MORGAN J P & CO INC
8-K, EX-99.1, 2000-12-01
STATE COMMERCIAL BANKS
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                                                                   EXHIBIT 99.1


<TABLE>
<S>                                           <C>
Investor Contacts: John Borden 212-270-7318   Press Contacts: Joe Evangelisti 212-648-9589
                   Ann Patton 212-648-9445                    Jon Diat 212-270-5089
</TABLE>


             CHASE AND J.P. MORGAN ANNOUNCE NEW BOARD OF DIRECTORS


     New York, November 30, 2000 -- The Chase Manhattan Corporation and J.P.
Morgan & Co. Incorporated announced today the Board of Directors of J.P. Morgan
Chase & Co., effective upon the consummation of the merger. Under the terms of
the merger agreement, the Board is to consist of 15 Directors, including
Douglas A. Warner III as Chairman, and William B. Harrison Jr. as President and
Chief Executive Officer, eight outside Directors designated by Chase and five
outside Directors designated by J.P. Morgan.

Shareholder meetings for both Chase and J.P. Morgan have been scheduled for
December 22. Subject to receiving the shareholder and requisite regulatory
approvals, the merger is anticipated to close on December 31, 2000. Following
the merger, the members of the Board of Directors will be:

Hans W. Becherer, Retired Chairman and Chief Executive Officer, Deere & Co. *

Riley P. Bechtel, Chairman and Chief Executive Officer, Bechtel Group, Inc. **

Frank A. Bennack Jr., President and Chief Executive Officer, The Hearst
Corporation *

Lawrence A. Bossidy, Retired Chairman of the Board, Honeywell International
Inc. **

M. Anthony Burns, Chairman, Ryder System, Inc. *

H. Laurance Fuller, Retired Co-Chairman, BP Amoco p.l.c. *

Ellen V. Futter, President and Trustee, American Museum of Natural History **

William H. Gray III, President and Chief Executive Officer, The College
Fund/UNCF *

William B. Harrison Jr., President and Chief Executive Officer

Helene L. Kaplan, Of Counsel, Skadden, Arps, Slate, Meagher & Flom LLP *

Lee R. Raymond, Chairman of the Board and Chief Executive Officer, Exxon Mobil
Corporation **

John R. Stafford, Chairman, President and Chief Executive Officer, American
Home Products Corporation *



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<PAGE>


Lloyd D. Ward, Former Chairman of the Board and Chief Executive Officer, Maytag
Corporation **

Douglas A. Warner III, Chairman

Marina v.N. Whitman, Professor of Business Administration and Public Policy,
University of Michigan *

*      designated by Chase
**     designated by J.P. Morgan


     In a joint statement, Messrs. Warner and Harrison expressed the warmest
appreciation for all that each of their respective Boards has achieved and for
their understanding and support in establishing the Board structure for the
merged company.

Chase can be reached on the web at www.chase.com, and J.P. Morgan's web address
is www.jpmorgan.com.

In connection with the proposed transaction, Chase has filed a Registration
Statement on Form S-4 with the Securities and Exchange Commission containing a
joint proxy statement-prospectus with regard to the proposed merger.
Stockholders are advised to read the joint proxy statement-prospectus because
it contains important information. Stockholders may obtain a free copy of the
joint proxy statement-prospectus and other documents filed by Chase and J.P.
Morgan with the SEC, at the SEC's internet site (http://www.sec.gov). Copies of
the joint proxy statement-prospectus and the SEC filings that will be
incorporated by reference in the joint proxy statement-prospectus can also be
obtained, without charge, by directing a request to The Chase Manhattan
Corporation, 270 Park Avenue, New York, NY 10017, Attention: Office of the
Corporate Secretary (212-270-6000), or to J.P. Morgan & Co. Incorporated, 60
Wall Street, New York, NY 10260, Attention: Investor Relations (212-483-2323).
Information regarding the participants in the proxy solicitation and a
description of their direct and indirect interests, by security holdings or
otherwise, is contained in the materials filed with the SEC by J.P. Morgan and
Chase on September 13, 2000 and September 14, 2000, respectively.


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