JPMORGAN INVESTMENT BANK

1
JPMORGAN INVESTMENT BANK

• David A. Coulter
• Vice Chairman
• J.P. Morgan Chase Co.
• UBS Warburg 2003 Financial Services Conference
• April 29, 2003

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Agenda

• Top-tier client franchise

• Complete platform

• Value of business model

• First quarter performance

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Top-tier client franchise
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Our success is demonstrated by recent
transactions
Highlights

• Leading strategic and financial advisor across
  multiple products including debt, equity and MA
• Recent deals include
• 900mm acquisition of Italian Pay-TV operator
  Telepiu (10/02)
• 6.6bn acquisition of 34 of Hughes Electronics
  (4/03)
• Joint Bookrunner in 1.5bn Senior Exchangeable
  Convertible Security (3/03)
• Dealer Manager and Joint Bookrunner on 500
  million high grade issue (3/03)

• 1.15bn convertible offering (4/03)
• Acted as Joint Bookrunner in 1.75bn dual tranche
  offering of senior notes (2/02)
• JPMorgan has historically played an active role
  in Disneys finances through top-tier
  participation in companys credit facility

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Our relationships with LBO firms demonstrate our
strengths with a sophisticated client base

• LBO industry represents a large wallet
• Good market conditions for LBOs
• Supply of good candidates
• Declining interest rates
• Strong liquidity in the financing markets
• JPMorgan is well-positioned to capitalize on
  growth

7,050,000,000 Sole MA advisor on acquisitionof
QwestDex
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We have a top-tier global client franchise
2002 Investor revenue
2002 Issuer revenue
Other
Other FIG
Insurance
GeneralIndustry
Hedge Funds
Asset Mgrs./Pension Funds
Banks Insurance
Govts. Agencies
TMT
Banks/Broker Dealers
Issuer client franchise
Investor client franchise

• Clients served by offices across all regions
• In 2002, served over 8,000 clients
• Almost 1,500 clients generated over 1 million
  each in revenue in 2002
• Strong relationships with over 90 of Fortune
  1000 companies in the US and equivalent global
  penetration

• Global trading operations in all major
  money-centers
• In 2002, served over 6,000 clients
• Over 750 clients generated over 1 million each
  in revenue in 2002

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We have improved our positioning with clients
Competitive Index Score vs. equity, MA and debt
estimated market share -U.S. Positioning 3Q02
Goal Zone
Citi
JPM3Q02
GS
MS
CSFB
AGE
ML
LB
JPM1Q02
DBAB
UBSW
BS
BARC
BoA
ABN
CIBC
DKW
WCH
RS
BNP
BOne
Source Brendan Wood International For internal
use only
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Significant upside exists through improved cross
selling to our existing client base
JPMorgan of global clients using MA, Equity
U/W, Debt U/W
Source Thomson Financial Securities Data January
2001 December 2002
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Complete platform
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We have a complete product platform with
leadership positions
JPMorgan global rank and share relative to top 3
competitors 1Q03
Source Thomson Financial Securities Data 1
Institutional Investor 1/03 rankings
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The equities business is a key component of our
model
Recent deals
Strategy

• Strategy differentiated between cash, derivatives
  and convertibles
• Profitability driven
• Prioritize clients, key research sectors and core
  markets
• Capture synergies across firm

Telekom SA
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Our derivatives business demonstrates our
innovation in providing integrated client
solutions
Derivatives market share
Credit Derivatives House of the Year
(RiskAsia) 10 out of 14 top rankings in the
Annual Global Derivatives Rankings No. 1 position
in 71 out of 212 subcategories Derivatives House
of the Year Credit Derivatives House of the
Year Interest Rate Derivatives House of the Year
Source ISDA/BIS June 2002
Derivative counterparty exposure on 12/31/02 (
billions except notional figure)
JPMorgan derivatives revenues billions
24tn
638
555
Collateral
83
53
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Value of business model
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We are a top player
1Q03 investment banking fees and capital markets
and lending revenue billions
(Lending)
Source Company reports. Reflects total
Investment Bank segment revenues for each firm
(Capital Markets Banking for Citi,
Institutional Securities for Morgan Stanley,
Investment Banking Trading Principal
Investments for Goldman, Global Markets
Investment Banking for Merrill and Investment
Banking Capital Markets for Lehman) with
firmwide IB fees (unless separately reported on a
segment basis).
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with a diverse revenue base in attractive
markets
Highlights
1Q03 Revenue of 4,012 (?21 vs. 4Q)

• Historical market growth has been strong across
  all businesses even excluding the 19992001
  market bubble
• Current markets reflect geo-political and
  corporate governance concerns and weak economic
  conditions
• We are well-positioned for market rebound

Treasury
5growth
Credit Portfolio
13growth
Fixed Income Capital Mkts.
27 growth
4decline
Global Market Volume CAGRs (19912002)
IB Fees
126growth
MA 12 Equities 9 Investment Grade
5 Syndicated Loans 16

19952002 Interest Rate Derivatives 28
Equity CapitalMkts.
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Balance of client and non-client revenues
Full-year 2002 client versus non-client revenues
Treasury
Non- Client 25
Client
Proprietary and portfolio management
2002 Revenue 12.4 billion
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We have created significant operating leverage
Quarterly revenue ( billions)
Illustrative impact on ROE
3.6bn
3.6B/Qtr
3B/Qtr
3.0bn
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Credit will remain a key strategic offering
Highlights
Historical credit costs ( billions)

• Credit costs are cyclical
• Credit transformation is underway
• JPMorgan has a unique opportunity to effect
  change given our market leadership
• Enhancements to credit management to reduce
  earnings volatility
• We will manage to overall profitable return

0.28
1Q02
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First quarter performance
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We are off to a good start in 2003
Total firm revenues 8.9 billion
4.0bn
4.9bn
1Q03 League Table Summary
U.S. Equity Equity Related 1 Global
Syndicated Loans 1 US Investment Grade
2 Global Announced MA 3 Global Equity
Equity Related 3

• Revenue rebounds with operating leverage
• Positive commercial credit trend

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Summary

• Powerful franchise
• Leading client base
• Complete product platform
• Leadership positions
• Scale
• Operating leverage
• Winning business model that clients want
• Focus on execution of strategy

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QA
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• This presentation contains statements that are
  forward-looking within the meaning of the Private
  Securities Litigation Reform Act of 1995. Such
  statements are based upon the current beliefs and
  expectations of JPMorgan Chase's management and
  are subject to significant risks and
  uncertainties. These risks and uncertainties
  could cause our results to differ materially from
  those set forth in such forward looking
  statements. Such risks and uncertainties are
  described in our 2002 Annual Report on Form 10-K,
  filed with the Securities and Exchange Commission
  and available at the Securities and Exchange
  Commission's internet site (http//www.sec.gov),
  to which reference is hereby made.