J.P. MORGAN
J. P. Morgan Alternative Index Multi-Strategy 5 (USD)


OVERVIEW

The J.P. Morgan Alternative Index Multi-Strategy 5 (USD) (the "Index" or "AI
Multi-Strategy 5") provides exposure to a portfolio of absolute return
strategies and aims to generate consistent positive returns with low correlation
to traditional asset classes. The underlying strategies are selected from three
investment styles (Momentum, Carry and Satellite) and cover several asset
classes. Index weights are rebalanced monthly to target a volatility of up to
5%. The Index is algorithmic, with daily levels published to Bloomberg. The
Index is constructed as an excess return index.

Investment Styles

[]   Momentum: Aims to exploit the observed tendency of many markets to trend up
     or down for sustained periods of time.

[]   Carry: Seeks to capitalize on the value differential between certain assets
     and is typically implemented by notionally buying an asset that is on a
     relative basis higher yielding (or lower priced) and selling an asset that
     is lower yielding (or higher priced).

[]   Satellite: Consists of mean reversion and short volatility strategies. Mean
     reversion seeks to capitalize on the view that over the short term markets
     are cyclical -- meaning that an upward trend is usually followed by a
     downward trend and vice versa. Short volatility aims to exploit the
     observed tendency of the implied volatility of an equity index to be higher
     than the volatility realized by the index.

Hypothetical historical correlation of Index to
hedge fund indices, equities and bonds
HFRI Fund Weighted Composite Index (excess return)      18%
CS Tremont Hedge Fund Index (excess return)             27%
MSCI World (excess returns)                             10%
Global Government Bonds (excess return)                 13%

Source: J.P. Morgan. PAST PERFORMANCE AND BACK-TESTED PERFORMANCE ARE NOT
NDICATIVE OF FUTURE RESULTS. Correlation is a number between -1 and 1 and
represents the degree to which two indices move together. Correlations are based
on monthly returns over the period from Dec 1996 to June 2010 for the hedge fund
indices and on daily returns over the period from Dec 1996 to July 2010 for the
equity and bond indices.

Key Features

[]   Robust approach spanning multiple investment styles and asset classes, and
     targeting up to a 5% volatility.

[]   Hypothetical, historical excess returns of 7.4% per annum with a volatility
     less than 5% and low correlation to traditional asset classes. Such
     performance is not indicative of future results.

[]   Constructed using instruments widely viewed to be liquid.

[]   Rules-based algorithm with daily index levels published to Bloomberg
     (ticker: AIJPM5UE)

[]   Fees: The Index level incorporates a 0.80% p. a. adjustment factor and
     notional transaction costs.

Hypothetical historical excess return performance --Comparison to hedge fund
indices: Dec 96 to Jun 10
[GRAPHIC OMITTED]

Source: J.P. Morgan. PAST PERFORMANCE AND BACK-TESTED PERFOMANCE ARE NOT
INDICATIVE OF FUTURE RESULTS. All indices are normalized to a value of 100 at
the start date.

Hypothetical historical returns and volatilities, Dec 1996 to Jun 2010

                               Annualized  Annualized  Sharpe
                               Excess      Volatility   Ratio
                               Return

AI Multi-Strategy 5                 7.4 %        4.0 %  1.85
HFRI Fund Weighted                  4.1 %        7.7 %  0.54
Composite Index (excess
return)
CS Tremont Hedge Fund Index         4.2 %        7.5 %  0.56
(excess return)


Source: J.P. Morgan. PAST PERFORMANCE AND BACK-TESTED PERFORMANCE ARE NOT
INDICATIVE OF FUTURE RESULTS. Performance statistics are calculated using
monthly returns. Annualized Excess Return is based on compounded performance of
the excess return index over the specified period. Annualized Volatility
represents the standard deviation of monthly returns scaled to one year. The
Sharpe Ratio is the Annualized Excess Return divided by the Annualized
Volatility.

The AI Multi-Strategy 5 levels are net of an 80 bps p.a. adjustment factor and
other adjustments relating to notional transaction costs. 'HFRI Fund Weighted
Composite Index (excess return)', 'CS / Tremont Hedge Fund (excess return)',
'MSCI World (excess return)' and 'Global Government Bonds (excess return)' refer
to the HFRI Fund Weighted Composite Index reconstructed using monthly returns
from Bloomberg ticker: HFRIFWI Index, Credit Suisse Tremont Hedge Fund Index
(Bloomberg: HEDGENAV Index), the performance of MSCI World Index (Bloomberg:
GDDUWI Index) and the performance of J.P. Morgan Global Government Bond Index'
(Bloomberg: JHDCGBIG Index), respectively, each less 3 month LIBOR.

Telephone: 800-576-3529 Website: www.jpmorgan.com/si

August 4, 2010

Overview of the Momentum Strategies

Style    Asset             Strategy
         Class
                           3 Strategies: Long or short futures
                           contracts on the S and P 500, EURO
         Equities          STOXX 50 and Nikkei 225 indices

                           3 Strategies: Long or short futures
                           contracts on USD, EUR and JPY
                           interest rates

                           6 Strategies: long or short FX forwards
Momentum Rates FX Interest on EUR/USD, USD/JPY, EUR/JPY,
                           USD/CAD, AUD/USD and EUR/GBP

                           2 Strategies: long or short S and P GSCI
         Commodities       energy and non-energy indices

Overview of the Satellite Strategies

Style     Asset    Strategy
          Class
                   3 Mean Reversion Strategies: Long
                   S and P 500 futures, EURO STOXX 50
                   futures or Nikkei 225 futures following
                   a recent decline and short following a
Satellite Equities recent rise.

                   Short Volatility Strategy: short a S and P
                   500 variance swap whose strikes are
                   determined by reference to the CBOE
                   Volatility Index ("VIX")

Overview of the Carry Strategies

      Asset          Strategy
Style Class
                     2 Strategies: (i) long MSCI Daily
                     Value Gross World Index and short
                     MSCI Daily Total Return Gross World
      Equities       Index, (ii) long Russell 2000 futures and short S and P
                     500 futures

                     (i) 2 Bond Carry Long Strategies:  Long 2 bonds
                     selected from the universe.

                     (ii) 2 Bond Carry Long Short
                     Strategies: Long 2 bonds and short 2
                     bonds selected from the universe.

                     Both types of strategies are
      Rates Interest implemented for 2Y and 10Y
                     maturities. The universe of bonds are
Carry                synthetic zero coupon bonds denominated in
                     USD, EUR, AUD, JPY, GBP, CHF, CAD and SEK

                     Long 3 currencies (versus USD) with the
                     highest short-term interest rates and
                     short 3 currencies (versus USD)
      FX             with the lowest short-term interest
                     rates selected from the currencies:
                     USD, EUR, JPY, GBP, CHF, AUD,
                     CAD, NOK, NZD, and SEK

                     Long a proprietary JPMorgan
                     commodity index and short the S and P
      Commodities    GSCI index.


Please review the relevant product  supplement we may file and any relevant term
sheet or pricing  supplement for further details on the J.P. Morgan  Alternative
Index Multi-Strategy 5 (USD) and underlying strategies. The Index is constructed
using transparent market instruments.  It is not a hedge fund and does not track
the performance of any hedge funds.

What are the main risks in the Index?

Any securities we may issue linked to the Index may result in a loss, and are
exposed to J.P. Morgan Chase and Co. credit risk.

The Index and underlying strategies have limited operating history.

The reported level of the Index and most of the underlying strategies will
include the deduction of an adjustment factor.

The Index may not be successful, may not outperform any alternative strategy or
achieve its 5% target volatility.

The portfolio of underlying strategies may not be a diversified portfolio.

The Index involves monthly rebalancing and caps the sum of the weights of all
underlying strategies, at rebalance, to 200%. It is possible, although unlikely,
for the weight of a single underlying strategy to be close to 200%.

There are risks associated with momentum, carry, mean reversion or short
volatility investment strategies.

The Index comprises only notional assets and liabilities. Some underlying
strategies include notional short positions. Correlation of performances among
the underlying strategies may reduce the performance of the Index. The Index is
an excess return index and reflects the performance of unfunded or
uncollateralized investments in the assets underlying the Index.

Commodity futures contracts underlying some of the strategies are subject to
uncertain legal and regulatory regimes. Our affiliate, J.P. Morgan Securities
Ltd. ("JPMSL"), is the Sponsor and Calculation Agent for the Index and
underlying strategies. JPMSL may adjust the Index or any underlying strategy in
a way that affects its level.

The Index is subject to risks associated with currency exchange, interest rates,
non-US securities markets and the use of leverage and futures contracts.

Disclaimer

SEC Legend: JPMorgan Chase and Co. has filed a registration statement (including
a prospectus) with the SEC for any offerings to which these materials relate.
Before you invest, you should read the prospectus in that registration statement
and the other documents relating to this offering that JPMorgan Chase and Co.
has filed with the SEC for more complete information about JPMorgan Chase and
Co. and this offering. You may get these documents without cost by visiting
EDGAR on the SEC Web site at www.sec.gov. Alternatively, JPMorgan Chase and Co.,
any agent or any dealer participating in this offering will arrange to send you
the prospectus and each prospectus supplement as well as any product supplement,
pricing supplement and term sheet if you so request by calling toll-free
800-576-3529.

Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No.
333-155535 To the extent there are any inconsistencies between this free writing
prospectus and the relevant pricing supplement, the relevant pricing supplement,
including any hyperlinked information, shall supersede this free writing
prospectus.

For more information on the Index and for additional key risk information see
Page 9 the Strategy Guide at:
http://www.sec.gov/Archives/edgar/data/19617/000095010310002018/dp18432_fwp-eff
..pdf

Investment suitability must be determined individually for each investor. The
financial instruments described herein may not be suitable for all investors.
This information is not intended to provide and should not be relied upon as
providing accounting, legal, regulatory or tax advice. Investors should consult
their own advisors on these matters.

IRS Circular 230 Disclosure: JPMorgan Chase and Co. and its affiliates do not
provide tax advice. Accordingly, any discussion of U.S. tax matters contained
herein (including any attachments) is not intended or written to be used, and
cannot be used, in connection with the promotion, marketing or recommendation by
anyone unaffiliated with JPMorgan Chase and Co. of any of the matters address
herein or for the purpose of avoiding U.S. tax-related penalties.

Telephone: 800-576-3529 Website: www.jpmorgan.com/si

                                                                  August 4, 2010