Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations



INTRODUCTION

The Charles Schwab Corporation (CSC) is a savings and loan holding company. Incorporated in 1986, CSC engages, through its subsidiaries, in wealth management, securities brokerage, banking, asset management, custody, and financial advisory services.

Principal business subsidiaries of CSC include the following:



•Charles Schwab & Co., Inc. (CS&Co), incorporated in 1971, a securities
broker-dealer;
•TD Ameritrade, Inc., an introducing securities broker-dealer;
•TD Ameritrade Clearing, Inc. (TDAC), a securities broker-dealer that provides
trade execution and clearing services to TD Ameritrade, Inc.;
•Charles Schwab Bank, SSB (CSB), our principal banking entity; and
•Charles Schwab Investment Management, Inc. (CSIM), the investment advisor for
Schwab's proprietary mutual funds (Schwab Funds®) and for Schwab's
exchange-traded funds (Schwab ETFs™).

Unless otherwise indicated, the terms "Schwab," "the Company," "we," "us," or "our" mean CSC together with its consolidated subsidiaries.



Schwab provides financial services to individuals and institutional clients
through two segments - Investor Services and Advisor Services. The Investor
Services segment provides retail brokerage and banking services to individual
investors, and retirement plan services, as well as other corporate brokerage
services, to businesses and their employees. The Advisor Services segment
provides custodial, trading, banking, and support services, as well as
retirement business services, to independent registered investment advisors
(RIAs), independent retirement advisors, and recordkeepers.

Effective October 6, 2020, the Company completed its acquisition of TD
Ameritrade Holding Corporation (TDA Holding) and its consolidated subsidiaries
(collectively referred to as "TD Ameritrade" or "TDA"). TD Ameritrade provides
securities brokerage services, including trade execution, clearing services, and
margin lending, through its broker-dealer subsidiaries; and futures and foreign
exchange trade execution services through its futures commission merchant (FCM)
and forex dealer member (FDM) subsidiary. The TD Ameritrade acquisition is
further described in Note 3 of the notes to the condensed consolidated financial
statements below. Our consolidated financial statements include the results of
operations and financial condition of TD Ameritrade beginning on October 6,
2020.

Schwab was founded on the belief that all Americans deserve access to a better
investing experience. Although much has changed in the intervening years, our
purpose remains clear - to champion every client's goals with passion and
integrity. Guided by this purpose and our vision of creating the most trusted
leader in investment services, management has adopted a strategy described as
"Through Clients' Eyes."

This strategy emphasizes placing clients' perspectives, needs, and desires at
the forefront. Because investing plays a fundamental role in building financial
security, we strive to deliver a better investing experience for our clients -
individual investors and the people and institutions who serve them - by
disrupting longstanding industry practices on their behalf and providing
superior service. We also aim to offer a broad range of products and solutions
to meet client needs with a focus on transparency, value, and trust. In
addition, management works to couple Schwab's scale and resources with ongoing
expense discipline to keep costs low and ensure that products and solutions are
affordable as well as responsive to client needs. In combination, these are the
key elements of our "no trade-offs" approach to serving investors. We believe
that following this strategy is the best way to maximize our market valuation
and stockholder returns over time.

Management estimates that investable wealth in the United States (U.S.)
(consisting of assets in defined contribution, retail wealth management and
brokerage, and registered investment advisor channels, along with bank deposits)
currently exceeds $70 trillion, which means the Company's $7.61 trillion in
total client assets leaves substantial opportunity for growth. Our strategy is
based on the principle that developing trusted relationships will translate into
more assets from both new and existing clients, ultimately driving more revenue,
and along with expense discipline and thoughtful capital management, will
generate earnings growth and build long-term stockholder value.
                                     - 1 -
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                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

This Management's Discussion and Analysis should be read in conjunction with our
Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (2020
Form 10-K).

On our website, https://www.aboutschwab.com, we post the following filings after
they are electronically filed with or furnished to the Securities and Exchange
Commission (SEC or Commission): annual reports on Form 10-K, quarterly reports
on Form 10-Q, current reports on Form 8-K, and any amendments to those reports
filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange
Act of 1934. In addition, the website also includes the Dodd-Frank stress test
results, our regulatory capital disclosures based on Basel III, and our average
liquidity coverage ratio (LCR). The SEC maintains a website at
https://www.sec.gov that contains reports, proxy statements, and other
information that we file electronically with them.


FORWARD-LOOKING STATEMENTS



In addition to historical information, this Quarterly Report on Form 10-Q
contains "forward-looking statements" within the meaning of Section 27A of the
Securities Act, 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,"
"could," "would," "expand," "aim," "maintain," "continue," and other similar
expressions. 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, are estimates based on the
best judgment of Schwab's senior management. These statements relate to, among
other things:
•Maximizing our market valuation and stockholder returns over time; our belief
that developing trusted relationships will translate into more client assets
which drives revenue and, along with expense discipline and thoughtful capital
management, generates earnings growth and builds stockholder value (see
Introduction in Part I, Item 2);
•Expected benefits from the TD Ameritrade acquisition; scope of technology work
related to the integration; expected timing for the client conversion; cost
estimates and timing related to the TD Ameritrade integration, including
acquisition and integration-related costs and capital expenditures, cost
synergies, and exit and other related costs (see Overview, Business Acquisitions
in Part I, Item 1, Financial Information - Notes to Condensed Consolidated
Financial Statements (Item 1) - Note 3, and Exit and Other Related Liabilities
in Item 1 - Note 11);
•Money market fund fee waivers (see Results of Operations);
•2021 capital expenditures (see Results of Operations);
•The phase-out of the use of LIBOR (see Risk Management);
•Sources of liquidity and capital; capital management; Tier 1 Leverage Ratio
operating objective (see Liquidity Risk and Capital Management);
•The migration of Insured Deposit Account (IDA) agreement balances to our
balance sheet (see Capital Management and Commitments and Contingencies in Item
1 - Note 10);
•The likelihood of indemnification and guarantee payment obligations and clients
failing to fulfill contractual obligations (see Commitments and Contingencies in
Item 1 - Note 10); and
•The impact of legal proceedings and regulatory matters (see Commitments and
Contingencies in Item 1 - Note 10 and Legal Proceedings in Part II, Item 1).

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 from the expressed beliefs, objectives, and
expectations. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this Quarterly
Report on Form 10-Q or, in the case of documents incorporated by reference, as
of the date of those documents.

Important factors that may cause actual results to differ include, but are not
limited to:
•General market conditions, including equity valuations, trading activity, the
level of interest rates - which can impact money market fund fee waivers, and
credit spreads;
•Our ability to attract and retain clients, develop trusted relationships, and
grow client assets;
•Client use of our advice solutions and other products and services;
•The level of client assets, including cash balances;
•Competitive pressure on pricing, including deposit rates;
•Client sensitivity to interest rates;
•Regulatory guidance;
•Capital and liquidity needs and management;
                                     - 2 -
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                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

•Our ability to manage expenses;
•Our ability to attract and retain talent;
•Our ability to develop and launch new and enhanced products, services, and
capabilities, as well as enhance our infrastructure, in a timely and successful
manner;
•Our ability to monetize client assets in a win-win manner;
•The scope and duration of the COVID-19 pandemic and actions taken by
governmental authorities to contain the spread of the virus and the economic
impact;
•Our ability to support client activity levels;
•The risk that expected cost synergies and other benefits from the TD Ameritrade
acquisition may not be fully realized or may take longer to realize than
expected;
•The timing and scope of integration-related and other technology projects;
•Real estate and workforce decisions;
•Migrations of bank deposit account balances (BDA balances);
•Prepayment levels for mortgage-backed securities;
•Client cash allocations;
•LIBOR trends;
•Adverse developments in litigation or regulatory matters and any related
charges; and
•Potential breaches of contractual terms for which we have indemnification and
guarantee obligations.

Certain of these factors, as well as general risk factors affecting the Company,
are discussed in greater detail in Part I - Item 1A - Risk Factors in the 2020
Form 10-K.



                                     - 3 -

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                         THE CHARLES SCHWAB CORPORATION
   Management's Discussion and Analysis of Financial Condition and Results of
                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

OVERVIEW

Management focuses on several client activity and financial metrics in evaluating Schwab's financial position and operating performance. Results for the third quarter and first nine months of 2021 and 2020 are:


                                                 Three Months Ended                                         Nine Months Ended
                                                    September 30,                   Percent                   September 30,            Percent
                                               2021               2020              Change               2021               2020        Change
Client Metrics
Net new client assets (in billions) (1)    $   139.0          $    51.2                 171  %       $   381.6          $   261.8           46  %

Core net new client assets (in billions) $ 139.0 $ 42.7

                N/M       $   396.0          $   162.5          144  %

Client assets (in billions, at quarter $ 7,614.0 $ 4,395.3

              73  %

end)

Average client assets (in billions) $ 7,699.7 $ 4,331.5

              78  %       $ 7,336.9          $ 4,033.3           82  %
New brokerage accounts (in thousands) (2)      1,178                592                  99  %           5,988              2,853          110  %
Active brokerage accounts (in thousands,      32,675             14,393                 127  %
at quarter end)
Assets receiving ongoing advisory services
(in billions,                              $ 3,783.3          $ 2,231.3                  70  %
 at quarter end)
Client cash as a percentage of client           10.8  %            12.8  %
assets (at quarter end)
Company Financial Information and Metrics
Total net revenues                         $   4,570          $   2,448                  87  %       $  13,812          $   7,515           84  %
Total expenses excluding interest              2,559              1,559                  64  %           8,122              4,691           73  %
Income before taxes on income                  2,011                889                 126  %           5,690              2,824          101  %
Taxes on income                                  485                191                 154  %           1,415                660          114  %
Net income                                     1,526                698                 119  %           4,275              2,164           98  %
Preferred stock dividends and other              120                 83                  45  %             364                171          113  %
Net income available to common             $   1,406          $     615                 129  %       $   3,911          $   1,993           96  %

stockholders

Earnings per common share - diluted (3) $ .74 $ .48

              54  %       $    2.06          $    1.54           34  %
Net revenue growth from prior year                87  %             (10) %                                  84  %              (7) %
Pre-tax profit margin                           44.0  %            36.3  %                                41.2  %            37.6  %
Return on average common stockholders'            12  %              10  %                                  11  %              12  %
equity (annualized)
Expenses excluding interest as a
percentage of average client                    0.13  %            0.14  %                                0.15  %            0.16  %
 assets (annualized)
Consolidated Tier 1 Leverage Ratio (at           6.3  %             5.7  %
quarter end)
Non-GAAP Financial Measures (4)
Adjusted total expenses (5)                $   2,302          $   1,492                              $   7,294          $   4,488
Adjusted diluted EPS (3)                   $     .84          $     .51                              $    2.39          $    1.66
Return on tangible common equity                  23  %              12  %                                  21  %              14  %


(1) The first nine months of 2021 includes an outflow of $14.4 billion from a
mutual fund clearing services client. The third quarter and first nine months of
2020 include inflows of $8.5 billion related to the acquisition of Wasmer,
Schroeder & Company, LLC. The first nine months of 2020 also includes
$79.9 billion related to the acquisition of the assets of USAA's Investment
Management Company (USAA-IMCO) and an inflow of $10.9 billion from a mutual fund
clearing services client.
(2) The first nine months of 2020 include 1.1 million new brokerage accounts
related to the acquisition of assets from USAA-IMCO.
(3) In connection with the acquisition of TD Ameritrade, Schwab issued
approximately 586 million common shares to TD Ameritrade stockholders,
increasing our weighted average common shares outstanding for the third quarter
and first nine months of 2021 relative to the same periods in 2020.
(4) See Non-GAAP Financial Measures for further details and a reconciliation of
such measures to GAAP reported results.
(5) Adjusted total expenses is a non-GAAP financial measure adjusting total
expenses excluding interest. See Non-GAAP Financial Measures.
N/M Not meaningful. Percentage changes greater than 200% are presented as not
meaningful

Throughout the first nine months of 2021, Schwab continued to drive business
momentum while supporting investors through an uneven economic recovery. While
positive sentiment largely persisted during the first nine months of 2021, a
variety of factors in the macroeconomic landscape, such as the pace of economic
growth and the potential path of inflation, affected investor sentiment in the
third quarter, as the S&P 500® ended September essentially flat versus June 30
and up 15% for the year. Clients opened 1.2 million new brokerage accounts
during the third quarter, bringing year-to-date new brokerage accounts to 6.0
million. Client engagement remained strong throughout the first nine months of
2021, softening modestly from the second quarter to the third quarter as daily
average trades (DATs) of 5.5 million in the third quarter represented a decrease
of
                                     - 4 -
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                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

8% from the second quarter of 2021. Third quarter core net new assets of $139.0
billion brought the year-to-date 2021 total to $396.0 billion, representing an
8% annualized organic growth rate. Total client assets ended the third quarter
of 2021 at $7.61 trillion, up 1% from June 30, 2021 and up 14% from December 31,
2020.

Schwab's dedicated employees are critical to the Company's success, including
helping to advance key strategic initiatives such as the TD Ameritrade
integration. During the third quarter of 2021, we implemented a special 5% pay
increase effective at the end of the quarter for nearly all of our more than
thirty thousand employees, and introduced a hybrid workplace program designed to
provide flexibility as we seek to continue to attract and retain talent in a
competitive landscape.

Schwab's strong financial performance in the third quarter and first nine months
of 2021 reflects consistent execution of our strategy. Net income for the third
quarter and first nine months totaled $1.5 billion and $4.3 billion,
respectively, increasing 119% and 98% from the same periods in 2020. The
Company's diluted earnings per common share (EPS) totaled $.74 and $2.06 in the
third quarter and first nine months of 2021, respectively, increasing 54% and
34% from the comparable periods in 2020. Adjusted diluted EPS (1), which
excludes acquisition and integration-related costs, amortization of acquired
intangible assets, and related income tax effects, amounted to $.84 and $2.39
for the third quarter and first nine months of 2021, up 65% and 44%,
respectively, from the same periods in 2020. Our financial results in the third
quarter and first nine months of 2021 were significantly impacted by our
acquisition of TD Ameritrade, as detailed further in Results of Operations.

Total net revenues were $4.6 billion and $13.8 billion in the third quarter and
first nine months of 2021, representing growth of 87% and 84%, respectively,
from the same periods in the prior year. Net interest revenue was $2.0 billion
and $5.9 billion in the third quarter and first nine months of 2021,
respectively, rising 51% and 37% from the comparable periods in 2020. Net
interest revenue grew 4% versus the second quarter of 2021 due largely to growth
in interest-earning assets, including strength in lending activity and rising
investment portfolio balances, partially offset by a decline in securities
lending revenue and a lower average yield on outstanding margin loans. Asset
management and administration fees totaled $1.1 billion and $3.2 billion in the
third quarter and first nine months of 2021, respectively, growing 28% and 27%,
respectively, from the comparable periods in 2020. These increases were due
primarily to the inclusion of TD Ameritrade as well as rising balances in advice
solutions and both proprietary and third-party mutual fund and ETFs, partially
offset by lower revenue on money market funds. Rising balances in both
proprietary and third-party mutual funds and ETFs and advice solutions in the
third quarter of 2021 contributed to 5% sequential growth in asset management
and administration fees from the second quarter.

Trading revenue was $964 million in the third quarter and $3.1 billion in the
first nine months of 2021, respectively, up from $181 million and $562 million
in the comparable periods of the prior year. This growth was due to the
inclusion of TD Ameritrade in the first nine months of 2021, the overall strong
trading environment, and mix of trades. Trading revenue in the third quarter was
1% higher than the second quarter of 2021, as a higher proportion of options
trades helped increase revenue per trade, offsetting the impact of an 8%
decrease in DATs. Bank deposit account fees totaled $323 million and $1.0
billion during the third quarter and first nine months of 2021, respectively, as
bank deposit account balances (BDA balances) ended the third quarter at $153.3
billion, down 6% from year-end 2020 due primarily to migrations to Schwab's
balance sheet.

Total expenses excluding interest were $2.6 billion and $8.1 billion during the
third quarter and first nine months of 2021, respectively, rising 64% and 73%
from the comparable periods in 2020. These increases were primarily due to the
inclusion of TD Ameritrade's results and higher compensation and benefits
expense driven by additional headcount to support our expanding client base.
During the third quarter and first nine months of 2021, acquisition and
integration-related costs totaled $104 million and $367 million, respectively,
and amortization of acquired intangible assets was $153 million and $461
million, respectively. Exclusive of these items, adjusted total expenses (1)
were $2.3 billion and $7.3 billion for the third quarter and first nine months
of 2021, up 54% and 63%, respectively, from the same periods in 2020. Total
expenses excluding interest decreased 9% in the third quarter of 2021 from the
second quarter of the year while adjusted total expenses decreased 8%; both
changes were driven primarily by lower other expenses due to the second
quarter's charge for a regulatory matter (see Item 1 - Note 10).

Return on average common stockholders' equity was 12% and 11% for the third
quarter and first nine months of 2021, respectively, compared with 10% and 12%
from the same periods in 2020. Return on tangible common equity (1) (ROTCE) was
23% and 21% for the third quarter and first nine months of the year,
respectively, up from 12% and 14% for the comparable periods in 2020, rising
primarily as a result of higher net income.

(1) Adjusted diluted EPS, adjusted total expenses, and return on tangible common
equity are non-GAAP financial measures. Please see Non-GAAP Financial Measures
for further details and a reconciliation of such measures to GAAP reported
results.
                                     - 5 -
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                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

Throughout the first nine months of 2021, the Company continued its consistent
approach to balance sheet management, supporting growth and liquidity. Total
balance sheet assets rose to $607.5 billion as of September 30, 2021, increasing
6% from the end of the second quarter and 11% from December 31, 2020, as the
Company saw continued organic growth in client cash balances, as well as initial
BDA balance migrations. In addition to issuances of debt and preferred stock
earlier in 2021, during the third quarter the Company issued $850 million in
long-term senior notes and also completed a tender offer to exchange
$2.0 billion of TDA Holding senior notes for an equivalent amount of CSC senior
notes. At the end of the third quarter, Schwab's Tier 1 Leverage Ratio was 6.3%,
down slightly from 6.4% at June 30, 2021.

Though significantly heightened client activity levels during the first quarter
of 2021 impacted our service quality at times, we have taken multiple steps to
better deliver the service experience our clients deserve and rely on, including
enhancing online self-service capabilities, streamlining our call-routing
processes, and increasing hiring. Our efforts have been yielding results, with
significant improvement in client service levels by the end of the first quarter
of 2021, and our service levels continued to improve in the second and third
quarters as client activity moderated.

Integration of TD Ameritrade



As a result of the significant growth seen in recent quarters across key client
volume metrics, including the number of active brokerage accounts, DATs, and
peak daily trades, the Company has increased the scope of technology work
related to the integration. In the first nine months of 2021, we commenced
greater technology build-out to support the expanded volumes of our combined
client base. Based on our current integration plans and expanded scope of
technology work, the Company continues to expect to complete client conversion
within 30 to 36 months from the October 6, 2020 acquisition, and we expect to
incur total acquisition and integration-related costs and capital expenditures
of between $2.0 billion and $2.2 billion.

The Company's estimates of the nature, amounts, and timing of recognition of
acquisition and integration-related costs remain subject to change based on a
number of factors, including the expected duration and complexity of the
integration process and the continued uncertainty of the current economic
environment. More specifically, factors that could cause variability in our
expected acquisition and integration-related costs include the level of employee
attrition, workforce redeployment from eliminated positions into open roles,
changes in the levels of client activity, as well as increased real
estate-related exit cost variability due to effects of the COVID-19 pandemic.

Over the course of the integration, we continue to expect to realize annualized
cost synergies of between $1.8 billion and
$2.0 billion, and, through the third quarter of 2021, we have achieved
approximately 40% of this amount on an annualized run-rate basis. Estimated
timing and amounts of synergy realization are subject to change as we progress
in the integration. Refer to Item 7 - Overview in our 2020 Form 10-K and Item 1
- Note 11 for additional information regarding our integration of TD Ameritrade.

Current Regulatory Environment and Other Developments

Liquidity Coverage Ratio



As a result of our average weighted short-term wholesale funding for the past
four quarters exceeding $75 billion, we became subject to daily reporting of our
liquidity coverage ratio (LCR) and net stable funding ratio (NSFR) to the
Federal Reserve on July 1, 2021, and became subject to the full (100%) LCR and
NSFR (up from 85%) on October 1, 2021.

Financial Holding Company Election



On March 16, 2021, CSC's declaration electing to be treated as a Financial
Holding Company (FHC) was deemed effective by the Federal Reserve. In addition
to the activities that a savings and loan holding company that has not elected
to be treated as an FHC is permitted to conduct, the Company may now also engage
in activities that are financial in nature or incidental to a financial activity
(FHC Activities), including securities underwriting, dealing and making markets
in securities, various insurance underwriting activities, and making merchant
banking investments in non-financial companies.

The Federal Reserve has the authority to limit an FHC's ability to conduct
otherwise permissible FHC Activities if the FHC or any of its depository
institution subsidiaries ceases to meet the applicable eligibility requirements,
including requirements that the FHC and each of its depository institution
subsidiaries maintain their status as "well-capitalized" and "well-managed." If
the Federal Reserve finds that an FHC fails to meet these requirements, the FHC
and its subsidiaries may not commence any new FHC Activity, either de novo or
through an acquisition, without prior Federal Reserve approval. The Federal
Reserve may also
                                     - 6 -
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                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

impose any additional limitations or conditions on the conduct or activities of
the FHC or any of its subsidiaries as it deems appropriate. If the FHC still
fails to satisfy the applicable eligibility requirements 180 days after the
Federal Reserve's finding, the agency may require divestiture of all of the
FHC's depository institution subsidiaries or, alternatively, the FHC may elect
to cease all of its FHC Activities. In addition, if any depository institution
controlled by an FHC fails to maintain at least a "Satisfactory" rating under
the Community Reinvestment Act, the FHC and its subsidiaries are prohibited from
engaging in additional FHC Activities.


RESULTS OF OPERATIONS

Total Net Revenues

The following tables present a comparison of revenue by category:


                                                                                  2021                                    2020
                                                                                           % of                                    % of
                                                  Percent                               Total Net                               Total Net
Three Months Ended September 30,                   Change             Amount             Revenues             Amount             Revenues
Net interest revenue
Interest revenue                                        50  %       $ 2,153                     47  %       $ 1,432                     59  %
Interest expense                                        38  %          (123)                    (3) %           (89)                    (4) %
Net interest revenue                                    51  %         2,030                     44  %         1,343                     55  %
Asset management and administration fees
Mutual funds, exchange-traded funds (ETFs),
and collective trust                                    19  %           503                     11  %           423                     17  %
 funds (CTFs)
Advice solutions                                        37  %           511                     11  %           373                     15  %
Other                                                   36  %            87                      2  %            64                      3  %
Asset management and administration fees                28  %         1,101                     24  %           860                     35  %
Trading revenue
Commissions                                               N/M           466                     10  %           108                      4  %
Order flow revenue                                        N/M           482                     11  %            67                      3  %
Principal transactions                                 167  %            16                      -                6                      -
Trading revenue                                           N/M           964                     21  %           181                      7  %
Bank deposit account fees                                 N/M           323                      7  %             -                      -
Other                                                  138  %           152                      4  %            64                      3  %

Total net revenues                                      87  %       $ 4,570                    100  %       $ 2,448                    100  %



                                     - 7 -

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                         THE CHARLES SCHWAB CORPORATION
   Management's Discussion and Analysis of Financial Condition and Results of
                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

                                                                                   2021                                    2020
                                                                                            % of                                    % of
                                                  Percent                                Total Net                               Total Net
Nine Months Ended September 30,                    Change             Amount              Revenues             Amount             Revenues
Net interest revenue
Interest revenue                                        35  %       $  6,236                     45  %       $ 4,626                     61  %
Interest expense                                         8  %           (348)                    (2) %          (322)                    (4) %
Net interest revenue                                    37  %          5,888                     43  %         4,304                     57  %
Asset management and administration fees
Mutual funds, ETFs, and CTFs                            12  %          1,454                     11  %         1,300                     17  %
Advice solutions                                        47  %          1,469                     11  %           999                     13  %
Other                                                   28  %            241                      1  %           189                      3  %
Asset management and administration fees                27  %          3,164                     23  %         2,488                     33  %
Trading revenue
Commissions                                               N/M          1,559                     11  %           332                      4  %
Order flow revenue                                        N/M          1,538                     11  %           194                      3  %
Principal transactions                                   6  %             38                      1  %            36                      1  %
Trading revenue                                           N/M          3,135                     23  %           562                      8  %
Bank deposit account fees                                 N/M          1,011                      7  %             -                      -
Other                                                     N/M            614                      4  %           161                      2  %

Total net revenues                                      84  %       $ 13,812                    100  %       $ 7,515                    100  %

N/M Not meaningful. Percentage changes greater than 200% are presented as not meaningful.



Net Interest Revenue

Revenue on interest-earning assets is affected by various factors, such as the
composition of assets, prevailing interest rates and spreads at the time of
origination or purchase, changes in interest rates on floating rate securities
and loans, and changes in prepayment levels for mortgage-backed and other
asset-backed securities and loans.

As the U.S. economic recovery continued in the first nine months of 2021,
interest rates remained historically low. Short-term rates remained near zero
throughout the first nine months of 2021; longer-term interest rates began to
rise early in the year, and remained largely unchanged in the third quarter. In
addition, elevated levels of prepayments on mortgage-backed securities, though
moderating slightly in the third quarter, persisted throughout the period and
resulted in accelerated reinvestment of the available for sale (AFS) portfolio.
Moreover, Schwab saw significant growth in new client brokerage accounts and net
new client assets throughout the first nine months of 2021, driving growth in
Schwab's interest-earning assets. At the same time, client engagement in the
equity markets increased and clients were net buyers of equity securities and
other investment products, resulting in outflows of client cash and partially
offsetting the growth in interest-earning assets.


                                     - 8 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

The following tables present net interest revenue information corresponding to
interest-earning assets and funding sources on the condensed consolidated
balance sheets:
                                                                     2021                                                            2020
                                                                 Interest                                                        Interest
                                              Average            Revenue/               Average               Average            Revenue/               Average
Three Months Ended September 30,              Balance             Expense             Yield/Rate              Balance             Expense             Yield/Rate
Interest-earning assets
Cash and cash equivalents                  $   38,732          $       11                    0.12  %       $   32,628          $        8                    0.10  %
Cash and investments segregated                42,617                   5                    0.04  %           33,214                  14               

0.16 %



Receivables from brokerage clients             80,873                 628                    3.04  %           21,242                 125                    2.31  %
Available for sale securities (1)             362,204               1,187                    1.30  %          276,081               1,103                    1.59  %
Bank loans                                     30,235                 161                    2.12  %           21,668                 134                    2.46  %
Total interest-earning assets                 554,661               1,992                    1.42  %          384,833               1,384                    1.43  %
Securities lending revenue (2)                                        159                                                              47
Other interest revenue (2)                                              2                                                               1

Total interest-earning assets (3) $ 554,661 $ 2,153

                 1.54  %       $  384,833          $    1,432                    1.47  %
Funding sources
Bank deposits                              $  384,561          $       14                    0.01  %       $  310,685          $       12                    0.02  %
Payables to brokerage clients                  92,498                   3                    0.01  %           40,169                   1                    0.01  %
Short-term borrowings (4)                       3,485                   3                    0.34  %                5                   -                    0.12  %
Long-term debt                                 19,030                  99                    2.10  %            7,992                  69                    3.46  %
Total interest-bearing liabilities            499,574                 119                    0.09  %          358,851                  82                    0.09  %
Non-interest-bearing funding sources (3)       55,087                                                          25,982
Securities lending expense (2)                                          4                                                              10
Other interest expense (2)                                              -                                                              (3)
Total funding sources (3)                  $  554,661          $      123                    0.09  %       $  384,833          $       89                    0.09  %
Net interest revenue                                           $    2,030                    1.45  %                           $    1,343                    1.38  %




                                     - 9 -

--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION
   Management's Discussion and Analysis of Financial Condition and Results of
                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

                                                                     2021                                                            2020
                                                                 Interest                                                        Interest
                                              Average            Revenue/               Average               Average            Revenue/               Average
Nine Months Ended September 30,               Balance             Expense             Yield/Rate              Balance             Expense             Yield/Rate
Interest-earning assets
Cash and cash equivalents                  $   39,848          $       27                    0.09  %       $   40,410          $      112                    0.37  %
Cash and investments segregated                43,914                  19                    0.06  %           30,162                 128               

0.56 %



Receivables from brokerage clients             74,831               1,800                    3.17  %           19,442                 404                    2.73  %
Available for sale securities (1)             348,477               3,381                    1.29  %          236,204               3,434                    1.93  %

Bank loans                                     27,336                 448                    2.18  %           20,248                 411                    2.70  %
Total interest-earning assets                 534,406               5,675                    1.41  %          346,466               4,489                    1.72  %
Securities lending revenue (2)                                        557                                                             133
Other interest revenue (2)                                              4                                                               4

Total interest-earning assets (3) $ 534,406 $ 6,236

                 1.55  %       $  346,466          $    4,626                    1.77  %
Funding sources
Bank deposits                              $  371,974          $       40                    0.01  %       $  275,860          $       81                    0.04  %
Payables to brokerage clients                  89,087                   7                    0.01  %           36,001                  10                    0.04  %
Short-term borrowings (4)                       2,617                   6                    0.32  %               16                   -                    0.29  %
Long-term debt                                 17,225                 281                    2.18  %            8,014                 212                    3.53  %
Total interest-bearing liabilities         $  480,903          $      334                    0.09  %       $  319,891          $      303                    0.13  %
Non-interest-bearing funding sources (3)       53,503                                                          26,575
Securities lending expense (2)                                         16                                                              26
Other interest expense (2)                                             (2)                                                             (7)
Total funding sources (3)                  $  534,406          $      348                    0.09  %       $  346,466          $      322                    0.13  %
Net interest revenue                                           $    5,888                    1.46  %                           $    4,304                    1.64  %


(1) Amounts have been calculated based on amortized cost.
(2) Beginning in the fourth quarter of 2020, securities lending revenue has been
reclassified from broker-related receivables and other revenue. Securities
lending expense has been reclassified from other expense. Prior period amounts
have been reclassified to reflect this change.
(3) Beginning in the fourth quarter of 2020, broker-related receivables were
removed from total interest earning assets and netted against
non-interest-bearing funding sources, resulting in an immaterial reduction to
total interest-earning assets and total funding sources. Prior period amounts
have been reclassified to reflect this change.
(4) Interest revenue or expense was less than $500 thousand in the period or
periods presented.

Net interest revenue increased $687 million, or 51%, and $1.6 billion or 37% in
the third quarter and first nine months of 2021 compared to the same periods in
2020. These increases were due largely to significant growth in margin loans and
securities lending revenue, driven significantly by our acquisition of TD
Ameritrade. The increases in net interest revenue were also supported by overall
growth in interest-earning assets, including growth in investment portfolio
balances and bank loans, partially offset by lower average yields. Accelerated
premium amortization stemming from the elevated prepayment of mortgage-related
debt securities in the AFS portfolio partially offset the growth in net interest
revenue. TD Ameritrade contributed $534 million and $1.6 billion of net interest
revenue during the third quarter and first nine months of 2021, respectively.

Average interest-earning assets for the third quarter and first nine months of
2021 were higher by 44% and 54%, respectively, compared to the same periods in
2020. This increase resulted from higher bank deposits and payables to brokerage
clients, due to heightened client cash balances driven by the low interest rate
environment and strong net new client cash inflows, as well as our 2020
acquisitions of TD Ameritrade and USAA-IMCO.

Our net interest margin increased to 1.45% during the third quarter of 2021 from
1.38% during the same period in 2020, and decreased for the first nine months of
2021 to 1.46% from 1.64% in the year-to-date period in 2020. The improvement in
the quarter-to-date net interest margin was due primarily to increased margin
utilization and securities lending revenue, which comprised 39% and 40% of net
interest revenue for the three and nine months ended September 30, 2021,
respectively, growing from 12% of net interest revenue for both comparable
periods in 2020. Lower yields received on interest-earning assets, in part due
to purchases of investment securities in 2020 and 2021 at rates below the
average yield on the AFS portfolio, more than offset the benefit of growth in
margin utilization and securities lending for the year-to-date period, resulting
in an overall decrease in net interest margin for the first nine months of 2021
relative to the same period in 2020.


                                     - 10 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

Asset Management and Administration Fees

The following tables present asset management and administration fees, average client assets, and average fee yields:


                                                                  2021                                                       2020
                                              Average                                                   Average
                                               Client                               Average              Client                                Average
Three Months Ended September 30,               Assets            Revenue              Fee                Assets             Revenue              Fee

Schwab money market funds before fee $ 149,508 $ 112

           0.30  %       $   199,822          $    153                0.30  %
waivers
Fee waivers                                                         (83)                                                       (44)
Schwab money market funds                  $   149,508               29                0.08  %       $   199,822               109                0.22  %
Schwab equity and bond funds, ETFs, and        441,344               99                0.09  %           306,899                75                0.10  %

CTFs


Mutual Fund OneSource® and other               234,582              188                0.32  %           197,809               154                0.31 

%


non-transaction fee funds
Other third-party mutual funds and ETFs        918,363              187                0.08  %           469,822                85                0.07  %

(1)


Total mutual funds, ETFs, and CTFs (2)     $ 1,743,797              503                0.11  %       $ 1,174,352               423                0.14  %
Advice solutions (2)
Fee-based                                  $   463,827              511                0.44  %       $   307,983               373                0.48  %
Non-fee-based                                   90,649                -                   -               73,850                 -                   -

Total advice solutions                     $   554,476              511                0.37  %       $   381,833               373                0.39  %
Other balance-based fees (3)                   632,806               68                0.04  %           443,929                51                0.05  %
Other (4)                                                            19                                                         13
Total asset management and administration                       $ 1,101                                                   $    860
fees



                                                                  2021                                                     2020
                                              Average                                                  Average
                                               Client                              Average              Client                              Average
Nine Months Ended September 30,                Assets            Revenue             Fee                Assets            Revenue             Fee

Schwab money market funds before fee $ 158,749 $ 348

       0.29%            $   205,544                             0.30%
waivers                                                                                                                  $   469
Fee waivers                                                        (246)                                                     (59)
Schwab money market funds                  $   158,749              102            0.09%            $   205,544              410            0.27%
Schwab equity and bond funds, ETFs, and        411,312              279            0.09%                290,759              219            0.10%

CTFs


Mutual Fund OneSource® and other               228,643              540            0.32%                187,153              436            0.31%
non-transaction fee funds
Other third-party mutual funds and ETFs        888,003              533            0.08%                446,007              235            0.07%

(1)


Total mutual funds, ETFs, and CTFs (2)     $ 1,686,707            1,454            0.12%            $ 1,129,463            1,300            0.15%
Advice solutions (2)
Fee-based                                  $   445,521            1,469            0.44%            $   277,297              999            0.48%
Non-fee-based                                   87,758                -                -                 71,438                -                -

Total advice solutions                     $   533,279            1,469            0.37%            $   348,735              999            0.38%
Other balance-based fees (3)                   604,995              195            0.04%                428,191              150            0.05%
Other (4)                                                            46                                                       39
Total asset management and administration                       $ 3,164                                                  $ 2,488

fees




(1) Beginning in the fourth quarter of 2020, includes third-party money funds
related to the acquisition of TD Ameritrade.
(2) Average client assets for advice solutions may also include the asset
balances contained in the mutual fund and/or ETF categories listed above.
(3) Includes various asset-related fees, such as trust fees, 401(k)
recordkeeping fees, and mutual fund clearing fees and other service fees.
(4) Includes miscellaneous service and transaction fees relating to mutual funds
and ETFs that are not balance-based.

Asset management and administration fees increased by $241 million, or 28%, and
$676 million, or 27% in the third quarter and first nine months of 2021,
respectively, compared to the same periods in 2020. These increases were due to
the acquisition of TD Ameritrade, as well as additional growth in advice
solutions, including managed account assets from USAA, growth in net new client
assets and overall strength in the equity markets during the first nine months
of 2021. These increases were partially offset by the effect of money market
fund fee waivers due to lower portfolio yields as well as lower money market
fund balances. TD Ameritrade contributed $152 million and $440 million of asset
management and administration fees in the third quarter and first nine months of
2021, respectively. The amount of fee waivers in coming quarters is dependent on
a variety of factors, including the level of short-term interest rates and
client preferences across our money market fund line-up.
                                     - 11 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

The following tables present a roll forward of client assets for the Schwab
money market funds, Schwab equity and bond funds, exchange-traded funds (ETFs),
and collective trust funds (CTFs), and Mutual Fund OneSource® and other
non-transaction fee (NTF) funds. These funds generated 29% of the asset
management and administration fees earned in both the third quarter and first
nine months of 2021, compared to 39% and 43% of the asset management and
administration fees earned in the third quarter and first nine months of 2020,
respectively:
                                            Schwab Money                          Schwab Equity and                        Mutual Fund OneSource®
                                            Market Funds                      Bond Funds, ETFs, and CTFs                     and Other NTF funds
Three Months Ended September 30,       2021               2020                 2021                  2020                  2021                  2020

Balance at beginning of period $ 151,943 $ 211,558 $

     411,091          $ 273,346          $    240,181             $ 192,999
Net inflows (outflows)                (4,203)           (21,280)                 11,067              3,564                (3,347)               (2,504)
Net market gains (losses) and
other                                      8                 34                  (3,187)            17,539                (2,085)               13,098
Balance at end of period           $ 147,748          $ 190,312          $      418,971          $ 294,449          $    234,749             $ 203,593



                                             Schwab Money                          Schwab Equity and                        Mutual Fund OneSource®
                                             Market Funds                      Bond Funds, ETFs, and CTFs                     and Other NTF funds
Nine Months Ended September 30,         2021               2020                 2021                  2020                  2021                  2020

Balance at beginning of period $ 176,089 $ 200,826 $


     341,689          $ 286,275          $    223,857             $ 202,068
Net inflows (outflows)                (28,372)           (11,665)                 37,747              8,679                (9,819)              

(17,557)


Net market gains (losses) and other        31              1,151                  39,535               (505)               20,711                19,082
Balance at end of period            $ 147,748          $ 190,312          $      418,971          $ 294,449          $    234,749             $ 203,593



Trading Revenue
The following table presents trading revenue and related information:
                                       Three Months Ended                                        Nine Months Ended
                                          September 30,                 Percent                    September 30,                    Percent
                                      2021             2020              Change                 2021               2020              Change

Trading revenue                    $    964          $  181                     N/M       $    3,135             $  562                     N/M
Clients' daily average trades
(DATs) (in thousands)                 5,549           1,460                     N/M            6,644              1,539                     N/M
Number of trading days                 64.0            64.0                    -               188.0              189.0                   (1) %
Revenue per trade (1)              $   2.71          $ 1.94                   40  %       $     2.51             $ 1.93                   30  %


(1) Revenue per trade is calculated as trading revenue divided by DATs
multiplied by the number of trading days.
N/M Not meaningful. Percentage changes greater than 200% are presented as not
meaningful.

Trading revenue increased $783 million and $2.6 billion in the third quarter and
first nine months of 2021, respectively, compared to the same periods in 2020,
primarily due to the acquisition of TD Ameritrade and heightened client
engagement, which together drove significantly higher DATs throughout the first
nine months of 2021. This increased trading activity and a higher percentage of
options trades drove significant growth in commissions and order flow revenue.
Overall, TD Ameritrade contributed $743 million and $2.5 billion of trading
revenue in the third quarter and first nine months of 2021, respectively.

Bank Deposit Account Fees



Beginning in the fourth quarter of 2020, the Company began earning bank deposit
account fee revenue pursuant to the Insured Deposit Account agreement (IDA
agreement) with TD Bank USA, National Association and TD Bank, National
Association (together, the TD Depository Institutions) and arrangements with
other third-party banks. Bank deposit account fees are primarily affected by
average BDA balances and floating- and fixed-rate reference yields. Fees earned
under the IDA agreement are affected by changes in interest rates and the
composition of balances designated as fixed- and floating-rate.

Bank deposit account fees totaled $323 million and $1.0 billion during the third
quarter and first nine months of 2021, respectively. During the third quarter
and first nine months ended September 30, 2021, the total average BDA balance
was approximately $151.5 billion and $159.8 billion, respectively, of which
approximately 80% was designated as fixed-rate
                                     - 12 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

obligation amounts and approximately 20% as floating-rate obligation amounts. In the first nine months of 2021, the Company transferred $10.5 billion of BDA balances to its balance sheet from the TD Depository Institutions and other third-party banks.

Other Revenue



Other revenue includes exchange processing fees, certain service fees, software
fees, and non-recurring gains. Other revenue increased $88 million and $453
million in the third quarter and first nine months of 2021, respectively,
compared to the same periods in 2020 primarily due to the acquisition of TD
Ameritrade as well as higher service fees resulting from higher trade volume and
growth in our customer base during the first nine months of 2021.

Total Expenses Excluding Interest

The following table shows a comparison of expenses excluding interest:


                                              Three Months Ended                                       Nine Months Ended
                                                 September 30,                  Percent                  September 30,                  Percent
                                             2021              2020              Change              2021              2020              Change
Compensation and benefits
Salaries and wages                       $     769          $   532                   45  %       $  2,341          $ 1,557                   50  %
Incentive compensation                         342              179                   91  %          1,082              587                   84  %
Employee benefits and other                    192              129                   49  %            628              412                   52  %

Total compensation and benefits $ 1,303 $ 840

          55  %       $  4,051          $ 2,556                   58  %
Professional services                          250              194                   29  %            723              574                   26  %
Occupancy and equipment                        246              155                   59  %            722              449                   61  %
Advertising and market development             119               66                   80  %            363              203                   79  %
Communications                                 144               73                   97  %            457              226                  102  %
Depreciation and amortization                  140               97                   44  %            404              284                   42  %
Amortization of acquired intangible
assets                                         153               25                     N/M            461               43                     N/M
Regulatory fees and assessments                 64               36                   78  %            208              106                   96  %
Other                                          140               73                   92  %            733              250                  193  %

Total expenses excluding interest $ 2,559 $ 1,559

          64  %       $  8,122          $ 4,691                   73  %
Expenses as a percentage of total net
revenues
Compensation and benefits                       29  %            34  %                                  29  %            34  %
Advertising and market development               3  %             3  %                                   3  %             3  %
Full-time equivalent employees (in
thousands)
At quarter end                                   32.4             22.1                47  %
Average                                          32.4             22.1                47  %              32.3             21.1                53  %

N/M Not meaningful. Percentage changes greater than 200% are presented as not meaningful.



Expenses excluding interest increased by 64% and 73% in the third quarter and
first nine months of 2021, respectively, compared to the same periods in 2020.
In the third quarter and first nine months of 2021, total expenses excluding
interest included $735 million and $2.5 billion, respectively, from TD
Ameritrade. Adjusted total expenses, which excludes acquisition and
integration-related costs and amortization of acquired intangible assets,
increased 54% and 63% in the third quarter and first nine months of 2021,
respectively, compared to the same periods in 2020. See Non-GAAP Financial
Measures for further details and a reconciliation of such measures to GAAP
reported results.

Total compensation and benefits increased in the third quarter and first nine
months of 2021, compared to the same periods in 2020, primarily due to an
overall increase in employee headcount, driven primarily by our acquisition of
TD Ameritrade. The increase was also due to additional headcount to support our
expanding client base and service levels amidst heightened client engagement, as
well as annual merit increases and higher bonus accrual. Compensation and
benefits in the third quarter and first nine months of 2021 included $58 million
and $227 million, respectively, of acquisition and integration-related costs, up
from $13 million and $34 million in the third quarter and first nine months of
2020, respectively.

Professional services expense increased in the third quarter and first nine month of 2021 compared to the same periods in 2020, primarily due to the inclusion of TDA's results of operations and overall growth in the business.


                                     - 13 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

Occupancy and equipment expense increased in the third quarter and first nine
months of 2021 compared to the same periods in 2020, primarily due to the
inclusion of TDA's results of operations and costs related to the integration of
TD Ameritrade, as well as an increase in technology equipment costs associated
with higher customer trade volumes and overall growth in the business.

Advertising and market development expense increased in the third quarter and
first nine months of 2021 compared to the same periods in 2020, primarily due to
the inclusion of TDA's results of operations.

Communications expense increased in the third quarter and first nine months of
2021 compared to the same periods in 2020, primarily due to the inclusion of
TDA's results of operations, as well as higher communications expenses due to
higher customer trade volumes and overall growth of the business.

Depreciation and amortization expenses grew in the third quarter and first nine
months of 2021 compared to the same periods in 2020, primarily resulting from
growth in fixed assets due to the TDA acquisition, higher amortization of
purchased and internally developed software, higher depreciation of hardware,
and higher depreciation of buildings related to expansion of our campuses in the
U.S. Amortization of acquired intangible assets increased in 2021 as a result of
acquisitions completed in 2020.

Regulatory fees and assessments increased in the third quarter and first nine
months of 2021 compared to the same periods in 2020, primarily as a result of
the inclusion of TDA's results of operations and overall growth in the business,
including higher FDIC assessments due to asset growth.

Other expense increased in the third quarter and first nine months of 2021 compared to the same periods in 2020, primarily due to the inclusion of TDA's results of operations and a charge of approximately $200 million for a regulatory matter in the first nine months of 2021 (see Item 1 - Note 10).



Capital expenditures were $176 million and $610 million in the third quarter and
first nine months of 2021, respectively, compared with $122 million and $541
million in the third quarter and first nine months of 2020, respectively. The
increases in capital expenditures from the prior year were primarily due to
higher hardware and capitalized software costs, partially offset by lower
building expansion in 2021 relative to the first nine months of 2020. In
consideration of revenue growth and timing of capital expenditures through the
first nine months of the year, we anticipate capital expenditures for full-year
2021 to be approximately 5-6% of total net revenues.

Taxes on Income



Taxes on income were $485 million and $191 million for the third quarters of
2021 and 2020, respectively, resulting in effective income tax rates on income
before taxes of 24.1% and 21.5%, respectively. Taxes on income were $1.4 billion
and $660 million for the first nine months of 2021 and 2020, respectively,
resulting in effective income tax rates on income before taxes of 24.9% and
23.4%, respectively. The increase in the effective tax rate in the third quarter
of 2021 compared to the same period in 2020 was primarily related to
non-recurring federal tax benefits recognized during the third quarter of 2020
including settlement of the IRS examination for tax years 2011-2014, as well as
the tax impact of a non-deductible regulatory matter charge in 2021 (see Item 1
- Note 10). Partially offsetting the increases in the effective tax rate from
these items was an increase in equity compensation tax benefits during the third
quarter of 2021. The increase in the effective tax rate in the first nine months
of 2021 compared to the same period in 2020 was primarily due to the factors
noted above, as well as increased state tax expense due to uncertain tax
position accruals during the first nine months of 2021.

                                     - 14 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

Segment Information



Financial information for our segments is presented in the following tables:
                                               Investor Services                                        Advisor Services                                            Total
Three Months Ended                                                                                                                                Percent
September 30,                   Percent Change            2021            2020           Percent Change           2021            2020             Change             2021             2020
Net Revenues
Net interest revenue                       61  %       $ 1,530          $  948                      27  %       $  500          $  395                 51  %       $ 2,030          $ 1,343
Asset management and
administration fees                        25  %           805             643                      36  %          296             217                 28  %         1,101              860
Trading revenue                              N/M           873             139                     117  %           91              42                   N/M           964              181
Bank deposit account fees                    N/M           239             

 -                        N/M           84               -                   N/M           323                -
Other                                     124  %           114              51                     192  %           38              13                138  %           152               64
Total net revenues                        100  %         3,561           1,781                      51  %        1,009             667                 87  %         4,570            2,448
Expenses Excluding Interest                68  %         1,956           1,167                      54  %          603             392                 64  %         2,559            1,559
Income before taxes on income             161  %       $ 1,605          $  614                      48  %       $  406          $  275

126 % $ 2,011 $ 889



Net New Client Assets (in
billions) (1)                                N/M       $  57.9          $ 18.9                     151  %       $ 81.1          $ 32.3                171  %       $ 139.0          $  51.2



                                                  Investor Services                                       Advisor Services                                           Total
                                                                                              Percent                                              Percent
Nine Months Ended September 30,   Percent Change            2021             2020             Change              2021             2020             Change             2021             2020
Net Revenues
Net interest revenue                         47  %       $ 4,462          $ 3,028                  12  %       $ 1,426          $ 1,276                 37  %       $ 5,888          $ 4,304
Asset management and
administration fees                          27  %         2,316            1,826                  28  %           848              662                 27  %         3,164            2,488
Trading revenue                                N/M         2,831              396                  83  %           304              166                   N/M         3,135              562
Bank deposit account fees                      N/M           742           

    -                    N/M           269                -                   N/M         1,011                -
Other                                          N/M           462              122                    N/M           152               39                   N/M           614              161
Total net revenues                          101  %        10,813            5,372                  40  %         2,999            2,143                 84  %        13,812            7,515
Expenses Excluding Interest                  79  %         6,253            3,489                  55  %         1,869            1,202                 73  %         8,122            4,691
Income before taxes on income               142  %       $ 4,560          $ 1,883                  20  %       $ 1,130          $   941                101  %       $ 5,690          $ 2,824

Net New Client Assets (in
billions) (1)                                 -          $ 167.5          $ 167.2                 126  %       $ 214.1          $  94.6                 46  %       $ 381.6          $ 261.8


(1) In the first nine months of 2021, Investor Services includes an outflow of
$14.4 billion from a mutual fund clearing services client. In the third quarter
and the first nine months of 2020, Advisor Services includes an inflow of $8.5
billion related to the acquisition of Wasmer, Schroeder & Company, LLC. Also for
the first nine months of 2020, Investor Services includes inflows of $79.9
billion related to the acquisition of assets of USAA-IMCO and $10.9 billion from
a mutual fund clearing services client.
N/M Not meaningful. Percentage changes greater than 200% are presented as not
meaningful.

Segment Net Revenues

Investor Services and Advisor Services total net revenues increased by 100% and
51%, respectively, in the third quarter and 101% and 40%, respectively, for the
first nine months of 2021 compared to the same periods in 2020. Both segments
saw growth in all revenue line items, primarily due to our October 6, 2020
acquisition of TD Ameritrade. Net interest revenue increased for both segments
due to significant growth in margin loans and securities lending revenue, as
well as overall growth in interest-earning assets, partially offset by lower
average yields. Growth in asset management and administration fees in Investor
Services was supported by growth in advice solutions, and asset management and
administration fees grew in both segments as a result of overall strength in the
equity markets, partially offset by money market fund fee waivers and lower
money market fund balances. The increases in trading revenue for both segments
were supported by heightened client trading activity. Bank deposit account fee
revenue was earned at both segments during the first nine months of 2021,
following the TDA acquisition. Increases in other revenue for both segments were
primarily due to the TD Ameritrade acquisition.
                                     - 15 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

Segment Expenses Excluding Interest



Investor Services and Advisor Services total expenses excluding interest
increased by 68% and 54%, respectively, in the third quarter and 79% and 55%,
respectively, for the first nine months of 2021, compared to the same periods in
2020, primarily due to the inclusion of TD Ameritrade's results of operations
and, for Investor Services, a charge of approximately $200 million for a
regulatory matter in the first nine months of 2021 (see Item 1 - Note 10). In
addition, both segments saw higher compensation and benefits expenses due to
additional increases in headcount to support our expanding client base and
service levels amidst heightened client engagement, as well as annual merit
increases and higher bonus accrual. For Investor Services, total expenses
excluding interest also increased for the year-to-date period as a result of our
hiring former USAA employees in connection with the 2020 acquisition of assets
of USAA-IMCO.


RISK MANAGEMENT

Schwab's business activities expose it to a variety of risks, including
operational, compliance, credit, market, and liquidity risks. The Company has a
comprehensive risk management program to identify and manage these risks and
their associated potential for financial and reputational impact.

As part of our integration of TD Ameritrade, the Company continues to align TD
Ameritrade's risk management practices with Schwab's risk appetite. Our
integration work includes evaluating new or changed risks impacting the combined
company, and may involve modifications to our existing risk management
processes. Though integration work continues, the Company's operations,
inclusive of TD Ameritrade, remain consistent with our Enterprise Risk
Management (ERM) framework.

For a discussion of our risk management programs, see Item 7 - Risk Management in the 2020 Form 10-K.

Interest Rate Risk Simulations

Net Interest Revenue Simulation



For our net interest revenue sensitivity analysis, we use net interest revenue
simulation modeling techniques to evaluate and manage the effect of changing
interest rates. The simulations include all balance sheet interest
rate-sensitive assets and liabilities. Key assumptions include the projection of
interest rate scenarios with rate floors, prepayment speeds of mortgage-related
investments, repricing of financial instruments, and reinvestment of matured or
paid-down securities and loans.

Net interest revenue is affected by various factors, such as the distribution
and composition of interest-earning assets and interest-bearing liabilities, the
spread between yields earned on interest-earning assets and rates paid on
interest-bearing liabilities, which may reprice at different times or by
different amounts, and the spread between short and long-term interest rates.
Interest-earning assets include investment securities, margin loans, and bank
loans. These assets are sensitive to changes in interest rates and changes in
prepayment levels that tend to increase in a declining rate environment and
decrease in a rising rate environment. Because we establish the rates paid on
certain brokerage client cash balances and bank deposits and the rates charged
on certain margin and bank loans, and control the composition of our investment
securities, we have some ability to manage our net interest spread, depending on
competitive factors and market conditions.

Net interest revenue sensitivity analysis assumes the asset and liability
structure of the consolidated balance sheet would not be changed as a result of
the simulated changes in interest rates. As we actively manage the consolidated
balance sheet and interest rate exposure, in all likelihood we would take steps
to manage additional interest rate exposure that could result from changes in
the interest rate environment.

The following table shows the simulated change to net interest revenue over the
next 12 months beginning September 30, 2021 and December 31, 2020 of a gradual
100 basis point increase or decrease in market interest rates relative to
prevailing market rates at the end of each reporting period:
                                  September 30, 2021      December 31, 2020
Increase of 100 basis points                  13.6  %                14.2  %
Decrease of 100 basis points                  (4.0) %                (4.3) %


                                     - 16 -

--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

Net interest revenue sensitivities as of September 30, 2021 remained relatively
consistent with December 31, 2020, due to the continued low interest rate
environment. Higher short-term interest rates would positively impact net
interest revenue as yields on interest-earning assets are expected to rise
faster than the cost of funding sources. A decline in interest rates could
negatively impact the yield on the Company's investment and loan portfolio to a
greater degree than any offsetting reduction in interest expense from funding
sources, compressing net interest margin.

In addition to measuring the effect of a gradual 100 basis point parallel increase or decrease in current interest rates, we regularly simulate the effects of larger parallel- and non-parallel shifts in interest rates on net interest revenue.

Bank Deposit Account Fees Simulation



Consistent with the presentation on the consolidated statement of income, the
sensitivity of bank deposit account fee revenue to interest rate changes is
assessed separately from the net interest revenue simulation described above. As
of September 30, 2021, simulated changes in bank deposit account fee revenue
from gradual 100 basis point changes in market interest rates relative to
prevailing market rates did not have a significant impact on the Company's total
net revenues.

Economic Value of Equity Simulation



Management also uses economic value of equity (EVE) simulations to measure
interest rate risk. EVE sensitivity measures the long-term impact of interest
rate changes on the net present value of assets and liabilities. EVE is
calculated by subjecting the balance sheet to hypothetical instantaneous shifts
in the level of interest rates. This analysis is highly dependent upon asset and
liability assumptions based on historical behaviors as well as our expectations
of the economic environment. Key assumptions in our EVE calculation include
projection of interest rate scenarios with rate floors, prepayment speeds of
mortgage-related investments, term structure models of interest rates,
non-maturity deposit behavior, and pricing assumptions. Our net interest
revenue, bank deposit account fee revenue, and EVE simulations reflect the
assumption of non-negative investment yields.

Phase-out of LIBOR



The Company has established a team to address the phasing-out of LIBOR. As part
of our efforts, we have assessed our LIBOR exposures, the largest of which are
certain investment securities and loans. In purchasing new investment
securities, we ensure that appropriate fall-back language is in the security's
prospectus in the event that LIBOR is unavailable or deemed unreliable, and we
have sold certain securities lacking appropriate fall-back language. We are
updating loan agreements to ensure new LIBOR-based loans adequately provide for
an alternative to LIBOR. Furthermore, we plan to phase-out the use of LIBOR as a
reference rate in our new lending products before the end of December 2021, per
guidance from the Federal Reserve Board.

Liquidity Risk

Funding Sources

Schwab's primary source of funds is cash generated by client activity which includes bank deposits and cash balances in client brokerage accounts. These funds are used to purchase investment securities and extend loans to clients.

Other sources of funds may include cash flows from operations, maturities and sales of investment securities, repayments on loans, securities lending of assets held in client brokerage accounts, repurchase agreements, and cash provided by external financing.



To meet daily funding needs, we maintain liquidity in the form of overnight cash
deposits and short-term investments. For unanticipated liquidity needs, we also
maintain a buffer of highly liquid investments, including U.S. Treasury
securities.

                                     - 17 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

In addition to internal sources of liquidity, Schwab has access to external
funding. The following table describes external debt facilities available at
September 30, 2021:
Description                                      Borrower                              Outstanding     Available
Federal Home Loan Bank secured credit facility
(1)                                              Banking subsidiaries                $          -    $   63,612
Federal Reserve discount window (2)              Banking subsidiaries                           -         9,886
Uncommitted, unsecured lines of credit with
various external banks                           CSC, CS&Co                                     -         1,522
Unsecured commercial paper (3)                   CSC                                        1,500             -

Committed, unsecured credit facility with
various external banks                           TDAC                                           -           600
Secured uncommitted lines of credit with various
external banks (4)                               TDAC                                       1,500             -


(1) Amounts available are dependent on the amount of First Mortgages, HELOCs,
and the fair value of certain investment securities that are pledged as
collateral.
(2) Amounts available are dependent on the fair value of certain investment
securities that are pledged as collateral.
(3) In October 2021, the Company increased the amount of commercial paper
available to issue from $1.5 billion to $5.0 billion.
(4) Secured borrowing capacity is made available based on TDAC's ability to
provide acceptable collateral to the lenders as determined by the credit
agreements.

CSC's ratings for Commercial Paper Notes are P1 by Moody's Investor Service (Moody's), A1 by Standard & Poor's Rating Group (Standard & Poor's), and F1 by Fitch Ratings, Ltd (Fitch) at September 30, 2021 and December 31, 2020.

CSC also has a universal automatic shelf registration statement on file with the SEC, which enables it to issue debt, equity, and other securities.

Liquidity Coverage Ratio



For the nine months ended September 30, 2021, Schwab was subject to a reduced
LCR rule requiring the Company to hold high quality liquid assets (HQLA) in an
amount equal to at least 85% of the Company's projected net cash outflows over a
prospective 30-calendar-day period of acute liquidity stress, calculated on each
business day. The Company was in compliance with the reduced LCR rule at
September 30, 2021. On October 1, 2021, Schwab became subject to the full (100%)
LCR. See Overview - Current Regulatory Environment and Other Developments and
Part I - Item 1 - Regulation in the 2020 Form 10-K for additional information.
The table below presents information about our average daily LCR:

                                                         Average for the
                                                        Three Months Ended
                                                        September 30, 2021
          Total eligible high quality liquid assets    $         92,745
          Net cash outflows                            $         85,056
          LCR                                                       109  %



Borrowings

The following are details of the Senior Notes:


                                                 Par                            Weighted Average                        Standard
September 30, 2021                           Outstanding       Maturity           Interest Rate         Moody's         & Poor's       Fitch
CSC Senior Notes                           $     17,768       2022 - 2031             2.34%                A2              A             A
TDA Holding Senior Notes                   $      1,563       2021 - 2029             2.10%                A2              A             -




                                     - 18 -

--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

New Debt Issuances

The below debt issuances in 2021 were senior unsecured obligations. Interest is payable semi-annually for the fixed-rate Senior Notes and quarterly for the floating-rate Senior Notes. Additional details are as follows:


         Issuance Date      Issuance Amount     Maturity Date     Interest Rate
         03/18/2021        $          1,250          03/18/2024     SOFR + 0.500%
         03/18/2021        $          1,500          03/18/2024     0.750%
         03/18/2021        $          1,250          03/20/2028     2.000%
         05/13/2021        $            500          05/13/2026     SOFR + 0.520%
         05/13/2021        $          1,000          05/13/2026     1.150%
         05/13/2021        $            750          05/13/2031     2.300%
         08/26/2021        $            850          12/01/2031     1.950%



In addition, during the third quarter of 2021, we completed a debt exchange
offer related to certain senior notes issued by TDA Holding for an equivalent
amount of senior notes issued by CSC. For further discussion of the exchange,
see Item 1 - Note 9.

Equity Issuances

CSC's preferred stock issued and net proceeds for 2021 are as follows:


                               Date Issued and Sold    Net Proceeds
                  Series I             March 18, 2021 $       2,222
                  Series J             March 30, 2021 $         584


On June 1, 2021, the Company redeemed all of the outstanding shares of its 6.00% Non-Cumulative Perpetual Preferred Stock, Series C, and the corresponding depositary shares. The redemption was funded with the net proceeds from the Series J preferred stock offering.

For further discussion of CSC's long-term debt and information on the equity offerings, see Item 1 - Notes 9 and 14.

CAPITAL MANAGEMENT



Schwab seeks to manage capital to a level and composition sufficient to support
execution of our business strategy, including anticipated balance sheet growth
inclusive of migration of IDA balances (see further discussion below), providing
financial support to our subsidiaries, and sustained access to the capital
markets, while at the same time meeting our regulatory capital requirements and
serving as a source of financial strength to our banking subsidiaries. Schwab's
primary sources of capital are funds generated by the operations of subsidiaries
and securities issuances by CSC in the capital markets. To ensure that Schwab
has sufficient capital to absorb unanticipated losses or declines in asset
values, we have adopted a policy to remain well capitalized even in stressed
scenarios.

As a result of significant inflows of client cash in 2020, our Tier 1 Leverage
Ratio declined below our long-term operating objective for consolidated CSC of
6.75%-7.00%, ending 2020 at 6.3%. The Company's issuances of preferred stock and
strength in earnings in the first nine months of 2021 helped maintain our Tier 1
Leverage Ratio, as we ended the third quarter at 6.3%. Though still below our
long-term operating objective, this ratio is well above the regulatory minimum.
The pace of return to our long-term operating objective over time depends on a
number of factors including the overall size of the Company's balance sheet,
earnings, and capital issuance and deployment. We continue to manage our capital
position in accordance with our policy and strategy described above and in
further detail in our 2020 Form 10-K.

Regulatory Capital Requirements



CSC and our banking subsidiaries are subject to various capital requirements set
by regulatory agencies as discussed in further detail in the 2020 Form 10-K and
in Item 1 - Note 17. As of September 30, 2021, CSC and our banking subsidiaries
are considered well capitalized.
                                     - 19 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

The following table details CSC's consolidated and CSB's capital ratios as of September 30, 2021 and December 31, 2020:


                                                                  September 30, 2021              December 31, 2020
                                                              CSC               CSB                     CSC               CSB
Total stockholders' equity                                $ 57,442          $ 27,570                $ 56,060          $ 22,223

Less:


Preferred stock                                              9,954                 -                   7,733                 -
Common Equity Tier 1 Capital before regulatory
adjustments                                               $ 47,488          $ 27,570                $ 48,327          $ 22,223

Less:

Goodwill, net of associated deferred tax liabilities $ 11,897 $ 13

$ 11,897          $     13

Other intangible assets, net of associated deferred tax liabilities

                                                  7,705                 -                   8,103                 -

Deferred tax assets, net of valuation allowances and deferred tax liabilities

                                        17                12                      17                12
AOCI adjustment                                              1,253             1,047                   5,394             4,672
Common Equity Tier 1 Capital                              $ 26,616          $ 26,498                $ 22,916          $ 17,526
Tier 1 Capital                                            $ 36,570          $ 26,498                $ 30,649          $ 17,526
Total Capital                                               36,591            26,512                  30,688            17,558
Risk-Weighted Assets                                       135,932           101,372                 123,881            91,062
Total Leverage Exposure                                    582,837           379,478                 491,469           325,437
Common Equity Tier 1 Capital/Risk-Weighted Assets             19.6  %           26.1  %                 18.5  %           19.2  %
Tier 1 Capital/Risk-Weighted Assets                           26.9  %           26.1  %                 24.7  %           19.2  %
Total Capital/Risk-Weighted Assets                            26.9  %           26.2  %                 24.8  %           19.3  %
Tier 1 Leverage Ratio                                          6.3  %            7.1  %                  6.3  %            5.5  %
Supplementary Leverage Ratio                                   6.3  %            7.0  %                  6.2  %            5.4  %



CSB is also subject to regulatory requirements that restrict and govern the
terms of affiliate transactions. In addition, CSB is required to provide notice
to, and may be required to obtain approval from, the Federal Reserve and the
Texas Department of Savings and Mortgage Lending (TDSML) to declare dividends to
CSC.

As broker-dealers, CS&Co, TDAC, and TD Ameritrade, Inc. are subject to
regulatory requirements of the Uniform Net Capital Rule, which is intended to
ensure the general financial soundness and liquidity of broker-dealers. At
September 30, 2021, CS&Co, TDAC, and TD Ameritrade, Inc. were in compliance with
their respective net capital requirements.

In addition to the capital requirements above, Schwab's subsidiaries are subject
to other regulatory requirements intended to ensure financial soundness and
liquidity. See Item 1 - Note 17 for additional information on the components of
stockholders' equity and information on the capital requirements of significant
subsidiaries.

IDA Agreement

Through September 30, 2021, Schwab had moved $10.0 billion of IDA balances to
its balance sheet, which included uninsured balances and certain international
account balances. The Company's overall capital management strategy includes
supporting migration of IDA balances in future periods as available pursuant to
the terms of the IDA agreement. The Company's ability to migrate these balances
to its balance sheet is dependent upon multiple factors including having
sufficient capital levels to sustain these incremental deposits and the
availability of IDA balances designated as floating-rate obligations. See Item 1
- Note 10 for further information on the IDA agreement.


                                     - 20 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION
   Management's Discussion and Analysis of Financial Condition and Results of
                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

Dividends

Cash dividends paid and per share amounts for the first nine months of 2021 and
2020 are as follows:
                                                2021                            2020
                                                     Per Share                       Per Share
Nine Months Ended September 30,      Cash Paid         Amount        Cash Paid         Amount
Common and Nonvoting Common Stock   $    1,024      $      .54      $      700      $      .54
Series A Preferred Stock (1)                28           70.00              28           70.00
Series C Preferred Stock (2)                18           30.00              27           45.00
Series D Preferred Stock (3)                33           44.64              33           44.64
Series E Preferred Stock (4)                28        4,625.00              28        4,625.00
Series F Preferred Stock (5)                13        2,500.00              13        2,500.00
Series G Preferred Stock (6)               101        4,031.25              45        1,806.60
Series H Preferred Stock (7)                72        2,888.89               N/A             N/A
Series I Preferred Stock (8)                41        1,811.11               N/A             N/A
Series J Preferred Stock (9)                11           18.67               N/A             N/A


(1) Dividends paid semi-annually until February 1, 2022 and quarterly
thereafter.
(2) Series C Preferred Stock was redeemed on June 1, 2021. Prior to redemption,
dividends were paid quarterly and the final dividend was paid on June 1, 2021.
(3) Dividends paid quarterly.
(4) Dividends paid semi-annually until March 1, 2022 and quarterly thereafter.
(5) Dividends paid semi-annually until December 1, 2027 and quarterly
thereafter.
(6) Series G Preferred Stock was issued on April 30, 2020. Dividends are paid
quarterly, and the first dividend was paid on September 1, 2020.
(7) Series H Preferred Stock was issued on December 11, 2020. Dividends are paid
quarterly, and the first dividend was paid on March 1, 2021.
(8) Series I Preferred Stock was issued on March 18, 2021. Dividends are paid
quarterly, and the first dividend was paid on June 1, 2021.
(9) Series J Preferred Stock was issued on March 30, 2021. Dividends are paid
quarterly, and the first dividend was paid on June 1, 2021.
N/A Not applicable.

Share Repurchases



On January 30, 2019, CSC publicly announced that its Board of Directors
authorized the repurchase of up to $4.0 billion of common stock. The
authorization does not have an expiration date. There were no repurchases of
CSC's common stock under this authorization during the first nine months of 2021
or 2020. As of September 30, 2021, $1.8 billion remained on our existing
authorization.

OTHER

Foreign Exposure
At September 30, 2021, Schwab had exposure to non-sovereign financial and
non-financial institutions in foreign countries. At September 30, 2021, the fair
value of these holdings totaled $12.8 billion, with the top three exposures
being to issuers and counterparties domiciled in France at $5.8 billion, the
United Kingdom at $3.7 billion, and Sweden at $755 million. At December 31,
2020, the fair value of these holdings totaled $10.1 billion, with the top three
exposures being to issuers and counterparties domiciled in France at
$6.7 billion, Germany at $1.2 billion, and Canada at $880 million. In addition,
Schwab had outstanding margin loans to foreign residents of $3.3 billion and
$2.2 billion at September 30, 2021 and December 31, 2020, respectively.

Off-Balance Sheet Arrangements
Schwab enters into various off-balance sheet arrangements in the ordinary course
of business, primarily to meet the needs of our clients. These arrangements
include firm commitments to extend credit. Additionally, Schwab enters into
guarantees and other similar arrangements in the ordinary course of business.
For information on each of these arrangements, see Item 1 - Notes 6, 7, 9, 10,
and 12. Concurrent with the closing of the acquisition of TD Ameritrade
effective October 6, 2020, the IDA agreement with the TD Depository Institutions
became effective. Pursuant to the IDA agreement, certain brokerage client
deposits are swept off-balance sheet to the TD Depository Institutions. The
Company also maintains agreements pursuant to which TD Ameritrade client
brokerage cash deposits are swept to other third-party depository institutions.
See Item 1 - Note 10 for additional information on the IDA agreement.
                                     - 21 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

CRITICAL ACCOUNTING ESTIMATES



Certain of our accounting policies that involve a higher degree of judgment and
complexity are discussed in Part II - Item 7 - Management's Discussion and
Analysis of Financial Condition and Results of Operations - Critical Accounting
Estimates in the 2020 Form 10-K. There have been no changes to critical
accounting estimates during the first nine months of 2021.


NON-GAAP FINANCIAL MEASURES



In addition to disclosing financial results in accordance with generally
accepted accounting principles in the U.S. (GAAP), Management's Discussion and
Analysis of Financial Condition and Results of Operations contain references to
the non-GAAP financial measures described below. We believe these non-GAAP
financial measures provide useful supplemental information about the financial
performance of the Company, and facilitate meaningful comparison of Schwab's
results in the current period to both historic and future results. These
non-GAAP measures should not be considered a substitute for, or superior to,
financial measures calculated in accordance with GAAP, and may not be comparable
to non-GAAP financial measures presented by other companies.

Schwab's use of non-GAAP measures is reflective of certain adjustments made to GAAP financial measures as described below.

Non-GAAP Adjustment or


           Measure                            Definition                    Usefulness to Investors and Uses by Management
Acquisition and               Schwab adjusts certain GAAP financial       We exclude acquisition and integration-related
integration-related costs and measures to exclude the impact of           costs and amortization of acquired intangible
amortization of acquired      acquisition and integration-related costs   assets for the purpose of calculating certain
intangible assets             incurred as a result of the Company's       

non-GAAP measures because we believe doing so


                              acquisitions, amortization of acquired      

provides additional transparency of Schwab's


                              intangible assets, and, where applicable,   

ongoing operations, and is useful in both


                              the income tax effect of these expenses.    

evaluating the operating performance of the

business and facilitating comparison of results


                              Adjustments made to exclude amortization of 

with prior and future periods.


                              acquired intangible assets are reflective
                              of all acquired intangible assets, which    

Acquisition and integration-related costs


                              were recorded as part of purchase           

fluctuate based on the timing of acquisitions and


                              accounting. These acquired intangible       

integration activities, thereby limiting


                              assets contribute to the Company's revenue  

comparability of results among periods, and are


                              generation. Amortization of acquired        

not representative of the costs of running the


                              intangible assets will continue in future   

Company's ongoing business. Amortization of


                              periods over their remaining useful lives.  

acquired intangible assets is excluded because

management does not believe it is indicative of


                                                                          the Company's underlying operating performance.
Return on tangible common     Return on tangible common equity represents Acquisitions typically result in the recognition
equity                        annualized adjusted net income available to 

of significant amounts of goodwill and acquired


                              common stockholders as a percentage of      

intangible assets. We believe return on tangible


                              average tangible common equity. Tangible    

common equity may be useful to investors as a


                              common equity represents common equity less 

supplemental measure to facilitate assessing


                              goodwill, acquired intangible assets - net, 

capital efficiency and returns relative to the


                              and related deferred tax liabilities.       

composition of Schwab's balance sheet.

Beginning in 2021, the Company also uses adjusted diluted EPS and return on tangible common equity as components of performance criteria for employee bonus and certain executive management incentive compensation arrangements. The Compensation Committee of CSC's Board of Directors maintains discretion in evaluating performance against these criteria.


                                     - 22 -
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                         THE CHARLES SCHWAB CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of


                                   Operations
           (Tabular Amounts in Millions, Except Ratios, or as Noted)

The following tables present reconciliations of GAAP measures to non-GAAP
measures:
                                                     Three Months Ended
                                                        September 30,                         Nine Months Ended September 30,
                                                         2021          2020                      2021                 2020
Total expenses excluding interest (GAAP)         $           2,559           $  1,559                                              $  8,122       $  

4,691


Acquisition and integration-related costs (1)                 (104)               (42)                                                 (367)         

(160)


Amortization of acquired intangible assets                    (153)               (25)                                                 (461)          

(43)


Adjusted total expenses (non-GAAP)               $           2,302           $  1,492                                              $  7,294       $  

4,488




(1) Acquisition and integration-related costs for the three and nine months
ended September 30, 2021 primarily consist of $58 million and $227 million of
compensation and benefits, $35 million and $99 million of professional services,
and $7 million and $30 million of occupancy and equipment. Acquisition and
integration-related costs for the three and nine months ended September 30, 2020
primarily consist of $29 million and $98 million of professional services and
$13 million and $34 million of compensation and benefits.

                                                           Three Months Ended September 30,                                 Nine Months Ended September 30,
                                                            2021                        2020                                2021                           2020
                                                   Amount       Diluted EPS    Amount     Diluted EPS              Amount         Diluted EPS     Amount     Diluted EPS
Net income available to common stockholders
(GAAP),

Earnings per common share - diluted (GAAP) $ 1,406 $ .74

$ 615 $ .48 $ 3,911 $ 2.06 $ 1,993

$       1.54
Acquisition and integration-related costs              104             .05        42             .03                 367                 .19        160             .12
Amortization of acquired intangible assets             153             .08        25             .02                 461                 .24         43             .03
Income tax effects (1)                                 (61)           (.03)      (16)           (.02)               (208)               (.10)       (49)           (.03)
Adjusted net income available to common
stockholders

(non-GAAP), Adjusted diluted EPS (non-GAAP) $ 1,602 $ .84

$ 666 $ .51 $ 4,531 $ 2.39 $ 2,147

$ 1.66




(1) The income tax effects of the non-GAAP adjustments are determined using an
effective tax rate reflecting the exclusion of non-deductible acquisition costs
and are used to present the acquisition and integration-related costs and
amortization of acquired intangible assets on an after-tax basis.

                                                  Three Months Ended September 30,             Nine Months Ended September 30,
                                                      2021                2020                     2021                2020
Return on average common stockholders' equity
(GAAP)                                                      12  %               10  %                    11  %               12  %
Average common stockholders' equity            $        47,492     $        

25,810 $ 47,908 $ 22,511 Less: Average goodwill

                                 (11,952)             (1,735)                 (11,952)             (1,482)
Less: Average acquired intangible assets - net          (9,609)             (1,268)                  (9,762)               (693)
Plus: Average deferred tax liabilities related
to goodwill and
acquired intangible assets - net                         1,895                  67                    1,913                  67
Average tangible common equity                 $        27,826     $        

22,874 $ 28,107 $ 20,403 Adjusted net income available to common stockholders (1)

                               $         1,602     $        

666 $ 4,531 $ 2,147 Return on tangible common equity (non-GAAP)

                 23  %               12  %                    21  %               14  %


(1) See table above for the reconciliation of net income available to common stockholders to adjusted net income available to common stockholders (non-GAAP).


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                         THE CHARLES SCHWAB CORPORATION

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