
to the allocated shares, subject to the
obligation to follow any specific
instructions to the contrary from the Plan
trustee or another Plan fiduciary with the
power to direct the Purchasing Agent.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,072,856
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.7%
12 TYPE OF REPORTING PERSON*
EP
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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PAGE 3 OF 5 PAGES
SCHEDULE 13G
Item 1(a) - Name of Issuer: The Charles Schwab Corporation
Item 1(b) - Address of Issuer's Principal Executive Offices:
101 Montgomery Street, San Francisco, CA 94104
Item 2(a) - Name of Person Filing: SchwabPlan Retirement Savings and
Investment Plan, formerly the Charles
Schwab Profit Sharing and Employee
Stock Ownership Plan
Item 2(b) - Address of Principal Business Office:
101 Montgomery Street, San Francisco, CA 94014
Item 2(c) - Citizenship:
The Trust is organized under the laws of the United States;
its offices are located in the State of California.
Item 2(d) - Title of Class of Securities:
The Charles Schwab Corporation Common Stock
Item 2(e) - CUSIP Number: 808513 10 5
Item 3 - If this statement is filed pursuant to Rules 13d-1(b), of
13d-2(b), check whether the person filing is a:
(f) x Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974
Item 4 - Ownership:
(a) Amount of Beneficially Owned: As of December 31,
1998, 31,072,856 shares of the Common Stock, which
carries one vote per share
(b) Percent of Class: 7.7% (Rounded to nearest tenth)
(c) Number of shares as to which such person has:
(i) Sole Power to Vote or to Direct the Vote: 0
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PAGE 4 OF 5 PAGES
(ii) Shared Voting Power: As of December 31,
1998, 31,072,856 shares of the Common Stock,
each of which carries one vote per share.
Under the terms of the Plan, the Plan
participants are entitled to instruct how to
vote shares allocated to their accounts. In
accordance with the terms of the Plan, the
Purchasing Agent votes the allocated shares
attributable to the ESOP portion of the Plan
for which no instructions are received in
the same proportion as the participants'
instructions with respect to the allocated
shares, and the Purchasing Agent votes the
unallocated shares in the same proportion as
the participants' instructions with respect
to the allocated shares, subject to the
obligation to follow any specific
instructions to the contrary from the Plan
trustee or another Plan fiduciary with the
power to direct the Purchasing Agent.
(iii) Sole Power to Dispose or to Direct the
Disposition: 0
(iv) Shared Dispositive Power: As of December 31,
1998, 31,072,856 shares of Common Stock,
each of which carries one vote per share.
Under the terms of the Plan, Plan
participants are entitled to direct the
disposition of shares allocated to their
accounts. In accordance with the terms of
the Plan, the Purchasing Agent directs the
disposition of the unallocated shares in the
same proportion as the participants'
instructions with respect to the allocated
shares, subject to the obligation to follow
any specific instructions to the contrary
from the Plan trustee or another Plan
fiduciary with the power to direct the
Purchasing Agent.
Item 5 - Ownership of Five Percent or Less of a Class: Not Applicable
Item 6 - Ownership of More than Five Percent on Behalf of Another
Person: Not Applicable
Item 7 - Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company: Not Applicable
Item 8 - Identification and Classification of Members of the Group:
Not Applicable
Item 9 - Notice of Dissolution of Group: Not Applicable
Item 10 - Certification:
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities
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PAGE 5 OF 5 PAGES
and were not acquired in connection with or as a participant in any transaction
having such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
The filing of this statement shall not be construed as an admission that such
person named in Item 2(a) is, for the purposes of Section 13(d), or 13(g) of the
Securities Exchange Act or any other section of such Act, the beneficial owner
of any securities covered by the statement.
SCHWABPLAN RETIREMENT SAVINGS AND INVESTMENT PLAN
- ------------------------------------ ---------------------------------------
Date Luis E. Valencia, Chairman
Administrative Committee
- ------------------------------------ ---------------------------------------
Date Evelyn S. Dilsaver
Administrative Committee
- ------------------------------------ ---------------------------------------
Date Wayne W. Fieldsa
Administrative Committee
- ------------------------------------ ---------------------------------------
Date Thomas N. Lawrie
Administrative Committee
- ------------------------------------ ---------------------------------------
Date Susanne D. Lyons
Administrative Committee
- ------------------------------------ ---------------------------------------
Date Thomas W. Matchett, Jr.
Administrative Committee
