0001193125-09-126240 Sample Contracts

THE CHARLES SCHWAB CORPORATION 4.950% Senior Notes due 2014 UNDERWRITING AGREEMENT JUNE 2, 2009
Underwriting Agreement • June 5th, 2009 • Schwab Charles Corp • Security brokers, dealers & flotation companies • New York
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THE CHARLES SCHWAB CORPORATION, as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 4.950% Senior Notes due 2014 First Supplemental Indenture Dated as of June 5, 2009 to Senior Indenture dated as of June 5, 2009
Schwab Charles Corp • June 5th, 2009 • Security brokers, dealers & flotation companies • California

FIRST SUPPLEMENTAL INDENTURE, dated as of June 5, 2009 (“Supplemental Indenture”), to the Indenture dated as of June 5, 2009 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among THE CHARLES SCHWAB CORPORATION (the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as trustee (the “Trustee”).

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