UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
THE CHARLES SCHWAB CORPORATION
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
808513
(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 of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).<PAGE>
1 Name of Reporting Person Transamerica Investment Services, Inc.
IRS Identification No. of Above Person 94-1632699
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization Delaware
5 Sole Voting Power 0
NUMBER OF
SHARES 6 Shared Voting Power 9,096,350
BENEFICIALLY
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 9,096,350
9 Aggregate Amount Beneficially Owned by Each
Reporting Person 9,096,350
10 Check Box if the Aggregate Amount in Row 9
Excludes Certain Shares [ ]
11 Percent of Class Represented by Amount in Row 9 5.2%
12 Type of Reporting Person IA<PAGE>
1 Name of Reporting Person Transamerica Corporation
IRS Identification No. of Above Person 94-0932740
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization Delaware
5 Sole Voting Power 0
NUMBER OF
SHARES 6 Shared Voting Power 9,096,350*
BENEFICIALLY * See Note to Exhibit A
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 9,096,350*
* See Note to Exhibit A
9 Aggregate Amount Beneficially Owned by Each
Reporting Person 9,096,350*
* See Note to Exhibit A
10 Check Box if the Aggregate Amount in Row 9
Excludes Certain Shares [ ]
11 Percent of Class Represented by Amount in Row 9 5.2%
12 Type of Reporting Person HC<PAGE>
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, California 94104
Item 2(a). Name of Person Filing.
This statement is filed by Transamerica Investment
Services, Inc. ("TIS") and Transamerica Corporation
("Transamerica") (collectively, TIS and Transamerica are referred
to herein as the "Companies").
Item 2(b). Address of Principal Business Office or, if none,
Residence.
The address of TIS is 1150 South Olive Street, Los
Angeles, California 90015. The address of Transamerica is 600
Montgomery Street, San Francisco, California 94111.
Item 2(c). Citizenship.
TIS and Transamerica are Delaware corporations.
Item 2(d). Title of Class of Securities.
Common Stock, $.01 par value ("Common Stock").
Item 2(e). CUSIP Number.
808513
Item 3. Type of Reporting Person.
Each of the Companies is filing this statement pursuant
to Rule 13d-1(b). TIS is an investment adviser registered under
Section 203 of the Investment Advisers Act of 1940. Transamerica
is a parent holding company in accordance with Rule 13d-
1(b)(1)(ii)(G).
Item 4. Ownership.
Reference is hereby made to Items 5-9 and 11 of each of
the cover pages to this statement, which items are incorporated
by reference herein.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.<PAGE>
Item 6. Ownership of More Than Five Percent on Behalf of
Another Person.
TIS is deemed to be the beneficial owner of 9,096,350
shares of Common Stock pursuant to separate arrangements whereby
TIS acts as investment adviser to certain individuals and
entities, including Transamerica Occidental Life Insurance
Company ("Occidental") and Transamerica Life Insurance and
Annuity Company ("TALIAC"), both of which are insurance companies
as defined in Section 3(a)(19) of the Securities Exchange Act of
1934 and are subsidiaries of Transamerica. Occidental and TALIAC
directly own 3,588,350 and 773,000 shares of Common Stock,
respectively. Each of the individuals and entities for which TIS
acts as investment adviser has the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the
sale of, the securities purchased or held pursuant to such
arrangements.
Transamerica may be deemed to beneficially own
9,096,350 shares of Common Stock, of which 4,588,000 shares are
directly owned by Transamerica. The remaining 4,508,350 shares,
including 107,000 shares owned for the benefit of non-affiliate
investment advisory clients of TIS, are beneficially owned by
subsidiaries of Transamerica.*
* See Note to Exhibit A.
To the knowledge of the Companies, no other person has
the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the Common
Stock.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company.
Transamerica is filing this statement pursuant to Rule
13d-1(b)(1)(ii)(G) and not pursuant to Rule 13d-1(c). The
identity and Item 3 classification of its relevant subsidiaries
are set forth on Exhibit A attached hereto and incorporated
herein by reference.
Item 8. Identification and Classification of Members of the
Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.<PAGE>
Item 10. Certification.
By signing below the undersigned certify that, to the
best of their 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 and were not acquired in connection with or as a
participant in any transaction having such purposes or effect.<PAGE>
Signature
After reasonable inquiry and to the best of their
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
TRANSAMERICA INVESTMENT SERVICES, INC.
February 13, 1997 By /s/ Richard N. Latzer
______________________________________
Richard N. Latzer
President and Chief Executive Officer
TRANSAMERICA CORPORATION
February 13, 1997 By /s/ Richard N. Latzer
______________________________________
Richard N. Latzer
Senior Vice President and Chief
Financial Officer<PAGE>
Pursuant to Rule 13d-1(f)(1) under the Securities
Exchange Act of 1934, the undersigned, Transamerica Investment
Services, Inc., a Delaware corporation; and Transamerica
Corporation, a Delaware corporation; and each of them, hereby
agree that the statement on Schedule 13G, dated February 13, 1997
and any amendments thereto, are filed on behalf of each of them.
TRANSAMERICA INVESTMENT SERVICES, INC.
February 13, 1997 By /s/ Richard N. Latzer
______________________________________
Richard N. Latzer
President and Chief Executive Officer
TRANSAMERICA CORPORATION
February 13, 1997 By /s/ Richard N. Latzer
______________________________________
Richard N. Latzer
Senior Vice President and Chief
Investment Officer<PAGE>
Each of Occidental and TALIAC is an insurance company as defined
in Section 3(a)(19) of the Securities Exchange Act of 1934. TIS
is an investment adviser registered under Section 203 of the
Investment Advisers Act of 1940. Each of the above entities is a
direct or indirect wholly owned subsidiary of Transamerica.
Note: Management of the affairs of subsidiaries of
Transamerica, including decisions respecting dispositions and/or
voting of the shares of the Common Stock beneficially owned by
such subsidiaries, resides in respective officers and directors
of the subsidiaries and is not directed by Transamerica or other
subsidiaries. Accordingly, the filing of this Schedule 13G by
Transamerica is not intended as, and should not be deemed, an
acknowledgment of beneficial ownership or shared voting or
dispositive power by it of the shares of the Common Stock
beneficially owned by its subsidiaries, and such beneficial
ownership or attribution or shared voting or dispositive power is
expressly disclaimed.
Exhibit A<PAGE>
