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 21, 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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| ______________________ |
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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 | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
The following Exhibit is incorporated by reference into the Registration Statement on Form S-3ASR (333-130051) of JPMorgan Chase & Co. (the “Registrant”) as an exhibit thereto and is filed as part of this Current Report.
| | 8.1 | Tax Opinion of Davis Polk & Wardwell relating to Principal Protected Notes Linked to the S&P 500® Index due February 26, 2013 |
| | 8.2 | Tax Opinion of Davis Polk & Wardwell relating to 13.05% per annum Reverse Exchangeable Notes due February 26, 2009 Linked to the Common Stock of Citigroup Inc. |
| | 8.3 | Tax Opinion of Davis Polk & Wardwell relating to Buffered Return Enhanced Notes Linked to the S&P 500® Index due March 31, 2009 |
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: | Neila B. Radin | |
| | | Title: | Senior Vice President | |
Dated: February 25, 2008
EXHIBIT INDEX
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| 8.1 | Tax Opinion of Davis Polk & Wardwell relating to Principal Protected Notes Linked to the S&P 500® Index due February 26, 2013 |
| 8.2 | Tax Opinion of Davis Polk & Wardwell relating to 13.05% per annum Reverse Exchangeable Notes due February 26, 2009 Linked to the Common Stock of Citigroup Inc. |
| 8.3 | Tax Opinion of Davis Polk & Wardwell relating to Buffered Return Enhanced Notes Linked to the S&P 500® Index due March 31, 2009 |
