Pricing Supplement No. 20 Dated July 19, 1996 (To Prospectus Supplement dated February 20, 1996 and Prospectus dated January 31, 1996) Pursuant to Rule 424(b)(2) Registration Statement No. 33-64193 J.P. Morgan & Co. Incorporated Medium-Term Notes, Series A (Floating Rate Notes) Principal Amount: $50,000,000 CUSIP: 61687Y AS6 Trade Date: July 19, 1996 Settlement Date: July 23, 1996 Maturity Date: July 23, 1998 If principal amount is other than U.S. dollars, equivalent in U.S. dollars: N/A Exchange Agent: N/A Price to Public (Issue Price): 100% Net Proceeds to Issuer: 99.80% Interest Rate (per annum): Initially 6.00% per annum up to but excluding July 23, 1997; thereafter 1-month LIBOR + 0.125% (as described below), subject to a Maximum Interest Rate of 7.00%. Coupon and intermediation calculations rounded to five decimal places (as more fully described in the Prospectus Supplement referred to above). Interest Rate Basis: ( ) Commercial Paper Rate ( ) Federal Funds Rate ( ) LIBOR (Reuters) ( ) Treasury Rate Note (X) LIBOR (Telerate) * ( ) Other: ( ) Prime Rate * Interest rate up to but excluding July 23, 1997 shall be fixed at a rate of 6.00% Interest Payment Date(s): The first coupon, fixed at 6.00%, will be paid on July 23, 1997; thereafter interest will be paid monthly on the 23rd of each month, commencing August 23, 1997. ( All payment dates are subject to the Business Day convention described in the Prospectus Supplement). Record Date(s): (X ) The fifteenth day (whether or not a Business Day) next preceding each Interest Payment Date ( ) Other Initial Interest Rate Per Annum: 6.00% Interest Payment Period: ( ) Annual ( ) Semi-Annual ( ) Monthly ( ) Quarterly (X) Other (Annual for the period up to but excluding July 23, 1997; monthly thereafter) Interest Reset Periods: ( ) Daily ( ) Weekly ( ) Monthly ( ) Quarterly (X) Other (Monthly, commencing July 23, 1997) ( ) Semi-annually; the third Wednesday of : ( ) Annually; the third Wednesday of: Interest Determination Dates, if other than stated in the Prospectus Supplement: N/A Interest Reset Date, if other than stated in the Prospectus Supplement: Twenthy-third of each month beginning July 23, 1997 (subject to Business Day convention described in the Prospectus Supplement) Interest Calculation: (X ) Regular Floating Rate ( ) Inverse Floating Rate (Fixed Interest Rate: ___%) ( ) Other Floating Rate (See attached) Spread (plus/minus): + 0.125% Spread Multiplier: N/A Index Maturity: 1 month Index Currency: N/A Maximum Interest Rate: 7.00% Minimum Interest Rate: N/A Calculation Date if other than stated in the Prospectus Supplement: N/A Right of Payment: ( ) Subordinated (X) Unsubordinated Day Count Basis: ( ) 30/360 (Commercial Paper Rate Notes, Federal Funds Rate Notes, Prime Rate Notes and LIBOR Notes) ( ) Actual (Treasury Rate Notes) (X) Actual/360 (from July 23, 1996 up to but excluding July 22, 1997) Form: (X) Book-Entry Note (DTC) ( ) Certificated Note Denomination: $250,000 with $50,000 integral multiples thereafter. Redemption: (X) The Notes may not be redeemed prior to stated maturity. ( ) The Notes may be redeemed prior to maturity. Optional Redemption Date(s): Initial Redemption Date: Initial Redemption Percentage: Annual Redemption Percentage Reduction: Modified Payment Upon Acceleration: Repayment Date Prices: N/A Sinking Fund: None Extendible Note: ( ) Yes (X) No Amortization Schedule: N/A Original Issue Discount: N/A Amount of OID: Yield to Maturity: Interest Accrual Date: Initial Accrual Period OID: Indexed Note: ( ) Yes (X) No Calculation Agent(s): (X ) First Trust of New York, National Association ( ) Morgan Guaranty Trust Company of New York Plan of Distribution: The Company, through J.P. Morgan Securities Inc. ("JPMSI") acting as the Company's agent, will sell the aggregate principal amount of the Notes to Merrill Lynch, Pierce, Fenner & Smith Incorporated at a price of 99.80% of the principal amount of the Notes. The Company has agreed to indemnify JPMSI and Merrill Lynch, Pierce, Fenner & Smith Incorporated against certain liabilities, including liabilities under the Securities Act of 1933, as amended. Additional Terms: CAPITALIZED TERMS USED IN THIS PRICING SUPPLEMENT WHICH ARE DEFINED IN THE PROSPECTUS SUPPLEMENT OR THE PROSPECTUS SHALL HAVE THE MEANINGS ASSIGNED TO THEM IN THE PROSPECTUS SUPPLEMENT OR THE PROSPECTUS.