<PAGE> 1
_____________________________________________________________________
______
_____________________________________________________________________
______
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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) January 11, 1996
J.P. MORGAN & CO. INCORPORATED
(Exact name of registrant as specified in its charter)
DELAWARE 1-5885 13-2625764
(State or other juris- (Commission (IRS Employer
diction of File Number) Identification No.)
incorporation)
60 WALL STREET, NEW YORK, NEW YORK 10260-
0060
(Address of principal executive offices) (Zip
Code)
Registrant's telephone number, including area code (212) 483-2323
_________________________________________________________________
(Former name or former address, if changed since last report)
_____________________________________________________________________
______
_____________________________________________________________________
______
<PAGE> 2
ITEM 5. OTHER EVENTS
On January 11, 1996, the Registrant issued a press release
announcing
its earnings for the three-month and twelve-month periods
ended December
31, 1995. A copy of such press release is filed herein as
Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(a) Financial Statements
NONE. The financial statements included in this report
are not
required to be filed as part of this report.
(b) Pro Forma Financial Information
NONE.
(c) Exhibits
99. Copy of press release of J.P. Morgan & Co.
Incorporated
dated January 11, 1996.
<PAGE> 3
SIGNATURES
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.
J.P. MORGAN & CO. INCORPORATED
______________________________
(REGISTRANT)
/s/ PATRICIA A. JONES
____________________________
NAME: PATRICIA A. JONES
TITLE: MANAGING DIRECTOR
DATE: January 11, 1996
<PAGE> 1
January 11, 1996
J.P. MORGAN REPORTS FOURTH QUARTER AND 1995 FULL YEAR RESULTS
J.P. Morgan & Co. Incorporated reported net income of $366 million in the
fourth quarter of 1995 versus $193 million a year earlier. Earnings per
share were $1.80 in the fourth quarter versus $0.96 a year earlier.
Net income for 1995 totaled $1.296 billion, up 7% from 1994. Earnings per
share were $6.42 in 1995 versus $6.02 in 1994.
Douglas A. Warner III, chairman, said: "Stronger earnings in 1995 flowed
from across-the-board momentum in meeting the needs of clients worldwide,
as well as good results from activities for our own account. We also
sharpened our focus on core capabilities with the strategic sale of our
securities custody business. In 1996, our drive to earn a growing share of
clients' business will continue."
<TABLE>
FOURTH QUARTER AND 1995 FULL YEAR RESULTS AT A GLANCE
<CAPTION>
In millions of dollars, Fourth Quarter Year
except per share data 1995 1994 1995 1994
____________________________________________________________________________
________________
<S> <C> <C> <C> <C>
Revenues $ 1,518 $ 1,228 $ 5,904 $ 5,517
Operating expenses (990) (963) (3,998) (3,692)
Income taxes (162) (72) (610) (610)
____________________________________________________________________________
________________
Net income $ 366 $ 193 $ 1,296 $ 1,215
Net income per share $ 1.80 $ 0.96 $ 6.42 $ 6.02
____________________________________________________________________________
________________
Dividends declared per share $ 0.81 $ 0.75 $ 3.06 $ 2.79
</TABLE>
REVENUES rose 24% in the fourth quarter from a year ago on stronger results
in trading, corporate finance, and investment management activities.
Revenues for the year were up 7%.
- Combined trading and related net interest revenue advanced 58% to
$385 million in the fourth quarter on higher results in debt
instruments and in equities and commodities. In 1995, combined trading
and related net interest revenue rose 16% to $1.507 billion.
- Corporate finance revenue increased 30% to $158 million in the
fourth quarter. Advisory and syndication fees rose 14% in the quarter,
and underwriting revenue increased 72%. Corporate finance revenue in
1995 was 35% higher than in 1994.
- Investment management fees increased 20% to $156 million in the
fourth quarter. In 1995, investment management fees grew 11%. In both
the quarter and full year, operational service fees were essentially
unchanged, and credit-related fees were lower.
- Other revenue totaled $177 million in the fourth quarter compared
with $111 million a year ago. The 1995 fourth quarter included a $31
million pretax gain ($19 million after tax) on the previously
announced sales of the firm's custody businesses. Net equity investment
securities gains were $99 million in the 1995 fourth quarter compared
with $97 million a year ago. Other revenue for 1995 totaled $638
million versus $694 million in 1994.
OPERATING EXPENSES in the fourth quarter were 3% higher than a year ago.
In 1995, operating expenses increased 8%, which included a first quarter
charge of $55 million, related primarily to severance.
<PAGE> 2
The remainder of this release contains information on specific areas of
results, a financial summary, and the consolidated financial statements.
REVENUES
REVENUES in the fourth quarter of 1995 totaled $1.518 billion, up 24% from
a year earlier. Revenues increased 7% in 1995 to $5.904 billion.
NET INTEREST REVENUE in the fourth quarter totaled $488 million, down 6%
from $518 million a year earlier, primarily due to lower trading-related
net interest revenue. In 1995, net interest revenue totaled $2.003
billion, comparable with $1.981 billion in 1994. The 1994 amount included
$116 million of past due interest on Brazilian and Argentine assets and
interest on income tax refunds.
TRADING REVENUE increased to $369 million in the fourth quarter from $153
million in the year-earlier quarter. Reported trading revenue does not
include net interest revenue associated with trading activities, which
totaled an estimated $16 million in the 1995 fourth quarter, compared with
$90 million in the 1994 fourth quarter.
Combined trading and related net interest revenue in the fourth quarter
increased 58% to an estimated $385 million from a year earlier. (See the
table of combined trading and related net interest revenue by principal
markets on page 10.) Combined revenue from debt instruments increased to
$189 million in the final quarter from $6 million a year ago as debt
markets improved globally. Combined revenue from equities and commodities
rose $24 million from a year ago to $31 million in the fourth quarter,
primarily due to higher results in equity derivatives. Swaps and other
interest rate contracts produced combined revenue of $107 million in the
1995 fourth quarter compared with $149 million in the 1994 fourth quarter,
with swaps market-making revenues essentially unchanged. Combined revenue
from foreign exchange trading in the fourth quarter declined $23 million to
$58 million from the strong quarter a year ago.
In 1995, trading revenue rose 35% to $1.376 billion. Net interest revenue
associated with trading activities totaled an estimated $131 million in
1995, down from $282 million in 1994.
Combined trading and related net interest revenue rose 16% to an estimated
$1.507 billion in 1995, reflecting improved market conditions and
strengthening client demand across the range of the firm's market-making
activities. Higher revenue from debt instruments trading accounted for
most of the increase in the year. Foreign exchange, and equities and
commodities both recorded higher results, while swaps and other interest
rate contracts remained significant contributors to revenues.
CORPORATE FINANCE REVENUE rose 30% to $158 million in the fourth quarter.
Advisory and syndication fees in the fourth quarter rose 14% from a year
ago to $103 million, and debt and equity underwriting revenue was up 72% to
$55 million. In 1995, corporate finance revenue totaled $584 million, up
35% from 1994, reflecting increased activity from a broad range of clients.
Advisory and syndication fees increased 27% to $395 million in 1995, and
debt and equity underwriting revenue rose 52% to $189 million.
CREDIT-RELATED FEES declined 9% to $40 million in the fourth quarter from a
year earlier on lower securities lending revenue. Credit-related fees were
$162 million in 1995, down 21% from 1994.
<PAGE> 3
INVESTMENT MANAGEMENT FEES in the fourth quarter of 1995 totaled $156
million, up 20% from the fourth quarter of 1994, reflecting an increase in
assets under management, primarily from net new business. Investment
management fees in 1995 rose 11% to $574 million.
OPERATIONAL SERVICE FEES totaled $129 million in the fourth quarter of 1995
versus $127 million in the year-earlier quarter. In 1995, operational
service fees totaled $546 million, unchanged from 1994, as an increase in
commissions revenue was offset by lower revenue from custody and trust
services.
NET INVESTMENT SECURITIES GAINS were $1 million in the fourth quarter of
1995, compared with $23 million in the fourth quarter of 1994. Net
investment securities gains totaled $21 million in 1995 compared with $122
million in 1994.
OTHER REVENUE for the 1995 fourth quarter was $177 million, compared with
$111 million in the year-earlier period. Other revenue totaled $638 million
in 1995, compared with $694 million in 1994. Net equity investment
securities gains were $99 million in the fourth quarter, compared with $97
million a year earlier. Gains for 1995 were $485 million versus $606
million in 1994.
Other revenue for 1995 included a pretax gain of $40 million ($31 million
in the fourth quarter) on the previously announced sales of the firm's
global and local custody and U.S. commercial paper issuing and paying
agency businesses. Gross sales proceeds of $260 million were largely
offset by costs of $220 million associated with the exit from these
businesses. The costs included a real estate charge of $110 million as a
result of the rationalization of the firm's space requirements coincident
with the disposition of these businesses and the corresponding reduction in
personnel, which totaled approximately 850 employees.
OPERATING EXPENSES
Operating expenses totaled $990 million in the fourth quarter of 1995, 3%
above operating expenses of $963 million a year earlier. Employee
compensation and benefits expense rose, due to higher incentive
compensation accruals. Expenses other than employee compensation and
benefits were lower than in the 1994 fourth quarter.
In 1995, operating expenses rose 8% to $3.998 billion, which included a
first quarter charge of $55 million related to the firm's expense
management initiative. The weakening in the dollar's value accounted for 2
percentage points of the increase. Employee compensation and benefits
expense rose, primarily reflecting higher incentive compensation and salary
costs. Expenses other than employee compensation and benefits were
essentially unchanged from a year ago. At December 31, 1995, staff totaled
15,613 employees compared with 16,394 employees at September 30, 1995, and
17,055 employees at December 31, 1994.
Income tax expense in the fourth quarter totaled $162 million, based on an
effective tax rate of 31% versus 27% in the year-earlier quarter. Income
tax expense of $610 million for 1995 reflects an effective tax rate of 32%,
compared with an effective tax rate of 33% in 1994.
<PAGE> 4
ASSETS
Total assets were $185 billion at December 31, 1995, compared with $178
billion at September 30, 1995. Nonperforming assets declined to $118
million at December 31, 1995, from $188 million at September 30, 1995, as
new classifications were more than offset by repayments, sales, and charge-
offs. No provision for credit losses was deemed necessary in the 1995
fourth quarter. The allowance for credit losses was $1.130 billion at
December 31, 1995. (For details, see asset quality tables on page 11.)
CAPITAL
At December 31, 1995, J.P. Morgan's estimated Tier 1 and total risk-based
capital ratios were 8.7% and 12.9%, respectively, compared with Tier 1 and
total risk-based capital ratios of 8.5% and 12.5%, respectively, at
September 30, 1995. The December 31, 1995, leverage ratio was 6.1%, versus
6.3% at September 30, 1995.
At December 31, 1995, stockholders' equity included approximately $566
million of net unrealized appreciation on debt investment and marketable
equity investment securities, net the related deferred tax liability of
$358 million. This compares with $495 million of net unrealized
appreciation at September 30, 1995. The unrealized appreciation on debt
investment securities was $484 million and $357 million at December 31,
1995, and at September 30, 1995, respectively. The unrealized appreciation
on marketable equity investment securities was $440 million at December 31,
1995, and $447 million at September 30, 1995.
As previously reported, the Board of Directors in December declared an
increase in the regular quarterly dividend to $0.81 per share from $0.75
per share on the company's common stock for the quarter ended December 31,
1995. The Board also approved the purchase of up to 7 million shares of
J.P. Morgan common stock to lessen the dilutive impact on earnings per
share of the firm's employee benefit plans. These purchases may be made
periodically in 1996 or beyond in the open market or through privately
negotiated transactions. The firm purchased approximately 4 million shares
in 1995.
# # #
J.P. Morgan is a global banking firm that serves clients with complex
financial needs through an integrated range of advisory, financing,
trading, investment, and related capabilities.
Attached are the financial summary, the financial statements, the combined
trading and related net interest revenue table, and the asset quality
tables. J.P. Morgan news releases, including quarterly financial results,
are available on the Internet (http://www.jpmorgan.com).
<PAGE> 5
<TABLE>
FINANCIAL SUMMARY
J.P. Morgan & Co. Incorporated
___________________________________________________________________________
_______
<CAPTION>
Dollars in
millions,
except per
share data Fourth Quarter Third Twelve Months
__________________________ Quarter
_________________________
1995 1994 1995 1995 1994
___________________________________________________________________________
_______
<S> <C> <C> <C> <C> <C>
Net income $366 $193 $360 $1,215
$1,296
PER COMMON
SHARE
Net income (a) $ 1.80 $ 0.96 $ 1.78 $ 6.42 $ 6.02
Dividends 0.81 0.75 0.75 3.06 2.79
declared
Book value (b) 50.71 46.73 49.36
___________________________________________________________________________
_______
Weighted-
average number
of common and
common
equivalent 199,829, 196,197, 199,300 198,654 199,056,
shares 966 704 ,749 ,973 561
outstanding
___________________________________________________________________________
______
Dividends
declared on $152 $140 $140 $574 $530
common stock
Dividends
declared on 6 5 6 24 20
preferred stock
SELECTED RATIOS
Annualized rate
of return on
average common
stockholders'
equity (c) 14.7% 8.1% 14.9% 13.6% 12.9%
As % of period-
end total
assets:
Common equity 5.4 5.9 5.4
Total equity 5.7 6.2 5.7
Regulatory
capital ratios
(d)
Tier 1 risk-
based capital
ratio 8.7 9.6 8.5
Total risk-
based 12.9 14.2 12.5
capital ratio
Leverage 6.1 6.5 6.3
ratio
___________________________________________________________________________
_______
AVERAGE
BALANCES
Debt
investment $ 23,077 $ 20,431 $ 21,542 $ $
securities 21,999 20,076
(e)
Loans 24,500 23,384 23,777
24,147 23,955
Total
interest- 147,569 137,281 132,423
earning 136,115 134,36
assets 9
Total assets 189,724 170,739 174,014
178,510 172,58
1
Total
interest-
bearing 142,575 132,049 124,442
liabilities 130,139 127,92
7
Total
liabilities 179,570 161,093 164,055
168,651 162,82
4
Common
stockholders'
equity 9,660 9,152 9,465
9,365 9,263
Total
stockholders'
equity 10,154 9,646 9,959
9,859 9,757
Net interest
earnings (fully
taxable basis) 511 549 534 2,109
2,101
Net yield on
interest-
earning assets
1.37% 1.59% 1.60% 1.55% 1.56%
___________________________________________________________________________
_______
Employees at
period-end 15,613 17,055 16,394
___________________________________________________________________________
_______
(a) Earnings per share amounts represent both primary and fully diluted
earnings per share, except for the twelve months ended December 31, 1995.
Fully diluted earnings per share for the twelve months ended December 31,
1995, were $6.36.
(b) Excluding the impact of SFAS No. 115, book value per common share would
have been $47.83, $44.39 and $46.82 at December 31, 1995, December 31,
1994, and September 30, 1995, respectively.
(c) Excluding the impact of SFAS No. 115, the annualized rate of return on
average common stockholders' equity would have been 15.5%, 8.6% and 15.6%
for the three months ended December 31, 1995, December 31, 1994, and
September 30, 1995, respectively, and 14.3% and 14.2% for the twelve months
ended December 31, 1995 and 1994 respectively.
(d) In accordance with Federal Reserve Board guidelines, these ratios
exclude the equity, assets and off-balance-sheet exposures of J.P. Morgan
Securities, Inc. and the effect of SFAS No. 115. Risk-based capital ratios
for December 31, 1995, are estimates.
(e) Average debt investment securities are computed based on historical
amortized cost, excluding the effects of SFAS No. 115 adjustments.
</TABLE>
<PAGE> 6
<TABLE>
CONSOLIDATED STATEMENT OF INCOME
J.P. Morgan & Co. Incorporated
______________________________________________________________________________
____________
<CAPTION>
In millions,
except per share data Three months ended
_________________________________________________________________
December December Increase September Increase
31 31 (Decreas 30 (Decrease)
1995 1994 e) 1995
_________________________________________________________________
<S> <C> <C> <C> <C> <C>
NET INTEREST REVENUE
Interest revenue $2,609 $2,369 $240 $2,453 $156
Interest expense 2,121 1,851 270 1,946 175
_________________________________________________________________________________
_________
Net interest revenue 488 518 (30) 507
(19)
NONINTEREST REVENUE
Trading revenue 369 153 216 399 (30)
Corporate finance
revenue 158 122 36 195 (37)
Credit-related fees 40 44 (4) 38 2
Investment management
fees 156 130 26 150 6
Operational service 129 127 2 137 (8)
fees
Net investment
securities (22) (22) 23
gains (losses) 1 23
Other revenue 177 111 66 145 32
_________________________________________________________________________________
_________
Total noninterest 1,030 710 320 1,042 (12)
revenue
Total revenue 1,518 1,228 290 1,549 (31)
OPERATING EXPENSES
Employee compensation
and 608 501 107 648 (40)
benefits
Net occupancy 76 74 2 87 (11)
Technology and
communications 165 209 (44) 169 (4)
Other expenses 141 179 (38) 118 23
_________________________________________________________________________________
_________
Total operating 990 963 27 1,022 (32)
expenses
Income before income 528 265 263 527 1
taxes
Income taxes 162 72 90 167 (5)
_________________________________________________________________________________
_________
Net income 366 193 173 360 6
PER COMMON SHARE
Net income (a) $1.80 $0.96 $0.84 $1.78 $0.02
Dividends declared 0.81 0.75 0.06 0.75 0.06
_________________________________________________________________________________
_________
(a) Earnings per share amounts represent both primary and fully diluted
earnings per share.
</TABLE>
<PAGE> 7
<TABLE>
CONSOLIDATED STATEMENT OF INCOME
J.P. Morgan & Co. Incorporated
___________________________________________________________________________
_______
<CAPTION>
In millions,
except per share data Twelve months ended
_______________________________________________________
December 31 December 31 Increase
1995 1994 (Decrease)
_______________________________________________________
<S> <C> <C> <C>
NET INTEREST REVENUE
Interest revenue $9,937 $8,379 $1,558
Interest expense 7,934 6,398 1,536
___________________________________________________________________________
_______
Net interest revenue 2,003 1,981 22
NONINTEREST REVENUE
Trading revenue 1,376 1,019 357
Corporate finance revenue 584 434 150
Credit-related fees 162 204 (42)
Investment management 574 517 57
fees
Operational service fees 546 546 -
Net investment securities 21 122 (101)
gains
Other revenue 638 694 (56)
___________________________________________________________________________
_______
Total noninterest revenue 3,901 3,536 365
Total revenue 5,904 5,517 387
OPERATING EXPENSES
Employee compensation and
benefits 2,498 2,217 281
Net occupancy 322 275 47
Technology and 671 645 26
communications
Other expenses 507 555 (48)
___________________________________________________________________________
_______
Total operating expenses 3,998 3,692 306
Income before income 1,906 1,825 81
taxes
Income taxes 610 610 -
___________________________________________________________________________
_______
Net income 1,296 1,215 81
PER COMMON SHARE
Net income (a) $6.42 $6.02 $0.40
Dividends declared 3.06 2.79 0.27
___________________________________________________________________________
_______
(a) See Financial summary for per common share data assuming full dilution.
</TABLE>
<PAGE> 8
<TABLE>
CONSOLIDATED BALANCE SHEET
J.P. Morgan & Co. Incorporated
___________________________________________________________________________
_______
<CAPTION>
Dollars in millions December 31 September December 31
30
1995 1995 1994
________________________________________________
<S> <C> <C> <C>
ASSETS
Cash and due from banks $ 1,535 $ 1,519 $ 2,210
Interest-earning deposits with 1,986 1,504 1,362
banks
Debt investment securities
available-for-sale carried at
fair value(Cost: $24,154 at
December 1995, $21,657 at
September 1995 and $22,503 at 24,638 22,014 22,657
December 1994)
Trading account assets 69,408 64,696 57,065
Securities purchased under
agreements to resell ($32,157
at December 1995, $30,549 at
September 1995, and $21,170 at
December 1994) and federal 32,157 30,687 21,350
funds sold
Securities borrowed 19,830 17,840 12,127
Loans 23,453 25,265 22,080
Less: allowance for credit 1,130 1,132 1,131
losses
___________________________________________________________________________
_______
Net loans 22,323 24,133 20,949
Customers' acceptance 237 528 586
liability
Accrued interest and accounts
receivable 3,539 2,998 5,028
Premises and equipment 3,339 3,453 3,318
Less: accumulated 1,412 1,453 1,302
depreciation
___________________________________________________________________________
_______
Premises and equipment, net 1,927 2,000 2,016
Other assets 7,299 10,412 9,567
___________________________________________________________________________
_______
Total assets 184,879 178,331 154,917
___________________________________________________________________________
_______
LIABILITIES
Noninterest-bearing deposits:
In offices in the U.S. 3,287 3,525 3,693
In offices outside the 744 894 767
U.S.
Interest-bearing deposits:
In offices in the U.S. 2,003 1,669 1,826
In offices outside the 40,404 40,590 36,799
U.S.
___________________________________________________________________________
_______
Total deposits 46,438 46,678 43,085
Trading account liabilities 45,289 45,008 36,407
Securities sold under
agreements to repurchase
($40,803 at December 1995,
$38,347 at September 1995,
and $30,179 at December 1994) 45,099 41,879 35,768
and federal funds purchased
Commercial paper 2,801 2,954 3,507
Other liabilities for
borrowed money 15,129 14,330 10,900
Accounts payable and accrued
expenses 5,643 5,570 6,231
Liability on acceptances 237 528 586
Long-term debt not qualifying
as risk-based capital 5,737 6,028 3,605
Other liabilities 4,465 1,821 2,063
___________________________________________________________________________
_______
170,838 164,796 142,152
Long-term debt qualifying as
risk-based capital 3,590 3,422 3,197
___________________________________________________________________________
_______
Total liabilities 174,428 168,218 145,349
STOCKHOLDERS' EQUITY
Preferred stock (authorized
shares: 10,000,000):
Adjustable rate cumulative
preferred stock, $100 par
value(issued and outstanding:
2,444,300) 244 244 244
Variable cumulative preferred
stock, $1,000 par value
(issued 250 250 250
and outstanding: 250,000)
Common stock, $2.50 par value
(authorized shares:
500,000,000; issued:
200,678,373 at December 1995,
200,677,173 at September 1995 502 502 502
and 200,668,373 at December
1994)
Capital surplus 1,430 1,433 1,452
Retained earnings 7,731 7,526 7,044
Net unrealized gains on
investment securities, net of 566 495 456
taxes
Other 552 439 367
___________________________________________________________________________
_______
11,275 10,889 10,315
Less: treasury stock
(13,562,755 shares at
December 1995, 13,107,615
shares at September 1995 and
12,966,917 shares at December 824 776 747
1994) at cost
___________________________________________________________________________
_______
Total stockholders' equity 10,451 10,113 9,568
___________________________________________________________________________
_______
Total liabilities and
stockholders' equity 184,879 178,331 154,917
___________________________________________________________________________
_______
</TABLE>
<PAGE> 9
<TABLE>
CONSOLIDATED STATEMENT OF CONDITION
Morgan Guaranty Trust Company of New
York
___________________________________________________________________________
_______
<CAPTION>
Dollars in millions December December
31 31
1995 1994
_________________________________
<S> <C> <C>
ASSETS
Cash and due from banks $1,421 $ 2,182
Interest-earning deposits with banks 2,081 1,605
Debt investment securities available-for-
sale 23,625 21,292
carried at fair value
Trading account assets 55,298 45,386
Securities purchased under agreements to
resell 21,013 16,562
and federal funds sold
Loans 20,628 19,397
Less: allowance for credit losses 1,021 1,025
___________________________________________________________________________
_______
Net loans 19,607 18,372
Customers' acceptance liability 237 556
Accrued interest and accounts receivable 3,401 3,594
Premises and equipment 2,958 2,967
Less: accumulated depreciation 1,224 1,149
___________________________________________________________________________
_______
Premises and equipment, net 1,734 1,818
Other assets 4,574 7,360
___________________________________________________________________________
_______
Total assets 132,991 118,727
___________________________________________________________________________
_______
LIABILITIES
Noninterest-bearing deposits:
In offices in the U.S. 3,254 3,698
In offices outside the U.S. 839 770
Interest-bearing deposits:
In offices in the U.S. 1,846 1,480
In offices outside the U.S. 40,450 38,566
___________________________________________________________________________
_______
Total deposits 46,389 44,514
Trading account liabilities 39,126 30,730
Securities sold under agreements to
repurchase 20,090 22,099
and federal funds purchased
Other liabilities for borrowed money 7,368 5,320
Accounts payable and accrued expenses 4,168 2,902
Liability on acceptances 237 556
Long-term debt not qualifying as risk-based 2,786 1,968
capital
Other liabilities 2,852 2,080
___________________________________________________________________________
_______
123,016 110,169
Long-term debt qualifying as risk-based 1,509 1,249
capital
___________________________________________________________________________
_______
Total liabilities 124,525 111,418
STOCKHOLDER'S EQUITY
Preferred stock, $100 par value
(authorized shares: 2,500,000) - -
Common stock, $25 par value
(authorized and outstanding shares: 250 250
10,000,000)
Surplus 2,820 2,670
Undivided profits 5,136 4,266
Net unrealized gains on investment
securities, net of 264 124
taxes
Foreign currency translation (4) (1)
___________________________________________________________________________
_______
Total stockholder's equity 8,466 7,309
___________________________________________________________________________
_______
Total liabilities and stockholder's equity 132,991 118,727
___________________________________________________________________________
_______
Member of the Federal Reserve System and the Federal Deposit Insurance
Corporation.
</TABLE>
<PAGE> 10
<TABLE>
COMBINED TRADING AND RELATED NET INTEREST REVENUE
J.P. Morgan & Co. Incorporated
___________________________________________________________________________
_______
<CAPTION>
Dollars in millions
Foreign
Swaps and exchange
other spot and Equities
interest Debt option and
rate
contracts instrumen contract commoditi Total
ts s es
___________________________________________________________________________
_______
<S> <C> <C> <C> <C> <C>
FOURTH QUARTER
1995
Trading revenue $116 $147 $51 $55 $369
Net interest
revenue* (9) 42 7 (24) 16
___________________________________________________________________________
_______
Combined total 107 189 58 31 385
___________________________________________________________________________
_______
FOURTH QUARTER
1994
Trading revenue 144 (72) 78 3 153
Net interest 5 78 3 4 90
revenue
___________________________________________________________________________
_______
Combined total 149 6 81 7 243
___________________________________________________________________________
_______
TWELVE MONTHS
1995
Trading revenue 451 424 193 308 1,376
Net interest 1 213 (89) 131
revenue* 6
___________________________________________________________________________
_______
Combined total 452 637 199 219 1,507
___________________________________________________________________________
_______
TWELVE MONTHS
1994
Trading revenue 663 41 131 184 1,019
Net interest
revenue** 13 302 3 (36) 282
___________________________________________________________________________
_______
Combined total 676 343 134 148 1,301
*Estimated
**Certain amounts have been reclassified to conform with 1995
classifications.
</TABLE>
<PAGE> 11
<TABLE>
ASSET QUALITY
J.P. Morgan & Co. Incorporated
________________________________________________________________________
NONPERFORMING ASSETS
<CAPTION>
December 31 September December
30 31
Dollars in millions 1995 1995 1994
________________________________________________________________________
<S> <C> <C> <C>
Impaired loans:
Commercial and $67 $135 $136
industrial
Other 48 50 81
________________________________________________________________________
115 185 217
Restructuring countries 2 2 2
________________________________________________________________________
Total impaired loans 117 187 219
Other nonperforming 1 1 1
assets
________________________________________________________________________
Total nonperforming 118 188 220
assets
________________________________________________________________________
ALLOWANCE FOR CREDIT LOSSES
<CAPTION>
December 31 September December 31
30
Dollars in millions 1995 1995 1994
_________________________________________________________________________
<S> <C> <C> <C>
Allowance for credit $1,130 $1,132 $1,131
losses
_________________________________________________________________________
<CAPTION>
Fourth Quarter Twelve
Months
______________________________________________________
1995 1994 1995 1994
___________________________________________________________________________
_______
<S> <C> <C> <C> <C>
Charge-offs:
Commercial and ($8) ($7) ($39) ($37)
industrial
Restructuring - (1) - (18)
countries
Other (10) (5) (16) (17)
Recoveries 16 11 54 45
___________________________________________________________________________
_______
</TABLE>