UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
| Date of report (Date of earliest event reported): February 7, 2008 |
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JPMORGAN CHASE & CO. |
(Exact Name of Registrant as Specified in Charter) |
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| | DELAWARE | |
| | (State or Other Jurisdiction of Incorporation) | |
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001-05805 | | 13-2624428 |
| (Commission File Number) | | (IRS Employer Identification No.) |
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270 Park Avenue, New York, NY | | 10017 |
| (Address of Principal Executive Offices) | | (Zip Code) |
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Registrant’s telephone number, including area code: (212) 270-6000 |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| o | communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
The following Exhibits are incorporated by reference into the Registration Statement on Form S-3ASR (333-130051) of JPMorgan Chase & Co. (the “Registrant”) as exhibits thereto and are filed as part of this Current Report.
| 8.1 | Tax Opinion of Davis Polk & Wardwell relating to 9.425% (equivalent to 18.85% per annum) Reverse Exchangeable Notes due August 12, 2008 Linked to American Depositary Shares, Each Representing Ten B Shares of LM Ericsson Telephone Company |
| 8.2 | Tax Opinion of Davis Polk & Wardwell relating to 9.30% Reverse Exchangeable Notes due February 12, 2009 Linked to American Depositary Shares, Each Representing 2 Ordinary Shares of GlaxoSmithKline plc |
| 8.3 | Tax Opinion of Davis Polk & Wardwell relating to Return Enhanced Notes Linked to the Dow Jones EURO STOXX 50® Index due August 13, 2008 |
| 8.4 | Tax Opinion of Davis Polk & Wardwell relating to 6.50% (equivalent to 26.00% per annum) Reverse Exchangeable Notes due May 13, 2008 Linked to the Common Stock of Target Corporation |
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) | |
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| By: | /s/ Neila B. Radin | |
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| | Name: | | |
| | Title: | | |
Dated: February 11, 2008
EXHIBIT INDEX
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| 8.1 | | Tax Opinion of Davis Polk & Wardwell relating to 9.425% (equivalent to 18.85% per annum) Reverse Exchangeable Notes due August 12, 2008 Linked to American Depositary Shares, Each Representing Ten B Shares of LM Ericsson Telephone Company |
| 8.2 | | Tax Opinion of Davis Polk & Wardwell relating to 9.30% Reverse Exchangeable Notes due February 12, 2009 Linked to American Depositary Shares, Each Representing 2 Ordinary Shares of GlaxoSmithKline plc |
| 8.3 | | Tax Opinion of Davis Polk & Wardwell relating to Return Enhanced Notes Linked to the Dow Jones EURO STOXX 50® Index due August 13, 2008 |
| 8.4 | | Tax Opinion of Davis Polk & Wardwell relating to 6.50% (equivalent to 26.00% per annum) Reverse Exchangeable Notes due May 13, 2008 Linked to the Common Stock of Target Corporation |
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