8-K 1 dp09717_8k.htm
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549
 
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
 
Date of report (Date of earliest event reported): April 24, 2008
 
JPMORGAN CHASE & CO.
(Exact Name of Registrant
as Specified in Charter)
 
 
DELAWARE
  
 
(State or Other Jurisdiction of Incorporation)
  
 
001-05805
  
13-2624428
(Commission File Number)
  
(IRS Employer Identification No.)
 
270 Park Avenue,
New York, NY
  
10017
(Address of Principal Executive Offices)
  
(Zip Code)
 
     
Registrant’s telephone number, including area code: (212) 270-6000
 
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
Item 9.01.   Financial Statements and Exhibits
 
(d)  Exhibits
 
The following Exhibits are incorporated by reference into the Registration Statement on Form S-3ASR (333-130051) of JPMorgan Chase & Co. (the “Registrant”) as exhibits thereto and are filed as part of this Current Report.
 
8.1
Tax Opinion of Davis Polk & Wardwell relating to 98% Principal Protected Notes Linked to the Performance of an Equally Weighted Basket of Four Currencies Relative to the U.S. Dollar due April 29, 2009
8.2
Tax Opinion of Davis Polk & Wardwell relating to Annual Review Notes due April 29, 2011 Linked to the Common Stock of a Single Reference Stock Issuer
8.3
Tax Opinion of Davis Polk & Wardwell relating to 8.25% (equivalent to 16.50% per annum) Upside Auto Callable Reverse Exchangeable Notes due October 31, 2008 Linked to the Common Stock of Amazon.com, Inc.
8.4
Tax Opinion of Davis Polk & Wardwell relating to 8.0% (equivalent to 16.0% per annum) Upside Auto Callable Reverse Exchangeable Notes due October 31, 2008 Linked to the Common Stock of Monsanto Company

2
 
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 hereunto duly authorized.
 
 
JPMORGAN CHASE & CO.
(Registrant)
  
     
     
 
By:  
/s/ Anthony J. Horan  
   
Name:  
Anthony J. Horan
  
   
Title:
Corporate Secretary
  

 
Dated: April 28, 2008
 
3
 
EXHIBIT INDEX
 
Exhibit Number
  
Description
8.1
  
Tax Opinion of Davis Polk & Wardwell relating to 98% Principal Protected Notes Linked to the Performance of an Equally Weighted Basket of Four Currencies Relative to the U.S. Dollar due April 29, 2009
8.2
  
Tax Opinion of Davis Polk & Wardwell relating to Annual Review Notes due April 29, 2011 Linked to the Common Stock of a Single Reference Stock Issuer
8.3
  
Tax Opinion of Davis Polk & Wardwell relating to 8.25% (equivalent to 16.50% per annum) Upside Auto Callable Reverse Exchangeable Notes due October 31, 2008 Linked to the Common Stock of Amazon.com, Inc.
8.4
  
Tax Opinion of Davis Polk & Wardwell relating to 8.0% (equivalent to 16.0% per annum) Upside Auto Callable Reverse Exchangeable Notes due October 31, 2008 Linked to the Common Stock of Monsanto Company

 
4