Amended and Restated Term Sheet^†

To prospectus dated November 21, 2008,

prospectus supplement dated November 21, 2008 and

product supplement no. 197-A-I dated August 25, 2010

Term Sheet to

Product Supplement No. 197-A-I

Registration Statement No. 333-155535

Dated June 1, 2011; Rule 433

The notes are designed for investors who seek capped exposure to the appreciation of an equally weighted basket of two currencies relative to the U.S. dollar from and including the pricing date to and including the Observation Date. Investors should be willing to forgo interest payments and, if the Ending Basket Level is less than the Starting Basket Level by more than 10%, be willing to lose some or all of their principal. Any payment on the notes is subject to the credit risk of JPMorgan Chase & Co.

Senior unsecured obligations of JPMorgan Chase & Co. maturing June 15, 2012*

Minimum denominations of $1,000 and integral multiples thereof

The notes are expected to price on or about June 3, 2011 and are expected to settle on or about June 8, 2011.

If the Ending Basket Level is greater than or equal to the Starting Basket Level, at maturity, you will receive a cash payment, for each $1,000 principal amount note, that will be calculated as follows:

$1,000 + [$1,000 × (the greater of (a) the Digital Return and (b) the Basket Return)]

If the Ending Basket Level is less than the Starting Basket Level by up to 10%, you will receive the principal amount of your notes at maturity.

If the Ending Basket Level is less than the Starting Basket Level by more than 10%, you will lose 1% of the principal amount of your notes for every 1% that the Ending Basket Level is less than the Starting Basket Level, and your payment at maturity per $1,000 principal amount note will be calculated as follows:

$1,000 + ($1,000 × Basket Return)

You will lose some or all of your initial investment at maturity if the Ending Basket Level is less than the Starting Basket Level by more than 10%.

The Basket Closing Level on any currency business day will be calculated as follows:

100 × [1 + (RUB Return × 50%) + (NOK Return × 50%)]

The RUB Return and NOK Return are the Reference Currency Returns of the Russian ruble and the Norwegian krone, respectively. Because the Reference Currency Returns are expressed as the Starting Spot Rate minus the Ending Spot Rate, divided by the Starting Spot Rate, the Reference Currency Return with respect to each Reference Currency is effectively capped at 100%, with no limit on the downside.

Please see “Additional Key Terms — Reference Currency Return,” “How Do Currency Exchange Rates Work?” and “Selected Risk Considerations — Your Notes Are Subject to an Embedded Maximum Payment at Maturity” and “What is the Basket Return, Assuming a Range of Performances for the Reference Currencies?” in this amended and restated term sheet for more information.

This amended and restated term sheet amends and restates the term sheet related hereto dated May 31, 2011 to product supplement no. 197-A-I in its entirety (the term sheet is available on the SEC website at http://www.sec.gov/Archives/edgar/data/19617/000089109211003667/e43854fwp.htm).

Per note

Total

Product supplement no. 197-A-I dated August 25, 2010:

Prospectus supplement dated November 21, 2008:

Prospectus dated November 21, 2008:

CURRENCY BUSINESS DAY — A “currency business day,” with respect to each Reference Currency, means a day on which (a) dealings in foreign currency in accordance with the practice of the foreign exchange market occur in the City of New York, and the principal financial center for the applicable Reference Currency (Moscow, Russia, with respect to the Russian ruble and Oslo, Norway with respect to the Norwegian krone) and (b) banking institutions in The City of New York and such principal financial center for such Reference Currency are not otherwise authorized or required by law, regulation or executive order to close.

SPOT RATE — The Spot Rate of each Reference Currency relative to the U.S. dollar on a given date is expressed as a number of units of the applicable Reference Currency per U.S. dollar and is equal to the applicable rate reported by Reuters Group PLC (“Reuters”) on such date of determination on (i) for the Russian ruble, Reuters page EMTA between 12:00 and 12:30 p.m., Moscow time and (ii) for the Norwegian krone, Reuters page WMRSPOT05 at approximately 4:00 p.m., Greenwich Mean Time.

REFERENCE CURRENCY RETURN — The Reference Currency Return with respect to a Reference Currency reflects the performance of the applicable Reference Currency relative to the U.S. dollar, calculated as follows:

ENDING SPOT RATE — The Ending Spot Rate with respect to a Reference Currency on any currency business day is the Spot Rate of such Reference Currency relative to the U.S. dollar on such currency business day.

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-1        

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-2        

CAPPED APPRECIATION POTENTIAL — The notes provide capped exposure to the performance of the Basket, without upside return enhancement. In addition, if the Ending Basket Level is greater than or equal to the Starting Basket Level, you may receive a fixed return of at least 8.00%, which we refer to as the Digital Return, at maturity even if the Basket has appreciated by less than the Digital Return. The actual Digital Return will be determined on the pricing date and will not be less than 8.00%. In no event will any Reference Currency Return equal or exceed 100% and, accordingly, the payment at maturity will not equal or exceed $2,000 per $1,000 principal amount note. Please see “How Do Currency Exchange Rates Work?” and “Selected Risk Considerations — Your Notes Are Subject to an Embedded Maximum Payment at Maturity” and “What is the Basket Return, Assuming a Range of Performances for the Reference Currencies?” in this amended and restated term sheet for more information. Because the notes are our senior unsecured obligations, payment of any amount at maturity is subject to our ability to pay our obligations as they become due.

LIMITED PROTECTION AGAINST LOSS — We will pay you your principal back at maturity if the Ending Basket Level is not less than the Starting Basket Level by more than 10%. However, if the Ending Basket Level is less than the Starting Basket Level by more than 10%, you will be fully exposed to any depreciation in the Basket and may lose some or all of your principal. Under these circumstances, for every 1% that the Ending Basket Level is less than the Starting Basket Level, you will lose an amount equal to 1% of the principal amount of your notes. For additional clarification, please see “What Is the Payment at Maturity on the Notes, Assuming a Range of Performances for the Basket?” in this amended and restated term sheet.

EXPOSURE TO THE REFERENCE CURRENCIES VERSUS THE U.S. DOLLAR — The return on the notes is linked to the performance of a basket of currencies, which we refer to as the Reference Currencies, relative to the U.S. dollar, and will enable you to participate in potential increases in the value of the Reference Currencies, relative to the U.S. dollar, during the term of the notes. The Basket derives its value from an equally weighted group of currencies consisting of the Russian ruble and the Norwegian krone, each measured relative to the U.S. dollar.

TAX TREATMENT — You should review carefully the section entitled “Certain U.S. Federal Income Tax Consequences” in the accompanying product supplement no. 197-A-I. Subject to the limitations described therein, and based on certain factual representations received from us, in the opinion of our special tax counsel, Davis Polk & Wardwell LLP, it is reasonable to treat the notes as “open transactions” for U.S. federal income tax purposes. Assuming this characterization is respected, the gain or loss on your notes will generally be ordinary foreign currency income or loss under Section 988 of the Internal Revenue Code of 1986, as amended (the “Code”). However, under that Section, holders of certain forward contracts, futures contracts or option contracts generally are entitled to make an election to treat foreign currency gain or loss as capital gain or loss (a “Section 988 Election”). Although the matter is uncertain, it is reasonable to treat the Section 988 Election as available. Assuming the Section 988 Election is available, if you make this election before the close of the day on which you acquire a note, all gain or loss you recognize on a sale or exchange of that note should be treated as long-term capital gain or loss, assuming that you have held the note for more than one year. A Section 988 Election with respect to a note is made by (a) clearly identifying the note on your books and records, on the date you acquire it, as being subject to this election and (b) filing the relevant statement verifying this election with your U.S. federal income tax return, or obtaining independent verification under procedures set forth in the Treasury Regulations under Section 988. You should consult your tax adviser regarding the advisability, availability, mechanics and consequences of a Section 988 Election.

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-3        

YOUR INVESTMENT IN THE NOTES MAY RESULT IN A LOSS — The notes do not guarantee any return of principal at maturity. The return on the notes at maturity is linked to the performance of the Basket, and will depend on whether, and the extent to which, the Basket Return is positive or negative. Any positive Basket Return will depend on the aggregate performance of the Reference Currencies relative to the U.S. dollar. If the Ending Basket Level is less than the Starting Basket Level. If the Ending Basket Level is less than the Starting Basket Level by more than 10%, you will be fully exposed to any depreciation in the Basket and may lose some or all of your principal. Under these circumstances, for every 1% that the Ending Basket Level is less than the Starting Basket Level, you will lose an amount equal to 1% of the principal amount of your notes. Accordingly, you could lose some or all of your initial investment at maturity.

YOUR NOTES ARE SUBJECT TO AN EMBEDDED MAXIMUM PAYMENT AT MATURITY — Because the Reference Currency Returns are expressed as the Starting Spot Rate minus the Ending Spot Rate, divided by the Starting Spot Rate, your payment at maturity is subject to an embedded maximum payment at maturity. In no event will any Reference Currency Return equal or exceed 100% and, accordingly, the payment at maturity will not equal or exceed $2,000 per $1,000 principal amount note.

CREDIT RISK OF JPMORGAN CHASE & CO. — The notes are subject to the credit risk of JPMorgan Chase & Co. and our credit ratings and credit spreads may adversely affect the market value of the notes. Investors are dependent on JPMorgan Chase & Co.’s ability to pay all amounts due on the notes at maturity, and therefore investors are subject to our credit risk and to changes in the market’s view of our creditworthiness. Any decline in our credit ratings or increase in the credit spreads charged by the market for taking our credit risk is likely to affect adversely the value of the notes.

POTENTIAL CONFLICTS — We and our affiliates play a variety of roles in connection with the issuance of the notes, including acting as calculation agent and hedging our obligations under the notes. In performing these duties, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the notes. For example, one of the duties of J.P. Morgan Securities, which we refer to as JPMS, as calculation agent involves determining the Starting Spot Rates in the manner set forth on the cover page of this amended and restated term sheet. Although the calculation agent will make all determinations and will take all actions in relation to the establishment of the Starting Spot Rates in good faith, it should be noted that such discretion could have an impact (positive or negative), on the value of your notes. The calculation agent is under no obligation to consider your interests as a holder of the notes in taking any actions, including the determination of the Starting Spot Rates, that might affect the value of your notes. The Starting Spot Rates may vary, and may vary significantly, from the rates displayed in publicly available sources at any time on the pricing date. If the Starting Spot Rate for any Reference Currency as determined by the calculation agent exceeds that reflected in the publicly available information, such Reference Currency must achieve a higher level for you to receive more than the principal amount of your notes at maturity. JPMS will not have any obligation to consider your interests as a holder of the notes in making this determination.

CERTAIN BUILT-IN COSTS ARE LIKELY TO AFFECT ADVERSELY THE VALUE OF THE NOTES PRIOR TO MATURITY — While the payment at maturity, if any, described in this amended and restated term sheet is based on the full principal amount of your notes, the original issue price of the notes includes the agent’s commission and the estimated cost of hedging our obligations under the notes. As a result, and as a general matter, the price, if any, at which JPMS will be willing to purchase notes from you in secondary market transactions, if at all, will likely be lower than the original issue price and any sale prior to the maturity date could result in a substantial loss to you. This secondary market price will also be affected by a number of factors aside from the agent’s commission and hedging costs, including those set forth under “Many Economic and Market Factors Will Impact the Value of the Notes” below. The notes are not designed to be short-term trading instruments. Accordingly, you should be able and willing to hold your notes to maturity.

THE BENEFIT PROVIDED BY THE CONTINGENT BUFFER AMOUNT MAY TERMINATE ON THE OBSERVATION DATE— If the Ending Basket Level is less than the Starting Basket Level by more than the 10% Contingent Buffer Amount, the benefit provided by the 10% Contingent Buffer Amount will terminate and you will be fully exposed to any depreciation in the Basket.

MOVEMENTS IN THE EXCHANGE RATES OF THE REFERENCE CURRENCIES RELATIVE TO THE U.S. DOLLAR MAY BE HIGHLY CORRELATED — Because the performance of the Basket is determined by the performances of the Russian ruble and the Norwegian krone relative to the U.S. dollar, your notes will be exposed to currency exchange rate risk with respect to Russia, Norway and the United States. Movements in the exchange rates of the Russian ruble and the Norwegian krone relative to the U.S. dollar have been correlated historically. High correlation of movements in the exchange rates of the Reference Currencies

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-4        

relative to the U.S. dollar during periods of negative returns could have an adverse effect on your return on your investment at maturity. However, the movements in the exchange rates of the Reference Currencies relative to the U.S. dollar may become uncorrelated in the future. See the immediately following risk factor for more information

CHANGES IN THE EXCHANGE RATES OF THE REFERENCE CURRENCIES RELATIVE TO THE U.S. DOLLAR MAY OFFSET EACH OTHER — Movements in the exchange rates of the Reference Currencies relative to the U.S. dollar may not correlate with each other. At a time when the exchange rate of one of the Reference Currencies relative to the U.S. dollar increases, the exchange rate of one or more of the other Reference Currencies relative to the U.S. dollar may not increase as much or may decline. Therefore, in calculating the Ending Basket Level, increases in the exchange rate of one of the Reference Currencies relative to the U.S. dollar may be moderated, or more than offset, by lesser increases or decreases in the exchange rate of the other Reference Currency relative to the U.S. dollar. For example, in calculating the Ending Basket Level, an increase in the Spot Rate of the Russian ruble relative to the U.S. dollar may be moderated, or more than offset by, lesser increases or declines in the Spot Rate of the Norwegian krone relative to the U.S. dollar. Depreciation by one Reference Currency relative to the U.S. dollar can result in a loss of some or all of your initial investment, even when the other Reference Currency appreciates significantly relative to the U.S. dollar

THE NOTES MIGHT NOT PAY AS MUCH AS AN INVESTMENT IN THE INDIVIDUAL REFERENCE CURRENCIES — You may receive a lower payment at maturity than you would have received if you had invested in the Reference Currencies individually, a combination of Reference Currencies or contracts related to the Reference Currencies for which there is an active secondary market.

THE NOTES ARE SUBJECT TO CURRENCY EXCHANGE RISK — Foreign currency exchange rates vary over time, and may vary considerably during the term of the notes. The value of a Reference Currency or the U.S. dollar is at any moment a result of the supply and demand for that currency. Changes in foreign currency exchange rates result over time from the interaction of many factors directly or indirectly affecting economic and political conditions in Russia, Norway, the United States and other relevant countries or regions.

existing and expected rates of inflation;

existing and expected interest rate levels;

the balance of payments in Russia, Norway and the United States, and between each country and its major trading partners;

the monetary policies of Russia, Norway and the United States, especially as related to the supply of money; and

the extent of governmental surplus or deficit in Russia, Norway and the United States.

GOVERNMENTAL INTERVENTION COULD MATERIALLY AND ADVERSELY AFFECT THE VALUE OF THE NOTES — Foreign exchange rates can be fixed by the sovereign government, allowed to float within a range of exchange rates set by the government or left to float freely. Governments, including those issuing the Reference Currencies and the U.S. dollar, use a variety of techniques, such as intervention by their central bank or imposition of regulatory controls or taxes, to affect the exchange rates of their respective currencies. They may also issue a new currency to replace an existing currency, fix the exchange rate or alter the exchange rate or relative exchange characteristics by devaluation or revaluation of a currency. Thus, a special risk in purchasing the notes is that their trading value and amount payable could be affected by the actions of sovereign governments, fluctuations in response to other market forces and the movement of currencies across borders.

BECAUSE ONE OF THE REFERENCE CURRENCIES IS AN EMERGING MARKETS CURRENCY, THE BASKET IS SUBJECT TO AN INCREASED RISK OF SIGNIFICANT ADVERSE FLUCTUATIONS — The notes are linked to the performance of an equally weighted Basket of two currencies, one of which is an emerging markets currencies (the Russian ruble). There is an increased risk of significant adverse fluctuations in the performances of the emerging markets currencies as they are currencies of less developed and less stable economies without a stabilizing component that could be provided by one of the major currencies. With respect to any emerging or developing nation, there is the possibility of nationalization, expropriation or confiscation, political changes, government regulation and social instability. Currencies of emerging economies are often subject to more frequent and larger central bank interventions than the currencies of developed countries and are also more likely to be affected by drastic changes in monetary or exchange rate policies of the relevant countries, which may negatively affect the value of the notes.

EVEN THOUGH THE REFERENCE CURRENCIES AND THE U.S. DOLLAR TRADE AROUND-THE-CLOCK, THE NOTES WILL NOT — Because the inter-bank market in foreign currencies is a global, around-the-clock market, the hours of trading for the notes, if any, will not conform to the hours during which the Reference Currencies and the U.S. dollar are traded. Consequently, significant price and rate movements may take place in the underlying foreign exchange markets that will not be reflected immediately in the price of the notes. Additionally, there is no systematic reporting of last-sale information for foreign currencies which, combined with the limited availability of quotations to individual investors, may make it difficult for many investors to obtain timely and accurate data regarding the state of the underlying foreign exchange markets.

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-5        

CURRENCY EXCHANGE RISKS CAN BE EXPECTED TO HEIGHTEN IN PERIODS OF FINANCIAL TURMOIL — In periods of financial turmoil, capital can move quickly out of regions that are perceived to be more vulnerable to the effects of the crisis than others with sudden and severely adverse consequences to the currencies of those regions. In addition, governments around the world, including the United States government and governments of other major world currencies, have recently made, and may be expected to continue to make, very significant interventions in their economies, and sometimes directly in their currencies. Such interventions affect currency exchange rates globally and, in particular, the value of the Reference Currencies relative to the U.S. dollar. Further interventions, other government actions or suspensions of actions, as well as other changes in government economic policy or other financial or economic events affecting the currency markets, may cause currency exchange rates to fluctuate sharply in the future, which could have a material adverse effect on the value of the notes and your return on your investment in the notes at maturity.

CURRENCY MARKET DISRUPTIONS MAY ADVERSELY AFFECT YOUR RETURN — The calculation agent may, in its sole discretion, determine that the currency markets have been affected in a manner that prevents it from properly determining, among other things, the Spot Rates and the Reference Currency Returns. These events may include disruptions or suspensions of trading in the currency markets as a whole, and could be a Convertibility Event, a Deliverability Event, a Liquidity Event, a Taxation Event, a Discontinuity Event or a Price Source Disruption Event. See “General Terms of Notes — Market Disruption Events” in the accompanying product supplement no. 197-A-I for further information on what constitutes a market disruption event.

NO INTEREST PAYMENTS — As a holder of the notes, you will not receive interest payments.

LACK OF LIQUIDITY — The notes will not be listed on any securities exchange. JPMS intends to offer to purchase the notes in the secondary market but is not required to do so. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the notes easily. Because other dealers are not likely to make a secondary market for the notes, the price at which you may be able to trade your notes is likely to depend on the price, if any, at which JPMS is willing to buy the notes.

MANY ECONOMIC AND MARKET FACTORS WILL IMPACT THE VALUE OF THE NOTES — In addition to the level of the Basket on any day, the value of the notes will be affected by a number of economic and market factors that may either offset or magnify each other, including:

the expected volatility in the Reference Currencies and the U.S. dollar;

the time to maturity of the notes;

interest and yield rates in the market generally as well as in Russia, Norway and the United States;

the exchange rate and the volatility of the exchange rates of the U.S. dollar with respect to each of the Reference Currencies and the U.S. dollar;

changes in correlation between the Reference Currency exchange rates;

suspension or disruption of market trading in any or all of the Russian ruble, Norwegian krone or the U.S. dollar;

a variety of economic, financial, political, regulatory and judicial events; and

our creditworthiness, including actual or anticipated downgrades in our credit ratings.

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-6        

Ending Basket

Level

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-7        

Reference

Currency

Weight

Hypothetical

Starting

Spot Rate

Hypothetical

Ending Spot

Rate

Reference

Currency

Return

Russian ruble

Norwegian krone

Reference

Currency

Weight

Hypothetical

Starting

Spot Rate

Hypothetical

Ending Spot

Rate

Reference

Currency

Return

Russian ruble

Norwegian krone

Reference

Currency

Weight

Hypothetical

Starting

Spot Rate

Hypothetical

Ending Spot

Rate

Reference

Currency

Return

Russian ruble

Norwegian krone

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-8        

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-9        

JPMorgan Structured Investments —

Digital Plus Contingent Buffered Notes Linked to the Performance of an Equally Weighted Basket of Two Currencies Relative to the U.S. Dollar

TS-10