Pricing Supplement No. 38 Dated April 25, 1997
(To Prospectus Supplement dated February 20, 1996
and Prospectus dated January 31, 1996)
Pursuant to Rule 424(b)(3)
Registration Statement No. 33-64193
J.P. Morgan & Co. Incorporated
Medium-Term Notes, Series A
(Floating Rate Notes)
Principal Amount: $5,000,000
CUSIP: 61687Y BG1
Trade Date: April 25, 1997
Settlement Date: May 15, 1997
Maturity Date: May 15, 2007
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): 100.0%
Net Proceeds to Issuer: 99.90%
Interest Rate (per annum): 3-month LIBOR + 0.50%, subject to
a Maximum Interest Rate of 9.00%.
Intermediation calculations rounded to five decimal places;
Coupon rounded to three decimal places.
Interest Rate Basis:
( ) Commercial Paper Rate ( ) Federal Funds Rate
( ) LIBOR (Reuters) ( ) Treasury Rate Note
(X) LIBOR (Telerate) ( ) Other:
( ) Prime Rate
Interest Payment Date(s): February 15, May 15, August 15
and November 15 of each year, commencing August 15, 1997
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: Rate on the second Business
Day preceding the Settlement Date.
Interest Payment Period: ( ) Annual ( ) Semi-Annual ( ) Monthly
(X ) Quarterly (30/360 with no adjustment to period end date
for calculation purposes.)
Interest Reset Periods:
( ) Daily ( ) Weekly ( ) Monthly
( X ) Quarterly (30/360 with no adjustment to period end date for
calculation purposes.)
( ) Semi-annually ( ) Annually; the third Wednesday of:
Interest Determination Dates, if other than stated in the
Prospectus Supplement: Second Business Day preceding the
Interest Reset Date.
Interest Reset Date if other than stated in the Prospectus
Supplement: Quarterly; February 15, May 15, August 15 and
November 15 of each year, (whether or not a Business Day)
commencing May 15, 1997.
Interest Calculation:
(X) Regular Floating Rate
( ) Inverse Floating Rate (Fixed Interest Rate: ___%)
( ) Other Floating Rate (See attached)
Spread (plus/minus): +.50% Spread Multiplier: N/A
Index Maturity: 3 months Index Currency: N/A
Maximum Interest Rate: 9.00% Minimum Interest Rate: 0.00%
Calculation Date if other than stated in the Prospectus Supplement: N/A
Right of Payment:
( ) Subordinated (X) Unsubordinated
Day Count Basis: ( X) 30/360 with no adjustment to
period end date for calculation purposes
(Commercial Paper Rate Notes,
Federal Funds Rate Notes, Prime Rate
Notes and LIBOR Notes)
( ) Actual (Treasury Rate Notes)
Form: (X) Book-Entry Note (DTC)
( ) Certificated Note
Denomination: $250,000 with $5,000 integral multiples thereafter.
Redemption:
( ) The Notes may not be redeemed prior to stated maturity.
(X) The Notes may not be redeemed prior to May 15, 2000.
The notes may be redeemed at the option of the Company upon
at least 15 calendar days notice, in whole but not in part,
on May 15, 2000 and each Interest Payment Date thereafter
(subject to Business Day convention described in the
Prospectus Supplement) at 100% of the principal amount
thereof together with accrued interest to the date fixed for
redemption.
Optional Redemption Date(s): May 15, 2000 and each Interest
Payment Date thereafter (subject to Business Day convention
described in the Prospectus Supplement)
Initial Redemption Date: May 15, 2000 (subject to Business
Day convention described in the Prospectus Supplement)
Initial Redemption Percentage: See above
Annual Redemption Percentage Reduction: N/A
Modified Payment Upon Acceleration: N/A
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:
J.P. Morgan Securities Inc. has acted as Agent on behalf of the Company.
The Company has agreed to indemnify the Agent 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.
