J.P. Morgan International Council As of December 31, 2008

Hon. George P. Shultz Xi-Qing Gao David J. O’Reilly Ex-Officio Members Chairman of the Council Vice Chairman, President and Chairman and Chief Executive Officer Distinguished Fellow Chief Investment Officer Chevron Corporation James Dimon Hoover Institution China Investment Corporation San Ramon, California Chairman and Chief Executive Officer Stanford University Beijing, The People’s Republic JPMorgan Chase & Co. Stanford, California of China Michael Pram Rasmussen New York, New York Chairman of the Board Jürgen Grossmann A.P. Møller-Maersk Group Andrew D. Crockett Riley P. Bechtel Chief Executive Officer Copenhagen, Denmark President Chairman and Chief Executive Officer RWE AG JPMorgan Chase International Bechtel Group, Inc. Essen, Germany Sir John Rose New York, New York San Francisco, California Chief Executive William B. Harrison, Jr. Rolls-Royce plc William M. Daley Jean-Louis Beffa Former Chairman London, United Kingdom Vice Chairman Chairman JPMorgan Chase & Co. JPMorgan Chase & Co. Compagnie de Saint-Gobain New York, New York Tokyo Sexwale Chairman of the Midwest Region Paris-La Défense, France Executive Chairman Chicago, Illinois Carla A. Hills Mvelaphanda Holdings Ltd Tony Blair Chairman and Chief Executive Officer Johannesburg, South Africa Walter A. Gubert Former U.K. Prime Minister Hills & Company Vice Chairman London, United Kingdom Washington, D.C. Ratan Naval Tata JPMorgan Chase & Co. Chairman Chairman The Hon. Bill Bradley Franz B. Humer Tata Sons Limited JPMorgan Chase EMEA Former U.S. Senator Chairman Mumbai, India London, United Kingdom Allen & Company, LLC Roche Holding Ltd. New York, New York Basel, Switzerland Marco Tronchetti Provera Chairman and Chief Executive Officer Michael A. Chaney Abdallah S. Jum’ah Pirelli & C. SpA Chairman Former President Milan, Italy National Australia Bank Limited Saudi Arabian Oil Company Perth, Western Australia Dhahran, Saudi Arabia Cees J.A. van Lede Former Chairman, Anatoly B. Chubais Hon. Henry A. Kissinger Board of Management General Director Chairman Akzo Nobel Russian Corporation of Kissinger Associates, Inc. Arnhem, The Netherlands Nanotechnologies - Rusnano New York, New York Moscow, Russian Federation Douglas A. Warner III Mustafa V. Koç Former Chairman of the Board André Desmarais Chairman of the Board of Directors J.P. Morgan Chase & Co. Chairman and Koç Holding A.ÇS. New York, New York Co-Chief Executive Officer Istanbul, Turkey Power Corporation of Canada Ernesto Zedillo Montreal, Canada The Hon. Lee Kuan Yew Director Minister Mentor Yale Center for the Study Martin Feldstein Republic of Singapore of Globalization President Emeritus Singapore New Haven, Connecticut National Bureau of Economic Research, Inc. Minoru Makihara Jaime Augusto Zobel de Ayala Cambridge, Massachusetts Senior Corporate Advisor and Chairman and Chief Executive Officer Former Chairman Ayala Corporation Arminio Fraga Neto Mitsubishi Corporation Makati City, Philippines Founding Partner Tokyo, Japan Gavea Investimentos, Ltd. Rio de Janeiro, Brazil

234 JPMorgan Chase & Co ./ 2008 Annual Report Regional Advisory Board

Philip C. Ackerman Roger N. Farah Leo Liebowitz William C. Rudin Chairman and President and Chief Operating Chief Executive Officer President Chief Executive Officer Officer Getty Realty Corp. Rudin Management Company, Inc. National Fuel Gas Company Polo Ralph Lauren William L. Mack C. David Sammons Richard A. Bernstein James Fernandez Founder and Senior Partner President and CEO Chairman and Executive Vice President and CFO AREA Property Partners Subaru Distributors Corp. Chief Executive Officer Tiffany & Company R.A.B. Holdings, Inc. Peter Markson John Shalam Neil Golub Chairman and Chairman Rod Brayman President and CEO Chief Executive Officer Audiovox Corporation President The Golub Corporation Paris Accessories, Inc. Windmill Distributing Company L.P. Scott A. Silverstein Tod Johnson James F. McCann President and COO Robert B. Catell Chairman and Chief Executive Officer The Topps Company, Inc. Chairman Chief Executive Officer 1-800-Flowers.com National Grid The NPD Group, Inc. Marie Toulantis John Morphy Former Chief Executive Officer Christopher B. Combe Richard W. Kunes Senior Vice President, Barnes & Noble.com Chairman and President Executive Vice President, Chief Financial Officer Combe Incorporated Chief Financial Officer and Secretary Kenneth L. Wallach The Estée Lauder Companies Inc. Paychex, Inc. Chairman, President and Joseph J. Corasanti Chief Executive Officer President and Richard S. LeFrak Michael C. Nahl Central National-Gottesman Inc. Chief Executive Officer Chairman and Executive Vice President CONMED Corporation Chief Executive Officer and Chief Financial Officer Fred Wilpon LeFrak Organization Albany International Corp. Chairman Emil Duda Sterling Equities, Inc. Senior Executive Vice President Richard B. Leventhal James L. Nederlander and Chief Financial Officer Chairman and President Lifetime Healthcare Compan y/ Chief Executive Officer Nederlander Producing Company Excellus Health Plan Inc. Fedway Associates, Inc. of America, Inc. Frank Lourenso Chairman John LiDestri Samuel I. Newhouse III Regional Advisory Board Chief Executive Officer General Manager LiDestri Foods, Inc. Advance Publications Inc.

JPMorgan Chase & Co ./ 2008 Annual Report 235 Board of Directors

Crandall C. Bowles 1 James Dimon David C. Novak 2, 3 Member of: Chairman Chairman and Chairman and 1. Audit Committee Springs Industries, Inc. Chief Executive Officer Chief Executive Officer 2. Compensation & Management (Home furnishing) JPMorgan Chase & Co. Yum! Brands, Inc. Development Committee (Franchised restaurants) Stephen B. Burke 2, 3 Ellen V. Futter 4, 5 3. Corporate Governance & Nominating Committee President President and Trustee Lee R. Raymond 2, 3 4. Public Responsibility Committee Comcast Cable American Museum of Retired Chairman and 5. Risk Policy Committee Communications, Inc. Natural History Chief Executive Officer (Cable television) (Museum) Exxon Mobil Corporation (Oil and gas) David M. Cote 4, 5 William H. Gray, III 1, 4 Chairman and Chairman William C. Weldon 2, 3 Chief Executive Officer Amani Group Chairman and Honeywell International Inc. (Consulting and advisory) Chief Executive Officer (Diversified technology and Johnson & Johnson 1 manufacturing) Laban P. Jackson, Jr. (Health care products) Chairman and James S. Crown 4, 5 Chief Executive Officer President Clear Creek Properties, Inc. Henry Crown and Company (Real estate development) (Diversified investments)

Executive Committee (*denotes member of Operating Committe e)

James Dimon * Guy Chiarello Carlos M. Hernandez Scott E. Powell Chairman and Technology Investment Bank Consumer Banking Chief Executive Officer Andrew D. Crockett John J. Hogan Louis Rauchenberger JPMorgan Chase International Investment Bank/Risk Management Controller Gaby A. Abdelnour Asia Pacific Stephen M. Cutler * Conrad J. Kozak Richard Sabo Legal & Compliance Treasury & Securities Services Chief Investment Office Paul T. Bateman Investment Management William M. Daley * James B. Lee, Jr. Charles W. Scharf * Corporate Responsibility Investment Bank Retail Financial Services Anthony J. Best Investment Bank Kimberly B. Davis David B. Lowman Peter L. Scher Philanthropy Home Lending Global Government Relations & Frank J. Bisignano * Public Policy Chief Administrative Office Klaus Diederichs Samuel Todd Maclin * Investment Bank Commercial Banking Eileen M. Serra Steven D. Black * Card Services Investment Bank John L. Donnelly * Achilles O. Macris Human Resources Chief Investment Office Marc Sheinbaum Philip F. Bleser Auto & Education Finance Commercial Banking Ina R. Drew * Jay Mandelbaum * Chief Investment Office Strategy & Marketing Enrico M. Bombieri Gordon A. Smith * Card Services Investment Bank Althea L. Duersten Blythe S. Masters Chief Investment Office Investment Bank Douglas L. Braunstein James E. Staley * Asset Management Investment Bank Mary E. Erdoes Donald H. McCree, III Wealth Management Finance Clive S. Brown William S. Wallace Card Services Investment Management Joseph M. Evangelisti Heidi Miller * Corporate Communications Treasury & Securities Services Kevin P. Watters Phyllis J. Campbell Business Banking Pacific Northwest Martha J. Gallo Melissa J. Moore Audit Treasury Services William T. Winters * Richard M. Cashin Stephanie B. Mudick Investment Bank One Equity Partners Walter A. Gubert Europe, Middle East and Africa International Consumer Matthew E. Zames Michael J. Cavanagh * Nicholas P. O'Donohoe Investment Bank Chief Financial Officer Evelyn E. Guernsey Investment Management Investment Bank Barry L. Zubrow * Daniel E. Pinto Risk Management Investment Bank Other Corporate Officers

Anthony J. Horan Norma C. Corio Secretary Treasurer

236 JPMorgan Chase & Co ./ 2008 Annual Report 09-0324_AR08_InsideCover_v2.qxp:62107jp_cvr 3/27/09 3:47 PM Page 1

JPMorgan Chase & Co. Financial Highlights

As of or for the year ended December 31, Corporate headquarters Directors Direct deposit of dividends (in millions, except per share, ratio and headcount data) 2008 2007 270 Park Avenue To contact any of the Board members or For information about direct deposit of New York, NY 10017-2070 committee chairs, the Presiding Director dividends, please contact Mellon Investor (a) Reported basis Telephone: 212-270-6000 or the non-management directors as a Services LLC. Total net revenue $ 67,252 $ 71,372 www.jpmorganchase.com group, please mail correspondence to: Stockholder inquiries Provision for credit losses 20,979 6,864 JPMorgan Chase & Co. Principal subsidiaries Contact Mellon Investor Services LLC: Total noninterest expense 43,500 41,703 Attention (Board member(s )) JPMorgan Chase Bank, Office of the Secretary By telephone: Income from continuing operations 3,699 15,365 National Association 270 Park Avenue Extraordinary gain 1,906 — Chase Bank USA, New York, NY 10017 Within the United States, Canada and National Association Puerto Rico: 1-800-758-4651 Net income $ 5,605 $ 15,365 J.P. Morgan Securities Inc. The Corporate Governance Principles (toll free) of the Board, the charters of the principal Per common share: From all other locations: Annual report on Form 10-K Board committees, the Code of Conduct 1-201-680-6578 (collect) Basic earnings per share The Annual Report on Form 10-K of and the Code of Ethics for Finance TDD service for the hearing impaired Income from continuing operations $ 0.86 $ 4.51 JPMorgan Chase & Co. as filed with the Professionals and other governance within the United States, Canada and Securities and Exchange Commission information can be accessed by visiting Net income 1.41 4.51 Puerto Rico: 1-800-231-5469 (toll free) will be made available without charge www.jpmorganchase.com and clicking on Diluted earnings per share upon request to: “Governance. ”Stockholders may request All other locations: a copy of such materials by writing to the Income from continuing operations $ 0.84 $ 4.38 Office of the Secretary 1-201-680-6610 (collect) Office of the Secretary at the above address. Net income 1.37 4.38 JPMorgan Chase & Co. By mail: 270 Park Avenue Cash dividends declared per share 1.52 1.48 Transfer agent and registrar New York, NY 10017 Mellon Investor Services LLC Book value per share 36.15 36.59 Mellon Investor Services LLC 480 Washington Blvd. Stock listing 480 Washington Blvd. Jersey City, NJ 07310-1900 Jersey City, NJ 07310-1900 Return on common equity New York Stock Exchange, Inc. Telephone: 1-800-758-4651 Duplicate mailings Income from continuing operations 2% 13 % London Stock Exchange Limited https://vault.melloninvestor.com/isd Tokyo Stock Exchange If you receive duplicate mailings Net income 4 13 because you have more than one Return on common equity (net of goodwill) The New York Stock Exchange (NYSE) Investor Services Program account listing and you wish to ticker symbol for the Common Stock JPMorgan Chase & Co.’s Investor Services consolidate your accounts, please Income from continuing operations 4% 21 % of JPMorgan Chase & Co. is JPM. Program offers a variety of convenient, write to Mellon Investor Services LLC Net income 6 21 low-cost services to make it easier to rein - at the address above. Certifications by the Chairman and Chief vest dividends and buy and sell shares Tier 1 capital ratio 10.9 8.4 Executive Officer and Chief Financial of JPMorgan Chase & Co. common stock. Independent registered public Officer of JPMorgan Chase & Co. pursuant Total capital ratio 14.8 12.6 A brochure and enrollment materials may accounting firm to Section 302 of the Sarbanes-Oxley Act be obtained by contacting the Program PricewaterhouseCoopers LLP Total assets $ 2,175,052 $ 1,562,147 of 2002 have been filed as exhibits to the Administrator, Mellon Investor Services LLC, 300 Madison Avenue Firm's 2008 Annual Report on Form 10-K. Loans 744,898 519,374 by calling 1-800-758-4651, by writing them New York, NY 10017 Deposits 1,009,277 740,728 The NYSE requires that the Chief Executive at the address indicated above or by visiting Total stockholders’ equity 166,884 123,221 Officer of a listed company certify annually their Web site at www.melloninvestor.com. that he or she was not aware of any violation Headcount 224,961 180,667 by the company of the NYSE's Corporate Governance listing standards. Such certifica - (a) Results are presented in accordance with accounting principles generally accepted in the United States of America. tion was made on June 18, 2008. Financial information about JPMorgan Chase JPMorgan Chase & Co. (NYSE: JPM) is a leading global financial services firm & Co. can be accessed by visiting the Investor JPMorgan Chase distributes shareholder information with assets of $2.2 trillion and operations in more than 60 countries. The firm Relations site of www.jpmorganchase.com. under the Securities and Exchange Commission 20% is a leader in investment banking, financial services for consumers, small Additional questions should be addressed to: “Notice and Access” rule. Compared with previous years, the Firm printed 750,000 fewer annual reports business and commercial banking, financial transaction processing, asset Investor Relations and proxy statements, which saved approximately JPMorgan Chase & Co. management and private equity. A component of the Dow Jones Industrial 7,000 trees and 900 metric tons of CO 2 emissions. 270 Park Avenue Average, JPMorgan Chase serves millions of consumers in the United States This annual report is printed on paper made from New York, NY 10017 well-managed forests and other controlled sources, Cert no. S W-CO C-1576 and many of the world’s most prominent corporate, institutional and Telephone: 212-270-6000 and the paper is independently certified by BVQI government clients under its J. P. Morgan and Chase brands. to the Forest Stewardship Council (FSC) standards. The paper contains 20% post-consumer waste Information about J. P. Morgan capabilities can be found at www.jpmorgan.com recycled fibers. and about Chase capabilities at www.chase.com. Information about the firm is ©2009 JPMorgan Chase & Co. All rights reserved. available at www.jpmorganchase.com. Printed in the U.S.A.