SCHWAB CHARLES CORP
424B5, 1999-04-28
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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Pricing Supplement Dated April 26, 1999
(To  Prospectus  dated July 8, 1998, and  Prospectus  Supplement  dated July 13,
1998)

The Charles Schwab Corporation
Medium-Term Notes, Series A (Fixed Rate)
- --------------------------------------------------------------------------------
Trade Date:  April 26, 1999             Original Issue Date:  April 29, 1999
Principal Amount:  $20,000,000          Net Proceeds to Issuer:  $19,900,000
Issue Price:  100%                      Interest Payable:  March 1, September 1,
Agent's Discount or Commission:  .500%                     and at maturity
Interest Rate:  6.04%                  Agent's Capacity:   X  Principal
                                                          ---
Maturity Date:  April 29, 2004                                Agent
                                                          ---
- --------------------------------------------------------------------------------

Form:                       X   Book-Entry
                           ---
                                Certificated
                           ---

Redemption:                 X   The Notes cannot be redeemed prior to maturity
                           ---
                                The Notes may be redeemed prior to maturity
                           ---
                  Initial Redemption Date:
                  Initial Redemption Price:
                  Annual Redemption Price Reduction:

Repayment:                  X   The Notes cannot be repaid prior to maturity
                           ---
                                The Notes can be repaid prior to maturity at the
                                option of the holder of the note
                           ---
                  Repayment Date:
                  Repayment Price:

Discount Note:             Yes       X   No
                      ---           ---

                  Total Amount of OID:
                  Yield to Maturity:
                  Initial Accrual Period:

Ranking:           X   Senior            Senior Subordinated
                  ---               ---


The second  paragraph  under the caption  "Sale,  Exchange or  Retirement of the
Notes" in the Company's  Prospectus  Supplement,  dated July 13, 1998, is hereby
amended in its entirety to read as follows:

     Subject to the discussion  relating to Short-Term Notes above, gain or loss
     realized  on  the  sale, exchange  or retirement  of a Note will be capital
     gain or loss. For this purpose,  Holders of Amortizing  Notes acquired at a
     cost less than par will  recognize  some  amount of  capital  gain upon the
     receipt  of each  principal  payment,  the same as  though  they had sold a
     proportionate  amount of the related  Amortizing  Note.  As a general rule,
     gains realized by certain  noncorporate  Holders from the sale, exchange or
     redemption  of a Note,  or upon the  receipt of a  principal  payment on an
     Amortizing  Note  acquired at a cost less than par, may be taxable at lower
     maximum  rates than  ordinary  income if such  Holder has held the Note for
     more  than one  year.  The  distinction  between  capital  gain or loss and
     ordinary  income or loss is also  relevant  for  purposes  of,  among other
     things,  limitations on the deductibility of capital losses. 
                                                  Morgan Stanley Dean Witter


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