Pricing Supplement No. 80 Dated March 25, 1998
(To Prospectus Supplement dated December 1, 1997
and Prospectus dated November 24, 1997)
Pursuant to Rule 424(b)(3)
Registration Statement No. 333-40447
J.P. Morgan & Co. Incorporated
Medium-Term Notes, Series A
(Floating Rate Notes)
Principal Amount: $110,000,000
CUSIP: 61687Y CN5
Trade Date: March 25, 1998
Settlement Date: March 30, 1998
Maturity Date: March 30, 2000
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%
Net Proceeds to Issuer: 99.96% ($109,956,000)
Interest Rate (per annum): Initially 5.82% per annum up to but
excluding March 30, 1999; thereafter Prime minus 280 basis points
with one day "Look Back" - i.e., the Prime Rate (as set forth in
the H.15 (Telerate page 125)) applicable for each Interest Reset
Date shall be the Prime Rate as of the close of business on the
preceding Business Day; and a two day "Cut Off" - i.e., the
Calculation Agent shall apply the Prime Rate for each Interest
Reset Day up to and including the second Business Day immediately
prior to each Interest Payment Date in accordance with the one
day "Look Back" provision. The Prime Rate as of the close of
business on Thursday applies to Friday, Saturday and Sunday and
the rate for Friday applies to Monday. In addition, the Interest
Rate determined on the second Business Day immediately prior to
each Interest Payment Date shall be applicable for all Interest
Reset Dates from such Business Day up to but excluding the
immediately following Interest Payment Date.
Coupon and intermediation calculations rounded to five decimal
places (as more fully described in the Prospectus Supplement
referred to above).
Interest Rate Basis:
( ) Commercial Paper Rate ( ) Federal Funds Rate
( ) LIBOR (Reuters) ( ) Treasury Rate Note
( ) LIBOR (Telerate) ( ) Other:
(X ) Prime Rate *
* Interest rate up to but excluding March 30, 1999 shall be fixed
at a rate of 5.82%.
Interest Payment Date(s): The first coupon, fixed at 5.82%, will
be paid on March 30, 1999; thereafter interest will be paid
quarterly on June 30, September 30, December 30 and March 30 of
each year commencing June 30, 1999 and ending March 30, 2000.
(All payment dates are subject to the Business Day convention
described in the Prospectus Supplement).
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: 5.82%
Interest Payment Period: ( ) Annual ( ) Semi-Annual ( )
Monthly ( ) Quarterly (X) Other (Annual for the period
up to but excluding March 30, 1999; quarterly thereafter)
Interest Reset Periods:
(X ) Daily (commencing March 30, 1999) ( ) Weekly
( ) Monthly ( ) Quarterly
( ) Other
( ) Semi-annually; the third Wednesday of :
( ) Annually; the third Wednesday of:
Interest Determination Dates, if other than stated in the
Prospectus Supplement: N/A
Interest Reset Date, if other than stated in the Prospectus
Supplement: Daily commencing March 30, 1999, with one day "Look
Back" - i.e., the Prime Rate applicable for each Interest Reset
Date shall be the Prime Rate as of the close of business on the
preceding Business Day; and a two day "Cut Off" - i.e., the
Calculation Agent shall apply the Prime Rate for each Interest
Reset Day up to and including the second Business Day immediately
prior to each Interest Payment Date in accordance with the one
day "Look Back" provision. The Prime Rate as of the close of
business on Thursday applies to Friday, Saturday and Sunday and
the rate for Friday applies to Monday. In addition, the Interest
Rate determined on the second Business Day immediately prior to
each Interest Payment Date shall be applicable for all Interest
Reset Dates from such Business Day up to but excluding the
immediately following Interest Payment Date.
Interest Calculation:
(X ) Regular Floating Rate
( ) Inverse Floating Rate (Fixed Interest Rate: ___%)
( ) Other Floating Rate (See attached)
Spread (plus/minus): minus 280 basis points Spread Multiplier: N/A
Index Maturity: Prime Index Currency: N/A
Maximum Interest Rate: N/A Minimum Interest Rate: N/A
Calculation Date if other than stated in the Prospectus
Supplement: N/A
Right of Payment:
( ) Subordinated (X) Unsubordinated
Day Count Basis: ( ) 30/360 (Commercial Paper Rate Notes,
Federal Funds Rate Notes, Prime
Rate Notes and LIBOR Notes)
( ) Actual (Treasury Rate Notes)
(X) Actual/360
Form: (X) Book-Entry Note (DTC)
( ) Certificated Note
Denomination: $250,000 with $1,000 integral multiples
thereafter.
Redemption:
(X) The Notes may not be redeemed prior to stated maturity.
( ) The Notes may be redeemed prior to maturity.
Optional Redemption Date(s):
Initial Redemption Date:
Initial Redemption Percentage:
Annual Redemption Percentage Reduction:
Modified Payment Upon Acceleration:
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 ) U.S. Bank Trust 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.
