[PROPOSED] ORDER PRELIMINARILY APPROVING 

SETTLEMENT & PROVIDING FOR NOTICE - 08-cv-01510 WHA 

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Reed R. Kathrein (139304) 

Peter E. Borkon (212596) 

HAGENS BERMAN SOBOL SHAPIRO LLP 

715 Hearst Avenue, Suite 202 

Berkeley, CA 94710 

Telephone: (510) 725-3000 

Facsimile: (510) 725-3001 

reed@hbsslaw.com 

peterb@hbsslaw.com 

Steve W. Berman (Pro Hac Vice) 

Sean R. Matt (Pro Hac Vice) 

Erin K. Flory (Pro Hac Vice) 

Lisa M. Hasselman (Pro Hac Vice) 

Robert F. Lopez (Pro Hac Vice) 

HAGENS BERMAN SOBOL SHAPIRO LLP 

1918 Eighth Avenue, Suite 3300 

Seattle, Washington 98101 

Telephone: (206) 623-7292 

Facsimile: (206) 623-0594 

steve@hbsslaw.com 

sean@hbsslaw.com 

erin@hbsslaw.com 

lisah@hbsslaw.com 

robl@hbsslaw.com 

Attorneys for the California Class Representative and the California Class 

UNITED STATES DISTRICT COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

IN RE CHARLES SCHWAB CORP. 

SECURITIES LITIGATION 

 No. 08-cv-01510 WHA 

THIS DOCUMENT RELATES TO: 

All Actions 

 

[PROPOSED] ORDER 

PRELIMINARILY APPROVING 

CALIFORNIA CLASS SETTLEMENT 

AND PROVIDING FOR NOTICE 

EXHIBIT A 

Date Action Filed: March 18, 2008

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-2- [PROPOSED] ORDER PRELIMINARILY APPROVING 

SETTLEMENT & PROVIDING FOR NOTICE - 08-cv-01510 WHA 

WHEREAS, a consolidated class action is pending before the Court entitled In re Charles 

Schwab Corporation Securities Litigation, No. C 08-01510 WHA (the “California Section 17200 

Litigation”); 

WHEREAS, the Court has received the Unopposed Motion for Preliminary Approval of the 

California Class Settlement and Stipulation of Settlement dated May 14, 2010 (the “Stipulation”), 

that has been entered into by the California Class Representative Plaintiff and Defendants, and the 

Court has reviewed the Stipulation and its attached Exhibits; 

WHEREAS, the California Class Representative having made an Unopposed Motion for 

Preliminary Approval of the Settlement, pursuant to Federal Rule of Civil Procedure 23(e), for an 

order preliminarily approving the settlement of this California Section 17200 Litigation , in 

accordance with the Stipulation which, together with the Exhibits annexed thereto sets forth the 

terms and conditions for a proposed settlement of the California Section 17200 Litigation and for 

dismissal of the California Section 17200 Litigation with prejudice upon the terms and conditions 

set forth therein; and the Court having read and considered the Stipulation and the Exhibits 

annexed thereto; and 

WHEREAS all defined terms contained herein shall have the same meanings as set forth in 

the Stipulation; 

NOW, THEREFORE, IT IS HEREBY ORDERED: 

1. The Court does hereby preliminarily approve the Stipulation and the settlement set 

forth therein, subject to further consideration at the Settlement Hearing described below. 

2. A hearing (the “Settlement Hearing”) shall be held before this Court on September 

22, 2010, at 3:30 p.m., at the United States Courthouse, 450 Golden Gate Avenue, San Francisco, 

California, to determine whether the proposed settlement of the California Section 17200 Litigation 

on the terms and conditions provided for in the Stipulation is fair, reasonable and adequate to the 

California Class and should be approved by the Court; whether a Judgment as provided in ¶ 1.11 of 

the Stipulation should be entered herein; whether the proposed Plan of Allocation should be 

approved; and to determine the amount of fees and expenses that should be awarded to Lead 

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-3- [PROPOSED] ORDER PRELIMINARILY APPROVING 

SETTLEMENT & PROVIDING FOR NOTICE - 08-cv-01510 WHA 

Counsel. The Court may adjourn the Settlement Hearing without further notice to California Class 

Members. 

3. Pursuant to Rule 23 of the Federal Rules of Civil Procedure, the Court previously 

certified, and confirms the following class: all persons or entities who resided in California and 

held shares in the Fund on September 1, 2006. The California Class excludes Defendants, 

members of their immediate families and their legal representatives, heirs, successors or assigns 

and any entity in which Defendants have or had a controlling interest. Also excluded from the 

California Class are those Persons identified in Exhibit C to the Stipulation who timely and validly 

requested exclusion from the California Class on or before December 28, 2009; and those Persons 

identified in Exhibit D to the Stipulation who (i) the Settling Parties have stipulated to allow to be 

excluded from the California Class, (ii) have arbitrated to decision any of the Released Claims 

against any of the Defendants or any of the Released Persons, and/or (iii) who previously settled 

any of the Released Claims with any of the Defendants or any of the Released Persons. Exhibits C 

and D may be corrected, amended, or supplemented before final approval of the Settlement. 

4. The Court finds that the notice that has been given to date to the California Class 

and their Members met the requirements of Federal Rule of Civil Procedure 23 and due process, 

and was the best notice practicable under the circumstances and constituted due and sufficient 

notice to all Persons entitled thereto. No party is required to provide new or additional notice to 

the California Class, or any of their Members, except as required by this Order Preliminarily 

Approving California Class Settlement and Providing for Notice. 

5. The Court approves, as to form and content, the Notice of Pendency and Proposed 

Settlement of California Class Action (the “Notice”), and Summary Notice for publication annexed 

as Exhibits A-1 and A-2 hereto, and finds that the mailing and distribution of the Notice and 

publishing of the Summary Notice meet the requirements of Federal Rule of Civil Procedure 23 

and due process, and is the best notice practicable under the circumstances and shall constitute due 

and sufficient notice to all Persons entitled thereto. In addition, the Settlement Administrator shall 

email the Notice to those California Class Members who have notified Schwab that they wish to 

receive regulatory filings by e-mail. 

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-4- [PROPOSED] ORDER PRELIMINARILY APPROVING 

SETTLEMENT & PROVIDING FOR NOTICE - 08-cv-01510 WHA 

5. Pursuant to Rule 53(c) of the Federal Rules of Civil Procedure, the Court appoints 

Gilardi & Co. LLC (“Settlement Administrator”) to supervise and administer the notice procedure 

as well as the distribution of the Settlement Fund and Net Settlement Fund as more fully set forth 

below: 

 (a) Not later than June 25, 2010 (the “Notice Date”), Lead Counsel shall cause a 

copy of the Notice, substantially in the form annexed as Exhibit A-1 hereto, to be mailed by first 

class mail to all California Class Members who can be identified with reasonable effort; 

 (b) Not later than June 25, 2010, Lead Counsel shall cause the Summary Notice 

to be published once in Investor’s Business Daily, and any other regional newspaper as is deemed 

appropriate; and 

 (c) Not later than June 25, 2010, the Settlement Administrator shall email the 

Notice to those California Class Members who have notified Schwab that they wish to receive 

regulatory filings by e-mail; 

(d) At least seven (7) calendar days prior to the Settlement Hearing, Lead 

Counsel shall cause to be served on Defendants’ counsel and filed with the Court proof, by 

affidavit or declaration, of such mailing and publishing. 

(e) With the mailed or emailed Notice, the Settlement Administrator shall send a 

Record of Fund Transactions and Estimate of Settlement Payment, pursuant to ¶ 4.3 of the 

Stipulation. 

(f) Not later than July 25, 2010, Lead Counsel shall file with the Court papers in 

support of the Settlement and their request for an award of attorneys’ fees and expenses and post 

same on Lead Counsel’s website. 

(g) Not later than September 15, 2010, Lead Counsel shall file with the Court 

reply papers in support of the Settlement and their request for an award of attorneys’ fees and 

expenses and post same on Lead Counsel’s website. 

6. Any Member of the California Class may appear at the Settlement Hearing and 

show cause, if he, she or it has any reason why the proposed settlement of the California Section 

17200 Litigation should or should not be approved as fair, reasonable and adequate, why a 

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-5- [PROPOSED] ORDER PRELIMINARILY APPROVING 

SETTLEMENT & PROVIDING FOR NOTICE - 08-cv-01510 WHA 

judgment should or should not be entered thereon, or why attorneys’ fees and expenses should or 

should not be awarded to Lead Counsel; provided, however, that no California Class Member or 

any other Person shall be heard or entitled to contest the approval of the terms and conditions of the 

proposed settlement, or, if approved, the Judgment to be entered thereon approving the same, or the 

order approving the Plan of Allocation, or the attorneys’ fees and expenses to be awarded to Lead 

Counsel, unless that Person has delivered by hand or sent by first class mail written objections and 

copies of any papers and briefs such that they are received on or before August 24, 2010, by: 

Hagens Berman Sobol & Shapiro LLP, Steve W. Berman, 1301 Fifth Avenue, Suite 2900, Seattle, 

Washington 98101; and Morrison & Foerster LLP, Darryl P. Rains, 755 Page Mill Road, Palo Alto, 

California 94304, and filed said objections, papers and briefs with the Clerk of the United States 

District Court for the Northern District of California, on or before August 24, 2010. Any Member 

of the California Class who does not make his, her or its objection in the manner provided shall be 

deemed to have waived such objection and shall forever be foreclosed from making any objection 

to the fairness or adequacy of the proposed settlement as set forth in the Stipulation, to the Plan of 

Allocation, or to the award of attorneys’ fees and expenses to Lead Counsel, unless otherwise 

ordered by the Court. 

7. All funds held by the Escrow Agent shall be deemed and considered to be in 

custodia legis of the Court, and shall remain subject to the jurisdiction of the Court, until such time 

as such funds shall be distributed pursuant to the Stipulation and/or further order(s) of the Court. 

8. Neither the Defendants nor their Related Parties shall have any responsibility for or 

liability with respect to the Plan of Allocation or any application for attorneys’ fees or 

reimbursement of expenses submitted by Lead Counsel, and such matters will be considered 

separately from the fairness, reasonableness and adequacy of the settlement. 

9. At or after the Settlement Hearing, the Court shall determine whether Settlement 

and any application for attorneys’ fees or reimbursement of expenses shall be approved. 

10. All reasonable expenses incurred in identifying and notifying California Class 

Members, as well as administering the Settlement Fund, shall be paid as set forth in the Stipulation. 

In the event the settlement is not approved by the Court, or otherwise fails to become effective, 

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-6- [PROPOSED] ORDER PRELIMINARILY APPROVING 

SETTLEMENT & PROVIDING FOR NOTICE - 08-cv-01510 WHA 

neither the California Class Representative nor Lead Counsel shall have any obligation to repay 

any amounts actually and properly disbursed from the Class Notice and Administration Fund. 

11. Neither the Stipulation, nor any of its terms or provisions, nor any of the 

negotiations or proceedings connected with it, shall be construed as an admission or concession by 

Defendants, their Related Parties, or the Released Persons of the truth of any of the allegations in 

the California Section 17200, or of any liability, fault, or wrongdoing of any kind and shall not be 

construed as, or deemed to be evidence of or an admission or concession that California Class 

Representative or any California Class Members have suffered any damages, harm, or loss. 

12. In the event that the settlement does not become effective in accordance with the 

terms of the Stipulation or the Effective Date does not occur, or in the event that the Settlement 

Fund, or any portion thereof, is returned to the Defendants, then this Order shall be rendered null 

and void to the extent provided by and in accordance with the Stipulation and shall be vacated and, 

in such event, all orders entered and releases delivered in connection herewith shall be null and 

void to the extent provided by and in accordance with the Stipulation. 

13. The Court reserves the right to adjourn the date of the Settlement Hearing without 

further notice to the Members of the California Class, and retains jurisdiction to consider all further 

applications arising out of or connected with the proposed Settlement. The Court may approve the 

settlement, with such modifications as may be agreed to by the Settling Parties, if appropriate, 

without further notice to the California Class. 

DATED: _____________________ 

 THE HONORABLE WILLIAM ALSUP 

UNITED STATES DISTRICT JUDGE 

May 26, 2010.

U

NITED STATES DISTRICT COURT

NORTHERN DISTRICT OF CALIFORNIA

IT IS SO ORDERED

Judge William Alsup

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-7- [PROPOSED] ORDER PRELIMINARILY APPROVING 

SETTLEMENT & PROVIDING FOR NOTICE - 08-cv-01510 WHA 

Submitted by: 

HAGENS BERMAN SOBOL SHAPIRO LLP 

By s/ Steve W. Berman 

Steve W. Berman 

1301 Fifth Avenue, Suite 2900 

Seattle, Washington 98101 

Telephone: (206) 623-7292 

Facsimile: (206) 623-0594 

steve@hbsslaw.com

Counsel for California Class Representative and 

the California Class 

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