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Published on 11/29/2006 in the Prospect News Structured Products Daily.

JPMorgan plans bearish notes inversely linked to PHLX Housing Sector

By Angela McDaniels

Seattle, Nov. 29 - JPMorgan Chase & Co. plans to sell bearish principal-protected senior unsecured notes inversely linked to the PHLX Housing Sector index from time to time, according to a 424B2 filing with the Securities and Exchange Commission.

The payout at maturity will be par plus a return equal to the absolute value of any decline in the index multiplied by a participation rate. Investors will receive at least par.

The notes may have a knock-out level, in which case the payout at maturity will be par multiplied by the knock-out rate if the index falls to the knock-out level during the life of the notes.

Alternatively, the notes may have a fixed payment, in which case the payout at maturity will be (i) par plus an additional amount if the index finishes at or below the initial index level or (ii) par if the index finishes above the initial index level.

The notes may also pay a coupon, and the payout at maturity may be subject to a minimum and/or maximum return.

The participation rate, knock-out rate, knock-out level, fixed payment and coupon, if applicable, will be specified in the pricing supplement for each issue.

JPMorgan Chase may select J.P. Morgan Securities Inc. or another dealer to be the agent for each issue.


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