Obligation JPMorgan Chase 0% ( XS0147127715 ) en USD

JPMorgan Chase

100 % ⇌

Etats-unis

XS0147127715 ( en USD )

22/04/2005 - Obligation échue

Prospectus brochure de l'obligation JP Morgan XS0147127715 en USD 0%, échue

JPMorgan Chase & Co. est une société multinationale de services financiers américaine, offrant des services bancaires d'investissement, de gestion de patrimoine, de banque commerciale et de cartes de crédit à une clientèle mondiale.

L'Obligation émise par JPMorgan Chase ( Etats-unis ) , en USD, avec le code ISIN XS0147127715, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 22/04/2005

SUPPLEMENTAL OFFERING CIRCULAR

J.P. MORGAN INTERNATIONAL DERIVATIVES LTD.
(incorporated with limited liability in Jersey)
as an Issuer

JPMORGAN CHASE BANK, NATIONAL ASSOCIATION
(a National Banking Association Organised Pursuant to the Laws of the United States of America)
as an Issuer and as Guarantor in respect of Securities issued by J.P. Morgan International
Derivatives Ltd.

U.S.$9,000,000,000
Euro Medium Term Note Programme

This Supplemental Offering Circular is supplemental to, and should be read in
conjunction with, the Offering Circular dated 11 November 2004 (the "Offering
Circular") prepared in relation to the Euro Medium Term Note Programme (the
"Programme") of J.P. Morgan International Derivatives Ltd. and JPMorgan Chase Bank
("JPMCB").

Arranger and Dealer for the Programme

JPMorgan

30 November 2004

Subject as set out below and in the Offering Circular, each Issuer accepts responsibility
for the information contained in this document. To the best of the knowledge and belief
of each Issuer (which has taken all reasonable care to ensure that such is the case), the
information contained or incorporated in this document is in accordance with the facts
and does not omit anything likely to affect the import of such information.

Recent Developments

On 13 November 2004:

·
JPMCB converted from a banking corporation organised under the laws of the
State of New York into a national banking association organised under the laws of
the United States of America;

·
JPMCB's name was changed to JPMorgan Chase Bank, National Association;

·
Bank One, National Association (Chicago, Illinois) and Bank One, National
Association (Columbus, Ohio) merged into JPMCB, with JPMCB being the
surviving legal entity; and

·
the registered office of JPMCB was changed to 1111 Polaris Parkway, Columbus,
Ohio 43271, U.S.A.

In connection with becoming a national banking association, JPMCB will be regulated
and examined primarily by its chartering authority, the U.S. Office of the Comptroller of
the Currency (the "OCC").

Documents Incorporated by Reference
In addition to those documents already described in the Offering Circular as being
incorporated by reference therein, from the date of this Supplemental Offering Circular
the following documents shall be deemed to be incorporated in, and to form part of, the
Offering Circular:

·
the non-confidential portions of the most recently published quarterly
Consolidated Reports of Condition and Income (the "Call Reports") filed by
JPMCB with the OCC and compiled in accordance with regulatory accounting
principles. A copy of the Call Report at the close of business on 30 September
2004 is attached in "Annex 1 Call Report".
2

General Information
1.
In connection with the filing of this Offering Circular Supplement with the
Luxembourg Stock Exchange, the Articles of Association and By-Laws of each Issuer
have been deposited with the Trade and Commerce Register of Luxembourg (Registre de
Commerce et des Sociétés à Luxembourg), where copies thereof may be obtained on
request.

2.
Save as disclosed herein or in the Offering Circular (including any document
incorporated by reference in the Offering Circular), there has been no material adverse
change in the financial position of either Issuer since the date of its most recently
published annual Consolidated Financial Statements incorporated herein by reference.
3

Annex 1 Call Report

4

Board of Governors of the Federal Reserve System
OMB Number: 7100-0036
Federal Deposit Insurance Corporation
OMB Number: 3064-0052
Office of the Comptroller of the Currency
OMB Number: 1557-0081
Federal Financial Institutions Examination Council
Expires March 31, 2007
Please refer to page i,
1
Table of Contents, for
the required disclosure
of estimated burden.
Consolidated Reports of Condition and Income for
A Bank With Domestic and Foreign Offices--FFIEC 031
Report at the close of Business September 30, 2004
(20040930)
(RCRI 9999)
This report is required by law: 12 U.S.C. §324 (State
This report form is to be filed by banks with branches and con-
member banks); 12 U.S.C. §1817 (State nonmember banks);
solidated subsidiaries in U.S. terrirories and possessions, Edge or
and 12 U.S.C. §161 (National banks).
Agreement subsidiaries, foreign branches, consolidated foreign
subsidiaries, or International Banking Facilities.
NOTE: The Reports of Condition and Income must be signed
The Reports of Condition and Income are to be prepared in
by an authorized officer and the Report of Condition must be
accordance with Federal regulatory authority instructions.
attested to by not less than two directors (trustees) for State
nonmember banks and three directors for State member and
We, the undersigned directors (trustees), attest to the
National banks.
correctness of the Report of Condition (including the
supporting schedules) for this report date and declare that it
I, Joseph L. Sclafani, Executive Vice President & Controller
has been examined by us and to the best of our knowledge
Name and Title of Officer Authorized to Sign Report
and belief has been prepared in conformance with the
of the named bank do hereby declare that the Reports of
instructions issued by the appropriate Federal regulatory
Condition and Income (including the supporting schedules)
authority and is true and correct.
for this report date have been prepared in conformance with
the instructions issued by the appropriate Federal regulatory
authority and are true to the best of my knowledge and
belief.
Director (Trustee)
Signature of Officer Authorized to Sign Report
Director (Trustee)
Date of Signature
Director (Trustee)
Submission of Reports
Each bank must prepare its Reports of Condition and Income
For electronic filing assistance, contact EDS Call
either:
Report Services, 13890 Bishops Drive, Suite 110,
WI 53005, telephone (800) 255-1571.
(a) in electronic form and then file the computer data file
directly with the banking agencies' collection agent,
To fulfill the signature and attestation requirement for the
Electronic Data Systems Corporation (EDS), by modem or
Reports of Condition and Income for this report date, attach
on computer diskette; or
this signature page (or a photocopy or a computer-generated
(b) in hard-copy (paper) form and arrange for another party
version of this page) to the hard-copy record of the completed
to convert the paper report to electronic form. That party
report that the bank places in its files.
(if other than EDS) must transmit the bank's computer
data file to EDS.
FDIC Certificate Number:
00628
JPMorgan Chase Bank
(RCRI 9050)
Legal Title of Bank (TEXT 9010)
New York
City (TEXT 9130)
NY
10017
State Abbrev. (TEXT 9200)
Zip Code (TEXT 9220)
Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, Office of the Comptroller of the Currency

FFIEC 031
Consolidated Reports of Condition and Income for
Page i
A Bank With Domestic and Foreign Offices
2
Table of Contents
Signature Page
Cover
Report of Condition
Schedule RC - Balance Sheet
RC-1, 2
Contact Information_______________
ii
Schedule RC-A - Cash and Balances Due
From Depository Institutions
RC-3
Report of Income
Schedule RC-B - Securities
RC-3, 4, 5
Schedule RI - Income Statement
RI-1, 2, 3
Schedule RC-C - Loans and Lease Financing Receivables:
Schedule RI-A - Changes in Equity Capital
RI-4
Part I. Loans and Leases
RC-6, 7
Schedule RI-B - Charge-offs and Recoveries on
Part II. Loans to Small Businesses and
Loans and Leases and Changes in Allowance
Small Farms (to be completed for the
for Loan and Lease Losses
RI-4, 5, 6
June report only; not included in the forms
Schedule RI-D - Income from
for the September and December reports)
RC-7a, 7b
International Operations
RI-6
Schedule RC-D - Trading Assets and Liabilities
Schedule RI-E - Explanations
RI-7, 8
(to be completed only by selected banks)
RC-8
Schedule RC-E - Deposit Liabilities
RC-9, 10
Schedule RC-F - Other Assets
RC-11
Schedule RC-G - Other Liabilities
RC-11
Disclosure of Estimated Burden
Schedule RC-H - Selected Balance Sheet Items
for Domestic Offices
RC-12
The estimated average burden associated with this information collection is
Schedule RC-I - Assets and Liabilities of IBFs
RC-12
37.1 hours per respondent and is estimated to vary from 15 to 600 hours per
Schedule RC-K - Quarterly Averages
RC-13
response, depending on individual circumstances. Burden estimates include
Schedule RC-L - Derivatives and
the time for reviewing instructions, gathering and maintaining data in the required
Off-Balance Sheet Items
RC-14, 15
form, and completing the information collection, but exclude the time for compiling
Schedule RC-M - Memoranda
RC-16
and maintaining business records in the normal course of a respondent's activities.
Schedule RC-N - Past Due and Nonaccrual
A Federal agency may not conduct or sponsor, and an organization (or a person) is
Loans, Leases, and Other Assets
RC-17, 18
not required to respond to a collection of information, unless it displays a currently
Schedule RC-O - Other Data for Deposit
valid OMB control number. Comments concerning the accuracy of this burden
Insurance and FICO Assessments
RC-19, 20
estimate and suggestions for reducing this burden should be directed to the Office
Schedule RC-R - Regulatory Capital
RC-21,22,
of Information and Regulatory Affairs, Office of Management and Budget,
23,24
Washington, D.C. 20503, and to one of the following:
Schedule RC-S - Servicing, Securitization,
and Asset Sales Activities
RC-25,26,27
Secretary
Board of Governors of the Federal Reserve System
Schedule RC-T - Fiduciary and
Washington, D.C. 20551
Related Services
RC-28, 29, 30
Optional Narrative Statement Concerning
Legislative and Regulatory Analysis Division
the Amounts Reported in the Reports
Office of the Comptroller of the Currency
of Condition and Income
RC-31
Washington, D.C. 20219
Special Report (to be completed by all banks)
Assistant Executive Secretary
Federal Deposit Insurance Corporation
Washington, D.C. 20429
For information or assistance, National and State nonmember banks should contact the FDIC's Reports Analysis and Quality
Control Section, 550 17th Street, NW, Washington, D.C. 20429, toll free on (800) 688-FDIC(3342), Monday through Friday
between 8:00 a.m. and 5:00 p.m., Eastern time. State member banks should contact their Federal Reserve District Bank.

FFIEC 031
Page ii
Contact Information for the Reports of Condition and Income
3
To facilitate communication between the Agencies and the bank concerning the Reports of Condition and Income, please provide contact
information for (1) the authorized officer of the bank signing the reports for this quarter and (2) the person at the bank - other than the
authorized officer -- to whom questions about the reports should be directed. If the authorized officer is the primary contact for questions
about the reports, please provide contact information for another person at the bank who will serve as a secondary contact for
communications between the Agencies and the bank concerning the Reports of Condition and Income. Enter "none" for the contact's
e-mail address or fax number if not available. Contact information for the Reports of Condition and Income is for the confidential use of the
Agencies and will not be released to the public.
Authorized Officer Signing the Reports
Other Person to Whom Questions about
the Reports Should be Directed
Joseph L. Sclafani
Dennis Mikolay
Name (TEXT C490)
Name (TEXT C495)
Executive Vice President & Controller
Vice President
Title (TEXT C491)
Title (TEXT C496)
[email protected]
[email protected]
E-Mail Address (TEXT C492)
E-Mail Address (TEXT 4086)
(212) 270-7559
(201) 595-5584
Telephone: Area code/phone number/extension (TEXT C493)
Telephone: Area code/phone number/extension (TEXT 8902)
(201) 270-9589
(201) 595-6771
Fax: Area code/phone number (TEXT C494)
Fax: Area code/phone number (TEXT 9116)
Emergency Contact Information
This information is being requested so the Agencies can distribute critical, time sensitive information to emergency contacts at banks.
Please provide primary contact information for a senior official of the bank who has decision-making authority. Also provide information for a
secondary contact if available. Enter "none" for the contact's e-mail address or fax number if not available. Emergency contact information
is for the confidential use of the Agencies and will not be released to the public.
Primary Contact
Secondary Contact
Joseph L. Sclafani
Ronald C. Mayer
Name (TEXT C366)
Name (TEXT C371)
Executive Vice President & Controller
Senior Vice President
Title (TEXT C367)
Title (TEXT C372)
[email protected]
[email protected]
E-Mail Address (TEXT C368)
E-Mail Address (TEXT C373)
(212) 270-7559
(212) 270-2438
Telephone: Area code/phone number/extension (TEXT C369)
Telephone: Area code/phone number/extension (TEXT C374)
(212) 270-9589
(212) 270-2876
Fax: Area code/phone number (TEXT C370)
Fax: Area code/phone number (TEXT C375)
USA PATRIOT Act Section 314(a) Anti-Money Laundering Contact Information
This information is being requested to identify points-of-contact who are in charge of your depository institution's Section 314(a) searches
and who could be contacted by federal law enforcement officers for additional information related to anti-terrorist financing and anti-money
laundering. Please provide information for a secondary contact if available. Enter "none" for the contacts's e-mail address or fax number if
not available. USA PATRIOT Act contact information is for the confidential use of the Agencies and the Financial Crimes Enforcement Network
(FinCEN) and will not be released to the public.
Primary Contact
Secondary Contact
Betty A. Conkling
Phillip DeLuca
Name (TEXT C437)
Name (TEXT C442)
Vice President
First Vice President
Title (TEXT C438)
Title (TEXT C443)
[email protected]
[email protected]
E-Mail Address (TEXT C439)
E-Mail Address (TEXT C444)
(212) 552-9132
(614) 213-3196
Telephone: Area code/phone number/extension (TEXT C440)
Telephone: Area code/phone number/extension (TEXT C445)
(212) 552-9269
(614) 213-4548
Fax: Area code/phone number (TEXT C441)
Fax: Area code/phone number (TEXT C446)

JPMorgan Chase Bank
FFIEC 031
Legal Title of Bank
Page RI-1
New York
4
City
NY
10017
State
Zip Code
FDIC Certificate Number: 00628
Consolidated Report of Income
for the period January 1, 2004 September 30, 2004
All Report of Income schedules are to be reported on a calendar year-to-date basis in thousands of dollars.
Schedule RI--Income Statement
Dollar Amounts in Thousands
RIAD
Bil | Mil | Thou
1. Interest Income:
a. Interest and fee income on loans:
(1) In domestic offices:
(a) Loans secured by real estate
4011
2,396,000 1.a.1.a
(b) Loans to finance agricultural production and other loans to farmers
4024
0 1.a.1.b
(c) Commercial and industrial loans
4012
1,064,000 1.a.1.c
(d) Loans to individuals for household, family, and other personal expendiatures:
(1) Credit cards
B485
0 1.a.1.d.1
(2) Other (includes single payment, installment, all student loans, and revolving
credit plans other than credit cards)
B486
1,175,000 1.a.1.d.2
(e) Loans to foreign governments and official institutions
4056
0 1.a.1.e
(f) All other loans in domestic offices
B487
71,000 1.a.1.f
(2) In foreign offices, Edge and Agreement subsidiaries, and IBFs
4059
833,000 1.a.2
(3) Total interest and fee income on loans (sum of items 1.a.(1)(a) through 1.a.(2))
4010
5,539,000 1.a.3
b. Income from lease financing receivables
4065
325,000 1.b
c. Interest income on balances due from depository institutions: (1)
4115
326,000 1.c
d. Interest and dividend income on securities:
(1) U.S. Treasury securities and U.S. Government agency obligations (excluding
mortgage-backed securities)
B488
292,000 1.d.1
(2) Mortgage-backed securities
B489
1,261,000 1.d.2
(3) All other securities (includes securities issued by states and political subdivisions
in the U.S.)
4060
330,000 1.d.3
e. Interest income from trading assets
4069
3,232,000 1.e
f. Interest income on federal funds sold and securities purchased under agreements to resell
4020
1,140,000 1.f
g. Other interest income
4518
0 1.g
h. Total interest income (sum of items 1.a.(3) through 1.g)
4107
12,445,000 1.h
2. Interest expense:
a. Interest on deposits:
(1) Interest on deposits in domestic offices:
(a) Transaction accounts (NOW accounts, ATS accounts, and
telephone and preauthorized transfer accounts)
4508
55,000 2.a.1.a
(b) Nontransaction accounts:
(1) Savings deposits (includes MMDAs)
0093
582,000 2.a.1.b.1
(2) Time deposits of $100,000 or more
A517
442,000 2.a.1.b.2
(3) Time deposits of less than $100,000
A518
107,000 2.a.1.b.3
(2) Interest on deposits in foreign offices, Edge and Agreement subsidiaries, and IBFs
4172
1,245,000 2.a.2
b. Expense of federal funds purchased and securities sold under agreements to repurchase
4180
1,029,000 2.b
c. Interest on trading liabilities and other borrowed money
4185
2,190,000 2.c
(1) Includes interest income on time certificates of deposits not held for trading.

JPMorgan Chase Bank
FFIEC 031
Legal Title of Bank
Page RI-2
FDIC Certificate Number: 00628
5
Schedule RI--Continued
Year-to-date
Dollar Amounts in Thousands
RIAD
Bil | Mil | Thou
2. Interest expense (continued):
d. Interest on subordinated notes and debentures
4200
511,000 2.d
e. Total interest expense (sum of items 2.a through 2.d)
4073
6,161,000 2.e
3. Net interest income (item 1.h minus 2.e)
4074
6,284,000 3
4. Provision for loan and lease losses
4230
(406,000) 4
5. Noninterest income:
a. Income from fiduciary activities (1)
4070
1,833,000 5.a
b. Service charges on deposit accounts in domestic offices
4080
776,000 5.b
c. Trading revenue (2)
A220
2,797,000 5.c
d. Investment banking, advisory, brokerage, and underwriting fees
and
B490
1,830,000 5.d
e. Venture capital
B491
67,000 5.e
f. Net servicing
B492
46,000 5.f
g. Net securitization income
B493
98,000 5.g
h. (1) Underwriting income from insurance and reinsurance
C386
0 5.h.(1)
(2) Income from other insurance
C387
3,000 5.h.(2)
i. Net gains (losses) on sales of loans and leases
5416
173,000 5.i
j. Net gains (losses) on sales of other real estate owned
5415
0 5.j
k. Net gains (losses) on sales of other assets (excluding securities)
B496
0 5.k
l. Other noninterest
B497
2,812,000 5.l
m. Total noninterest income (sum of items 5.a through 5.l)
4079
10,435,000 5.m
6. a. Realized gains (losses) on held-to-maturity securities
3521
0 6.a
b. Realized gains (losses) on available-for-sale securities __________________________________________
3196
188,000 6.b
7. Noninterest expense:
a. Salaries and employee benefits
4135
6,656,000 7.a
b. Expenses of premises and fixed assets (net of rental income)
(excluding salaries and employee benefits and mortgage interest)
4217
2,610,000 7.b
c. (1) Goodwill impairment losses
C216
0 7.c.1
(2) Amortization expense and impairment losses for
other intangible assets
C232
25,000 7.c.2
d. Other noninterest expense *
4092
6,248,000 7.d
e. Total noninterest expense (sum of items 7.a through 7.d)
4093
15,539,000 7.e
8. Income (loss) before income taxes and extraordinary
items, and other adjustments (item 3 plus or minus items 4, 5.m,
6.a, 6.b, and 7.e)
4301
1,774,000 8
9. Applicable income taxes (on item 8)
4302
514,000 9
10. Income (loss) before extraordinary items and other adjusments
(item 8 minus item 9)
4300
1,260,000 10
11. Extraordinary items and other adjustments, net of income taxes *
4320
0 11
12. Net income (loss) (sum of items 10 and 11)
4340
1,260,000 12
* Describe on Schedule RI-E - Explanations.
(1) For banks required to complete Schedule RC-T, items 12 through 19, income from fiduciary activities reported in Schedule RI,
item 5.a, must equal the amount reported in Schedule RC-T, item 19.
(2) For banks required to complete Schedule RI, Memorandum item 8, trading revenue reported in Schedule RI, item 5.c
must equal the sum of Memorandum items 8.a through 8.d.

JPMorgan Chase Bank
FFIEC 031
Legal Title of Bank
Page RI-3
FDIC Certificate Number: 00628
6
Schedule RI--Continued
Memoranda
Year-to-Date
Dollar Amounts in Thousands
RIAD
Bil | Mil | Thou
1. Interest expense incurred to carry tax-exempt securities, loans, and leases acquired after
August 7, 1986, that is not deductible for federal income tax purposes
4513
3,000 M.1
2. Income from the sale and servicing of mutual funds and annuities in domestic offices
(included in Schedule RI, item 8)
8431
173,000 M.2
3. Income on tax-exempt loans and leases to states and political subdivisions in
the U.S. (included in Schedule RI, items 1.a and 1.b)
4313
12,000 M.3
4. Income on tax-exempt securities issued by states and political subdivisions in the U.S.
(included in Schedule RI, item 1.d.(3))
4507
36,000 M.4
5. Number of full-time equivalent employees at end of current period (round to
Number
nearest whole number)
4150
71,630 M.5
6. Not applicable
7. If the reporting bank has restated its balance sheet as a result of applying push down
CCYY/MM/DD
accounting this calendar year, report the date of the bank's acquisition (1)
9106
0
M.7
8. Trading revenue (from cash instruments and derivative instruments)
(sum of Memorandum items 8.a through 8.d must equal Schedule RI, item 5.c)
(To be completed by banks that reported average trading assets
(Schedule RC-K, item 7) of $2 million or more for any quarter of the
preceding calendar year.):
RIAD
Bil | Mil | Thou
a. Interest rate exposures
8757
1,258,000 M.8.a
b. Foreign exchange exposures
8758
717,000 M.8.b
c. Equity security and index exposures
8759
736,000 M.8.c
d. Commodity and other exposures
8760
86,000 M.8.d
9. Impact on income of derivatives held for purposes other than trading:
RIAD
Bil | Mil | Thou
a. Net increase (decrease) to interest income
8761
230,000 M.9.a
b. Net (increase) decrease to interest expense
8762
(131,000) M.9.b
c. Other (noninterest) allocations
8763
231,000 M.9.c
10. Credit losses on derivatives (see instructions)
A251
14,000 M.10
11. Does the reporting bank have a Subchapter S election in effect for
RIAD
YES / NO
federal income tax purposes for the current tax year ?
A530
NO
M.11
(1) For example, a bank acquired on June 1, 2001, would report 20010601

Document Outline

#38">Documents Incorporated by Reference
#0">General Information
#39">