AMENDED JUNE 14, 1996
Pricing Supplement No. 13 Dated June 11, 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
Subordinated Debt Securities
(Fixed Rate Notes)
Principal Amount: $75,000,000
If principal amount is stated in other than
U.S. dollars, equivalent amount in U.S. dollars: N/A
CUSIP: 61688A AB4
Trade Date: June 11, 1996
Settlement Date: June 17, 1996
Maturity Date: June 15, 2011
Price to Public (Issue Price): Variable Price Re-offering
Net Proceeds to Issuer: $73,345,500
Interest Rate (per annum): 7.6875%
Interest Payment Date(s): The 15th day of each month; commencing July
15, 1996.
Record Date(s): ( ) March 1 and September 1 of each year
( X) Other: The first day of each month.
Day Count Basis: ( X) 30/360
( ) Actual
Form: ( X) Book-Entry Note (DTC)
( ) Certificated Note
Redemption:
( ) The Notes may not be redeemed prior to stated maturity.
( X) The Notes may not be redeemed prior to June 15, 2001. Thereafter,
they may be redeemed at the option of the Issuer upon at least 30
calendar days notice, in whole but not in part, on each December 15 and
June 15 at 100% of the principal amount thereof together with accrued
interest to the date fixed for redemption.
Optional Redemption Date(s): See above.
Initial Redemption Date: June 15, 2001
Initial Redemption Percentage: See above.
Annual Redemption Percentage Reduction: N/A
Modified Payment Upon Acceleration: N/A
Sinking Fund: None
Right of Payment:
(X ) Subordinated ( ) Unsubordinated
Original Issue Discount: N/A
Amount of OID: N/A
Yield to Maturity: N/A
Interest Accrual Date: N/A
Initial Accrual Period OID: N/A
Amortization Schedule: N/A
Denominations: $1,000 with $1,000 integral multiples thereafter.
Plan of Distribution:
The Company, through J.P. Morgan Securities Inc. ("JPMSI") acting
as the Company's agent, will sell $30,000,000 aggregate principal
amount of the Notes to Merrill Lynch, Pierce, Fenner & Smith
Incorporated and $15,000,000 aggregate principal amount of the Notes to
Smith Barney Inc. at a price of 97.894% of the principal amount of the
Notes.
The Company has agreed to indemnify the JPMSI, Merrill Lynch,
Pierce, Fenner & Smith Incorporated and Smith Barney Inc. 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.
