MORGAN J P & CO INC
8-K, 2000-03-14
STATE COMMERCIAL BANKS
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                       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) March 13, 2000


                         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 incorporation)          File Number)              Identification No.)



        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)
   ===========================================================================



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ITEM 5.   OTHER EVENTS

          On March 13, 2000, the Registrant issued a press release announcing
          the introduction of Morgan OnLine, a new Internet service delivering
          the firm's trusted private client services to today's growing number
          of millionaire clients. A copy of such press release is filed herein
          as exhibit 99a.

          On March 13, 2000, the Registrant issued a press release announcing
          that continued momentum in a robust business environment produced
          strong performance in the first two months of 2000. A copy of such
          press release is filed herein as exhibit 99b.


ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

          (a)  Financial Statements

               NONE.

          (b)  Pro Forma Financial Information

               NONE.

          (c)  Exhibits

               99a. Copy of press release of J.P. Morgan & Co. Incorporated
                    dated March 13, 2000.

               99b. Copy of press release of J.P. Morgan & Co. Incorporated
                    dated March 13, 2000.



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                                  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/   Grace B. Vogel
                        ----------------------------
                        NAME:  Grace B. Vogel
                        TITLE: Chief Accounting Officer



DATE: March 13, 2000


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J.P. Morgan Advisory Services Inc.                                     JP Morgan
345 Park Avenue
New York, NY  10154-1002
www.morganonline.com
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News Release: Immediate


             J.P. Morgan Delivers Personalized Wealth Advice Online

                     BLUE -CHIP WALL STREET FIRM GOES .COM;

           HELPING GROWING BASE OF MILLIONAIRE INVESTORS TAKE CONTROL



NEW YORK, MARCH 13, 2000 - J.P. Morgan (JPM), the blue-chip Wall Street firm
founded more than a century ago, today introduced Morgan OnLine, a new Internet
service delivering the firm's trusted private client services to today's growing
number of millionaire investors. The Morgan OnLine (www.morganonline.com) launch
marks the first time a blue-chip Wall Street firm has delivered comprehensive,
integrated wealth management services to affluent via the Internet.

     "Morgan's goal is to be the online wealth management advisor of choice for
the millionaire investor," said Ramon de Oliveira, Chairman of J.P. Morgan's
asset management business. "We are delivering our premier financial management
advice, research, resources and tools and matching that expertise with
best-in-class technology for online delivery."

     Morgan OnLine provides millionaire investors with a total, holistic view of
all their financial assets, whether held at J.P. Morgan or elsewhere. This
advisory relationship offers clients direct access to investment advice, tax and
estate planning resources, proprietary intelligence and proven tools for
analyzing and managing wealth. The service is ideally suited for today's growing
base of millionaire investors who want the added control and flexibility of
managing their assets online, 24/7. Sixty percent of the more than seven million
households in the United States today with a total net worth of $1 million,
excluding primary residence, would prefer to do all their investing with one
institution, according to the Spectrem Group.

     "Owning substantial assets presents challenges for investors; many do not
realize that a single decision made in one area impacts their whole financial
picture. There are complex, often hidden elements involved in tax-aware
investing, retirement and wealth transfer decision-making, and opportunities
that can only be seen when your financial picture is viewed as a whole," said
Albert Bashawaty, managing director at J.P. Morgan Advisors Inc. "What investors
don't know could be costing them a great deal."


- --------------------------------------------------------------------------------
Contact:  Wendy Schechter       Manning Selvage & Lee         212-213-7090
          Alexandra Trower      J.P. Morgan                   212-837-1453
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JP Morgan & Co. Incorporated




TOTAL WEALTH MANAGEMENT INTEGRATION

     A major advantage of Morgan OnLine is its state-of-the-art, integrated
wealth management approach. "For advice to be most valuable, all aspects of the
client's wealth picture -- investment holdings, liquidity needs, future goals --
must be considered simultaneously," added Mr. de Oliveira.

     Morgan OnLine allows clients to track and analyze their holdings, set and
reach multiple goals simultaneously based on life stages and events, and follow
actionable advice based on firmwide recommendations. Clients of the new service
also receive access to the firm's national network of tax and estate planning
specialists, proprietary J.P. Morgan research, alerts, events and other
investment resources. Core features include:

     O    ADVICE -- helps clients formulate and follow short- and long-term
          wealth management strategies. Includes access to proprietary models,
          expert systems, and educational content.

     O    PORTFOLIO -- gives clients a clear and complete picture of all of
          their assets including those held with other providers. Clients have
          the option of consolidated or account specific "views" and a detailed
          holdings report which enables them to track each security in their
          portfolio.

     O    BROKERAGE -- provides full-service brokerage capabilities, as well as
          access to the best of J.P. Morgan's products, including IPOs and a
          wide array of third party products. For the clients' convenience, all
          J.P. Morgan brokerage transactions are tracked and reflected
          throughout the site.

     O    RESEARCH -- direct access to J.P. Morgan's renowned global economic,
          sector and security global research. In addition, clients can get
          information directly relevant to their goals and portfolio via email
          alerts and other online notices. Research and information "views" can
          also be customized online based on the individual client's needs.

     O    COMMUNITY -- offers access to J.P. Morgan's national network of tax,
          estate and insurance specialists. Through community, clients have
          access to J.P. Morgan proprietary educational events. The calendar
          tool provides clients with alerts about economic and corporate events
          specifically related to their portfolios.

     The annual service fee for Morgan Online is $2,500, which includes 24 stock
trades commission-free. To initiate the relationship, $10,000 in cash and
securities must be transferred to establish a J.P. Morgan account.



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JP Morgan & Co. Incorporated



ABOUT THE FIRM

     J.P. Morgan is a global financial firm that has built an international
reputation for excellence in serving the needs of corporations, governments,
institutions and individuals. J.P. Morgan manages $350 billion in assets for
defined benefit and defined contribution plans, proprietary mutual funds, third
party mutual funds, and high net worth individuals. The firm has U.S. private
banking offices in New York, Philadelphia, Palm Beach, Dallas, San Francisco,
Los Angeles, Silicon Valley, Chicago, Washington D.C., and Wilmington, Delaware
and will be expanding into 10 new cities in 2000.



Services may be provided by Morgan Trust Company of New York or J.P. Morgan FSB,
members FDIC. Brokerage and investment services are provided by non-bank
affiliates: J.P.Morgan Advisors Inc., J.P. Morgan Advisory Services Inc. or
J.P.Morgan Securities., members SIPC. Investments are not FDIC insured, are not
guaranteed by a bank and may decline in value, including loss of principal.




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J.P. Morgan & Co. Incorporated                                        JP Morgan
60 Wall Street, New York, NY 10260
NYSE symbol: JPM
www.jpmorgan.com

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News release: Immediate                                          March 13, 2000





           J.P. Morgan comments on strong January and February results

     At an investor briefing today J.P. Morgan said that continued momentum in a
robust business environment produced strong performance in the first two months
of 2000. "Earnings so far this year have been excellent," said Douglas A. Warner
III, chairman. "Results in January and February were significantly ahead of the
average monthly pace of last year's fourth quarter. The strength was broad-based
across equities, fixed income, investment banking, and asset management, with
proprietary investing and trading activities also profitable."



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Press contact:
New York                       Joseph Evangelisti                 1-212-648-9589




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