8-K

UNITED STATES

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

Date of Report (date of earliest event reported): February 27, 2008

JPMORGAN CHASE & CO.

(Exact name of registrant as specified in its charter)

Delaware	1-5805	13-2624428
(State or Other Jurisdiction of Incorporation)	(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):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Item 7.01 Regulation FD Disclosure	2
Item 9.01 Financial Statements and Exhibits	2
SIGNATURE	3
EXHIBIT INDEX	4
EX-99.1: ANALYST PRESENTATION SLIDES

Item 7.01 Regulation FD Disclosure

On February 27, 2008, JPMorgan Chase & Co. (“JPMorgan Chase” or the “Firm”) held an Investor Day, providing a related investor presentation.

Exhibit 99.1 is a copy of slides furnished at, and posted on the Firm’s website in connection with, the presentation. The slides are being furnished pursuant to Item 7.01, and the information contained therein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities under that Section. Furthermore, the information contained in Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Firm under the Securities Act of 1933.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

Exhibit Number	Description of Exhibit
99.1	JPMorgan Chase & Co. Investor Day Presentation Slides

The information in, or attached as an Exhibit to, this Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based upon the current beliefs and expectations of JPMorgan Chase’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. Factors that could cause JPMorgan Chase’s results to differ materially from those described in the forward-looking statements can be found in the Firm’s Annual Report on Form 10-K for the year ended December 31, 2007, filed with the Securities and Exchange Commission and available at the Securities and Exchange Commission’s Internet site ( http://www.sec.gov ).

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/ Louis Rauchenberger
	Louis Rauchenberger
	Managing Director and Controller [Principal Accounting Officer]

Dated: March 4, 2008

3

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
99.1	JPMorgan Chase & Co. Investor Day Presentation Slides

4

EX-99.1

February 27, 2008

This presentation contains forward-looking statements within the meaning of the Private

Securities Litigation Reform Act of 1995.  Such statements are based upon the current

beliefs and expectations of JPMorgan Chase’s management and are subject to significant

risks and uncertainties.  Actual results may differ from those set forth in the forward-

looking statements.  Factors that could cause JPMorgan Chase’s results to differ materially

from those described in the forward-looking statements can be found in the firm’s

Quarterly Report on Form 10-Q for the quarters ended September 30, 2007, June 30, 2007

and March 31, 2007 and in the Annual Report on Form 10-K for the year ended December

31, 2006 (as amended), filed with the Securities and Exchange Commission and available at

the Securities and Exchange Commission’s Internet site (http://www.sec.gov).

The 2003 and 2004 financial information provided in this presentation is presented on a pro

forma combined basis, which includes purchase accounting adjustments made in connection

with the merger of JPMorgan Chase and Bank One. The 2003 and 2004 pro forma combined

historical results represent how the financial information of JPMorgan Chase and Bank One

may have

appeared

on

a

combined

basis

had

the

two

companies

been

merged

as

of

January

1, 2003.

Additional

information,

including

a

reconciliation

from

pro

forma

results

to

GAAP,

can be found on the Form 8-K/As furnished to the Securities and Exchange Commission on

April 20, 2005 and July 20, 2005.

Disclaimer

Opening Remarks –

Jamie Dimon

Firm Overview –

Mike Cavanagh

Retail Financial Services –

Charlie Scharf

Break

Treasury & Securities Services –

Heidi Miller

Commercial Banking –

Todd Maclin

Lunch

Infrastructure as a Strategic Asset –

Frank Bisignano

Investment Bank –

Steve Black & Bill Winters

Asset Management –

Jes

Staley

Break

Card Services –

Gordon Smith

Closing Remarks and Q&A –

Jamie Dimon

8:45 a.m.

9:00 a.m.

9:30 a.m.

10:30 a.m.

10:45 a.m.

11:15 a.m.

11:45 a.m.

1:00 p.m.

1:30 p.m.

2:30 p.m.

3:00 p.m.

3:15 p.m.

4:00 p.m.

2008 Investor Day Agenda

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

J

P

M

O

R

G

A

N

C

H

A

S

E

Mike Cavanagh, CFO

Recap of 2004-2007

Line of business results

Outlook/Conclusions

Overview

1

Financial performance

$mm

Note: 2004 data is presented on an unaudited pro forma combined basis that represents how the financial information of JPMorgan Chase & Co. and Bank One Corporation may have

appeared had the two companies been merged for the full year

1

Managed basis presents revenue and credit costs without the effect of credit card securitizations.  All references to credit costs refer to managed provision for credit losses

2

Includes merger

costs

of

$209mm

in

2007,

$305mm

in

2006,

$772mm

in

2005

and

$1,365mm

in

2004

3

Represents income from continuing operations. Excludes income from discontinued operations related to the exchange of selected corporate trust businesses to The Bank of New

York of $795mm in 2006, $229mm in 2005 and $206mm in 2004

4

Ratios are based upon income from continuing operations

5

See note 1 on slide 20

Four major

areas

of

focus

including

improving

operating

margins,

investing

for growth, managing credit through the cycle and balance sheet strength

contributed to improved performance

2

2004

2005

2006

2007

Revenue

(FTE)

1

$57,281

$58,364

$65,113

$74,812

Credit Costs

1

7,348

7,259

5,480

9,244

Expense

2

40,481

38,426

38,843

41,703

Pretax

income

from Cont. Ops

9,452

12,679

20,790

23,865

Income from Cont. Ops

3

$6,338

$8,254

$13,649

$15,365

EPS

3

$1.75

$2.32

$3.82

$4.38

ROE

4

6%

8%

12%

13%

ROTCE

4

,

5

12%

16%

23%

23%

Improving operating margins

Pretax preprovision

profit ($mm)

Note: 2004 data is presented on an unaudited pro forma combined basis that represents how the financial information of JPMorgan Chase & Co. and Bank One Corporation may have

appeared had the two companies been merged for the full year

2004 

2005

2006

2007

Investment Bank

$4,605 

$4,864 

$5,973 

$5,096

Retail Financial Services

      5,974 

     6,245 

     5,898 

     7,579

Card Services

      9,553 

   10,367 

     9,659 

   10,321

Commercial Banking

      1,486 

     1,632 

     1,821 

     2,145

Treasury & Sec. Services

         549 

     1,489 

     1,843 

     2,365

Asset Management

      1,359 

     1,804 

     2,209 

     3,120

Corporate

   Private Equity

           836 

        1,278 

           975 

      3,377

   Corporate (ex. Private Equity)

      (7,562)

      (7,741)

      (2,108)

        (894)

Pretax preprovision profit

$16,800 

$19,938 

$26,270 

$33,109

3

Managing credit through the cycle

Net charge-off ratio analysis (managed basis)

Note: 2004 data is presented on an unaudited pro forma combined basis that represents how the financial information of JPMorgan Chase & Co. and Bank One Corporation may have

appeared had the two companies been merged for the full year

1

$19.4B of

prime

mortgage

loans

were

transferred

to

Corporate

on

1/1/07

2

Excludes other

changes

in

allowance

of

($45mm)

in

2007,

$85mm

in

2006,

$14mm

in

2005

and

($136mm)

in

2004

4

2004

2005

2006

2007

Investment Bank

0.06%

(0.28)%

(0.05)%

0.06%

Commercial Banking

0.13%

0.05%

0.05%

0.07%

Card Services

5.28%

5.21%

3.33%

3.68%

Retail Financial Svc.

0.69%

0.31%

0.31%

0.79%

Home Equity

0.27%

0.20%

0.18%

0.62%

Mortgage

1

0.05%

0.06%

0.12%

1.52%

Auto

Finance

0.61%

0.54%

0.56%

0.86%

TSS, AM and Corporate

0.23%

0.06%

(0.04%)

0.02%

Total Firm

1.88%

1.68%

1.09%

1.33%

Net Charge

-offs

($mm)

$8,209

$7,595

$5,252

$6,918

Change in Allowance

($mm)

2

(861)

(336)

228

2,326

Total Credit Costs

($mm)

$7,348

$7,259

$5,480

$9,244

Investing for growth

Growth drivers ($mm)

Note: 2004 data is presented on an unaudited pro forma combined basis that represents how the financial information of JPMorgan Chase & Co. and Bank One Corporation may have

appeared had the two companies been merged for the full year

1

Figure represents 2005 to 2007 CAGR

5

2004

2005

2006

2007

2004-2007

CAGR

Retail Financial Services

Avg

deposits (Regional Bkg)

($B)

$171.8

$175.3

$190.2

$206.9

6.4%

# of Checking Accounts (000's)

8,124

8,793

9,995

10,839

10.1%

Investment sales

10,811

11,144

14,882

18,360

19.3%

Credit cards

originated in branches

408,794

667,499

1,152,166

1,420,884

51.5%

# of Branches

2,508

2,641

3,079

3,152

7.9%

Card Services

Average outstandings

$128,839

$136,389

$141,107

$149,318

5.0%

Charge

Volume ($B)

282.7

301.9

339.6

354.6

7.8%

Sales Volume ($B)

218.1

233.7

267.6

292.1

10.2%

# of New

accts opened (000's)

9,697

11,362

15,870

16,152

18.5%

Commercial Banking

Average Loans and Leases

$46,341

$48,117

$53,596

$61,094

9.7%

Average Liability Balances

62,591

66,055

73,613

87,726

11.9%

IB Revenue, Gross¹

NA

552

716

888

26.8%

TSS Revenue

1,852

2,062

2,243

2,350

8.3%

Investing for growth, continued

Growth drivers ($mm)

Note: 2004 data is presented on an unaudited pro forma combined basis that represents how the financial information of JPMorgan Chase & Co. and Bank One Corporation may

have appeared had the two companies been merged for the full year

1

International revenue represents all non-Americas revenue

2

RPS represents Retirement Planning Services

2004 

2005 

2006 

2007 

2004-2007

CAGR

Investment Bank

IB Fees

$3,671 

$4,096 

$5,537 

$6,616 

21.7%

    Advisory 

939

1,263

1,659

2,273

34.3%

     Equity and Debt Underwriting 

2,732

2,833

3,878

4,343

16.7%

Equity Markets

1,704 

1,799 

3,458 

3,903 

31.8%

International revenue¹

5,985

6,355

9,232

10,005

18.7%

Treasury & Securities Services

Average Liability Bal ($B)

$127.5 

$154.7 

$189.5 

$228.9 

21.5%

Assets under Custody ($T)

9.3 

10.7 

13.9 

15.9 

19.6%

US$ ACH transactions originations (mm)

       2,509 

       2,966 

       3,503 

       3,870 

15.5%

Int'l Clearing Volumes (mm)

46.6 

89.5 

145.3 

168.6 

53.5%

Asset Management

Assets under Management ($B)

$791 

$847 

$1,013 

$1,193 

14.7%

AUM Flows ($B)

4 

32 

89 

115 

206.3%

Average Deposits ($B)

38.6 

42.1 

50.6 

58.9 

15.1%

# of RPS Participants²

918,000 

1,299,000 

1,362,000 

1,501,000 

17.8%

6

6.5%

7.0%

7.5%

8.0%

8.5%

9.0%

9.5%

1Q04

2Q04

3Q04

4Q04

1Q05

2Q05

3Q05

4Q05

1Q06

2Q06

3Q06

4Q06

1Q07

2Q07

3Q07

4Q07

JPM

BAC

C

WB

WFC

Tier 1 Capital ratio

Source: Company filings

Building strong balance sheet and capital

JPM

WFC

WB

C

BAC

7

Agenda

Page

Overview of 2007 performance

8

8

Investment Bank

Leadership positions

Outlook

Financial results ($mm)

2006

2007

O/(U)

Revenue

$18,833 

$18,170 

(4)%

    IB Fees

5,537

6,616

19

    Fixed Income Markets

8,736

6,339

(27)

    Equity Markets

3,458

3,903

13

    Credit Portfolio

1,102

1,312

19

Credit Costs

191

654

242

Expense

12,860

13,074

2

Net Income

$3,674 

$3,139 

(15)%

Key statistics

Overhead Ratio

68%

72%

Comp/Revenue

43%¹

44%

Allowance for Loan Losses

to Loans²

1.79%

1.92%

ROE

18%

15%

VAR ($mm)³

$88 

$106 

Uncertain environment; substantial

risks remain

Good progress; continue to

build/invest

Expect volatility of returns through

cycle

1

Ratio is calculated excluding effect of SFAS 123R

2

Allowance for loan losses to loans is based on average loan balances for 2006 and period end retained

loan balances for 2007

3

Average Trading and Credit Portfolio VAR

4

Source: Dealogic, Dec FY 2007

5

Source: Thomson Financial, Dec FY 2007

Institutional Investor’s America’s

Investment Bank of the Year

Risk magazine’s

2007 Derivatives House of the Year

Best Derivatives House for the Past

20 Years

Best Credit Derivatives House -

Pioneer and Modern Great

#1 Global Investment Banking fees

4

#1 Global Loan Syndications

5

#1 Global High Yield Bonds

5

#2 Global Equity and Equity-Related

5

#2 Global Debt, Equity and Equity-

Related

5

9

Leveraged lending

$4.9B of funded and unfunded commitments were transferred from held-for-sale to

held to maturity classification on the balance sheet

$21.4B of funded and unfunded commitments remain as held-for-sale

CMBS / Alt-A

CMBS -

$15.2B of total gross exposure which was all funded on the balance sheet;

majority is comprised of loans and securities which are 65% AAA-rated

Alt-A -

$6.3B of total exposure; mostly AAA securities and first lien mortgages

Subprime and subprime CDO-related

$2.4B of total subprime and subprime CDO exposure; exposure is hedged by

approximately $1.7B of hedges and short positions

CDO warehouse and unsold positions

$5.4B of CDO warehouse and unsold positions; 92% corporate credit underlying

Investment Bank risk topics (all exposures as of 1/31/08)

10

Retail Financial Services

2006

2007

O/(U)

Origination Volumes

Home Equity Originations

$51.9 

$48.3 

(7)%

Mortgage Loan

Originations

119.2 

159.4 

34

Auto Originations 

$19.3 

$21.3 

10%

Average Balances

Regional Banking Deposits

$190.2 

$206.9 

9%

Other Metrics

Checking Accounts (mm)

10.0 

10.8 

8%

# of Branches

3,079 

3,152 

2

# of ATMs

8,506 

9,186 

8

Investment Sales ($mm)

$14,882 

$18,360 

23

3rd Party Mortgage Loans

Serviced

$527 

$615 

17%

Key statistics

($B)

Leadership positions

Expanded market share in

mortgages and home equity to

8.6%¹

by originating $208B while

raising credit standards

#2 in deposit market share²

#2 in home equity originations³

#4 in branch network

4

#4

in

mortgage

servicing

5

#1

in

auto

finance

(non-captive)

6

1

Source: Inside Mortgage Finance, National Mortgage News, Home Mortgage Estimates, Full Year 2007

2

Source: FDIC data as of June 2007

3

Source: National Mortgage News 3Q07

4

Source: 4Q07 company reports

5

Source: Inside Mortgage Finance/National Mortgage News as of 3Q07

6

Source: Autocount (franchise), January 2008

11

Retail Financial Services

Financial results ($mm)

2006

2007

O/(U)

   Net Interest Income

$10,165 

$10,676 

5%

   Noninterest Revenue

4,660 

6,803 

46

Net Revenue¹

14,825 

17,479 

18

Credit Costs

561

2,610

365

   Net Charge-offs

576

1,327

130

   Change in Allowance

(15)

1,283

NM

Expense¹

8,927

9,900

11

Net Income

3,213 

3,035 

(6)

   Regional Banking

2,884

2,301

(20)

   Mortgage Banking

(17)

439

NM

   Auto Finance

$346

$295

(15)%

Key statistics

Net Charge-off Rate

0.31%

0.79%

Allowance for Loan

Losses to EOP Loans

0.77%

1.46%

ROE

22%

19%

Regional Banking OH

Ratio (ex. CDI)

53%

50%

Outlook

Continued build-out of branches

Continued market share gain in

mortgage

Home equity losses continue to trend

higher

Expect to add to loan loss

reserves in 1Q08

1

As

a

result

of

the

adoption

of

SFAS

159

("Fair

Value

Option")

certain

loan

origination

costs

commenced

being

recorded

as

expense

in

1Q07

12

Card Services

Financial results¹

($mm)

Outlook

2006

2007

O/(U)

Net Revenue

$14,745 

$15,235 

3%

Credit Costs

4,598

5,711

24

Noninterest Expense

5,086

4,914

(3)

Net Income

$3,206

$2,919

(9)%

Key statistics ($B)

Avg Outstandings

$141.1

$149.3

6%

EOP Outstandings

$152.8

$157.1

3

Charge Volume²

$339.6

$354.6

4

Net Accts Opened (mm)

45.9³

16.4

(64)%

Net Charge-off Rate

3.33%

3.68%

30-Day Delinquency Rate

3.13%

3.48%

ROO (pretax)

3.59%

3.09%

ROE

23%

21%

Visible losses of 4.50% +/-

in 1H08

2H08 losses depend on economy and

unemployment

Industry outstandings –

12/31/2007

4

Chase

20%

Citigroup

16%

Amex

9%

Capital One

7%

Discover

6%

Bank of America

21%

Others

21%

1

Financial results are presented on a managed basis

2

Chase

charge

volume

as

reported

in

table

above

includes

balance

transfers

3

FY 2006 included approximately 21mm accounts from the acquisition of the Kohl’s private

label portfolio and approximately 9mm accounts from the acquisitions of the BP and Pier 1

Imports, Inc. private label portfolios

4

Domestic GPCC O/S, Source: 4Q07 Company reports; Amex data represents proprietary U.S.

consumer and small business.  Bank of America data represents U.S. consumer and small

business

13

Commercial Banking

Financial results ($mm)

Outlook

Leadership positions

2006

2007

O/(U)

Net Revenue

$3,800

$4,103

8%

  Middle Market Banking

2,535

2,689

6

  Mid-Corporate Banking

656

815

24

  Real Estate Banking

458

421

(8)

  Other

151

178

18

Credit Costs

160

279

74

Noninterest Expense

1,979

1,958

(1)

Net Income

$1,010

$1,134

12%

Key statistics ($B)

Avg. Loans & Leases

$53.6

$61.1

14%

Avg. Liability Balances¹

$73.6

$87.7

19%

Overhead Ratio

52%

48% 

Net Charge-off Rate

0.05%

0.07% 

ROE

18%

17% 

Continued expense discipline to reach

overhead ratio target of 45%

Continued prudent credit risk

management of loan portfolio

Gross IB revenue of approximately $1B

1

Includes deposits and deposits swept to on-balance sheet liabilities

2

Source: SRBI Footprint Study, 2007

3

Source: Loan Pricing Corporation, 4Q07

#1 commercial bank in market

penetration within Chase’s retail

branch footprint²

#2 large middle-market lender in the

United States³

#2 asset-based lender in the United

States³

14

Treasury & Securities Services

Financial results ($mm)

Outlook

Leadership positions

2006

2007

O/(U)

Net Revenue

$6,109 

$6,945 

14%

   Treasury Services

2,792

3,013

8

   Worldwide Sec Svcs

3,317

3,932

19

Noninterest Expense

4,266

4,580

7

Net Income

$1,090 

$1,397 

28%

Key statistics 

Avg Liability Balances ($B)

1

$189.5

$228.9 

21%

Assets under Custody ($T)

$13.9 

$15.9 

15%

Pretax Margin

28%

32%

ROE

48%

47%

TSS Firmwide Revenue 

$8,559 

$9,565 

12%

TS Firmwide Revenue

$5,242 

$5,633 

7

TSS Firmwide Avg Liab Bal ($B)¹

$262.7 

$316.7 

21%

4Q07 results positively affected by

positive impact of market

conditions, primarily on securities

lending, flight to quality and

seasonal strength in depository

receipts

Continued investment in new

product platforms

Impact of weakening economy on:

Business and deposit volumes

Level of Assets under Custody

1

Includes deposits and deposits swept to on-balance sheet liabilities

2

NACHA, 2007

3

Source: Federal Reserve 2007

4

Source: FImetrix 2007 Industry Studies

5

Source: SEC Filings, 4Q07

6

Source: 2007 Mutual Fund Service Guide

#1 in Automated Clearing House

Originations², CHIPS and Fedwire³

#1 in USD clearing & commercial

payments

4

#2 Securities custodian

5

#2 Fund services provider for non-

U.S. domiciled funds

6

#2 ADR bank in market cap under

management

5

15

Asset Management

Financial results ($mm)

Outlook

Leadership positions

2006

2007

O/(U)

Net Revenue

$6,787 

$8,635 

27%

   Private Bank

1,907

2,605

37

   Institutional

1,972

2,525

28

   Retail

1,885

2,408

28

   Private Client Services

1,023

1,097

7

Credit Costs

(28)

(18)

36

Noninterest Expense

4,578

5,515

20

Net Income

$1,409 

$1,966 

40%

Key statistics ($B)

Assets under Management

$1,013 

$1,193 

18%

Average Loans¹

$26.5 

$29.5 

11%

Average Deposits

$50.6 

$58.9 

16%

Pretax Margin

33%

36%

ROE

40%

51%

4Q07 results benefited from

seasonal strength in performance

fees

Impact of weakening markets on:

Mutual funds flows especially in

Europe

Level of Assets under

Management

1

Held-for-investment prime mortgage loans that transferred from AM to Corporate during 3Q07 and

1Q07 totaled $1.2B and $5.3B, respectively

2

Absolute Return Magazine, September 2007 issue

3

iMoneyNet, October 2007

4

Investment Week, June 2007

5

Derived from

following

rating

services:

Morningstar

for

the

United

States;

Micropal

for

the

United

Kingdom, Luxembourg, Hong Kong and Taiwan; and Nomura for Japan

6

Derived from

following

rating

services:

Lipper

for

the

United

States

and

Taiwan;

Micropal

for

the

United Kingdom, Luxembourg and Hong Kong; and Nomura for Japan

Largest hedge fund manager²

Largest international AAA-rated

liquidity fund³

Best Emerging Markets Fund

4

% of AUM in 1st and 2nd Quartiles

5

1 year -

57%

3 year -

75%

5 year -

76%

55% of customer assets in 4 & 5 star

funds in 2007

6

16

Corporate

Financial results ($mm)

Outlook

Net Income

2006

2007

O/(U)

Private Equity

$627

$2,165

245%

Corporate

(391)

(260)

34%

Net Income from continuing ops.¹

$47  $1,775

NM

Private equity significantly lower

throughout 2008

Expect minimal gains in 1Q08

Low visibility past 1Q08

Treasury/Corporate

Expect combined net loss to be

$50mm –

$100mm per quarter on

average

VISA

Gain on sale of 50% of $1.8B -

$2.0B pretax before VISA escrow

for litigation

JPM share of litigation escrow of

approximately $0.7B

Net pretax gain of $1.1B -

$1.3B

1

Includes after-tax merger costs of $189mm in 2006 and $130mm in 2007

17

Capital management

18

Capital management ($B)

1

See note 1 on slide 20

2005

2006

2007

Capital (End of Period)

Total Shareholders' Equity

$107.2

$115.8

$123.2

Equity net of Goodwill

63.6

70.6

78.0

Tangible Common Equity

1

$55.5

$63.3

$71.9

Balance Sheet

Total Assets

$1,198.9

$1,351.5

$1,562.1

Mgd Ris

k Weighted Assets

$912.6

$995.

6

$1,11

8.4

Key Ratios

Capitalization

Tier 1/RWA

8.5

%

8.7%

8.4%

TCE/Mgd RWA

1

6.0

%

6.5%

6.7

%

Tier 1 Leverage

6.3

%

6.2%

6.0%

2008 Outlook

Investment Bank

Uncertain environment; substantial risks

remain

Good progress; continue to build/invest

Expect volatility of returns through cycle

Retail Financial Services

Continued build-out of branches

Continued market share gain in mortgage

Home equity losses continue to trend higher

Expect to add to loan loss reserves in

1Q08

Visible losses of 4.50% +/-

in 1H08

2H08 losses depend on economy and

unemployment

Card Services

Private Equity / Corporate

Private Equity significantly lower

Minimal gains in 1Q08

Low visibility past 1Q08

Corporate

Expect

combined

net

loss

to

be

$50mm

–

$100mm per quarter on average

VISA

Gain on sale of 50% of $1.8B -

$2.0B

pretax before VISA escrow for litigation

JPM share of litigation escrow of

approximately $0.7B

Net pretax gain of $1.1B -

$1.3B

Overall

Expansion of TSS, AM, CB

Impact of weakening economy on:

Credit losses

Loan loss reserves

Business volumes

19

Notes on non-GAAP financial measures

20

This presentation includes non-GAAP financial measures.

1.

TCE as used on slide 2 for purposes of a return on tangible common equity and presented as Tangible

Common

Equity

on

slide

18

is

defined

as

common

stockholders’

equity

less

identifiable

intangible

assets

(other than MSRs) and goodwill.  TCE as used in slide 18 in the TCE/Managed RWA ratio, which is used

for purposes of a capital strength calculation, is defined as common stockholders’

equity plus a portion

of junior subordinated notes (which have certain equity-like characteristics due to their subordinated

and long-term nature) less identifiable intangible assets (other than MSRs) and goodwill.  The latter

definition of TCE is used by the firm and some analysts and creditors of the firm when analyzing the

firm’s capital strength. The TCE measures used in this presentation are not necessarily comparable to

similarly titled measures provided by other firms due to differences in calculation methodologies.

2.

Financial results are presented on a managed basis, as such basis is described in the firm’s Quarterly

Report on Form 10-Q for the quarter ended September 30, 2007 and in the Annual Report on Form 10-K

for the year ended December 31, 2006 (as amended).

3.

All non-GAAP financial measures included in this presentation are provided to assist readers in

understanding

certain

trend

information.

Additional

information

concerning

such

non-GAAP

financial

measures can be found in the above-referenced filings, to which reference is hereby made.

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

R

E

T

A

I

L

F

I

N

A

N

C

I

A

L

S

E

R

V

I

C

E

S

Charlie

Scharf,

CEO

Agenda

Page

Business update

Auto credit

Home Equity credit

RFS financial results

1

1

5

33

37

Retail Financial Services 2007 results

2006

2007

O/(U)

Revenue¹

$14,825

$17,479

$2,654

Credit costs

561

2,610

2,049

Expense¹

8,927

9,900

973

Net income

3,213

3,035

(178)

Regional

Banking

2,884

2,301

(583)

Mortgage

Banking

(17)

439

456

Auto Finance

$346

$295

($51)

ROE

22%

19%

Overhead (ex.

CDI)

57%

54%

Financial results ($mm)

2007 includes impact of BNY

Revenue growth of 18%

Credit costs increased due to home

equity and subprime

mortgage

Expense growth reflects

Increased production and sales

Investment in retail distribution

Comments

Credit costs ($mm)

2006

2007

O/(U)

Net charge-offs

$576

$1,327

$751

Change in

allowance

(15)

1,283

1,298

Total

$561

$2,610

$2,049

¹

As

a

result

of

the

adoption

of

SFAS

159

("Fair

Value

Option")

certain

loan

origination

costs

commenced

being

recorded

as

expense

in

1Q07

Net charge-off detail ($mm)

2006

2007

O/(U)

Home equity

$143

$564

$421

Mortgage

56

159

103

Business Banking

91

126

35

Other loans

48

116

68

Auto Finance

$238

$354

$116

2

Revenue and expense growth detail

Revenue growth detail ($mm)

Expense growth detail ($mm)

2006

2007

O/(U)

Retail Banking margin

$5,698

$6,193

$495

Retail Banking NIR

3,259

3,763

504

Lending

2,554

2,907

353

Insr. and other

460

145

(315)

   Regional Banking

11,972

13,006

1,034

   Mortgage Banking¹

,

²

1,314

2,702

1,388

   Auto Finance

1,539

1,757

218

Total RFS

$14,825

$17,479

$2,654

2006

2007

O/(U)

Retail Banking

$5,667

$6,165

$499

Lending

829

802

(27)

Insr. and other

330

55

(275)

   Regional Banking

6,825

7,023

198

   Mortgage Banking¹

1,341

1,987

646

   Auto Finance

761

890

129

Total RFS

$8,927

$9,900

$973

Revenue growth of 18%

Revenue growth excl. BNY and Insurance sale in 2006, up 17%

Regional Banking up 9% (4% excl. BNY)

Mortgage production up 63%

Mortgage servicing up 179%

Note: Lending includes Home Equity, Education, and Mortgage Portfolio

¹

As

a

result

of

the

adoption

of

SFAS

159

("Fair

Value

Option")

certain

loan

origination

costs

commenced

being

recorded

as

expense

in

1Q07

²

Mortgage Banking revenue includes provision as per 4Q07 Press Release

3

Consumer real estate exposure

Balances

¹

Prime warehouse loans include prime mortgage loans originated with the intent to sell, which, for new originations on or after January 01, 2007, were accounted for at fair

value

under

FAS

159.

These

loans,

classified

as

Trading

Assets

on

the

Consolidated

Balance

Sheet

totaled

$12.6B,

$14.4B,

$15.2B,

and

$11.6B

at

December

31,

2007,

September 30, 2007, June 30, 2007, March 31, 2007

²

Includes

($329mm)

in

2Q07,

($306mm)

in

3Q07,

and

($395mm)

in

4Q07

³

Held-for-investment

prime

mortgage

loans

were

transferred

from

RFS

to

the

Corporate

segment

for

risk

management

and

reporting

purposes

Balances EOP ($B)

Markdowns/

net reserve build

($mm)

1Q07

2Q07

3Q07

4Q07 

FY2007

Mortgage Banking Warehouse¹

$20.3

$20.0

$14.7

$13.1

($241)

RFS—Portfolio

Prime Mortgage

$2.4

$2.3

$2.5

$3.0

Sub-prime Mortgage

9.0

8.7

12.1

15.5

(166)

Home Equity

87.7

91.0

93.0

94.8

(1,030)²

RFS Portfolio

$99.1

$102.0

$107.6

$113.3

Prime Mortgage—Corporate³

26.5

27.3

32.8

36.9

Total Consumer Real Estate

Exposure

$125.6

$129.3

$140.4

$150.2

4

Agenda

Page

Business update

Auto credit

Home Equity credit

RFS financial results

5

1

5

33

37

Credit performance

Key credit statistics

4Q06

1Q07

2Q07

3Q07

4Q07

Home Equity 

Net charge-offs ($mm)

$51

$68

$98

$150

$248

Net charge-off rate

0.24%

0.32%

0.44%

0.65%

1.05%

Average outstandings ($B)

$84.2

$86.3

$89.2

$91.8

$94.0

Total RFS

Allowance for loan losses ($mm)

$1,392

$1,453

$1,772

$2,105

$2,634

Non-performing loans ($mm)¹

$1,677

$1,655

$1,760

$1,991

$2,704

Allowance to annualized NCOs²

1.6x

2.0x

1.7x

1.5x

1.3x

Allowance to NPLs²

89%

94%

115%

107%

100%

¹

NPLs included loans held-for-sale and loans accounted for at fair value under SFAS 159

²

Loans held-for-sale and Loans accounted for at fair value under SFAS 159 were excluded when calculating the allowance coverage ratio and the Net charge-off rate

6

Net charge-offs

Competitor Home Equity performance

0.24%

0.27%

0.09%

0.08%

0.22%

0.65%

0.83%

0.20%

0.70%

1.59%

1.05%

1.46%

0.63%

1.63%

1.70%

JPM

WFC

BAC

WM

CFC

4Q06

3Q07

4Q07

Nonperforming loans

0.54%

0.31%

0.34%

0.44%

0.70%

0.62%

0.32%

0.76%

0.86%

0.90%

0.85%

0.37%

1.17%

1.34%

1.60%

JPM

WFC

BAC

WM

CFC

4Q06

3Q07

4Q07

Source: Company reports; Home Equity and NPL as defined by each company

7

0.50%

0.75%

1.00%

1.25%

1.50%

1.75%

2.00%

Dec-05

Jan-06

Mar-06

Apr-06

Jun-06

Aug-06

Sep-06

Nov-06

Jan-07

Feb-07

Portfolio view

Home Equity 30+ day delinquency—a year ago

8

Prime Home Equity—origination profile

Banking Center Channel¹

2003

2004

2005

2006

2007

Origination ($B)

$14.3

$16.4

$17.5

$15.2

$16.7

Weighted avg. FICO

736

733

737

745

749

Weighted avg. CLTV

67%

68%

68%

68%

67%

% CLTV >90

10%

10%

8%

6%

3%

% CA and FL

0.4%

0.6%

0.8%

0.7%

0.7%

¹

CLTV and FICO at origination

Low average CLTVs

Small volume of high CLTVs

Know the customer

9

Prime Home Equity—origination profile

2003

2004

2005

2006

2007

Origination ($B)

$8.5

$14.6

$15.9

$13.7

$11.3

Weighted avg. FICO

733

735

739

742

747

Weighted avg. CLTV

78%

78%

80%

81%

81%

% CLTV 80—85

10%

9%

8%

7%

6%

% CLTV 85—90

28%

27%

29%

26%

25%

% CLTV >90

11%

16%

20%

27%

28%

% CA and FL

51%

50%

45%

44%

44%

Broker Channel¹

¹

CLTV and FICO at origination

10

Prime Home Equity loss rates—historical experience

CLTV % at origination

2004

2005

2006

<

80

0.05%

0.04%

0.05%

80—90

0.12%

0.12%

0.18%

90—95

0.20%

0.17%

0.29%

>

95 

0.92%

0.71%

0.79%

Total

0.16%

0.13%

0.17%

Losses by CLTV

Appeared okay as long as we were pricing for the risk

11

0.00%

0.10%

0.20%

0.30%

0.40%

0.50%

1

2

3

4

5

6

7

8

9

10

11

12

15

18

21

24

27

30

33

36

Cumulative loss rates by months on books as of 12/31/2007

Prime Home Equity—banking center channel

2002

2003

1Q06

1H05

2H05

2Q06

3Q06

4Q06

1Q07

3Q07

2004

2Q07

# of months on books

12

Cumulative loss rates by months on books as of 9/30/2006

Prime Home Equity—broker channel

0.00%

0.10%

0.20%

0.30%

0.40%

0.50%

1

2

3

4

5

6

7

8

9

10

11

12

15

18

21

24

27

30

33

36

2002

2003

1Q06

2H05

2004

1H05

2Q06

# of months on books

13

Cumulative loss rates by months on books as of 12/31/2006

Prime Home Equity—broker channel

0.00%

0.10%

0.20%

0.30%

0.40%

0.50%

1

2

3

4

5

6

7

8

9

10

11

12

15

18

21

24

27

30

33

36

2002

2003

2Q06

1H05

1Q06

3Q06

2004

2H05

# of months on books

14

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1

2

3

4

5

6

7

8

9

10

11

12

15

18

21

24

27

30

33

36

Cumulative loss rates by months on books as of 12/31/2007

Prime Home Equity—broker channel

2H05

1Q06

2Q07

3Q06

1Q07

3Q07

2Q06

4Q06

1H05

2004

2003

2002

# of months on books

1. More losses and earlier

Recent vintages still getting

worse

2. Slope

No turn yet in earlier

vintages

15

Portfolio view

Home Equity 30+ day delinquency

0.00%

0.25%

0.50%

0.75%

1.00%

1.25%

1.50%

1.75%

2.00%

Mar-07

Apr-07

May-07

Jun-07

Jul-07

Aug-07

Sep-07

Oct-07

Nov-07

Dec-07

Multiple rounds of credit changes

Underwriting changes proven to be not enough

Apr-07:

Underwriting

changes Round I

Jun-07:

Underwriting

changes Round II

Aug-07:

Underwriting

changes Round III

Nov/Dec-07:

Underwriting

changes Round IV

16

Prime Home Equity loss rates—current experience

CLTV % at origination

1Q07

2Q07

3Q07

4Q07

<

80

0.08%

0.10%

0.13%

0.14%

80—90

0.32%

0.33%

0.60%

0.81%

90—95

0.40%

0.60%

1.23%

1.90%

>

95 

1.14%

1.54%

2.08%

4.29%

Total

0.27%

0.35%

0.53%

0.86%

Losses by CLTV

Losses well beyond our stress modeling

17

Prime Home Equity -

performance of 1

st

vs. 2

nd

liens

Problems isolated to 2

nd

liens

1

st

liens 22%, 2

nd

liens 78%

of portfolio

Total portfolio

1st Liens

2nd Liens

1

2

3

4

5

6

7

8

9

10

11

12

15

18

21

24

27

30

33

36

1

2

3

4

5

6

7

8

9

10

11

12

15

18

21

24

27

30

33

36

1

2

3

4

5

6

7

8

9

10

11

12

15

18

21

24

27

30

33

36

2003

2004

1H05

2H05

1Q06

2Q06

3Q06

4Q06

1Q07

2Q07

3Q07

18

Dec-06

Jan-07

Feb-07

Mar-07

Apr-07

May-07

Jun-07

Jul-07

Aug-07

Sep-07

Oct-07

Nov-07

Dec-07

With Chase Prime 1st

With Non-Chase 1st

2nd lien 30+ delinquency

Prime Home Equity 2nd lien performance

No real differentiation

19

2007 Prime Home Equity roll rates

1-29 days past due

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sep

Oct

Nov

Dec

2007

60-89 days past due

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sep

Oct

Nov

Dec

2007

30-59 days past due

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sep

Oct

Nov

Dec

2007

90-119 days past due

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sep

Oct

Nov

Dec

2007

120-149 days past due

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sep

Oct

Nov

Dec

2007

Continuing to deteriorate

20

Jun-

06

Jul-

06

Aug-

06

Sep-

06

Oct-

06

Nov-

06

Dec-

06

Jan-

07

Feb-

07

Mar-

07

Apr-

07

May-

07

Jun-

07

Jul-

07

Aug-

07

Sep-

07

Oct-

07

Nov-

07

Dec-

07

No equity walks ($mm)

Gross charge offs ($mm)

12 Mo. YoY HPA% (US Total)

Charge off and ‘Walk’

trends ($mm)

Prime Home Equity loss severities

Severity of housing price decline is totally eliminating equity-not just reducing it

1

Source: Economy.com

1

21

0%

10%

20%

30%

40%

50%

60%

70%

No equity walk contribution to gross credit losses

Prime Home Equity walk trends

Loss severities increasing

22

Total Home Equity Portfolio by CLTV and FICO at origination

$B outstanding as of 12/31/07

CLTV

FICO

<80%

80—85%

85—90%

90—95%

>95%

Total

700+

$39.7

$4.3

$11.6

$4.7

$7.7

$68.0

640—700

12.1

1.5

4.0

1.3

2.6

21.5

< 640

3.4

0.3

0.9

0.2

0.5

5.3

Total

$55.2

$6.1

$16.5

$6.2

$10.8

$94.8

23

Percent of Prime Home Equity portfolio with

current CLTV >100% —

estimated

Source: Economy.com, internal estimates

Note:

Current

CLTV

defined

as

total

line

balance

as

a

%

of

current

home

value

estimated

by

applying

Economy.com

MSA

level

HPA

estimates

as

of

12/31/07

2.80%

3%

3.60%

4.10%

4.50%

5.20%

6.20%

7.30%

8.20%

8.80%

9.40%

10%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

Jan-07

Feb-07

Mar-07

Apr-07

May-07

Jun-07

Jul-07

Aug-07

Sep-07

Oct-07

Nov-07

Dec-07

(7.0)%

(6.0)%

(5.0)%

(4.0)%

(3.0)%

(2.0)%

(1.0)%

0.0%

24

Prime Home Equity portfolio by current CLTV -

estimated

$B Outstanding balances as of 12/31/07

Source: Economy.com, internal estimates

Note: Top 10 states by portfolio size

Current CLTV defined as total line balance as a % of current home value estimated by applying Economy.com MSA level HPA estimates as of 12/31/07

14.5

13.6

6.6

6.0

5.7

5.2

5.1

4.2

3.7

2.4

CA

NY

IL

TX

AZ

FL

OH

NJ

MI

IN

CLTV <=80

CLTV 80-90

CLTV 90-100

CLTV >100

$9B estimated to be >100% current CLTV as of 12/31/07

25

Prime Home Equity losses by current CLTV band

4Q07 loss rates

Current estimated CLTV

State

<80%

80—85%

85—90%

90—95%

95—100%

>100%

California

0.10%

0.08%

0.17%

0.83%

1.64%

5.61%

New York

0.07%

0.44%

0.57%

0.80%

1.07%

9.07%

Illinois

0.10%

0.41%

0.63%

0.69%

1.04%

7.25%

Texas

0.05%

0.27%

0.14%

2.18%

4.05%

0.00%

Arizona

0.03%

0.43%

0.24%

0.56%

0.54%

2.76%

Florida

0.16%

1.21%

0.79%

0.81%

3.38%

10.04%

Ohio

0.46%

0.53%

1.07%

1.20%

1.71%

1.56%

New Jersey

0.09%

0.32%

0.04%

0.05%

0.61%

3.37%

Michigan

0.37%

0.63%

1.79%

1.73%

2.15%

4.72%

Indiana

0.50%

1.33%

0.89%

1.96%

1.11%

1.09%

Total Portfolio

0.14%

0.45%

0.53%

0.93%

1.69%

5.47%

% of 4Q07 losses

9%

5%

5%

9%

12%

60%

Source: Economy.com

Note: Top 10 states by portfolio size

Current

CLTV

defined

as

total

line

balance

as

a

%

of

current

home

value

estimated

by

applying

Economy.com

MSA

level

HPA

estimates

as

of

12/31/07

26

Potential distribution of Prime Home Equity portfolio by

CLTV

as

of

12/31/08

-

estimated

$B Outstanding Balances

Source: Economy.com projected housing price depreciation; balances as of 12/31/07

Note: Top 10 states by portfolio size

Current CLTV defined as total line balance as a % of current home value estimated by applying Economy.com MSA level HPA estimates as of 12/31/07

4.2

3.7

2.4

5.1

5.2

5.7

6.0

6.6

13.6

14.5

CA

NY

IL

TX

AZ

FL

OH

NJ

MI

IN

CLTV <100

CLTV >100

Projected 2008 Housing

Price Depreciation

CA -12%

NY -5%

IL -1%

TX +3%

AZ -13%

FL -14%

OH +2%

NJ -10%

MI -2%

IN +3%

27

Home Equity underwriting

Changes and Impacts

2007 changes

Changed maximum CLTV to 90% in broker channel

Eliminated stated income across wholesale channel

Eliminated stated income with debt-to-income over 50% across all channels

Investor/second homes CLTV capped at 80%

Significantly strengthened underwriting process relating to appraisal, income/cash flow assessment and owner

occupancy

Stopped originating subprime home equity

2008 changes

Maximum CLTV adjusted to 90% of expected future home price (net of depreciation)

Maximum CLTV reduced to 85% in all markets

Less where there is expected depreciation -

as low as 60%

Eliminated all Stated Income

Reduced Maximum DTIs

Minimum FICO = 660

Source: Economy.com, Internal Estimates

28

Underwriting process enhancements

Business issue

Action

Outcome  

Collateral valuation  

Introduced new

valuation tools and

review process

Onsite appraisers hired.  Review process strengthened—increased percentage

of accounts reviewed, declined or counter offered

New valuation tool pilot significantly improved high risk account

identification

Underwriters re-trained and certified based on new standards.  Increased

appraisal referrals to onsite appraisers

Housing Price trends

analysis and application 

Implemented new

database and

communication

mechanisms to improve

understanding of

market changes

Home Price Appreciation (HPA) database at zip code level deployed. 

Identifies areas  most affected by price declines 

Established monthly Risk Management forum to analyze local market trends

and adjust underwriting process appropriately 

Valuation committee established to drive policies across the company

Owner occupancy  

More rigor around

establishing  owner

occupancy

New software implemented.  Significant improvement in occupancy

classification

Owner occupancy included in fraud training 

Detailed analysis of credit bureau information to identify owner occupancy

misrepresentation  

Further occupancy validations implemented

Income reasonableness  

Better measure

borrowers’ capacity to

pay

Stated Income Verified Asset (SIVA) policy eliminated

Enhanced income calculation process and reporting  for full document loans 

Tightened norms applied for employment verification

29

2007

4Q07

4Q07 pro forma

Originations

$16.7

$4.0

% CLTV >90

3%

1%

0%

2007

4Q07

4Q07 pro forma

Originations

$11.3

$1.7

% CLTV 80—85

6%

6%

5%

% CLTV 85—90

25%

30%

0%

% CLTV >90

28%

6%

0%

Prime Home Equity—expected effect of underwriting

changes

Banking Center Channel¹

($B)

Broker Channel¹

($B)

¹

CLTV and FICO at origination

Total originations expected to be about half of 2006-2007 level

30

HPA Assumptions

US

California

New York

Arizona

Florida

Potential loss

range ($B)

(5.0)%

(8.0)%

(2.0)%

(10.0)%

(12.0)%

$2.0—$2.5

(10.0)%

(15.0)%

(7.0)%

(20.0)%

(20.0)%

$3.2—$3.7

Potential losses by HPA scenario

31

2008 Change in home prices

Source: Economy.com, Internal Estimates

Assumptions:

Roll rates continue to deteriorate

Severities do not worsen or improve (especially at higher LTVs)

No major changes in unemployment

Very difficult

to

model

given

lack

of

historical

experience

with

consumer

payment behavior in negative equity scenario

Home Equity—mistakes made

1. Backward looking analysis

Relied on historical fundamentals –

FICO primary driver of credit

performance

House value was “belts & suspenders”

Analyzed impact of potential housing decline –

severely underestimated

(5-10% vs. 20-30%)

Would never do 80+ LTV if we believed value would fall 20-30%

2. Judgment

Broker performance/behavior masked by HPA increases –

we knew better

Incremental changes to underwriting over several years resulted in:

—

Massive risk layering

—

Opportunity for speculation and fraud

Missed the “bubble”

A fundamentally different business over time

32

Agenda

Page

Business update

Auto credit

Home Equity credit

RFS financial results

33

1

5

33

37

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1.20%

1.40%

1.60%

1.80%

2.00%

1Q06

2Q06

3Q06

4Q06

1Q07

2Q07

3Q07

4Q07

30+ Delinquency %

Charge-Off Rate

Delinquency and charge-off trends

2006 and 2007 Chase Auto performance

1.65%

1.85%

0.97%

1.27%

1.33%

1.43%

0.59%

0.61%

1.61%

1.72%

0.64%

0.75%

1.39%

1.37%

0.46%

0.43%

30+

Delinquency %

Charge-Off

Rate

34

Auto credit

1

Change in loss rates²—4Q06 vs. 4Q07

Deteriorating from historical lows

Deterioration concentrated in declining HPA MSAs

Increases appear manageable

1

Loss rates for retail portfolio only; excludes dealer commercial and direct portfolios

2

Loss rates reflect net charge-offs without consideration of FFIEC and other accounting adjustments

3

Source: Economy.com

35

Change in HPA

3

Prime

Near Prime

Sub-prime

(4.5)% + worse

95%

142%

40%

(4.5)% to + 3.7%

36%

51%

22%

Better than + 3.7%

4%

21%

0%

Total

42%

60%

20%

Prime and Near Prime credit actions

Changed underwriting criteria for HPA declining versus HPA stable states

Raised Minimum

Collateral

Values

for

Extended

Term

in

High

Risk

States

–

AZ,

CA,

NV,

and UT

Removed Tax,

Title,

and

License

from

West

Region

Advance

Policy,

effectively

reducing

LTV cutoffs by 10% in High Risk Markets

Raised Custom Score Cut-off by 10 points for LTV > 110

Reduced High Advance/Extended Term

Added High Risk Layer Policy

36

Agenda

Page

Business update

Auto credit

Home Equity credit

RFS financial results

37

1

5

33

37

Home Lending

Market share and rank

4Q06

4Q07

Channel

% Share

Ranking

% Share

Ranking

Retail

7.2%

5

8.4%

4

Wholesale

6.4%

3

10.1%

1

Correspondent

4.9%

6

17.7%

2

Total JPM

6.0%

5

11.2%

3

FY06

FY07

FY07 H/(L)

Actual

Actual

FY06

Production revenue

$833

$1,360

$527

Servicing revenue

481

1,342

861

Total revenue

$1,314

$2,702

$1,388

Total expense

1,341

1,987

646

Pre-tax Income

($27)

$715

$742

Mortgage Banking

Source: Inside Mortgage Finance

38

Home Lending

Loan officer recruiting —

October 2007 to present

Oct-07

Nov-07

Dec-07

Jan-08

Feb-08

Total

Beginning count

2,317

2,372

2,423

2,552

2,538

2,317

  Net hires from

Large weakened

competitors

31

30

101

42

24

228

  All other

24

21

28

(56)

11

28

  Total Hires

55

51

129

(14)

35

256

Ending count

2,372

2,423

2,552

2,538

2,573

2,573

Continuing to grow the sales force

Attracting top talent from weakened competitors

39

Bank branch penetration

Mortgage production in bank branches

2005

2006

2007

If we sell 1 

more per 

branch/month

Sales ($B)

$6.4

$8.1

$10.4

$18.9

Number of loans/branch/month

1.0

1.1

1.3

2.3

Homeowner HHs (mm)

4.5

4.6

5.0

5.0

Chase Mortgage HHs (mm)

0.60

0.68

0.81

0.90

% HHs with a Chase Mortgage

8%

8%

9%

10%

% Homeowners with a Chase

Mortgage

13%

15%

16%

18%

Lots of progress

Opportunity still large

Meaningful in many ways

40

3Q06

4Q06

1Q07

2Q07

3Q07

4Q07

Consumer and Business

Banking

$498

$490

$506

$585

$591

$561

Loan Portfolio/Other

246

129

184

44

20

(190)

Total

$744

$619

$690

$629

$611

$371

Branch banking profitability and growth drivers

Average deposits of $209B, up 4%

3,152 branches, up by 73

9,186 ATMs, up by 680

1

Growth rates are YoY

4Q07 key statistics¹

Net income ($mm)

41

7,312

8,506

9,186

2005

2006

2007

7,067

7,573

9,650

3,214

3,614

4,105

12/31/2005

12/31/2006

12/31/2007

Personal Bankers

Sales Specialists

Continuing to grow distribution

Salesforce growth

ATMs

Branches

Active online customers

4,231

4,909

5,918

2005

2006

2007

2,641

3,079

3,152

2005

2006

2007

42

2003

2004

2005

2006

2007

Total

Metro NY

—

13

51

22

28

114

Chicago

20

54

25

15

21

135

Arizona

7

10

19

11

15

62

Texas

17

30

26

22

35

130

Michigan

2

3

10

35

10

60

Colorado

5

2

6

12

9

34

Other

8

12

9

8

9

46

Total

59

124

146

125

127

581

New build investment continues

Completed 127 new branches in 2007; 125—150 branches

annually

2008 estimate of 100—150

Focused on expansion in major footprint markets

New branches

43

Retail Banking Checking Accounts

596

664

862

2005

2006

2007

Net New Checking Accounts (000s)

New Checking Accounts (000s)

2,105

2,418

2,877

2005

2006

2007

Continue to grow net checking

44

Deepen growth in cross-sell

Note: Results include acquisition of BNY beginning October 1, 2006

667

1,152

1,421

2005

2006

2007

$10

$8

$6

2005

2006

2007

Mortgage sales ($B)

Credit cards (# units in 000s)

Highlights

Investment sales ($B)

Highlights (4Q07 vs 4Q06):

Credit card sales up 34%

Mortgage originations up 4%

Home Equity originations up 3%

$18

$15

$11

2005

2006

2007

45

Growth in Bank of New York cross-sell

1

Based on average of comparable deposit size Chase branches in NY, NJ and CT

2

Target exit rate at end of 2008

3

1H07 and 2H07 are averages of the quarters

Credit Cards¹

New Checking Accounts¹

Investment Sales¹

Mortgage and Home Equity¹

2005 BNY

4Q06

1H07³

2H07³

Target 2008²

2005 BNY

4Q06

1H07³

2H07³

Target 2008²

2005 BNY

4Q06

1H07³

2H07³

Target 2008²

2005 BNY

4Q06

1H07³

2H07³

Target 2008²

1.0x

2.0x

3.0x higher

40.0x higher

1.0x

2.2x higher

1.0x

26.6x

1.2x

2.3x higher

2.2x

1.0x

46

Developing and deepening customer relationships

Percent of core retail households¹

Jan 2006

Dec 2007

Multi-product households

66%

71%

Checking households

81%

84%

With Credit Card

48%

54%

With Online Banking

42%

59%

With Online Billpay

14%

28%

¹

Branch based households (i.e. no credit card only or out of footprint lending)

Lots of progress

Lots of opportunity

47

Innovate to serve customers

Chase Mobile

On-demand, real-time account information

Industry-first national launch of account access

by texting

in U.S.

Rapid Cash

Free funds transfer to Mexico for Chase

checking customers

Deposit-Friendly ATMs

SM

$290MM investment in ATM deposit automation

to allow 24/7 deposit access 

Debit Rewards

United, Continental

Chase Picks Up the Tab

SM

Access Checking

Checking with safeguards for consumers who

don’t qualify for other checking products

ATM Offers

Instant checking offers on receipts for non-

checking customers & prospects

Debit upgrade offers

Pre-approved credit cards

Innovation

48

Chase What Matters

A new positioning for the Chase brand:  What Matters To Our Customers, Matters To Chase.  Chase

What Matters

Key pillars -

access, protection, advocacy, recognition, and value

Print:  Free Chase Account Alerts

PROTECTION MATTERS

24/7 ACCESS MATTERS

CONTROL MATTERS

REAL-TIME INFO MATTERS

49

Forward Looking Comments

Credit deterioration to continue in all asset classes

driven by high HPA MSAs

and high LTVs

Mortgage volume and profitability strong but slowing

Servicing asset very volatile this quarter

Banking and Mortgage growth to continue

Performance targets not achievable until housing

market correction ends

50

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

T

R

E

A

S

U

R

Y

&

S

E

C

U

R

I

T

I

E

S

S

E

R

V

I

C

E

S

Heidi Miller, CEO

$0.4

$1.3

$1.7

$2.2

$4.7

$5.5

$6.1

$6.9

2004

2005

2006

2007

TSS Revenue and Pretax Income ($B)

Healthy growth in margins and revenue

Revenue

Pretax

income

Eff. Ratio

88%

70%

73%

66%

1

1

Figures are pro forma for the Bank One merger and Discontinued Operations

1

Figures are pro forma for the Bank One merger and Discontinued Operations

1

Growth reflects expanded volumes across all products

Metric

Highlights²

Assets Under

Custody ($T)

USD Clearing Trans

Originated (mm)

International

Clearing Vols (mm)

USD ACH Transfers

Originated (B)

Liability Balances

($B)

Sec. Lending Loans

Outstanding ($mm)

Net Asset Values

(mm)

ADR Shares Issued /

Cancelled (B)

GlobeClear Volumes

(mm)

Americas AUC increased by $3.7T since 2004

Americas AUC increased by $3.7T since 2004

Substantial market share and scale

advantage

Substantial market share and scale

advantage

Improved functionality/competitiveness

Improved functionality/competitiveness

Rollout of Accounts Receivables Conversion

product

Rollout of Accounts Receivables Conversion

product

Foreign Deposits growing at 23%

Foreign Deposits growing at 23%

Increase in lendable assets and utilization

Increase in lendable assets and utilization

EMEA NAVs growing at 94%

EMEA NAVs growing at 94%

Surge in cross-border equity investment as

investors seek global returns (e.g., Russia,

Brazil)

Surge in cross-border equity investment as

investors seek global returns (e.g., Russia,

Brazil)

CAGR

+20%

+20%

+11%

+11%

+55%

+55%

+16%

+22%

+22%

+20%

+20%

+55%

+55%

+22%

+22%

+77%

+77%

Entered 38 new markets since 2004.  On-

exchange clearing grew 145%

Entered 38 new markets since 2004.  On-

exchange clearing grew 145%

9.3

9.3

81

81

46

46

2.5

128

128

221

221

0.6

0.6

1.7

1.7

1.1

1.1

15.9

15.9

111

111

169

169

3.9

229

229

386

386

2.1

2.1

3.1

3.1

6.0

6.0

2004¹

2007

1

Figures are pro forma for the Bank One merger and Discontinued Operations

2

Growth figures represent a 2004 to 2007 CAGR

1

Figures are pro forma for the Bank One merger and Discontinued Operations

2

Growth figures represent a 2004 to 2007 CAGR

2

Alternative AUA ($B)

Growth drivers

Investment in organic growth is paying off:

Increasing alternative assets under administration (AUA)

Traditional Securities Company

clients are investing more in

private equity and hedge fund

assets (reached 52% of AUA in

2007)

Alternative Investment Services

expanding capabilities

internationally

HFS: Luxembourg and Hong

Kong

PEFS: Australia and United

Kingdom

New product capabilities are

being introduced:

HFS: Fund of Hedge Funds

Product in EMEA

PEFS: DealVault

49

63

67

161

141

235

2006

2007

+29%

+140%

+67%

% Change

Leveraged Loan Services (LLS)

Private Equity Fund Services (PEFS)

Hedge Fund Services (HFS)

$157

$459

3

66%

52%

26%

37%

9%

11%

2004

2007

Change in regional TSS Revenue mix ($B)

Highlights

Investment in organic growth is paying off:

Expanding international franchise

“In-Country”

presence: Staff

in 41 countries and branches

in 27 countries

Growth drivers:

Worldwide Securities

Services

—

Depositary Receipts

—

Clearance

—

Collateral Management

—

Escrow

—

Custody & Fund

Accounting

—

Securities Lending

Treasury Services

—

Non-US Dollar deposits

and investments

—

USD Clearing

—

Trade

+15%

+120%

+100%

$4.7

$6.9

% Change

Asia Pacific

Europe, Middle East, Africa

The Americas

4

Significant expansion of international capabilities in 2007

TSS Int’l office locations

Countries with TSS presence

Treasury Services

Worldwide Securities Services

PEFS

Pension

Fund

win

Auckland

Branch

approval

South

Africa

Trade

Ops

Locally

Incorporated Bank,

local currency RMB

capabilities

Regional

HQ set

up

New

Dubai

office

New

Riyadh

office

DRs

introduced

to Vietnam

First LatAm trade

management

consulting deal

UK Corp Card

Rollout and

Private Equity

(PEFS) launch

Ruble

Clearing

launched

Swedbank is the

first Custody

Connect client

Swiss Gov’t

Pension Fund

comprehensive

services

Resurgence

of LatAm

DR market

Lux.

Hedge

Fund

Services

Staff

in

Nigeria

Rupee

clearing,

paper in

Mumbai

First

GDR

5

International expansion continues to be a top priority:

Key drivers

Europe, Asia, and Latin America

Global trade, especially intra-region

Regulatory changes, e.g., SEPA¹, MiFID² , Basel II³

Growing

international

markets

Changing sources

of cross-border

investment

Non-US Corporations and Sovereign Wealth Funds

Investment between developed and emerging

economies changing

Currency reserves shifting away from US Dollar

Evolving

investment

strategies

Pension funds diversifying into alternative assets

Hedge funds and private equity in Asia

Market-specific products, e.g., Islamic Finance

Growth in scale & complexity of international funds

6

1

SEPA (Single Euro Payments Area): Creates a zone for the EURO where all electronic payments are considered domestic and there is no longer a difference between national and

intra-European cross border payments (European Central Bank)

2

MiFID

(Markets

in

Financial

Instruments

Directive):

Introduces

a

single

market

&

regulatory

regime

for

investment

services

across

the

30

members

of

the

European

Economic

Area

(Deloitte)

3

Basel II:  Creates an international banking standard that regulators can use when creating regulations about how much capital banks need to put aside to guard against the types of

financial and operational risks banks face (Bank for International Settlements)

International expansion continues to be a top priority:

Broader product capability in international locations

In-country sales                   

& service

Full local

capabilities

Additional

local services

FX

Liquidity

ADR/GDR

Trade Finance

USD Clearing

Global Custody

Escrow

FX

Liquidity

ADR/GDR

Trade Finance

USD Clearing

Global Custody

Escrow

Hedge and traditional

local fund accounting

Local DRs and Escrow

Sub-Custody

GlobeClear

FX

Liquidity

ADR/GDR

Trade Finance

USD Clearing

Global Custody

Escrow

Hedge and traditional

local fund accounting

Local DRs and Escrow

Sub-Custody

GlobeClear

Local Clearing

Local Lending

Local Deposits

7

Continue to capitalize on partnership with Investment Bank and Asset

Management

Leverage IB advisory or

underwriting relationship to

generate Cash Management or

Escrow business

Generate IB syndication and

receivables business from TSS

Trade Finance clients (e.g., Stand-

By Letters of Credit)

Leverage underwriting relationships

to win DR mandates from both new

and existing IB clients

Increase shared use of TSS-

or IB-only presence in-country

Multiple deals completed

across numerous industries

(e.g., Automobiles,

Publishing, Telecomm)

Boeing (Korea & Singapore)

Guaranty Trust (Nigeria),

Almacenes Éxito (Colombia),

WuXi PharmaTech (China),

Sanofi-Aventis (France)

Dubai, Lisbon, Stockholm,

Buenos Aires, Tashkent

Local Market IPO

Depositary

Receipt

Trade Finance 

Structured

Finance

Mergers &

Acquisitions

Liquidity and

Escrow

Leverage existing

infrastructure

Sweep Account clients invested in

money market funds with JPM

Asset Management

Multiple deals completed

across numerous industries

(e.g., Sovereign Wealth

Funds, natural resources)

Liquidity

Asset

Management

Description

Examples

8

In Summary…

Continued healthy top and bottom line growth driven by

Increased volumes across all products

Investments made in expanded product capabilities & international franchise

A number of global changes will keep international expansion at the top of our

agenda

International markets are growing

Cross-border investment sources are changing

Investment strategies are evolving

Significant progress in 2007 and an aggressive agenda for 2008 to continue to

invest internationally in

Delivery of new and existing products locally

Capitalizing on our partnership with the IB

9

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

C

O

M

M

E

R

C

I

A

L

B

A

N

K

I

N

G

Todd Maclin, CEO

Hard work begins to pay-off

Building on momentum from 2007 performance

Calling and sales results

Nearly 100,000 client calls

Over 33,000 prospect calls

35,100+ deals pitched

2,200+ new relationships

9,200+ expanded relationships

7,400+ internal cross-sell referrals

Top peer quartile NCO and NPL ratio

Real estate concentration below competitors

Disciplined hold positions

Active portfolio management

Expense discipline

Expense down 1% YoY

Top peer quartile expense management

Top peer quartile operating leverage

1

Improved client satisfaction

2007 Barlow Footprint Study: Online score refers to ease of use of platforms; TS refers to

satisfaction with up to date services

Likely to stay

93%

700 bps

Current Score

’05-’07 Increase

Service satisfaction

86%

600 bps

Likely to recommend

83%

1,100 bps

TS satisfaction

73%

1,400 bps

Online satisfaction

73%

1,700 bps

2

Strong performance relative to peers across metrics

9%

8%

7%

(1)%

2006

2007

Revenue growth

Expense management

Loan growth

Deposit growth

7%

(1)%

9%

5%

2006

2007

11%

14%

11%

14%

2006

2007

11%

19%

9%

8%

2006

2007

Commercial Banking

Peer median

1

Peers

include

comparable

segment

at

BAC,

C,

CMA,

FITB,

NCC,

PNC,

STI,

USB,

WB,

WFC,

ZION

3

1

We said in 2006 and 2007

The facts

Portfolio granularity and

diversification

Conservative underwriting

Dynamic portfolio management

Strong capital, reserves, and

liquidity

Allowance/loan ratio 2.7%

Deposits/loans > 1.4x

Best-in-class NCO and NPL ratios

Conservative industry

concentrations

Real estate portfolio < peers

Disciplined hold positions

Limited loan-only relationships

Limited leveraged lending

Exited $1.5B marginal credits

annually¹

$130mm loans sold in 2007

We run the business with a full credit cycle in mind

4

1

$1.5B exited annually since 2005

2

Ratio based on average loan balances for 4Q07.  The allowance for loan losses to period-end loans was 2.64% at 12/31/07

2

Well diversified credit portfolio

Northeast

23%

Midwest

30%

Southwest

19%

South Ctrl

& Mtn

10%

Central

18%

Industry (total commercial RCE) ¹

Note: Midwest includes IL, WI, MN, MI; Central: IN, OH, KY; Southwest: AZ, TX;

South Ctrl & Mtn: UT, CO, LA, OK; Northeast: NY, NJ, CT

Real Estate

12%

Consumer

Products

7%

Oil and Gas

7%

Utilities

5%

Healthcare

8%

Machinery

& Equip

4%

Business

Services 5%

Retail/

Consumer

8%

Bldg

Materials

5%

Diversified

25%

Banks &

Fin

3%

Tech

4%

Govt /

Muni

7%

Geography (Middle Market RCE) ¹

1

RCE, or reported credit exposure is defined as total commitments

2

Diversified includes no concentrations > 3%: metals/mining, media, automotive, etc.

3

Real estate includes all investor real estate throughout Commercial Banking

2

12/31/07 Total commitments: $143B

3

12/31/07 Total MM commitments: $80B

5

Responsible approach to loan growth

Limited real estate exposure

Loan growth by business ($B)

$0

$5

$10

$15

$20

$25

$30

$35

$40

Middle Market

Mid-Corporate

Real Estate

2005     2006        2007

CAGR 9.4%

CAGR 40%

CAGR 1.5%

2005     2006        2007

2005     2006        2007

1

Real Estate reflects loans in Real Estate Banking only. Taking into account loans transferred from Real Estate Banking to Middle Market for coverage in 2007, CAGR still low

at 4%

1

6

Non-lending income focus = higher reward for credit risk

~2/3 of revenue is non-lending

Total 2007 Revenue

Lending

35%

Other

1%

IB

11%

TS

88%

Non-lending

65%

% of non-

lending

revenue

7

Real estate

37%

All other

63%

Real estate

12%

All other

88%

Real estate % of total portfolio

Commercial Bank

Peer median²

Reported real estate outstanding ($B)

$10

$20

$25

Commercial Bank

Peer median

Peer average

Real estate exposure well below major competitors

1

Reflects $7B reported in Real Estate Banking; approx. $3B resides throughout Middle Market and Mid-Corporate; total commitments of approx. $16B

2

Peers

include

comparable

segment

at

BAC,

C,

CMA,

FITB,

NCC,

PNC,

STI,

USB,

WB,

WFC,

ZION;

reported

outstandings

as

of

12/31/07

1

2

2

8

Single Family

15%

Office

13%

Multi-Family

15%

Industrial

8%

Coml Land

3%

Coml

Subscription

Line

7%

Other

5%

Retail

17%

Residentia

Land

1%

Housing

Subscription

Line

7%

Residential

Lots

4%

Condo

5%

CB real estate exposure ($B)

Real Estate Banking outstanding

Total outstanding: $7.3B

Investment Real Estate:

O/S

RCE

Real Estate Banking

$7.3 

$12.3

Middle Market & Mid-Corporate

2.9 

4.2

Total Investment

$10.2 

$16.5

% of total CB 

16%

12%

Owner-Occupied 

4.2 

5.9

Total Investment & Owner-

Occupied

$14.4 

$22.4

% of total CB

22%

16%

Note:

reported

outstandings

as

of

12/31/07

Diversified Real Estate portfolio

9

NPL Ratio by business

NCO Ratio by business

Credit environment is changing

Majority of NPLs have come from real estate, as expected

0.09%

0.01%

(0.05)%

0.00%

0.03%

0.06%

0.00%

0.01%

0.23%

-0.1%

-0.1%

0.0%

0.1%

0.1%

0.2%

0.2%

0.3%

Middle Market

Mid-Corporate

Real Estate Banking¹

0.69%

0.32%

0.15%

0.29%

0.01%

0.03%

0.17%

0.04%

0.70%

0.0%

0.1%

0.2%

0.3%

0.4%

0.5%

0.6%

0.7%

0.8%

Middle Market

Mid-Corporate

Real Estate Banking

4Q05     4Q06     4Q07

4Q05     4Q06     4Q07

4Q05     4Q06     4Q07

2005     2006     2007

2005     2006     2007

2005     2006     2007

1

Real Estate reflects credit ratios in Real Estate Banking only

1

10

Expect our conservative portfolio positioning to outperform industry average

But expect higher NCOs and NPLs in 2008

Net Charge-off Ratio (bps)

Nonperforming Loans (NPL) Ratio (bps)

1

Peers include comparable segment at BAC, C, CMA, FITB, NCC, PNC,

STI, USB, WB, WFC, ZION

23

24

38

70

2006

2007

5

7

15

28

2006

2007

Commercial Banking

Peer median¹

11

Client product penetration (% of total)

Note:

Product

definition:

max

product

penetration

=

40

products,

one

product

count

per

product

category

Strong client relationships, multiple product focus

Average client uses 7.4 products today

11%

14%

12%

62%

22%

24%

29%

25%

0 to 1

2 to 4

5 to 8

9+

Lending clients

Non-lending clients

12

Selling beyond loans provides higher ROE

Commercial Banking portfolio –

2007 product ROE

Note:

illustrative

purposes

only,

represents

entire

Commercial

Banking

portfolio

and

100%

of

firmwide

revenue

Lending

Lending + TS

Lending + TS + IB

7-10%

18-20%

24-26%

13

Gross IB Fees ($mm)

Treasury Services ($mm)

International ($mm)

37

60

96

2005

2006

2007

552

716

888

2005

2006

2007

Growth from our differentiated product set

Lending

Core

Cash

Mgmt

Investment

Banking

Treasury

Services

Products

Custody

&

Fiduciary

Retail

&

Credit

Cards

Alternative

Financing

Int’l

TS

Asset

Management

Regional competitors

JPMC product capabilities

61% CAGR

27% CAGR

2,062

2,243

2,350

2005

2006

2007

7% CAGR

14

2008 Goals

Consistent game plan –

continuously improving execution!

Respect dramatically evolving credit environment

Active portfolio

management

Strive to achieve 45%

Overhead Ratio

Clients, assets, talent

Watch “nickels & dimes”

Maintain high level of calling

and coverage

Increase products per client

Invest opportunistically

5% YoY

growth

Reach 8 avg. products

per client

15

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

I

N

F

R

A

S

T

R

U

C

T

U

R

E

A

S

A

S

T

R

A

T

E

G

I

C

A

S

S

E

T

Frank Bisignano, CAO

Infrastructure as a strategic asset

Development productivity

Data center capacity

Operations productivity

Real estate / footprint

1

Firmwide technology spend as a % of total firm revenue

Managing technology expense

0%

2%

4%

6%

8%

10%

12%

14%

2005

2006

2007

2

Rationalization and management of applications

2004

2007

% reduction

Investment Bank

2,161

1,105

49%

Retail Financial Services

1,168

674

42%

Asset Management

1,150

724

37%

Treasury Services & Commercial Bank

1,697

1,089

36%

Card Services

434

369

15%

Corporate Technology

1,258

802

36%

Total

7,868

4,763

39%

Number of applications

3

Increased data center capacity while reducing costs

Size of computer power 

2005

2006

2007

MIPs 

43,000

56,000

69,000

# of servers

40,000

36,000

35,000

Online storage (TBs)

3.4k

6.8k

9.8k

Increased resiliency and data protection

2005

2006

2007

Data center space-highest resiliency

47%

67%

69%

Expense ($mm)

$2,848

$2,651

$2,447

4

Operations productivity

IB trade volume vs. headcount

Check processing vs. headcount (000s)

Daily NAVs

produced vs. headcount

Commercial loan volume vs. headcount

389,341

1,138,604

0

200,000

400,000

600,000

800,000

1,000,000

1,200,000

4Q05

4Q07

0

800

1,600

2,400

3,200

4,000

4,800

Volume

Headcount

186,724

102,484

0

50,000

100,000

150,000

200,000

4Q05

4Q07

0

500

1,000

1,500

2,000

Volume

Headcount

273,400

266,500

262,000

264,000

266,000

268,000

270,000

272,000

274,000

4Q05

4Q07

0

200

400

600

800

1,000

Volume

Headcount

462,466

434,305

420,000

430,000

440,000

450,000

460,000

470,000

4Q05

4Q07

0

400

800

1,200

1,600

2,000

Volume

Headcount

5

Increased branches, vacancy reduction…build for the

future

2005

2006

2007

Branches

2,641

3,079

3,152

Data center square foot (mm)

1.0

0.7

0.8

Total RSF (mm)

71.4

67.4

63.9

Total vacant RSF (mm)

13.0

9.6

8.5

Total RSF per employee

415

377

346

Build of new IB headquarters in NY

Build of new IB headquarters in London

Renovation of JPMorgan Chase headquarters at 270 Park Avenue

Three major investments

Note: RSF is defined as rentable square feet

6

Employees by location —

top cities

New York

24,472

Wilmington -6,079

Columbus -

14,035

Houston –

5,718

Phoenix -

6,433

Dallas -

7,695

Tampa –

3,644

Indianapolis –

2,235

London –

8,816

Bournemouth –

4,097

Mumbai –

7,273

Bangalore  -

1,951

Hong Kong –

2,858

Singapore –

1,120

Sydney –

1,280

Chicago –

10,866

San Antonio –

2,414

Orlando –

1,631

Springfield –

1,494

Monroe –

1,468

Louisville –

1,337

Tokyo –

1,484

Manila –

1,625

Milwaukee-

1,156

7

2008 Key initiatives

Development efficiency

Data center build-outs

Ultra long haul network

Data protection initiatives

Check image processing and deposit friendly ATMs

Location strategy

Internal leverage

8

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

I

N

V

E

S

T

M

E

N

T

B

A

N

K

Steve Black & Bill Winters, Co-CEOs

Agenda

Page

Wrap-up

Discipline:  risk management

2007 highlights

1

1

15

23

Growth

5

Strong relative revenue performance in 2007

Total IB Revenue ($B)

IB Fees ($B)

2.7

14.7

16.2

17.6

23.9

33.3

18.2

1.1

(0.5)

(2.7)

GS  

DB  

JPM  

CS  

LEH  

MS  

C

BAC  

UBS  

MER  

3.9

2.5

3.9

4.9

6.1

4.9

5.5

5.5

6.6

7.6

GS

JPM

UBS

MS

C

MER

CS

LEH

DB

BAC

YoY

YoY

23%

(4)%

7%

(2)%

Note:

Includes

all

mortgage-related

and

leveraged

lending

marks;

Includes

top

10

IB

segment

results

for

competitors

disclosing

4Q07

results

as

of

2/15/08;

GS’

and

MS’

revenue exclude

principal

investments;

C’s

and

UBS’s

fees

are

firmwide

0%

(27)%

(89)%

NM

NM

(87)%

34%

31%

4%

31%

19%

22%

24%

(8)%

2%

3%

2

Derivatives House of

the Year

Best Derivatives House over the Past 20

Years

Best Credit Derivatives House –

Pioneer

and Modern Great

League table results

2007 performance highlights

Major 2007 Awards

Best Overall Investment Bank

Five bankers named

to 2007 Rainmaker List

Best Equity Capital Markets –

Global

Best Debt House-

Western Europe

Supranational/ Sovereign/

Agency/ Regional Bond House

Asia-Pacific Equity-linked House

U.S. Leveraged Finance House

Source: Thomson Financial

1

Global announced M&A market share and ranking for 2006 includes transactions withdrawn since 12/31/06

3

2006

2007

Rank

Share

Rank

Share

Global M&A Announced

1

#4

26%

#4

24%

Global Debt, Equity & Equity

-related

#2

7%

#2

7%

US Debt, Equity & Equity

-related

#2

9%

#2

10%

Global Equity & Equity

-related

#6

7%

#2

9%

Global IPOs

#6

5%

#4

7%

Global Converts

#5

7%

#1

15%

US Equity & Equity

-related

#6

8%

#5

11%

Global Long-term Debt

#3

6%

#2

7%

Global Investment Grade Debt

#3

6%

#3

7%

Global High Yield

Debt

#1

14%

#1

12%

Global ABS

#6

6%

#2

9%

Global Loan Syndications

#1

14%

#1

13%

Improved diversification: by region and asset class

Revenue by product³

2007

2006

Total = $17.7B

2003

Total = $12.6B

Fees

26%

Equity

12%

Fixed

income

62%

Fees

31%

Equity

20%

Fixed

income

49%

Total = $16.9B

Fees

39%

Equity

23%

Fixed

income

38%

1

Total IB revenue, including Credit Portfolio

2

2003

data

is

presented

on

an

unaudited

pro

forma

combined

basis

that

represents

how

the

financial

information

of

JPMorgan

Chase

&

Co.

and

Bank

One

Corporation

may

have

appeared had the two companies been merged for the full year

3

Total IB revenue, excluding Credit Portfolio

Revenue by region¹

2007

Total = $18.2B

2006

Total = $18.8B

2003

Total = $14.3B

Americas

61%

Asia Pacific

8%

EMEA

31%

Americas

51%

Asia Pacific

10%

EMEA

39%

Americas

45%

Asia Pacific

15%

EMEA

40%

4

2

2

The themes we focused on over the past few years —

growth,

discipline and people —

are still core to our 2008 strategy

Growth

Grow our core business

Invest in international markets

Expand our client base and deepen client loyalty

Deliver the whole firm

Invest in distressed assets

Discipline

Improve return on risk

Strengthen controls

Build technology capabilities

Relentlessly focus on productivity

People

Attract and retain the best people

Develop our people

Drive management accountability

Reinforce our culture

Capitalize on

our position

of strength

in everything

we do

5

World-class Rates and FX: now a merged platform

Strongest Rates performance since 2001 and

Record FX annual revenues

Strong client growth: Derivative and FX

revenues from IB corporate and CB clients up

88% YoY

Aggressive rollout of extended e-trading

capabilities

on

Bloomberg,

TradeWeb

and

Reuters

Top 2 Rates / Top 3 FX eCommerce Rankings

2007 progress

Integrated FX/Rates platform

Global capabilities with 24 hour servicing

Strong market share across rates/FX

Electronic platform offering

Risk management capabilities

Client business and proprietary trading

balance

JPM competitive advantages

Build-out of Asia Rates/FX business

Further extension of ecommerce offerings

Enhanced intra-day risk management and

other infrastructure capabilities

Improved Straight-Through Processing

Increased leverage of economies of scale

2008 priorities

1.

Based

on

number

of

top

3

rankings

across

US

and

European

rate

products

#1 ranking in Global

Rates & FX Strategy¹

Derivatives House of the Year

2007 Awards

Top Derivatives House of the

Last 20 Years

6

2007 progress

2008 priorities

Leverage our leading derivatives franchise

to structure more products for high net

worth and retail investors globally

Grow our client franchise in emerging

markets where we are building -

Latin

America, Russia, India, the Middle East

Further develop our electronic market

making capabilities in derivatives and cash

products

Record

equity

underwriting,

up

45%

YoY

Ranked

#2

in

Global

Equity

&

Equity-related

3

Higher share in fee and volume

4

Record

equity markets, up 13%

YoY

Cash sales & trading up 32% YoY

Record F&O revenues

$1.7

$3.9

2004

2007

Equity underwriting ($B)

Equity markets ($B)

$0.8

$1.7

2004

2007

Competitor

CAGR

=

29%

Competitor

CAGR

=

19%

Equities: multi-year investments paying off

JPM CAGR = 32%

JPM CAGR = 30%

1

Average

04-07

CAGR

of

the

following

firms:

GS,

LEH,

MER,

MS,

BAC,

C,

CS,

UBS

and

DB

2

2004 results presented on a pro forma basis

3

Source: Thomson Financial for 2007

4

Sources:

Thomson

for

volumes;

Dealogic

for

ECM

fees,

both

for

2007

versus

2006

2

2

7

1

1

Commodities: continued platform investment

2007 progress

2008 priorities

Continue to build out:  products, talent and

capabilities

Expand physical product set

Further leverage our corporate client franchise

Capitalize on investments and opportunities in

the Environmental Markets space

New management team

Hired 50+ experienced professionals

Improved risk return performance and

significantly diversified risk taking

Formed Environmental Markets business

Established a Principal Investments

practice, focused on Environmental Markets

JPM competitive advantages

Extraordinary client franchise across IB, CB

and PB

Leading Energy franchise

Derivative and structuring capabilities

Strong balance sheet and capital position

Metals (Base and

Bullion)

Oil, Power, and Gas

Trading

Physical Gas

Emissions

Origination

Softs: Agriculture

& Livestock

New Indices

Physical Natural Gas

Liquids

Alternative Energy

Physical Coal

Natural Gas Liquids

Physical Oil

Product platform

Secondary

Emissions Trading

2005

2006

2007

2008

We continue to grow our commodities platform towards a revenue goal of $1B

8

Principal investing: putting capital to work

Continue to build US and EMEA real estate

Deploy capital to growth markets in EMEA

and Asia

Invest in distressed assets

Pursue commodities-related investments

2007 progress

2008 priorities

Built out capabilities in Asia, Real Estate

and ABS

Built out large-cap mezzanine portfolio:

>$300mm in 19 investments

Significant increase in affordable housing

and wind portfolio investments

Recent transactions

Sale of two real

estate JVs in

China

Gains from

Binani

Cement

Limited

IPO

Equity

investment in

Nevada Solar

One plant

project

Equity

investments in

Georgia and

California

housing

developments

Lead financier

of Horizon Wind

Energy LLC

portfolio

9

Market-driven opportunities to act as principal or assist

clients through troubled markets

Northern Rock ERM purchase

On 1/11/08 JPM purchased

the full equitable interest

in a £2.2B Equity Release

Mortgage (ERM) portfolio

from Northern Rock

A unique opportunity to

acquire one of the largest

portfolios in the £7B UK

market, which is growing at

approximately £1.5B

annually

JPM served as Lead

Arranger, Joint Bookrunner

& Sole Syndication Agent on

a $31B 364-day ABCP

Conduit Facility

JPM was able to:

Assemble a $31B facility

from a syndicate of

seven banks

Improve pricing and

credit terms of facility

Reduce exposure

Principal investing

Client-driven opportunity

Sallie Mae ABCP facility

MBIA transactions

JPM provided key

components of MBIA's

capitalization plan:

JPM acted as joint

bookrunner

on MBIA's

$1B

surplus notes offering in

January 2008

JPM acted as joint

bookrunner

on MBIA's

$1B

follow-on offering in

February 2008

10

Powerful issuer client base, with room for growth

Highlights

Global Corporate Banking JV between IB

and TSS

posted 19% YoY

revenue growth

Cost effective model for entering new

markets

#1 in IB fees

per Dealogic

for 4 of

the past 5 years

Gross IB revenue from CB clients

up 24% YoY

2007 industry fee wallet ($B)

Client wallet -

Non-JPM fees

56%

JPM IB fees

7%

Non-client wallet

37%

2007 JPM fees ($B)

Existing clients

66%

New

clients

34%

Total = $86B

Total = $6.6B¹

Non-client wallet

opportunity = $32B

1

JPMorgan

Global

IB

fees

as

reported;

differs

from

Dealogic

JPM

Global

IB

fees

of

$6.3B

11

Other

4

7%

Rates/FX

33%

Equities

36%

Credit/

SPG³ 24%

Investor clients: strong growth, increasingly diverse

Revenue growth¹

by investor client type

Client base²

9%

32%

28%

29%

57%

45%

Insurance

Banks

Asset

Managers

Hedge

Funds

Pensions

Total

1

2007 client revenue growth versus 2006; excludes portfolio management and proprietary trading revenues

2

Pie charts show 2007 client revenue from investor clients

3

SPG = Securitized Products Group

4

Other includes F&O, Commodities and Prime Brokerage

Product set²

Insurance

3%

Hedge

Funds

24%

Pension

5%

Banks

29%

Asset mgrs

39%

12

Asia: record results

2007 progress

IB revenue in Asia ($B)

Expand principal investing, commodities

and CMBS/ABS

Improve synergies with CB, T&SS and

Private Bank

Renewed focus on Japan

$2.7

$1.8

2006

2007

10%

15%

+49%

2007 YoY

revenue growth by country

227%

153%

127%

109%

60%

57%

55%

49%

42%

39%

India

Thailand

China

Malaysia

Korea

Hong Kong

Australia

Taiwan

Philippines

Indonesia

Countries shown represent ~75% of total Asia revenue

Record revenue of $2.7B, up 49% YoY

#3 in fees, up from #9 in 2006¹

Strong markets growth across products,

particularly in Asia ex-Japan

1

Source: Dealogic

for Asia-Pacific region

Business mix—revenue trend

FI markets

Equity markets

IB fees

2006

2007

+15%

+28%

+ 60%

2008 priorities

13

3%

3%

5%

3%

4%

5%

10%

11%

13%

2005

2006

2007

Asia Ex Japan

CEEMEA3

LatAm

% of advisory, equity fees & markets¹

Emerging markets: investments paying off

6%

7%

9%

5%

6%

8%

2%

4%

8%

2005

2006

2007

Asia Ex Japan

CEEMEA

LatAm

% of fixed income fees & markets²

15%

17%

23%

13%

17%

25%

Brazil

China

India

Growth highlights

Revenue growth of 30% YoY

M&A revenue up 200%

ECM revenue up 700%

Cash equities and derivative

revenue up 200%

Revenue tripled YoY

IB fees up 200%

Fixed Income Markets

revenue, including strong

principal investment gains,

up 250%

Equity markets revenue up

32%

Revenue more than doubled YoY

Fixed Income and Equity

Markets revenue up 50%+

Strong principal investment

gains

JV with Zhongshan

Futures

established

Established local incorporated

bank during 2007

3

1

Global Equities exclude proprietary trading and secondary converts.  Bars do not sum to total due to rounding

2

Fixed Income businesses exclude proprietary trading and PIM business

3

Central and Eastern Europe, Middle East & Africa

14

Agenda

Page

Wrap-up

Discipline:  risk management

2007 highlights

15

1

15

23

Growth

5

Risk management results

Leveraged lending

Subprime & subprime CDO

exposure

CDO warehouse & unsold

positions

CMBS

Alt-A

Level 3 assets

Exposure as of 1/31/08 (except Level 3 assets)

1

Estimate includes assets measured at fair value on a recurring basis and Level 3 held-for-sale loans which are accounted for under LOCOM

$21.4B of funded and unfunded commitments

$4.9B of funded and unfunded commitments were

transferred from held for sale to held to maturity

classification on the balance sheet

$2.4B of total subprime and subprime CDO exposure

Exposure is hedged by approximately $1.7B of hedges and

short positions

$5.4B of CDO warehouse and unsold positions

92% corporate credit underlying

$15.2B of total gross exposure which was all funded on the

balance sheet

Majority

is comprised of loans and securities which are

65% AAA-rated 

$6.3B of total exposure; mostly AAA securities and first

lien mortgages 

Expected to move from 4% to 5%¹

of total firmwide

assets

in 4Q07

16

Discipline: limited write-downs compared to peers

Marks disclosed to date ($B)

1

Based on a 3Q07 USD/EUR exchange rate of 1.37 and a 4Q07 USD/EUR exchange rate of 1.45

2

SocGen

4Q marks include $7.2B loss related to rogue trader activities

3

Based on a 3Q07 CHF/USD exchange rate of 1.20 and a 4Q07 CHF/USD exchange rate of 1.15

4

CS 1Q08 marks estimate based on press release dated 2/19/08

4.8

1.4

1.7

5.3

0.7

1.8

0.7

1.6

8.4

2.9

0.3

0.7

1.8

1.5

1.3

13.9

13.6

17.5

10.2

2

9.4

2.0

1.9

0.1

2.9

4

18.7

20.4

22.0

10.6

2

10.1

6.7

4

6.7

2.9

2.6

2.2

1.9

MER

C

UBS

SocGen1

MS

CS

BAC

JPM

BSC

LEH

DB

GS

3Q07 marks

4Q07 marks

1Q08 marks

Note: includes mortgage related,

structured credit and leveraged lending

related marks

3

1

17

JPMorgan leveraged lending commitments ($B)

Leveraged finance positioning

Leveraged finance competitor summary

1

Total

4Q07

commitments

based

on

leveraged

finance

commitments

of

Euro

36.2B

as

of

12/31/07

and

a

USD/EUR

exchange

rate

of

1.45.

2007

disclosed

net

marks

calculated

using

a USD/EUR exchange rate of 1.35 for 2Q07, 1.37 for 3Q07 and 1.45

for 4Q07

2

2007 marks include positive valuation gains realized during 4Q07 of $500mm for GS, $70mm for C and Euro 80mm for DB

3

Total

4Q07

commitments

based

on

leveraged

finance

commitments

of

CHF

36.0B

as

of

12/31/07

and

a

CHF/USD

exchange

rate

of

1.15.

2007

disclosed

net

marks

calculated

using

a CHF/USD exchange rate of 1.20 for 3Q07 and 1.15 for 4Q07

4

MS and BAC did not disclose 4Q07 leverage finance net marks

5

Competitor averages includes DB, C, GS, CS and ML; does not include MS and BAC as 4Q07 net marks were not disclosed

40.6

26.4

-16.5

2.3

Commitments as

of 3Q07

Deals closed &

other

reductions

New

commitments

Commitments as

of 4Q07

Bank

Total 4Q07

commitments

($B)

2007

disclosed

net

marks

($B)

2006

Dealogic

HY bond &

leveraged

loan fees

($B)

Marks

as %

of FY06

wallet

2007 

disclosed net

marks as %

of 4Q07

commitments

DB

1,2

$52.4 

$1.0 

$1.2 

0.9x

2.0%

C2

43.0 

1.5 

1.3 

1.2x

3.5%

GS²

36.0 

1.2 

0.8 

1.5x

3.3%

CS³

31.4 

0.7 

1.2 

0.6x

2.3%

MS

4

30.0 

NA

0.6 

NA

NA

JPM

26.4 

1.3 

1.7 

0.8x

4.9%

ML

18.0 

0.6 

0.7 

0.9x

3.3%

BAC

4

12.0 

NA

1.3 

NA

NA

Competitor avg.

5

$36.2 

$1.0 

$1.0 

1.0x

2.9%

18

Risk management critical success factors

Strong senior management oversight

Disciplined risk management culture, incl

weekly discussions

with senior management on current and emerging risks

Made decisions about aggregate firm-wide exposure & risk

mitigation rather than relying solely on “siloed”

judgment

Employed macro hedging strategies

Communication among

senior mgmt, businesses &

risk mgmt functions

Critical success factors

JPM self-assessment

Management of

balance sheet & capital

positions

Used a wide range of informative risk measures to discuss &

challenge views on credit and market risk broadly

Understood the limitations of individual risk measures

Adaptable

MIS

–

integration

of

market

and

counterparty

risk

-

significant investment in risk infrastructure started in 2004

Sophistication, diversity &

adaptability

of risk measures

Invested in the development of independent pricing models

& staff with specialized expertise

Skeptical of, and less reliant on, external ratings

Used margin disputes as source of valuation information

Learned lessons from past crises

Discipline, skepticism &

judgment in valuation

Senior management is actively involved in setting limits and

risk policy

Strong processes around allocation of capital

Not

focused

on

consolidated

positions

-

more

agile

in

reducing and hedging exposure

19

Risk management, organization & governance:

LOB & committee structure

20

Market risk limit overview

Multi-level limit framework

Limit structure

Limits aligned with management risk

appetite

Annual formal limit review with

appropriate intra-cycle updates

Non-statistical limits are business-

specific

Resolution process

Daily monitoring of limits, including

drawdown limits

Daily excess and loss reporting to head

of relevant business level, depending

on excess

Business in excess must:

Reduce risk within limit,

Agree to follow-up action

plan,

One-off approvals may be granted

to accommodate large client

transactions or market conditions

Firm level

IB level

Business

level

Business level

(e.g. Global

Equities)

VAR; stress loss;

non-statistical;

drawdown limits

IB level

VAR and stress

loss; drawdown

limits

Firm level

(JPMC)

VAR and stress

loss

(corporate

scenarios)

21

Credit risk framework

All underwriting decisions are made with the assumption that we will have to hold all the risk

Limits based on

economic capital

Includes both

credit and private

equity

Industry

Country

Includes all equity

and debt

instruments

External risk

ratings used to

determine

exposure limits

Single name

issuer

Notional and

capital based

limits

Grid-based

thresholds,

dependant upon

risk rating of client

Credit family

Risk approvals

Portfolio

management

Problem

credits

Independent

review

Applies to all

emerging market

countries

Both notional

exposures and

stress-based limits

are monitored

Credit risk management

Concentration management

22

Agenda

Page

Wrap-up

Discipline:  risk management

2007 highlights

23

1

15

23

Growth

5

What you can expect from the Investment Bank

Continue to invest across our businesses in a

disciplined manner

Fully leverage our capital strength through client and

principal opportunities

Maintain a disciplined approach to risk, returns,

efficiency and controls

Improve our earnings consistency

24

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

A

S

S

E

T

M

A

N

A

G

E

M

E

N

T

Jes Staley, CEO

Agenda

Asia growth opportunity

Private Bank growth

Investment performance and markets

1

$0.3

$3.7

$13.2

$1.1

2005

2006

2007

China JV

QDII

Assets under Management in Asia ex Japan ($B)

Assets under Management in China ($B)

Our business in Asia is growing rapidly

$28.2

$46.8

$73.7

2005

2006

2007

2

Asia growth opportunity

Key new growth areas

China: JV firmly established -

3% market share and $13B AUM (up

261% from 2006); additional $1B managed offshore

India:  launched first four funds and established country wide

coverage with six regional offices; over 900 distribution agreements

signed

South Korea: eight retail funds, 21 distribution agreements, $3.5B

AUM (up 170% from 2006)

Strong existing presence

Hong Kong: $14B AUM (up 73% over 2006), 84,000 retail and 81

institutional clients

Taiwan: $13B AUM (up 30% over 2006), over 140,000 retail

customers

Asian Sovereigns ($14B AUM), Liquidity ($9B AUM)

3

China highlights

China JV

5.2 million clients, $13B AUM managed by joint venture

QDII Asia Pacific Advantage Fund was oversubscribed almost 4 times,

raising over $15B in one day, attracting 2 million new investors

AM

launched

two

QDII

funds

through

Hong

Kong

–

over

$1B

AUM

In partnership with:

—

Industrial and Commercial Bank of China

—

China Construction Bank

Greater China Property Fund (GCPF)

Raised $575mm, targeting additional $200mm

$145mm invested to date

Asia Infrastructure and Related Resources Fund

Targeting first close in 1Q08

The fund invests in critical infrastructure businesses across Asia

4

2004

2005

2006

2007

Private Bank Revenue ($mm)

Private Bank growth

18% CAGR

(’04–’07)

$2,605

$1,592

$1,689

$1,907

Pretax

margin:

20%+

Pretax

margin:

35%+

5

Note:

2004

data

is

presented

on

an

unaudited

pro

forma

combined

basis

that

represents

how

the

financial

information

of

JPMorgan

Chase

&

Co.

and

Bank

One

Corporation

may

have

appeared had the two companies been merged for the full year

Private Bank highlights

Total PB revenue up 37% from

2006

Over 1,000 net new clients

(over 40% increase from 2006)

Record net AUS flows of $50B

(up from $24B flows in 2006)

Over 100 net new PB client

advisors (versus over 60 net

new client advisors in 2006)

High growth areas

$201B

$159B

Assets under

management

2007

2006

+47% growth YoY

Placement fees

+89% growth YoY

Performance fees

+43% growth YoY

Structured

products revenue

+33% growth YoY

NII and banking

fees

6

Private Bank clients are benefiting from improvements to our

investment approach

Number of alpha strategies: 3

Expected performance¹:  8.8%

return, 5.6% volatility

Number of alpha strategies:  40+

Actual performance²:  10.4%

return, 4.7% volatility

Fixed

income –

30%

Equities –

70%

Equities –

26%

Fixed income

& cash –

31%

Hedge

funds –

18%

Structured

products –

14%

Real estate

& hard

assets –

6%

Private

equity –

5%

1

Based on performance of benchmarks over a 2-year period ending December 2007

2

Actual performance over a 2-year period ending December 2007

7

Model portfolio -

2008

Model portfolio -

1995

Asset allocation -

2008

Asset allocation -

1995

Investment performance

One-year mutual fund performance:  57% of global long term mutual

fund assets in top two quartiles, versus 65% target

Net outflows in European equity funds

Highbridge

–

Statistical Arbitrage

Fixed income avoided major problems, but some performance impact

8

Continue to focus on investment performance

Market conditions will affect financial performance

Take measures to reduce expense

Consolidate our business after several years of rapid growth

Looking forward

9

F

E

B

R

U

A

R

Y

2

7

,

2

0

0

8

C

A

R

D

S

E

R

V

I

C

E

S

Gordon Smith, CEO

Overarching themes

We are in a much tougher credit environment than recent years and will see

rising credit losses in 2008/2009

However, our portfolio is amongst the most credit worthy in the industry

driven by rigorous risk management capabilities, systems, best practices

from multiple mergers, and a strong rewards centric customer base

We

see

real

organic

growth

opportunities

in

both

US

consumer

and

business

segments

Our

leadership

position

in

cobrand

rewards

enables

us

to

bring

a

strong

and

distinctive

set of capabilities to our proprietary rewards platform

We have a clear strategy and strong leadership team

1

Agenda

Page

Growth opportunities

Credit performance

2

Historical credit performance

Health of our portfolio

Impact of housing slump and mitigating actions

2

10

Credit trends -

Chase Card Services vs. industry

Our strong cobrand partnerships, rewards focus, and risk management/controls have

translated to lower loss

rates

Losses

continue

to

normalize

post

bankruptcy

legislation

but

are

still

low

relative

to

historical

levels

Net credit loss rate

Delinquencies (30 Day+ except Citi)

2.5%

3.5%

4.5%

5.5%

6.5%

7.5%

2003

2004

2005

2006

2007

Chase

Citi

American Express

Capital One

Bank of America

Source: Earnings releases; SEC filings

Notes:

Bank

of

America

US

Consumer

and

Small

Business

segment;

Citi

US

Card

segment

includes

Canada

and

Puerto

Rico

but

excludes

Mexico;

Capital

One

US

Card

segment

excludes

international

credit

card

and

small

business;

Discover

data

includes

international

loans;

American

Express

US

consumer

and

small

business lending portfolios

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

2003

2004

2005

2006

2007

Chase

Citi 90+

American Express

Capital One

Bank of America

Chase 90+

3

Impact of bankruptcy reform

100%

132%

37%

52%

75%

0%

50%

100%

150%

0.0

0.8

1.6

2.4

Bankruptcy filings expected to continue to normalize in 2008

National bankruptcy filings

Source: Administrative office of the US Courts; Economy.com for 2008 forecast of bankruptcy filings

National bankruptcy filing indexed to 2004

National bankruptcy filings (mm)

2008 forecast

2004

2005

2006

2007

4

Trends in credit losses vs. unemployment rate

Net credit loss rate (NCL) vs. unemployment rate

Source: Bureau of Labor Statistics for unemployment rate

2.0%

2.5%

3.0%

3.5%

4.0%

4.5%

5.0%

5.5%

6.0%

6.5%

7.0%

1Q03

2Q03

3Q03

4Q03

1Q04

2Q04

3Q04

4Q04

1Q05

2Q05

3Q05

4Q05

1Q06

2Q06

3Q06

4Q06

1Q07

2Q07

3Q07

4Q07

4.0%

4.5%

5.0%

5.5%

6.0%

6.5%

7.0%

We expect losses to continue to normalize in 2008

Visible losses of 4.50% +/-

in 1H08

2H08 losses depend on economy and unemployment

5.0% Loss rate through the cycle

5

Net credit loss rate

Unemployment rate

Increased focus on rewards to drive loyalty and engagement

Rewards as a percentage of outstandings¹ ($B)

Rewards as a percentage of outstandings¹ ($B)

Cards with rewards have higher level of loyalty and engagement, which drives higher

revenue

Rewards have increased from 32% of outstandings in 2003 to 57% in 2007

$0

$45

$90

$135

$180

2003

2004

2005

2006

2007

Rewards

Non rewards

1

Based on end of period outstandings

32%

68%

40%

60%

44%

56%

53%

47%

57%

43%

6

Lending securitization trust receivables –

FICO< 660 (as of 12/31/07)

FICO distribution of securitized receivables

Due

to

our

strong

underwriting

as

well

as

our

high

concentration

of

co-brand,

T&E

and

reward products, we experience better performance within FICO score bands which

leads to lower delinquencies and lower losses

29.4%

29.0%

26.6%

25.5%

16.0%

16.3%

0%

5%

10%

15%

20%

25%

30%

35%

40%

Capital One

Bank of America

Discover

Citigroup

Amex

Chase

Source: SEC Filings

7

Vermont

Alabama

Arizona

Arkansas

California

Colorado

Connecticut

Delaware

Florida

Georgia

Idaho

Illinois

Indiana

Iowa

Kansas

Kentucky

Louisiana

Maine

Maryland

Massachusetts

Michigan

Minnesota

Mississippi

Missouri

Montana

Nebraska

Nevada

New Hampshire

New Jersey

New Mexico

New York

North Carolina

North Dakota

Ohio

Oklahoma

Oregon

Pennsylvania

Rhode Island

South Carolina

South Dakota

Tennessee

Texas

Utah

Virginia

Washington

West Virginia

Wisconsin

Wyoming

We are closely monitoring housing price changes and the potential

impact on consumer credit

U.S. consumer market –

less CA, NV, MI, FL, AZ

U.S. consumer market –

CA, NV, MI, FL, AZ

U.S. (less CA,NV,MI,FL,AZ)

Dec 2007

YoY Housing price change¹

0.9%

Card delinquency

3.29%

Card charge-off rate

3.92%

1

Data from Case Schiller Index and is based on latest data available for housing price change (data as of 3Q07)

California

Michigan

Florida

Nevada

8

Arizona

CA,

NV, MI,

FL,

AZ

Dec

2007

YoY

Housing

price

change

1

(9.6)%

Card delinquency

4.02%

Card charge-off rate

5.13%

We continually monitor portfolio activity to decrease

magnitude of losses

As leading indicators began to change in the beginning of 2007, we

adjusted our risk management policies and procedures to better

manage potential losses

Started utilizing actual and forecasted view of housing prices to identify

regions at risk

Increased score cutoffs for targeted credit line increase programs

Increased score cutoffs in acquisition direct mail

Increased collections activity by hiring additional collectors

Accelerated high risk judgmental reviews

Proactively decreasing lines where appropriate

9

Agenda

Page

Growth opportunities

Credit performance

10

Industry and Chase Card Services positioning

Growth strategy

Organizing for success

2

10

Source: Earnings Releases; CardData; as of 12/31/07

Note: Amex outstanding market share excludes charge card receivables

1

General Purpose Credit Card (GPCC) market share

US consumer payments landscape

Small Business payments landscape

Consumer/Small Business purchase share²

Industry position

Card penetration of the payments landscape yields significant potential for organic growth

Consumer/Small Business O/S market share¹

2006

Cash 21%

Checks 25%

GPCC & PL

Cards 25%

Debit cards 14%

Other plastic 2%

Electronic 10%

2006

Credit cards 9%

All other 91%

Bank of America 21%

Chase 20%

Amex 9%

Capital One 7%

Other 21%

Citigroup 16%

Discover 6%

Chase Card Services has a large market share in both outstandings and purchase volume

Bank of America 14%

Chase 17%

Amex 22%

Capital One 5%

Other 16%

Citigroup 19%

Discover 7%

~10% of spend

is captured on

credit cards

~50% of

spend still

on cash and

check

Source: Nilson Report (Issue # 890)

Source: TowerGroup; Internal JPMC analysis

Source: Earnings Releases; Nilson Report (Issue # 895); data reflects full year

2007

Other Paper 2%

11

Chase Card Services positioning

Strengths

Strong leadership team

High quality, credit worthy customer base

Strong technology and systems

infrastructure

Well known and well respected brand

Assets of broad retail business

Challenges

Fewer opportunities for growth by

acquisition

Legislative pressures on traditional

growth

levers

Increased competition for share of wallet

Leverage the Chase

brand

Build customer

loyalty through

superior rewards

Strengthen

relationships with

customers via

world-class

customer service

Strategic focus

12

Growth strategy

We create lifelong, engaged relationships

with our customers by being a trusted provider of financial services

Vision

What

Create a differentiated

brand

Build brand equity that

delivers high performance

Create energetic tone

How

Ensure business strategies

are aligned with brand

positioning

Deploy in all media

Ensure consistency across

all channels

Rationalize existing

rewards

products

Develop proprietary

rewards platform

Develop targeted offers for

each customer segment

Redemption to be easy and

intuitive

Engage the customer early

in the lifecycle

Leverage every interaction

to enhance the relationship

Create a superior online

experience

Improve customer service

POS authorizations

Disputes

Card replacement

Brand

Rewards

Customer experience

13

Brand

Increased spending

Greater retention

Benefits of rewards-based customer engagement

3.8x

1.3x

Spend per account

Balance per account

Balance attrition

Account attrition

52% lower

83% lower

Better credit performance

Improved profit

Net credit loss rate

Delinquency rate

29% lower

27% lower

1.7x

Revenue per account

Activation rate

13% higher

Rewards

Customer

Experience

Note: Opportunity is defined as estimated annual pretax income generated if entire pool of non-rewards customers exhibit same level of engagement as rewards customers.  Note

that opportunities are not necessarily additive.

Rewards customers have higher level of engagement which drives higher revenue

Opportunity exists to increase level of engagement for non-rewards customers

14

Brand—Chase What Matters

“WHAT MATTERS TO YOU, MATTERS TO US”

Access

We make it easy—we give customers the tools they need to manage their

accounts, loans, or cash flow however and whenever they choose—on their

terms and their time

We give

customers

a

heads

up

when

they

need

it

to

help

them

save

time

and money—through email, phone, or text alerts

Advocacy

We protect our customers against fraud and identity theft with industry-

leading tools

Protection

We deliver competitive products together with great service and

innovative

features

Value

We reward customers for their business with programs that recognize their

individuality and loyalty, Chase Freedom Card automatically gives

customers triple rewards where they spend the most

Recognition

Brand

Rewards

Customer

Experience

15

In January 2008, we launched a new media campaign—Chase What Matters

Brand—Secret Agent Man

advertisement

Brand

Rewards

Customer

Experience

16

Secret Agent Man commercial

Rewards—Building a brand new Chase

proprietary rewards program

Next Wave

Freedom

Key features

Differentiated and branded proprietary

rewards program with best-in-class

value proposition

Easy to earn and redeem points

Whole family can contribute to one

rewards account

Broad redemption choices that

include merchandise, travel,

electronics, charitable giving, etc.

The Freedom to change—Customer can

change between cash back and points

without losing earned rewards

The Freedom to earn more—Customer

earns 3% for gas, grocery & Quick Serve

Restaurant purchases; 1% for all other

purchases

Targets

Existing customers

Relevance across customer segments

Everyday spend

New customers, younger demographic,

higher spend

Results

No. 1 product sold in Chase branches

Strong activation and spending

numbers

Increased brand awareness from 34% to

57% in December 2007

Continuous improvements to our

platform

Brand

Rewards

Customer

Experience

17

Customer experience—“Moments of truth”

should be positive experiences

Dispute

Processing

POS

Authorization

Card

Replacement

Dedicated advisors for high-touch treatment

Proactive status call

Remove paper for the customer

Constantly improve point of sale approval rate

Apply VIP credit and fraud authorization strategies for our best

customers

Focus on improving international purchase approval rates

Empower advisors to do the right thing

Proactively offer to replace unusable or lost card overnight

Brand

Rewards

Customer

Experience

18

Key segment positioning

Chase Card Services opportunity

Chase Card Services positioning

Potential to improve penetration

Need differentiated rewards platform

Build brand equity

Highly profitable customer base

High concentration of spend

Chase high

net worth

Build brand equity

Focus on capturing spend

Increase share of outstandings

20% share of O/S –

one of top players

Large customer pool with prime+ credit

orientation

Chase mass

affluent

Potential to improve penetration of

partner segment

Opportunity to cross-sell other

products into non-cardmember

partner base

Over 300 partnerships with largest T&E

cobrand portfolio

Strong capability to manage across broad

range of sectors

Cobrand

partners

Opportunity to gain share with

CoBrand

and Private Label products

Gaining market share

Targeting key brands

Retail

partners

Build Small Business appropriate

product and deliver capabilities

Need to build brand

Gaining market share

Significant assets to leverage (partners,

Retail Financial Services, Chase Loyalty

Solutions)

Small

business card

By defining distinct segments of the market, we can focus efforts clearly on the customer, tailor product

innovation, enable delineated target marketing, and increase organization accountability

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Segment strategies

Brand

Leverage the affinity of the partner brand

for the cobrand and retail segments

Target card campaigns in Designated Market Areas (DMAs)

where brand awareness is high for the branded portfolio

Leverage the value of the JPMC enterprise

Chase high net

worth

Chase mass

affluent

Cobrand partners

Retail partners

Small business

card

Rewards

Engage customers early with a compelling rewards program

Leverage portfolio of value-added services and products,

e.g., offer them to loyalty program non-cardholders

Facilitate rewards redemption

Customer experience

Improve authorizations to increase spend, e.g., recognize

international travel of High Net Worth segment

Develop segment-specific policies and procedures: disputes,

fees

Leverage segmentation and customer management platform

Segments

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Key overall messages

We have maintained market share, however revenue growth has lagged

We see real organic growth opportunities based on low card penetration of

the payments landscape

We derive real value being part of JPMC

We are in a much tougher credit environment than recent years and will see

rising credit losses in 2008 and 2009

However, our portfolio quality will position us well on a relative basis

Our vision is to create lifelong, engaged relationships with our

customers

through the Chase Brand, rewards, and the customer experience

As a result, we have organized along five key business segments in order to

fully capture the profit growth potential

Our performance target is 23% –

25% ROE through the cycle

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