U.S. President Barack Obama is likely to radically reshape his Cabinet and senior advisers at the start of his second term In January, as many trusted officials step down after long tenures through stressful periods at top jobs.

Following is a list of the most-watched Obama Cabinet and senior staff, whether they are likely to remain in office, and possible replacements.

**Department of State — Secretary Hillary Clinton

Clinton, one of the most popular members of Obama’s Cabinet, has held the post since the start of the president’s first administration and has said she will step down in January.

Possible replacements:

SENATOR JOHN KERRY

Kerry, the unsuccessful 2004 Democratic presidential nominee and chairman of the powerful Senate Foreign Relations Committee, would bring decades of experience. He was a Navy lieutenant during the Vietnam War, where he won awards for bravery, and after returning home became a prominent opponent of the war.

But his selection could leave Democrats to defend a U.S. Senate seat against the just-defeated but still-popular Massachusetts Republican Senator Scott Brown, who lost a close race to Senator-elect Elizabeth Warren in November.

UNITED NATIONS AMBASSADOR SUSAN RICE

Tough-minded and already immersed in the most important international issues of the day, Rice is widely regarded as one of Obama’s most capable surrogates with a direct line into the White House.

But she has been fiercely attacked by Republicans over her public statements describing the deadly Sept. 11 attack on the U.S. mission in Benghazi, Libya, as the result of a spontaneous demonstration rather than a planned terrorist act. Her critics say her comments were politically motivated and misled the public. Obama has repeated his trust in her.

TOM DONILON

Donilon, Obama’s national security adviser, has been both a government official and a Washington lawyer. He is seen as an insider who could align the State Department tightly with White House priorities for a second Obama term.

While Donilon could be an effective manager, some analysts say he may not have the charisma for the kind of high-wattage public diplomacy that has marked Clinton’s tenure.

**Department of the Treasury — Secretary Timothy Geithner.

Geithner has been Obama’s Treasury secretary since the beginning and has held steady under intense pressure as he orchestrated and publicly defended the administration’s response to the financial crisis.

Geithner has said he wants to step down but is expected to stay until mid-January to help the administration forge a deal with Congress to avoid looming abrupt tax hikes and spending cuts referred to as the “fiscal cliff.”

Possible replacements:

JACK LEW

Lew is Obama’s chief of staff. The former White House budget office director and deputy secretary of state helped negotiate a deal to raise the nation’s debt ceiling that averted a crisis last year. Lew previously worked as chief operating officer of Citigroup’s alternative investments.

He also served as President Bill Clinton’s budget chief and as a top domestic policy adviser to former Democratic House of Representatives Speaker Tip O’Neill.

ERSKINE BOWLES

Bowles, who was President Clinton’s chief of staff, was tapped by Obama to co-chair a bipartisan deficit-reduction panel with former Senator Alan Simpson, a Republican. Their plan, which called for $3 in spending cuts for every $1 in new revenue, is still cited as a touchstone in efforts to tackle the debt.

Bowles co-founded private investment firm Carousel Capital and was a partner at another private investment firm, Forstmann Little & Co.

SHERYL SANDBERG

Sandberg is chief operating officer at Facebook. She was a Treasury official in the Clinton administration and was previously Google’s vice president of online sales and operations.

**Department of Defense — Secretary Leon Panetta

Panetta is keen to return home to California after serving in the Obama administration for four years, first as Central Intelligence Agency director and then as defense secretary.

But first he wants to deal with the threat of automatic defense cuts that will be phased in starting in January and address the next stage of troop drawdowns in Afghanistan. That could keep him in the job a few months longer.

Possible replacements:

FORMER SENATOR CHUCK HAGEL

Hagel, a Republican, is now a professor at Georgetown University in Washington and sits on several corporate boards. He is a decorated Vietnam War veteran who was on the Senate Foreign Relations and Intelligence committees during two terms in the U.S. Senate.

DEPUTY DEFENSE SECRETARY ASHTON CARTER

Carter is a former Harvard University professor who has served as undersecretary of defense for acquisition, technology and logistics and as assistant secretary of defense for security policy. As deputy defense secretary, Carter oversees the day-to-day operations of the department.

UNDERSECRETARY OF DEFENSE FOR POLICY MICHELE FLOURNOY

Flournoy is a co-founder of the Center for a New American Security think tank. She was the co-head of Obama’s transition team after his first election and was undersecretary of defense for policy from 2009 to 2012.

SENATOR JOHN KERRY (see above)

SENATOR JACK REED

Reed, a former U.S. Army Ranger, is a third-term Democratic senator from Rhode Island and a member of the Senate Armed Services Committee.

**Department of Justice — Attorney General Eric Holder

Holder may stay into 2013 but has not stated his intention publicly. He served in the Justice Department’s No. 2 position under President Clinton, and Obama appointed him attorney general in 2009.

It is rare for an attorney general to serve more than four years. He has been the target of fierce criticism from Republicans, who tried to oust him after a botched department operation called “Fast and Furious” that targeted gun trafficking along the U.S.-Mexico border.

Possible replacements:

DEPARTMENT OF DEFENSE GENERAL COUNSEL JEH JOHNSON

Johnson is a key figure on national security and a former prosecutor. He was a partner at the New York law firm Paul, Weiss, Rifkind and Garrison. He has announced that he will step down from his Defense Department role on Dec. 31.

HOMELAND SECURITY SECRETARY JANET NAPOLITANO

A former Arizona governor, Napolitano earlier served as the U.S. attorney general in that state. She drew some fire for her comment that “the system worked” after the so-called Underwear Bomber was prevented at the last minute from detonating an explosive on an aircraft in an al Qaeda-linked plot on a plane approaching Detroit in 2009.

MASSACHUSETTS GOVERNOR DEVAL PATRICK

Patrick worked in the Clinton Justice Department and as a corporate lawyer. If the president decides to tap John Kerry to head the State Department, Democratic leaders may want Patrick to step in and run for the Senate in Massachusetts.

U.S. ATTORNEY FOR THE SOUTHERN DISTRICT OF NEW YORK PREET BHARARA

Bharara has come to prominence for his active pursuit of insider trading and financial fraud. He has worked as chief counsel to New York Senator Chuck Schumer, and previously brought criminal cases against organized crime figures.

PATRICK FITZGERALD

A former U.S. Attorney for the Northern District of Illinois, he is now a partner at Skadden, Arps, Slate, Meagher & Flom. Fitzgerald received wide publicity for leading the investigation into the public exposure of intelligence officer Valerie Plame that led to the conviction for perjury of Scooter Libby, Vice President Dick Cheney’s chief of staff.

**Commerce Department — Acting Secretary Rebecca Blank

Blank has been acting secretary since June, when Secretary John Bryson resigned for health reasons after serving less than a year. Blank, an economist, also did a stint as acting secretary in 2011-2012, when former Secretary Gary Locke became U.S. ambassador to China.

Possible replacements:

STEVE CASE

Case, co-founder of America Online, heads an investment firm called Revolution and is a member of Obama’s Council on Jobs and Competitiveness, an advisory group of corporate executives, labor leaders and academics.

DANIEL DOCTOROFF

Doctoroff is chief executive officer of the financial news service Bloomberg, and a former deputy mayor to New York City Mayor Michael Bloomberg, founder of the company bearing his name.

RONALD KIRK

Kirk, the U.S. trade representative, has made clear he wants to return to his home town of Dallas after four years of traveling the globe. But he might be tempted to stay, if Obama were to offer him the Commerce Department post and four more years in the Cabinet.

JEFF ZIENTS

The acting director of Obama’s budget office, Zients was a management consultant who amassed a fortune running the Advisory Board Company and Corporate Executive Board management consulting firms and could play a role should the president seek to reorganize the Commerce Department and the Office of the U.S. Trade Representative into a consolidated business-oriented government agency.

**Department of Homeland Security — Secretary Janet Napolitano

Napolitano has given no clear indication that she wants to step down, although she is seen as a potential candidate for attorney general if Holder leaves. (see above) The following positions have Cabinet rank:

**White House Chief of Staff — Jack Lew

Lew has been mentioned as a leading candidate to take over from Treasury Secretary Timothy Geithner.

Possible replacements:

VALERIE JARRETT

Jarrett, a longtime Obama confidante, is a senior adviser to the president. She has known Obama since she hired his then-fiancee, Michelle Robinson, for an opening in the office of Chicago Mayor Richard Daley in 1991.

RON KLAIN

Klain has been chief of staff to both Vice President Joe Biden and the previous Democratic vice president, Al Gore. He left the administration in 2011 to work for former AOL chairman Steve Case.

TOM DASCHLE

Daschle, a former U.S. senator from South Dakota, was Senate Majority Leader from 2001 to 2003. Daschle was an expert on health care policy and a mentor to Obama when the president was a senator from Illinois.

He withdrew as nominee to serve as Obama’s Health and Human Services secretary in 2009 as problems over his unpaid taxes received scrutiny.

**Office of Management & Budget — Jeffrey Zients, Acting Director

Zients became deputy budget director in 2009 and has run the office since January. He is considered a strong candidate to officially take the top job.

Other possible candidates:

CONGRESSIONAL BUDGET OFFICE DIRECTOR DOUGLAS ELMENDORF

Elmendorf is an economist who became head of the non-partisan CBO in 2009. He has worked at the Federal Reserve, the Council of Economic Advisers, and the Treasury Department.

GENE SPERLING

Sperling is Obama’s National Economic Council director, a position he also held under President Clinton. Before taking up his latest post, Sperling was a Treasury counselor under Geithner, providing policy advice on fiscal issues, job creation and other domestic policies.

JASON FURMAN

Furman is the deputy director of Obama’s National Economic Council. A veteran number-cruncher in many budget battles, he was an economist at the White House CEA and on the NEC in the Clinton administration.

**United States Trade Representative — Ronald Kirk

Kirk has said he plans to leave. He could be offered another Cabinet-level post such as Commerce secretary, but there is speculation that he will opt for a private-sector job or seek state-wide office in his home state of Texas.

Possible replacements:

MICHAEL FROMAN

Froman, who is now chief White House international economic affairs adviser, attended Harvard Law School with Obama and has long been considered a likely successor to Kirk.

DEMETRIOS MARANTIS

Marantis is deputy U.S. trade representative for Asia and Africa and former chief international trade counsel for Senate Finance Committee Chairman Max Baucus.

MICHAEL PUNKE

Punke, U.S. ambassador to the World Trade Organization, worked for Baucus from 1991 to 1992 as international trade counsel before joining the Clinton White House as director for international economic affairs.

LAEL BRAINARD

Brainard is under secretary of Treasury for international affairs. She has been heavily involved in trade and currency talks with China and broader economic discussions with the Group of 20 leading developed and developing countries.

**United States Ambassador to the United Nations — Ambassador Susan Rice (see above)

Possible replacements:

ANTHONY BLINKEN

Vice President Joe Biden’s adviser on national security and a former Democratic staff director on the Senate Committee on Foreign Relations.

Not Cabinet rank but will be closely watched:

**Central Intelligence Agency Director – Acting Director Mike Morell

Morell, who is running the spy agency since the resignation in November of General David Petraeus over an extra-marital affair, may be asked to stay and become director. Morell is a career CIA officer with a background in analysis rather than agent-handling and is widely respected inside the agency. He has recently run into some trouble for his own flub when describing the Benghazi incident to lawmakers.

Other possible replacements:

FORMER SENATOR CHUCK HAGEL (see above)

WHITE HOUSE COUNTERTERRORISM ADVISER JOHN BRENNAN

Brennan worked for the CIA, as agent, analyst and administrator, for more than two decades. He has played a leading role in elaborating U.S. policy against al Qaeda and other militant groups, which some critics say has depended too heavily on drone strikes.

(Reuters)