SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
March 29, 2004
Date of Report (Date of earliest event reported)
THE CHARLES SCHWAB CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-9700 94-3025021
(State or other jurisdiction Commission (I.R.S. Employer
of incorporation or organization) File Number Identification Number)
120 Kearny Street, San Francisco, CA 94108
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (415) 627-7000
THE CHARLES SCHWAB CORPORATION
Item 12. Results of Operations and Financial Condition
Certain additional financial information (which was not required to be filed as
part of Exhibit 13.1 to The Charles Schwab Corporation's Form 10-K for the year
ended December 31, 2003) and the Letter from the Chief Financial Officer
included in The Charles Schwab Corporation's 2003 Annual Report to Stockholders
is furnished as Exhibits 99.1, 99.2, 99.3, 99.4, and 99.5 to this report.
Forward-Looking Statements: In addition to historical information, this Current
Report on Form 8-K contains forward-looking statements that reflect management's
goals, objectives, and expectations as of the date hereof. These statements
relate to, among other things, compensation and benefits expense and marketing
communications expense as a percentage of total revenues, long-term debt to
total capital ratio, capital expenditures, revenue growth, after-tax profit
margin, and return on stockholders' equity (see Letter from the Chief Financial
Officer at Exhibit 99.2 to this Current Report on Form 8-K). Achievement of the
expressed goals, objectives, and expectations is subject to certain risks and
uncertainties that could cause actual results to differ materially from those
goals, objectives, or expectations.
Important factors that may cause such differences include, but are not limited
to: the success of The Charles Schwab Corporation and its subsidiaries
(collectively referred to as the Company) in building fee-based relationships
with its clients; the effect of client trading patterns on Company revenues and
earnings; changes in revenues and profit margin due to cyclical securities
markets and fluctuations in interest rates; the level and continuing volatility
of equity prices; a significant downturn in the securities markets over a short
period of time or a sustained decline in securities prices, trading volumes, and
investor confidence; geopolitical developments affecting the securities markets,
the economy, and investor sentiment; the size and number of the Company's
insurance claims; and a significant decline in the real estate market, including
the Company's ability to sublease certain properties. Other more general factors
that may cause such differences include, but are not limited to: the Company's
inability to attract and retain key personnel; the timing and impact of changes
in the Company's level of investments in personnel, technology, or advertising;
changes in technology; computer system failures and security breaches; evolving
legislation, regulation and changing industry practices adversely affecting the
Company; adverse results of litigation or regulatory matters; the inability to
obtain external financing at acceptable rates; the effects of competitors'
pricing, product and service decisions; and intensified industry competition and
consolidation. Certain of these factors are discussed in greater detail in The
Charles Schwab Corporation's 2003 Annual Report to Stockholders and in The
Charles Schwab Corporation's Form 10-K for the year ended December 31, 2003.
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THE CHARLES SCHWAB CORPORATION
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE CHARLES SCHWAB CORPORATION
(Registrant)
Date: March 29, 2004 /s/ Christopher V. Dodds
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Christopher V. Dodds
Executive Vice President and
Chief Financial Officer
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THE CHARLES SCHWAB CORPORATION
Exhibit Index
99.1 Financial Highlights
99.2 Letter from the Chief Financial Officer
99.3 11-Year Selected Financial and Operating Data
99.4 Reconciliation of Net Income to Adjusted Operating Income
99.5 Quarterly Financial Information (Unaudited)
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