Term sheet
To prospectus dated November 21, 2008,
prospectus supplement dated November 21, 2008 and
product supplement no. 194-A-II dated May 12, 2011

Term Sheet
Product Supplement No. 194-A-II
Registration Statement No. 333-155535
Dated June 20, 2011; Rule 433

Structured 
Investments 

      $
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index due July 13, 2016

General

Key Terms

Index:

The J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index (the “Index”)

The value of the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index is published each trading day under the Bloomberg ticker symbol “JCTABDJT.” For more information about the Index, please see “The J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index” in this term sheet.

Principal Amount:

$1,000

Payment at Maturity:

Subject to the impact of a market disruption event (including the early acceleration of the amounts due and payable under the terms of the notes upon the occurrence of a commodity hedging disruption event), for each note, unless earlier repurchased or redeemed, you will receive at maturity a cash payment equal to the Indicative Note Value as of the Final Valuation Date.

The return on your initial investment at maturity will be reduced by the Investor Fee, which is deducted from the Indicative Note Value on each Valuation Date. Accordingly, you will lose some or all of your initial investment at maturity if the level of the Index decreases or does not increase sufficiently to offset the cumulative effect of the Investor Fee.

Indicative Note Value:

The Indicative Note Value on the Inception Date will be equal to the Principal Amount. On each subsequent Valuation Date, the Indicative Note Value will be equal to (a) (i) the Indicative Note Value as of the immediately preceding Valuation Date multiplied by (ii) the Index Factor as of such Valuation Date minus (b) the Investor Fee as of such Valuation Date.

If the amount calculated above is less than zero, the Indicative Note Value on such Valuation Date will be $0.

Investor Fee:

On any Valuation Date, the product of (a) the Indicative Note Value as of the immediately preceding Valuation Date, (b) the Investor Fee Percentage and (c) (i) the number of calendar days from and including the immediately preceding Valuation Date to and excluding such Valuation Date divided by (ii) 360

Investor Fee Percentage:

0.85%

Index Factor:

On any Valuation Date, (a) the Index Closing Level on such Valuation Date divided by (b) the Index Closing Level on the immediately preceding Valuation Date

Inception Date:

On or about July 8, 2011

Valuation Date(s):

Each business day from and including the Inception Date to and including the Final Valuation Date

Final Valuation Date:

July 8, 2016

Maturity Date:

July 13, 2016

Additional Key Terms:

See “Additional Key Terms” below.

Subject to postponement in the event of a market disruption event and as described under “Description of Notes — Payment at Maturity” and “Description of Notes — Postponement of a Valuation Date” in the accompanying product supplement no. 194-A-II or early acceleration in the event of a hedging disruption event as described under “General Terms of Notes — Consequences of a Commodity Hedging Disruption Event” in the accompanying product supplement no. 194-A-II and in “Selected Risk Considerations — We May Accelerate Your Notes If a Commodity Hedging Disruption Event Occurs” in this term sheet

Investing in the Daily Liquidity Notes involves a number of risks. See “Risk Factors” beginning on page PS-8 of the accompanying product supplement no. 194-A-II, “Risk Factors” beginning on page IS-2 of the accompanying index supplement no. 4-A-I and “Selected Risk Considerations” beginning on page TS-3 of this term sheet.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed upon the accuracy or the adequacy of this term sheet or the accompanying prospectus supplement and prospectus. Any representation to the contrary is a criminal offense.

On the Inception Date, we expect that JPMS will purchase from us all of the notes at 100% of the Principal Amount per note and may sell a portion of the notes on the Inception Date to investors at 100% of the Principal Amount per note. After the Inception Date, additional notes may be offered and sold from time to time by JPMS at the relevant Indicative Note Value as of the relevant Valuation Date. We will receive proceeds equal to 100% of the offering price of notes sold to JPMS on the Inception Date. See “Supplemental Plan of Distribution” in this term sheet.

The offering price includes the estimated cost of hedging our obligations under the notes through one or more of our affiliates, which includes our affiliates’ expected cost of providing such hedge as well as the profit our affiliates expect to realize in consideration for assuming the risks inherent in providing such hedge. For additional related information, please see “Use of Proceeds and Hedging” beginning on page PS-24 of the accompanying product supplement no. 194-A-II.

JPMS will not receive any commission from us in connection with sales of the notes. JPMS will be entitled to receive a portion of the Investor Fee to cover the ongoing payments related to the distribution of notes and for structuring and developing the economic terms of the notes. Payments constituting underwriting compensation will not exceed a total of 8% of proceeds. See “Plan of Distribution (Conflicts of Interest)” beginning on page PS-55 of the accompanying product supplement no. 194-A-II.

The notes are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank.

June 20, 2011

Additional Terms Specific to the Notes

JPMorgan Chase & Co. has filed a registration statement (including a prospectus) with the Securities and Exchange Commission, or SEC, for the offering to which this term sheet relates. Before you invest, you should read the prospectus in that registration statement and the other documents relating to this offering that JPMorgan Chase & Co. has filed with the SEC for more complete information about JPMorgan Chase & Co. and this offering. You may get these documents without cost by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, JPMorgan Chase & Co., any agent or any dealer participating in this offering will arrange to send you the prospectus, each prospectus supplement, product supplement no. 194-A-II, index supplement no. 4-A-I and this term sheet if you so request by calling toll-free 866-535-9248.

You may revoke your offer to purchase the notes at any time prior to the time at which we accept such offer by notifying the applicable agent. We reserve the right to change the terms of, or reject any offer to purchase the notes prior to their issuance. In the event of any changes to the terms of the notes, we will notify you and you will be asked to accept such changes in connection with your purchase. You may also choose to reject such changes in which case we may reject your offer to purchase.

You should read this term sheet together with the prospectus dated November 21, 2008, as supplemented by the prospectus supplement dated November 21, 2008 relating to our Series E medium-term notes of which these notes are a part, and the more detailed information contained in product supplement no. 194-A-II dated May 12, 2011 and index supplement no. 4-A-I dated June 20, 2011. This term sheet, together with the documents listed below, contains the terms of the notes and supersedes all other prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures, fact sheets, brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth in “Risk Factors” in the accompanying product supplement no. 194-A-II and “Risk Factors” in the accompanying index supplement no. 4-A-I, as the notes involve risks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisers before you invest in the notes.

You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website):

Our Central Index Key, or CIK, on the SEC website is 19617. As used in this term sheet, the “Company,” “we,” “us” and “our” refer to JPMorgan Chase & Co.

Additional Key Terms

Payment upon Early Repurchase:

Subject to your compliance with the procedures described under “Description of Notes — Early Repurchase at the Option of the Holders” and the potential postponements and adjustments as described under “Description of Notes — Postponement of a Valuation Date” in the accompanying product supplement no. 194-A-II, you may request that we repurchase your notes on any Repurchase Date during the term of the notes. Upon early repurchase, you will receive for each note a cash payment on the relevant Repurchase Date equal to the Indicative Note Value as of the relevant Valuation Date.

The return on your initial investment upon early repurchase will be reduced by the Investor Fee, which is deducted from the Indicative Note Value on each Valuation Date. Accordingly, you will lose some or all of your initial investment upon early repurchase if the level of the Index decreases or does not increase sufficiently to offset the cumulative effect of the Investor Fee.

Early Repurchase Mechanics:

In order to request that we repurchase your notes on any Repurchase Date, you must deliver a Repurchase Notice to us via email at dln_repurchase@jpmchase.com by no later than 4:00 p.m., New York City time, on the business day prior to the relevant Valuation Date and follow the procedures described under “Description of Notes — Early Repurchase at the Option of the Holders” in the accompanying product supplement no. 194-A-II. If you fail to comply with these procedures, your notice will be deemed ineffective.

Repurchase Date:

The third business day following each Valuation Date

Repurchase Notice:

The form of Repurchase Notice attached hereto as Annex A

Payment upon Optional Redemption:

At our sole discretion, we may redeem all, but not fewer than all, issued and outstanding notes on any business day on or after the Initial Redemption Date. Upon redemption, you will receive for each note a cash payment on the relevant Redemption Date equal to the Indicative Note Value as of the relevant Valuation Date.

The return on your initial investment upon redemption will be reduced by the Investor Fee, which is deducted from the Indicative Note Value on each Valuation Date. Accordingly, you will lose some or all of your initial investment upon redemption if the level of the Index decreases or does not increase sufficiently to offset the cumulative effect of the Investor Fee.

Optional Redemption Mechanics:

If we exercise our right to redeem your notes on the Redemption Date, we will deliver an irrevocable redemption notice to the Depository Trust Company (“DTC”) (the holder of the global note). The Valuation Date for such redemption will be specified in the irrevocable redemption notice delivered to DTC and will be no fewer than five business days and no more than ten business days after the date such notice is delivered, subject to the potential postponements and adjustments as described under “Description of Notes — Postponement of a Valuation Date” in the accompanying product supplement. Accordingly, we must provide at least five business days’ notice prior to the Valuation Date for such redemption.

Initial Redemption Date:

June 29, 2012*

Redemption Date:

The third business day following the relevant Valuation Date

Reopening issuances:

We may, without your consent, “reopen” the notes based on market conditions and the Index Closing Level at that time. These further issuances, if any, will be consolidated to form a single sub-series with the originally issued notes and will have the same CUSIP number and will trade interchangeably with the notes immediately upon settlement. See “Reissuances or Reopening Issuances” in this term sheet for more information.

Index Calculation Agent:

The JPMorgan Global Index Research Group (“GIRG”), an affiliate of ours

Note Calculation Agent:

J.P. Morgan Securities LLC (“JPMS”), an affiliate of ours

CUSIP:

48125XUU8

*We may accelerate the notes due to the occurrence of a commodity hedging disruption event prior to the Initial Redemption Date. See “Selected Risk Considerations — We May Accelerate Your Notes If a Commodity Hedging Disruption Event Occurs.”


JPMorgan Structured Investments — TS-1
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

The J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index, is a notional rules-based proprietary index developed and maintained by J.P. Morgan Securities Ltd. (“JPMSL”) and calculated by the JPMorgan Global Index Research Group (“GIRG”), a separate division of J.P. Morgan Securities LLC. The Index is intended to capture the return of the synthetic exposure to a notional basket consisting of 19 commodities, each of which is represented by a commodity futures contract selected by a methodology developed by JPMSL, which we refer to as the “Selection Methodology.” The Selection Methodology uses, along with other criteria, the slope of the futures curve for each eligible commodity to select the futures contract for each eligible commodity with the highest level of backwardation (or in the absence of backwardation, the least amount of contango). “Backwardation” refers to the situation where the futures contracts for a commodity with a delivery month further in time have lower contract prices than futures contracts for the same commodity with a delivery month closer in time. If there is no futures contract for one or more eligible commodities with backwardation, the Selection Methodology will select the futures contract with the lowest level of contango for any such commodities. “Contango” refers to the situation where the futures contracts for a commodity with a delivery month further in time have higher contract prices than futures contracts for the same commodity with a delivery month closer in time.

The Index is a total return index, not an excess return index. An excess return index reflects the returns that are potentially available through synthetic exposure to uncollateralized positions in the futures contracts underlying such index, including the appreciation (or depreciation) of the applicable futures contract(s) and profit or loss realized when rolling such contracts. By contrast, a total return index, in addition to reflecting those returns, also reflects interest that could be earned on funds committed to the trading of the underlying futures contracts.

The weights assigned to the commodities represented in the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index are based on the Commodity Index Percentages of the Dow Jones-UBS Commodity IndexSM. For more information on how the commodity weights of the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index are defined, please see “The J.P. Morgan Contag Beta Indices — Calculation and Publication of the Index Level — Commodity Weights” in the accompanying index supplement and “The DJ-UBS Commodity Indices” in the accompanying product supplement.

The value of the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index is published each trading day under the Bloomberg ticker symbol “JCTABDJT”. For more information about the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index, see “The J.P. Morgan Contag Beta Indices” in the accompanying index supplement.

Selected Purchase Considerations


JPMorgan Structured Investments — TS-2
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

Selected Risk Considerations

Your investment in the notes will involve significant risks. The notes do not guarantee any return of principal at, or prior to, the Maturity Date, any Repurchase Date or any Redemption Date. Investing in the notes is not equivalent to investing directly in the Index, its component futures contracts, any of the commodities underlying the component futures contracts or in any contracts relating to the Index or such futures contracts for which there is an active secondary market. In addition, your investment in the notes entails other risks not associated with an investment in conventional debt securities. These risks are explained in more detail in the “Risk Factors” section of the accompanying product supplement no. 194-A-II dated May 12, 2011 and the “Risk Factors” section of the accompanying index supplement no. 4-A-I dated June 20, 2011. You should carefully consider the following discussion of risks before you decide that an investment in the notes is suitable for you.


JPMorgan Structured Investments — TS-3
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

JPMorgan Structured Investments — TS-4
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

JPMorgan Structured Investments — TS-5
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

JPMorgan Structured Investments — TS-6
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

JPMorgan Structured Investments — TS-7
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

Hypothetical Payment at Maturity or upon Early Repurchase

The following examples illustrate how the notes would perform at maturity or upon early repurchase in hypothetical circumstances. We have included an example in which the Index Closing Level increases at a constant rate of 2% per quarter through maturity (Example 1) and an example in which the Index Closing Level decreases at a constant rate of 2% per quarter through maturity (Example 2). In addition, Example 3 shows the Index Closing Level increasing by 2% per quarter for the first 6 quarters and then decreasing by 2% per quarter for the next 6 quarters, whereas Example 4 shows the reverse scenario of the Index Closing Level decreasing by 2% per quarter for the first 6 quarters, and then increasing by 2% per quarter for the next 6 quarters. For ease of analysis and presentation, the following examples assume Valuation Dates occur quarterly so that the Index Factor, the Investor Fee and the Indicative Note Value are recalculated only once each quarter. These examples highlight the impact of the Investor Fee on the payment at maturity or upon early repurchase under different circumstances. If the notes are redeemed prior to maturity, the tables and charts below do not illustrate how much you will be paid. Because the Investor Fee takes into account the Index Closing Level performance, the absolute level of the Investor Fee is dependent on the path taken by the Index Closing Level to arrive at its ending level. As a result, the actual Investor Fee, which is deducted on each Valuation Date, may be greater than or less than the hypothetical Investor Fee (which is calculated quarterly) shown in these examples, depending on whether the level of the Index is increasing or decreasing. The figures in these examples have been rounded for convenience. The Hypothetical Indicative Value of each note for quarter 12 is as of the hypothetical Final Valuation Date, and given the indicated assumptions, a holder will receive payment at maturity or upon early repurchase in the indicated amount, according to the indicated formula.

Example 1

Assumptions:

Investor Fee Percentage

0.85% per annum

Index Closing Level on the Inception Date

610.00


Quarter
End

Hypothetical Index
Closing Level

Hypothetical Index
Factor*

Hypothetical
Investor Fee*

Hypothetical
Indicative Note
Value*

A
B
C
D
E
t
 
Bt / Bt-1
Et-1 × Investor Fee
Percentage *
(90/360)

(Et-1 × Ct) – Dt

0

610.00000

$1,000.00000

1

622.20000

1.02000

$2.12500

$1,017.87500

2

634.64400

1.02000

$2.16298

$1,036.06952

3

647.33688

1.02000

$2.20165

$1,054.58926

4

660.28362

1.02000

$2.24100

$1,073.44004

5

673.48929

1.02000

$2.28106

$1,092.62778

6

686.95908

1.02000

$2.32183

$1,112.15850

7

700.69826

1.02000

$2.36334

$1,132.03834

8

714.71222

1.02000

$2.40558

$1,152.27352

9

729.00647

1.02000

$2.44858

$1,172.87041

10

743.58660

1.02000

$2.49235

$1,193.83547

11

758.45833

1.02000

$2.53690

$1,215.17528

12

773.62749

1.02000

$2.58225

$1,236.89654

* Assuming that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly for purposes of this example. The Investor Fee accrues each calendar day until maturity or early repurchase, and the Index Factor, the Investor Fee and the Indicative Note Value are calculated on each business day after the settlement date up to and including the Final Valuation Date.

Assuming that the total number of calendar days in each quarter is 90.

We cannot predict the actual Indicative Note Value on any Valuation Date or the market value of your notes, nor can we predict the relationship between the Indicative Note Value and the market value of your notes at any time prior to the stated Maturity Date. The actual amount that a holder of the notes will receive at maturity or upon early repurchase or redemption, as the case may be, and the rate of return on the notes will depend on the actual Indicative Note Value on the relevant Valuation Date and the Investor Fee. Moreover, the assumptions on which the hypothetical returns are based, including the assumption that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly, are purely for illustrative purposes. Consequently, the amount, in cash, to be paid in respect of your notes, if any, on the stated Maturity Date, the relevant Repurchase Date or Redemption Date, as applicable, may be very different from the information reflected in the tables above.


JPMorgan Structured Investments — TS-8
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

Example 2

Assumptions:

Investor Fee Percentage

0.85% per annum

Index Closing Level on the Inception Date

610.00


Quarter
End

Hypothetical Index
Closing Level

Hypothetical Index
Factor*

Hypothetical
Investor Fee*

Hypothetical
Indicative Note
Value*

A
B
C
D
E
t
 
Bt / Bt-1
Et-1 × Investor Fee
Percentage *
(90/360)

(Et-1 × Ct) – Dt

0

610.00000

$1,000.00000

1

597.80000

0.98000

$2.12500

$977.87500

2

585.84400

0.98000

$2.07798

$956.23952

3

574.12712

0.98000

$2.03201

$935.08272

4

562.64458

0.98000

$1.98705

$914.39401

5

551.39169

0.98000

$1.94309

$894.16304

6

540.36385

0.98000

$1.90010

$874.37969

7

529.55658

0.98000

$1.85806

$855.03404

8

518.96544

0.98000

$1.81695

$836.11641

9

508.58613

0.98000

$1.77675

$817.61733

10

498.41441

0.98000

$1.73744

$799.52755

11

488.44612

0.98000

$1.69900

$781.83800

12

478.67720

0.98000

$1.66141

$764.53984

* Assuming that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly for purposes of this example. The Investor Fee accrues each calendar day until maturity or early repurchase, and the Index Factor, the Investor Fee and the Indicative Note Value are calculated on each business day after the settlement date up to and including the Final Valuation Date.

Assuming that the total number of calendar days in each quarter is 90.

We cannot predict the actual Indicative Note Value on any Valuation Date or the market value of your notes, nor can we predict the relationship between the Indicative Note Value and the market value of your notes at any time prior to the stated Maturity Date. The actual amount that a holder of the notes will receive at maturity or upon early repurchase or redemption, as the case may be, and the rate of return on the notes will depend on the actual Indicative Note Value on the relevant Valuation Date and the Investor Fee. Moreover, the assumptions on which the hypothetical returns are based, including the assumption that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly, are purely for illustrative purposes. Consequently, the amount, in cash, to be paid in respect of your notes, if any, on the stated Maturity Date, the relevant Repurchase Date or Redemption Date, as applicable, may be very different from the information reflected in the tables above.

Example 3

Assumptions:

Investor Fee Percentage

0.85% per annum

Index Closing Level on the Inception Date

610.00


Quarter
End

Hypothetical Index
Closing Level

Hypothetical Index
Factor*

Hypothetical
Investor Fee*

Hypothetical
Indicative Note
Value*

A
B
C
D
E
t
 
Bt / Bt-1
Et-1 × Investor Fee
Percentage *
(90/360)

(Et-1 × Ct) – Dt

0

610.00000

$1,000.00000

1

622.20000

1.02000

$2.12500

$1,017.87500

2

634.64400

1.02000

$2.16298

$1,036.06952

3

647.33688

1.02000

$2.20165

$1,054.58926

4

660.28362

1.02000

$2.24100

$1,073.44004

5

673.48929

1.02000

$2.28106

$1,092.62778

6

686.95908

1.02000

$2.32183

$1,112.15850

7

673.21989

0.98000

$2.36334

$1,087.55200

8

659.75550

0.98000

$2.31105

$1,063.48991

9

646.56039

0.98000

$2.25992

$1,039.96019

10

633.62918

0.98000

$2.20992

$1,016.95108

11

620.95660

0.98000

$2.16102

$994.45103

12

608.53746

0.98000

$2.11321

$972.44880

* Assuming that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly for purposes of this example. The Investor Fee accrues each calendar day until maturity or early repurchase, and the Index Factor, the Investor Fee and the Indicative Note Value are calculated on each business day after the settlement date up to and including the Final Valuation Date.

Assuming that the total number of calendar days in each quarter is 90.

We cannot predict the actual Indicative Note Value on any Valuation Date or the market value of your notes, nor can we predict the relationship between the Indicative Note Value and the market value of your notes at any time prior to the stated Maturity Date. The actual amount that a holder of the notes will receive at maturity or upon early repurchase or redemption, as the case may be, and the rate of return on the notes will depend on the actual Indicative Note Value on the relevant Valuation Date and the Investor Fee. Moreover, the assumptions on which the hypothetical returns are based, including the assumption that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly, are purely for illustrative purposes. Consequently, the amount, in cash, to be paid in respect of your notes, if any, on the stated Maturity Date, the relevant Repurchase Date or Redemption Date, as applicable, may be very different from the information reflected in the tables above.


JPMorgan Structured Investments — TS-9
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

Example 4

Assumptions:

Investor Fee Percentage

0.85% per annum

Index Closing Level on the Inception Date

610.00

 

Quarter
End

Hypothetical Index
Closing Level

Hypothetical Index
Factor*

Hypothetical
Investor Fee*

Hypothetical
Indicative Note
Value*

A
B
C
D
E
t
 
Bt / Bt-1
Et-1 × Investor Fee
Percentage *
(90/360)

(Et-1 × Ct) – Dt

0

610.00000

$1,000.00000

1

622.20000

0.98000

$2.12500

$977.87500

2

634.64400

0.98000

$2.07798

$956.23952

3

647.33688

0.98000

$2.03201

$935.08272

4

660.28362

0.98000

$1.98705

$914.39401

5

673.48929

0.98000

$1.94309

$894.16304

6

686.95908

0.98000

$1.90010

$874.37969

7

673.21989

1.02000

$1.85806

$890.00922

8

659.75550

1.02000

$1.89127

$905.91814

9

646.56039

1.02000

$1.92508

$922.11142

10

633.62918

1.02000

$1.95949

$938.59417

11

620.95660

1.02000

$1.99451

$955.37154

12

608.53746

1.02000

$2.03016

$972.44880

* Assuming that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly for purposes of this example. The Investor Fee accrues each calendar day until maturity or early repurchase, and the Index Factor, the Investor Fee and the Indicative Note Value are calculated on each business day after the settlement date up to and including the Final Valuation Date.

Assuming that the total number of calendar days in each quarter is 90.

We cannot predict the actual Indicative Note Value on any Valuation Date or the market value of your notes, nor can we predict the relationship between the Indicative Note Value and the market value of your notes at any time prior to the stated Maturity Date. The actual amount that a holder of the notes will receive at maturity or upon early repurchase or redemption, as the case may be, and the rate of return on the notes will depend on the actual Indicative Note Value on the relevant Valuation Date and the Investor Fee. Moreover, the assumptions on which the hypothetical returns are based, including the assumption that the Investor Fee accrues quarterly and that the Index Factor, the Investor Fee and the Indicative Note Value are calculated quarterly, are purely for illustrative purposes. Consequently, the amount, in cash, to be paid in respect of your notes, if any, on the stated Maturity Date, the relevant Repurchase Date or Redemption Date, as applicable, may be very different from the information reflected in the tables above.

The hypothetical examples above are provided for purposes of information only. The hypothetical examples are not indicative of the future performance of the Index Closing Level on any trading day or what the value of your notes may be. Fluctuations in the hypothetical examples may be greater or less than fluctuations experienced by the holders of the notes. The performance data shown above is for illustrative purposes only and does not represent the actual future performance of the notes.

These hypothetical payouts at maturity or upon early repurchase and redemption do not reflect fees or expenses that would be associated with any sale in the secondary market. If these fees and expenses were included, the hypothetical payouts shown above would likely be lower.


JPMorgan Structured Investments — TS-10
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

Historical Information

The following graph sets forth the historical performance of the Index based on the weekly Index Closing Levels from October 30, 2009 through June 10, 2011. The Index was created as of the close of business on October 30, 2009. The Index Closing Level on June 17, 2011 was 611.8342. We obtained the Index Closing Levels below from Bloomberg Financial Markets. We make no representation or warranty as to the accuracy or completeness of the information obtained from Bloomberg Financial Markets.

The historical levels of the Index should not be taken as an indication of future performance, and no assurance can be given as to the closing level of the Index on any Valuation Date. We cannot give you assurance that the performance of the Index will result in the return of any of your initial investment.  

Supplemental Plan of Distribution

On the Inception Date, we expect that JPMS will purchase from us all of the notes at 100% of the Principal Amount per note and may sell a portion of the notes on the Inception Date to investors at 100% of the Principal Amount per note. After the Inception Date, additional notes may be offered and sold from time to time by JPMS at the relevant Indicative Note Value as of the relevant Valuation Date. We will receive proceeds equal to 100% of the offering price of notes sold to JPMS on the Inception Date.

Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in three business days, unless parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes that are to be issued more than three business days prior to the related issue date will be required to specify alternative settlement arrangements to prevent failed settlement.

Reopening Issuances

We may, at our sole discretion, “reopen” the notes based on market conditions and Index Closing Levels at that time. These further issuances, if any, will be consolidated to form a single sub-series with the originally issued notes and will have the same CUSIP number and will trade interchangeably with the notes immediately upon settlement. The price of any additional offering will be determined at the time of pricing of that offering. We have no obligation to take your interests into account when deciding to issue additional notes. For more information on such additional offerings, see “General Terms of Notes — Reopening Issuances” in the accompanying product supplement no. 194-A-II.  


JPMorgan Structured Investments — TS-11
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index

ANNEX A

FORM OF REPURCHASE NOTICE

 

To:     dln_repurchase@jpmchase.com

Subject: Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index, CUSIP No. 48125XUU8

Ladies and Gentlemen:

       The undersigned holder of JPMorgan Chase & Co.’s Medium-Term Notes, Series E, Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index due July 13, 2016, CUSIP No. 48125XUU8 (the “notes”) hereby irrevocably elects to exercise, with respect to the number of the notes indicated below, as of the date hereof, the right to have you repurchase such notes on the Repurchase Date specified below as described in the product supplement no. 194-A-II, as supplemented by the pricing supplement dated _________, 20__ relating to the notes (collectively, the “Supplement”). Terms not defined herein have the meanings given to such terms in the Supplement.

       The undersigned certifies to you that it will (i) instruct its DTC custodian with respect to the notes (specified below) to book a delivery versus payment trade on the relevant Valuation Date with respect to the number of notes specified below at a price per note determined in the manner described in the Supplement, facing DTC 352 and (ii) cause the DTC custodian to deliver the trade as booked for settlement via DTC at or prior to 10:00 am. New York City time, on the Repurchase Date.

* Subject to adjustment as described in the Supplement.

 

Very truly yours,
[NAME OF HOLDER]

Name:
Title:
Telephone:
Fax:
Email:

Number of Notes surrendered for Repurchase:

Applicable Valuation Date: _________, 20__*
Applicable Repurchase Date: _________, 20__*

DTC # (and any relevant sub-account):

Contact Name:
Telephone:

Acknowledgment: I acknowledge that the notes specified above will not be repurchased unless all of the requirements specified in the Supplement are satisfied, including the acknowledgment by you or your affiliate of the receipt of this notice on the date hereof.

Questions regarding the repurchase requirements of your notes should be directed to dln_repurchase@jpmchase.com.

*Subject to adjustment as described in the Supplement.


JPMorgan Structured Investments — TS-12
Daily Liquidity Notes Linked to the J.P. Morgan Contag Beta Alternate Benchmark Class A Total Return Index