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

Source: J.P. Morgan. PAST PERFORMANCE AND BACK-TESTED PERFORMANCE ARE NOT
INDICATIVE 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 Dec 2009 for the hedge fund
indices and on daily returns over the period from Dec 1996 to Jan 2010 for the
equity and bond indices. Key Features

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

o Hypothetical, historical excess returns of 7.7% per annum with a volatility
less than 5% and low correlation to traditional asset classes. Such performance
is not indicative of future results. o Constructed using instruments widely
viewed to be liquid.

o Rules-based algorithm with daily index levels published to Bloomberg (ticker:
AIJPM5UE) o Fees: The Index level incorporates a 0.80% p.a. adjustment factor
and notional transaction costs.


Hypothetical historical correlation of Index to hedge fund indices, equities and
bonds

HFRI Fund Weighted Composite Index (excess return) 16% CS Tremont Hedge Fund
Index (excess return) 26% MSCI World (excess returns) 8% Global Government Bonds
(excess return) 14%

Hypothetical historical returns and volatilities, Dec 1996 to Dec 2009


Source: J.P. Morgan. PAST PERFORMANCE AND BACK-TESTED PERFORMANCE ARE NOT
INDICATIVE 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 Dec 2009 for the hedge fund
indices and on daily returns over the period from Dec 1996 to Jan 2010 for the
equity and bond indices. Key Features

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

o    Hypothetical, historical excess returns of 7.7% per annum with a volatility
     less than 5% and low correlation to traditional asset classes. Such
     performance is not indicative of future results.

o    Constructed using instruments widely viewed to be liquid.

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

o    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 Dec 09

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 correlation of Index to
hedge fund indices, equities and bonds

HFRI Fund Weighted Composite Index (excess return) 16%
CS Tremont Hedge Fund Index (excess return)        26%
MSCI World (excess returns)                         8%
Global Government Bonds (excess return)            14%

Source: J.P. Morgan. PAST PERFORMANCE AND BACK-TESTED PERFORMANCE ARE NOT
INDICATIVE 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 Dec 2009 for the hedge fund
indices and on daily returns over the period from Dec 1996 to Jan 2010 for the
equity and bond indices.

Hypothetical historical returns and volatilities, Dec 1996 to Dec 2009

                                        Annualized
                                          Excess        Annualized    Sharpe
                                          Return        Volatility    Ratio

AI Multi-Strategy 5                         7.7%           4.0%        1.94
HFRI Fund Weighted                          4.3%           7.8%        0.56
Composite Index (excess return)
CS Tremont Hedge Fund Index                 4.3%           7.5%        0.57
(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 March 8, 2010

Overview of the Momentum Strategies

3 Strategies: Long or short futures contracts on the S&P 500, EURO 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 on EUR/USD, USD/JPY, EUR/JPY, USD/CAD,
AUD/USD and EUR/GBP

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


Overview of the Satellite Strategies

3 Mean Reversion Strategies: Long S&P 500 futures, EURO STOXX futures 50 or
Nikkei 225 futures following a recent decline and short following a recent rise

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


Overview of the Carry Strategies

2 Strategies: (i) long MSCI Daily Value Gross World Index and short MSCI Daily
Total Return Gross World Index, (ii) long Russell 2000 futures and short S&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 implemented for 2Y and 10Y
maturities. The universe of bonds are 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) 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&P 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 & 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%. Itis 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 & 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 & 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 Web site at www.sec.gov. Alternatively, JPMorgan Chase & 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. 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 & 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 & 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 March 8, 2010