Term sheet
To prospectus dated November 21, 2008,
prospectus supplement dated November 21, 2008 and
product supplement no. 192-A-III dated March 10, 2011

  Term Sheet
Product Supplement No. 192-A-III
Registration Statement No. 333-155535
Dated July 29, 2011; Rule 433

                Structured 
Investments 

        

$
10.00% per annum Callable Yield Notes due August 31, 2012
Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the iShares® MSCI Brazil Index Fund

General

Key Terms

Underlyings:

The SPDR® S&P® Metals & Mining ETF and the iShares® MSCI Brazil Index Fund (each an “Underlying,” and collectively, the “Underlyings”). For additional information about the SPDR® S&P® Metals & Mining ETF, see Appendix A to this term sheet. For additional information about the iShares® MSCI Brazil Index Fund, see Appendix B to this term sheet.

Interest Rate:

10.00% per annum over the term of the notes, assuming no Optional Call, paid monthly and calculated on a 30/360 basis

The notes may be called, in whole but not in part, at our option (such an event, an “Optional Call”) on any of the Optional Call Dates set forth below.

Protection Amount:

With respect to each Underlying, an amount that represents 25.00% of the Starting Underlying Level of such Underlying, subject to adjustments

Pricing Date:

On or about August 26, 2011

Settlement Date:

On or about August 31, 2011

Observation Date:

August 28, 2012

Maturity Date*:

August 31, 2012

CUSIP:

48125XE44

Monitoring Period:

The period from and excluding the Pricing Date to and including the Observation Date

Interest Payment Dates:

Interest on the notes will be payable monthly in arrears on the last calendar day of each month, up to and including the final monthly interest payment, which will be payable on the Maturity Date or the relevant Optional Call Date, as applicable (each such day, an “Interest Payment Date”), commencing September 30, 2011. See “Selected Purchase Considerations — Monthly Interest Payments” in this term sheet for more information.

Payment at Maturity:

If the notes are not called, the payment at maturity, in excess of any accrued and unpaid interest, will be based on whether a Trigger Event has occurred and the performance of the Lesser Performing Underlying. If the notes are not called, for each $1,000 principal amount note, you will receive $1,000 plus any accrued and unpaid interest at maturity, unless:

(a) the Ending Underlying Level of any Underlying is less than the Starting Underlying Level of such Underlying; and

(b) a Trigger Event has occurred.

If the notes are not called and the conditions described in (a) and (b) are satisfied, at maturity you will lose 1% of the principal amount of your notes for every 1% that the Ending Underlying Level of the Lesser Performing Underlying is less than the Starting Underlying Level of such Underlying. Under these circumstances, your payment at maturity per $1,000 principal amount note, in addition to any accrued and unpaid interest, will be calculated as follows:

$1,000 + ($1,000 x Lesser Performing Underlying Return)

You will lose some or all of your principal at maturity if the notes are not called and the conditions described in (a) and (b) are both satisfied.

Trigger Event:

A Trigger Event occurs if, on any day during the Monitoring Period, the closing price of any Underlying is less than the Starting Underlying Level of such Underlying by more than the applicable Protection Amount.

Underlying Return:

With respect to each Underlying, the Underlying Return is calculated as follows:

Ending Underlying Level – Starting Underlying Level
Starting Underlying Level

Optional Call:

We, at our election, may call the notes, in whole but not in part, on any of the Optional Call Dates prior to the Maturity Date at a price for each $1,000 principal amount note equal to $1,000 plus any accrued and unpaid interest to but excluding the applicable Optional Call Date. If we intend to call your notes, we will deliver notice to DTC at least five business days before the applicable Optional Call Date.

Optional Call Dates*:

November 30, 2011, February 29, 2012 and May 31, 2012

Additional Key Terms:

See “Additional Key Terms” on the next page.

*

Subject to postponement as described under “Description of Notes — Payment at Maturity” and “Description of Notes — Payment Upon Optional Call,” as applicable, in the accompanying product supplement no. 192-A-III

Investing in the Callable Yield Notes involves a number of risks. See “Risk Factors” beginning on page PS-9 of the accompanying product supplement no. 192-A-III and “Selected Risk Considerations” beginning on page TS-2 of this term sheet.

Neither the SEC 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 product supplement, prospectus supplement and prospectus. Any representation to the contrary is a criminal offense.


 

Price to Public (1)

Fees and Commissions (2)

Proceeds to Us


Per note

$

$

$


Total

$

$

$


(1)

The price to the public includes the estimated cost of hedging our obligations under the notes through one or more of our affiliates.

(2)

If the notes priced today, J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Chase & Co., would receive a commission of approximately $46.00 per $1,000 principal amount note and would use a portion of that commission to allow selling concessions to other affiliated or unaffiliated dealers of approximately $20.00 per $1,000 principal amount note. The concessions of approximately $20.00 per $1,000 principal amount note include concessions to be allowed to selling dealers and concessions to be allowed to any arranging dealer. This commission includes the projected profits that our affiliates expect to realize, some of which may be allowed to other unaffiliated dealers, for assuming risks inherent in hedging our obligations under the notes. The actual commission received by JPMS may be more or less than $46.00 and will depend on market conditions on the Pricing Date. In no event will the commission received by JPMS, which includes concessions and other amounts that may be allowed to other dealers, exceed $70.00 per $1,000 principal amount note. See “Plan of Distribution (Conflicts of Interest)” beginning on page PS-95 of the accompanying product supplement no. 192-A-III.

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.

July 29, 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, the prospectus supplement, product supplement no. 192-A-III 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. 192-A-III dated March 10, 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. 192-A-III, 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

Starting Underlying Level:

With respect to each Underlying, the closing price of such Underlying on the Pricing Date divided by the Share Adjustment Factor for such Underlying

Ending Underlying Level**:

With respect to each Underlying, the closing price of one share of such Underlying on the Observation Date.

Share Adjustment Factor:

With respect to each Underlying, 1.0 on the Pricing Date and subject to adjustment under certain circumstances. See “Description of Notes — Payment at Maturity” and “General Terms of Notes — Anti-Dilution Adjustments” in the accompanying product supplement no. 192-A-III for further information about these adjustments.

Lesser Performing Underlying:

The Underlying with the Lesser Performing Underlying Return

Lesser Performing Underlying Return:

The lower of the Underlying Return of the SPDR® S&P® Metals & Mining ETF and the Underlying Return of the iShares® MSCI Brazil Index Fund

** Subject to adjustment in the event of a market disruption event or non-trading day on the Observation Date as described under “Description of Notes — Postponement of a Determination Date — Notes with a maturity of not more than one year” in the accompanying product supplement no. 192-A-III

Selected Purchase Considerations


JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-1

Selected Risk Considerations

An investment in the notes involves significant risks. Investing in the notes is not equivalent to investing directly in either or both of the Underlyings, or any equity securities held by the Underlyings. These risks are explained in more detail in the “Risk Factors” section of the accompanying product supplement no. 192-A-III dated March 10, 2011.


JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-2

JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-3

JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-4

underlying the iShares® MSCI Brazil Index Fund are traded strengthen or weaken against the U.S. dollar. If the U.S. dollar strengthens against the currencies in which securities underlying the iShares® MSCI Brazil Index Fund are traded, the net asset value of the iShares® MSCI Brazil Index Fund will be adversely affected and the amount we pay you at maturity, if any, may be reduced. Of particular importance to potential currency exchange risk are:

  • existing and expected rates of inflation;
  • existing and expected interest rate levels;
  • the balance of payments; and
  • the extent of government surpluses or deficits in Brazil and the United States.

JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-5

Historical Information

The following graphs show the historical weekly performance of the SPDR® S&P® Metals & Mining ETF from June 23, 2006 through July 22, 2011 and the iShares® MSCI Brazil Index Fund from January 6, 2006 through July 22, 2011. The closing price of one share of the SPDR® S&P® Metals & Mining ETF on July 28, 2011 was $67.04. The closing price of one share of the iShares® MSCI Brazil Index Fund on July 28, 2011 was $69.74.

We obtained the various closing prices of the Underlyings below from Bloomberg Financial Markets. We make no representation or warranty as to the accuracy or completeness of information obtained from Bloomberg Financial Markets. The historical prices of each Underlying should not be taken as an indication of future performance, and no assurance can be given as to the closing price of either Underlying on any day during the Monitoring Period or the Observation Date. We cannot give you assurance that the performance of the Underlyings will result in the return of any of your initial investment.




JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-6

What Is the Total Return on the Notes at Maturity, Assuming a Range of Performances for the Lesser Performing Underlying?

The following table and examples illustrate the hypothetical total return at maturity on the notes. The “note total return” as used in this term sheet is the number, expressed as a percentage, that results from comparing the payment at maturity plus the interest payments received over the term of the notes per $1,000 principal amount note to $1,000. The table and examples below assume that the notes are not called prior to maturity and that the Lesser Performing Underlying is the iShares® MSCI Brazil Index Fund. We make no representation or warranty as to which of the Underlyings will be the Lesser Performing Underlying for purposes of calculating your actual payment at maturity. In addition, the following table and examples assume a Starting Underlying Level for the Lesser Performing Underlying of $70.00 and reflect the Interest Rate of 10.00% per annum over the term of the notes (assuming no Optional Call) and the Protection Amount of 25.00%. If the notes are called prior to maturity, your total return and total payment may be less than the amounts indicated below. The hypothetical total returns and total payments set forth below are for illustrative purposes only and may not be the actual total returns or total payments applicable to a purchaser of the notes. The numbers appearing in the following table and examples have been rounded for ease of analysis.


 

Trigger Event Has Not Occurred (1)

Trigger Event Has Occurred (1)


Ending
Underlying
Level

Lesser
Performing
Underlying
Return

Note Total
Return

Total Payments over the
Term of the Notes

Note Total Return

Total Payments over the
Term of the Notes


$126.000

80.00%

10.00%

$1,100.00

10.00%

$1,100.00

$115.500

65.00%

10.00%

$1,100.00

10.00%

$1,100.00

$105.000

50.00%

10.00%

$1,100.00

10.00%

$1,100.00

$98.000

40.00%

10.00%

$1,100.00

10.00%

$1,100.00

$91.000

30.00%

10.00%

$1,100.00

10.00%

$1,100.00

$84.000

20.00%

10.00%

$1,100.00

10.00%

$1,100.00

$77.000

10.00%

10.00%

$1,100.00

10.00%

$1,100.00

$73.500

5.00%

10.00%

$1,100.00

10.00%

$1,100.00

$70.000

0.00%

10.00%

$1,100.00

10.00%

$1,100.00

$66.500

-5.00%

10.00%

$1,100.00

5.00%

$1,050.00

$63.000

-10.00%

10.00%

$1,100.00

0.00%

$1,000.00

$56.000

-20.00%

10.00%

$1,100.00

-10.00%

$900.00

$52.500

-25.00%

10.00%

$1,100.00

-15.00%

$850.00

$52.493

-25.01%

N/A

N/A

-15.01%

$849.90

$49.000

-30.00%

N/A

N/A

-20.00%

$800.00

$42.000

-40.00%

N/A

N/A

-30.00%

$700.00

$35.000

-50.00%

N/A

N/A

-40.00%

$600.00

$28.000

-60.00%

N/A

N/A

-50.00%

$500.00

$21.000

-70.00%

N/A

N/A

-60.00%

$400.00

$14.000

-80.00%

N/A

N/A

-70.00%

$300.00

$7.000

-90.00%

N/A

N/A

-80.00%

$200.00

$0.000

-100.00%

N/A

N/A

-90.00%

$100.00


(1) A Trigger Event occurs if the closing price of either Underlying is less than the Starting Underlying Level of such Underlying by more than 25% on any day during the Monitoring Period.

The following examples illustrate how the note total returns and total payments set forth in the table above are calculated.

Example 1: The price of the Lesser Performing Underlying increases from the Starting Underlying Level of $70 to an Ending Underlying Level of $73.50. Because the Ending Underlying Level of the Lesser Performing Underlying of $73.50 is greater than its Starting Underlying Level of $70, regardless of whether a Trigger Event has occurred, the investor receives total payments of $1,100 per $1,000 principal amount note over the term of the notes, consisting of interest payments of $100 per $1,000 principal amount note over the term of the notes and a payment at maturity of $1,000 per $1,000 principal amount note. This represents the maximum total payment an investor may receive over the term of the notes.

Example 2: A Trigger Event has not occurred and the price of the Lesser Performing Underlying decreases from the Starting Underlying Level of $70 to an Ending Underlying Level of $56. Even though the Ending Underlying Level of the Lesser Performing Underlying of $56 is less than its Starting Underlying Level of $70, because a Trigger Event has not occurred, the investor receives total payments of $1,100 per $1,000 principal amount note over the term of the notes, consisting of interest payments of $100 per $1,000 principal amount note over the term of the notes and a payment at maturity of $1,000 per $1,000 principal amount note. This represents the maximum total payment an investor may receive over the term of the notes.


JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-7

Example 3: A Trigger Event has occurred and the price of the Lesser Performing Underlying decreases from the Starting Underlying Level of $70 to an Ending Underlying Level of $56. Because a Trigger Event has occurred and the Ending Underlying Level of the Lesser Performing Underlying of $56 is less than its Starting Underlying Level of $70, the investor receives total payments of $900 per $1,000 principal amount note over the term of the notes, consisting of interest payments of $100 per $1,000 principal amount note over the term of the notes and a payment at maturity of $800 per $1,000 principal amount note, calculated as follows:

[$1,000 + ($1,000 x -20%)] + $100 = $900

Example 4: A Trigger Event has occurred and the price of the Lesser Performing Underlying decreases from the Starting Underlying Level of $70 to an Ending Underlying Level of $35. Because a Trigger Event has occurred and the Ending Underlying Level of the Lesser Performing Underlying of $35 is less than its Starting Underlying Level of $70, the investor receives total payments of $600 per $1,000 principal amount note over the term of the notes, consisting of interest payments of $100 per $1,000 principal amount note over the term of the notes and a payment at maturity of $500 per $1,000 principal amount note, calculated as follows:

[$1,000 + ($1,000 x -50%)] + $100 = $600

Example 5: A Trigger Event has occurred and the price of the Lesser Performing Underlying decreases from the Starting Underlying Level of $70 to an Ending Underlying Level of $0. Because a Trigger Event has occurred and the Ending Underlying Level of the Lesser Performing Underlying of $0 is less than its Starting Underlying Level of $70, the investor receives total payments of $100 per $1,000 principal amount note over the term of the notes, consisting solely of interest payments of $100 per $1,000 principal amount note over the term of the notes, calculated as follows:

[$1,000 + ($1,000 x -100%)] + $100 = $100

These returns and the payouts on the notes shown above 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 total returns and payouts shown above would likely be lower.


JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-8

Appendix A

SPDR® S&P® Metals & Mining ETF

     We have derived all information contained in this term sheet regarding the SPDR® S&P® Metals & Mining ETF, including, without limitation, its make-up, method of calculation and changes in its components, from publicly available information. Such information reflects the policies of, and is subject to change by SPDR® Series Trust and SSgA Funds Management, Inc. (“SSFM”). We make no representation or warranty as to the accuracy or completeness of such information. The SPDR® S&P® Metals & Mining ETF is an investment portfolio maintained and managed by SSFM. SSFM is the investment adviser to the SPDR® S&P® Metals & Mining ETF. The SPDR® S&P® Metals & Mining ETF is an exchange-traded fund (“ETF”) that trades on the NYSE Arca under the ticker symbol “XME.” The inception date of the SPDR® S&P® Metals & Mining ETF is June 19, 2006. Prior to January 8, 2007 the SPDR® S&P® Metals & Mining ETF was known as the SPDR® Metals and Mining ETF.

     SPDR® Series Trust is a registered investment company that consists of numerous separate investment portfolios, including the SPDR® S&P® Metals & Mining ETF. Information provided to or filed with the SEC by SPDR® Series Trust pursuant to the Securities Act of 1933 and the Investment Company Act of 1940 can be located by reference to SEC file numbers 333-57793 and 811-08839, respectively, through the SEC’s website at http://www.sec.gov. For additional information regarding SPDR® Series Trust, SSFM or the SPDR® S&P® Metals & Mining ETF, please see the SPDR® Series Trust’s Prospectus, dated October 31, 2010 (as supplemented on December 17, 2010 and January 26, 2011 and as may be amended or supplemented from time to time). In addition, information about SPDR® Series Trust, SSFM and the SPDR® S&P® Metals & Mining ETF may be obtained from other sources including, but not limited to, press releases, newspaper articles and other publicly disseminated documents and the SPDR® Series Trust website at https://www.spdrs.com. We make no representation or warranty as to the accuracy or completeness of such information. Information contained in the SPDR® Series Trust website is not incorporated by reference in, and should not be considered a part of, this term sheet.

     This term sheet relates only to the notes offered hereby and does not relate to the SPDR® S&P® Metals & Mining ETF. We have derived all disclosures contained in this term sheet regarding the SPDR® Series Trust or the SPDR® S&P® Metals & Mining ETF from the publicly available documents described in the preceding paragraph. In connection with the offering of the notes, neither we nor any agent has participated in the preparation of such documents or made any due diligence inquiry with respect to the SPDR® Series Trust or the SPDR® S&P® Metals & Mining ETF. Neither we nor any agent makes any representation that such publicly available documents or any other publicly available information regarding the SPDR® Series Trust or the SPDR® S&P® Metals & Mining ETF is accurate or complete. Furthermore, we cannot give any assurance that all events occurring prior to the date hereof (including events that would affect the accuracy or completeness of the publicly available documents described in the preceding paragraph) that would affect the trading price of shares of the SPDR® S&P® Metals & Mining ETF (and therefore the price of shares of the SPDR® S&P® Metals & Mining ETF on the pricing date) have been publicly disclosed. Subsequent disclosure of any such events or the disclosure of or failure to disclose material future events concerning the SPDR® Series Trust or the SPDR® S&P® Metals & Mining ETF could affect the value received at maturity with respect to the notes and therefore the trading prices of the notes.

     The SPDR® Series Trust consists of separate investment portfolios (each, a “SPDR® Series Fund”). Each SPDR® Series Fund is an index fund that invests in a particular industry or group of industries represented by one of the S&P Select Industry Indices (the “Select Industry Indices” and each, a “Select Industry Index”). The companies included in each Select Industry Index are selected on the basis of Global Industry Classification Standards (“GICS”) from a universe of companies defined by the S&P® Total Market Index (the “S&P TM Index”), a U.S. total market composite index. The investment objective of each Select Industry SPDR® Fund is to provide investment results that, before expenses, correspond generally to the price and yield performance of publicly traded equity securities of companies in a particular industry or group of industries, as represented by the relevant Select Industry Index.

Investment Objective and Strategy

     The SPDR® S&P® Metals & Mining ETF seeks to replicate as closely as possible, before fees and expenses, the total return of the S&P Metals & Mining Select Industry Index. The S&P Metals & Mining Select Industry Index represents the metals and mining sub-industry portion of the U.S. equity market. The S&P Metals & Mining Select Industry Index includes companies in the following sub-industries: coal and consumable fuels, aluminum, diversified metals and mining, gold, precious metals and minerals and steel.

Replication

     In seeking to track the performance of the S&P Metals & Mining Select Industry Index, the SPDR® S&P® Metals & Mining ETF employs a “replication” strategy, which means that the SPDR® S&P® Metals & Mining ETF typically invests in substantially all of the securities represented in the S&P Metals & Mining Select Industry Index in approximately the same proportions as the S&P Metals & Mining Select Industry Index. Under normal market conditions, the SPDR® S&P® Metals & Mining ETF generally invests substantially all, but at least 80%, of its total assets in the securities included in the S&P Metals & Mining Select Industry Index. In addition, the SPDR® S&P® Metals & Mining ETF may invest in equity securities that are not included in the S&P Metals & Mining Select Industry Index, futures, options, swap contracts and other derivatives, cash and cash equivalents or money market instruments, such as repurchase agreements and money market funds (including money market funds advised by SSFM).

Correlation

     The S&P Metals & Mining Select Industry Index is a theoretical financial calculation, while the SPDR® S&P® Metals & Mining ETF is an actual investment portfolio. The performance of the SPDR® S&P® Metals & Mining ETF and the S&P


JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-9

Metals & Mining Select Industry Index will vary somewhat due to operating expenses, transaction costs, cash flows, regulatory requirements and operational inefficiencies. The SPDR® S&P® Metals & Mining ETF seeks to track the performance of the S&P Metals & Mining Select Industry Index as closely as possible (i.e., achieve a high degree of correlation with the S&P Metals & Mining Select Industry Index). A figure of 1.00 would indicate perfect correlation. Any correlation of less than 1.00 is called a “tracking error.” The SPDR® S&P® Metals & Mining ETF, using a replication strategy, can be expected to have a lesser tracking error than a fund using a representative sampling strategy. Representative sampling is a strategy in which a fund invests in a representative sample of securities in an underlying index.

Holdings Information

     As of July 28, 2011, the SPDR® S&P® Metals & Mining ETF included 42 companies, and the SPDR® S&P® Metals & Mining ETF’s three largest holdings were Molycorp, Inc, Allied Nevada Gold Corp. and Coeur D’Alene Mines Corporation. The following table summarizes the SPDR® S&P® Metals & Mining ETF’s holdings in individual companies as of such date.

All Holdings in Individual Securities as of July 28, 2011

Ticker

Name

Sector

Weight


MCP

Molycorp, Inc.

Materials

3.25%

ANV

Allied Nevada Gold Corp.

Materials

3.22%

CDE

Coeur D’Alene Mines Corporation

Materials

3.03%

CRS

Carpenter Technology Corporation

Materials

2.99%

UXG

US Gold Corporation

Materials

2.97%

RGLD

Royal Gold, Inc.

Materials

2.91%

FCX

Freeport-McMoRan Copper & Gold Inc.

Materials

2.88%

NEM

Newmont Mining Corporation

Materials

2.88%

CLD

Cloud Peak Energy Inc.

Energy

2.86%

CNX

Consol Energy Inc.

Energy

2.85%

GSM

Globe Specialty Metals, Inc.

Materials

2.80%

HL

Hecla Mining Company

Materials

2.79%

WLT

Walter Energy, Inc.

Materials

2.77%

CLF

Cliffs Natural Resources Inc.

Materials

2.75%

TIE

Titanium Metals Corporation

Materials

2.75%

WOR

Worthington Industries, Inc.

Materials

2.73%

BTU

Peabody Energy Corporation

Energy

2.70%

CMC

Commercial Metals Company

Materials

2.67%

ACI

Arch Coal, Inc.

Energy

2.59%

RS

Reliance Steel & Aluminum Co.

Materials

2.56%

AA

Alcoa Inc.

Materials

2.53%

NUE

Nucor Corporation

Materials

2.53%

STLD

Steel Dynamics, Inc.

Materials

2.51%

ATI

Allegheny Technologies Incorporated

Materials

2.49%

CMP

Compass Minerals International, Inc.

Materials

2.49%

JRCC

James River Coal Company

Energy

2.49%

ANR

Alpha Natural Resources, Inc.

Energy

2.46%

RTI

RTI International Metals, Inc.

Materials

2.44%

SCHN

Schnitzer Steel Industries, Inc.

Materials

2.39%

X

United States Steel Corporation

Materials

2.39%

PCX

Patriot Coal Corporation

Energy

2.38%

CENX

Century Aluminum Company

Materials

2.31%

SWC

Stillwater Mining Company

Materials

2.15%

AKS

AK Steel Holding Corporation

Materials

2.07%

USU

USEC Inc.

Energy

1.87%

KALU

Kaiser Aluminum Corporation

Materials

1.72%

GMO

General Moly, Inc.

Materials

1.28%

HAYN

Haynes International, Inc.

Materials

1.28%

ZINC

Horsehead Holding Corp.

Materials

1.25%

MTRN

Materion Corporation

Materials

1.09%

ACO

AMCOL International Corporation

Materials

0.78%

85749P9A

State Street Institutional Liquid Reserves

Unassigned

0.16%



JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-10

     As of July 28, 2011, the SPDR® S&P® Metals & Mining ETF’s three largest sub-industries were Steel, Diversified Metals & Mining and Coal & Consumable Fuels. The following table summarizes the SPDR® S&P® Metals & Mining ETF’s sub-industries as of such date.

Industry Breakdown of the SPDR® S&P® Metals & Mining ETF as of July 12, 2011*

Industry

Net Assets


Steel

29.39%

Diversified Metals & Mining

23.82%

Coal & Consumable Fuels

20.24%

Gold

12.00%

Precious Metals & Minerals

7.97%

Aluminum

6.57%

     * The SPDR® S&P® Metals & Mining ETF’s industry breakdown is expressed as a percentage of net assets and may change over time.

     The information above was compiled from the SPDR® Series Trust website. We make no representation or warranty as to the accuracy of the information above. Information contained in the SPDR® Series Trust website is not incorporated by reference in, and should not be considered a part of, this term sheet.

Disclaimer

     The notes are not sponsored, endorsed, sold or promoted by State Street Global Markets, LLC (“SSGM”). SSGM makes no representations or warranties to the owners of the notes or any member of the public regarding the advisability of investing in the notes. SSGM has no obligation or liability in connection with the operation, marketing, trading or sale of the notes.

S&P Metals & Mining Select Industry Index

     We have derived all information contained in this term sheet regarding the S&P Metals & Mining Select Industry Index, including, without limitation, its make-up, method of calculation and changes in its components, from publicly available information. Such information reflects the policies of, and is subject to change by, Standard & Poor’s Financial Services LLC (“S&P”). We have not independently verified such information. We make no representation or warranty as to the accuracy or completeness of such information. S&P has no obligation to continue to calculate and publish, and may discontinue calculation and publication of the S&P Metals & Mining Select Industry Index.

     The S&P Metals & Mining Select Industry Index is reported by Bloomberg L.P. under the ticker symbol “SPSIMM.”

     The S&P Metals & Mining Select Industry Index is an equal-weighted index that is designed to measure the performance of the metals and mining sub-industry portion of the S&P TM Index, a benchmark that measures the performance of the U.S. equity market. The S&P TM Index includes all U.S. common equities listed on the NYSE (including NYSE Arca), the NYSE Amex, the NASDAQ Global Select Market, the NASDAQ Select Market and the NASDAQ Capital Market. Each of the component stocks in the S&P Metals & Mining Select Industry Index is a constituent company within the metals and mining sub-industry portion of the S&P TM Index.

     Additional information concerning the S&P Metals & Mining Select Industry Index may be obtained at the S&P website (www.indices.standardandpoors.com). Information contained in the S&P website is not incorporated by reference in, and should not be considered part of, this term sheet.

Index Eligibility

     For purposes of membership in the S&P Metals & Mining Select Industry Index, S&P applies the inclusion and exclusion criteria separately. Membership is based on a company’s GISC classification, as well as liquidity and market cap requirements.

     Index Inclusion Criteria

     To be eligible for inclusion in the S&P Metals & Mining Select Industry Index, companies must be in the S&P TM Index, must be included in the relevant GICS sub-industry and must satisfy one of the two following combined size and liquidity criteria:

     

1.

float-adjusted market capitalization above US$500 million and float-adjusted liquidity ratio (“FALR”) above 90%; or

 

2.

float-adjusted market capitalization above US$400 million and float-adjusted liquidity ratio above 150%.

     All companies satisfying the above requirements are included in the S&P Metals & Mining Select Industry Index. The total number of companies in the S&P Metals & Mining Select Industry Index should be at least 35. If there are fewer than 35 stocks in the S&P Metals & Mining Select Industry Index, stocks from a supplementary list of highly correlated sub-industries, that meet the market capitalization and liquidity thresholds above, are included in order of their float-adjusted market capitalization to reach 35 constituents. Minimum market capitalization requirements may be relaxed to ensure there are at least 22 companies in the S&P Metals & Mining Select Industry Index as of each rebalancing effective date.


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     Index Exclusion Criteria

     Existing index constituents are removed at the quarterly rebalancing effective date if either their float-adjusted market capitalization falls below US $300 million or their FALR falls below 50%.

     Eligibility Factors

     Market Capitalization. Float-adjusted market capitalization should be at least US$400 million for inclusion in the S&P Metals & Mining Select Industry Index. Existing index components must have a float-adjusted market capitalization of US$300 million to remain in the S&P Metals & Mining Select Industry Index at each rebalancing.

     Liquidity. The liquidity measurement used is a liquidity ratio, defined as dollar value traded over the previous 12-months divided by the float-adjusted market capitalization as of the S&P Metals & Mining Select Industry Index rebalancing reference date.

     Stocks having a float-adjusted market capitalization above US$500 million must have a liquidity ratio greater than 90% to be eligible for addition to the S&P Metals & Mining Select Industry Index. Stocks having a float-adjusted market capitalization between US$400 and US$500 million must have a liquidity ratio greater than 150% to be eligible for addition to the S&P Metals & Mining Select Industry Index. Existing index constituents must have a liquidity ratio greater than 50% to remain in the S&P Metals & Mining Select Industry Index at the quarterly rebalancing. The length of time to evaluate liquidity is reduced to the available trading period for IPOs or spin-offs that do not have 12 months of trading history.

     Domicile. U.S. companies only.

     Takeover Restrictions. At the discretion of S&P, constituents with shareholder ownership restrictions defined in company Bylaws may be deemed ineligible for inclusion in the S&P Metals & Mining Select Industry Index. Ownership restrictions preventing entities from replicating the index weight of a company may be excluded from the eligible universe or removed from the S&P Metals & Mining Select Industry Index.

     Turnover. S&P believes turnover in index membership should be avoided when possible. At times a company may appear to temporarily violate one or more of the addition criteria. However, the addition criteria are for addition to the S&P Metals & Mining Select Industry Index, not for continued membership. As a result, an index constituent that appears to violate criteria for addition to the S&P Metals & Mining Select Industry Index will not be deleted unless ongoing conditions warrant a change in the composition of the S&P Metals & Mining Select Industry Index.

     Sector Classification. The S&P Metals & Mining Select Industry Index includes companies in the following GICS sub-industries: coal and consumable fuels, aluminum, diversified metals and mining, gold, precious metals and minerals and steel.

Index Construction and Calculations

     The S&P Metals & Mining Select Industry Index is equal-weighted, with adjustments to constituent weights to ensure concentration and liquidity requirements, and calculated by the divisor methodology.

     The initial divisor is set to have a base index value of 1000 on December 17, 1999. The index value is simply the index market value divided by the index divisor:

          Index Value = (Index Market Value) / Divisor

          Index Market Value = LOGO Pi × Sharesi × IWFi × AWFi

where N is the number of stocks in the index, Pi the price of stock, IWFi is the float factor of stock, and AWFi is the adjustment factor of stock i assigned at each index rebalancing date, t, which makes all index constituents modified market capitalization equal (and, therefore, equal weight), while maintaining the total market value of the overall index. The AWF for each index constituent, i, at rebalancing date, t, is calculated by:

     AWFi,t = Z / (N × FloatAdjustedMarketValuei,t)

where Z is an index specific constant set for the purpose of deriving the AWF and, therefore, each stock’s share count used in the index calculation (often referred to as modified index shares).

     In order to maintain index series continuity, it is also necessary to adjust the divisor at each rebalancing.

          (Index Value) before rebalance = (Index Value) after rebalance

          Therefore,

          (Divisor) after rebalance = (Index Market Value) after rebalance / (Index Value) before rebalance

Constituent Weightings

     At each quarterly rebalancing, stocks are initially equally-weighted using closing prices as of the second Friday of the last month of quarter as the reference price. Adjustments are then made to ensure that there are no stocks whose weight in the S&P Metals & Mining Select Industry Index is more than can be traded in a single day for a US$ 500 million portfolio.


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     S&P calculates a maximum basket liquidity weight for each stock in the S&P Metals & Mining Select Industry Index using the ratio of its three-month average daily value traded to US$ 500 million. Each stock’s weight in the S&P Metals & Mining Select Industry Index is, then, compared to its maximum basket liquidity weight and is set to the lesser of its maximum basket liquidity weight or its initial equal weight. All excess weight is redistributed across the S&P Metals & Mining Select Industry Index to the uncapped stocks. If necessary, a final adjustment is made to ensure that no stock in the S&P Metals & Mining Select Industry Index has a weight greater that 4.5%. This step of the iterative weighting process may force the weight of those stocks limited to their maximum basket liquidity weight to exceed that weight. In such cases, S&P will make no further adjustments.

Index Maintenance

     The membership to Underlying Index is reviewed quarterly. Rebalancings occur after the closing on the third Friday of the quarter ending month. The reference date for additions and deletions is after the closing of the last trading date of the previous month. Closing prices as of the second Friday of the last month of the quarter are used for setting index weights.

     Timing of Changes

     Additions. Companies are added between rebalancings only if a deletion in the S&P Metals & Mining Select Industry Index causes the stock count to fall below 22. In those cases, each stock deletion is accompanied with a stock addition. The new company will be added to the S&P Metals & Mining Select Industry Index at the weight of the deleted constituent. In the case of mergers involving at least one index constituent, the merged company will remain in the S&P Metals & Mining Select Industry Index if it meets all of the eligibility requirements. The merged company will be added to the S&P Metals & Mining Select Industry Index at the weight of the pre-merger index constituent. If both companies involved in a merger are index constituents, the merged company will be added at the weight of the company deemed the acquirer in the transaction. In the case of spin-offs, the S&P Metals & Mining Select Industry Index will follow the S&P TM Index’s treatment of the action. If the S&P TM Index treats the pre- and post-spun company as a deletion/addition action, using the stock’s when-issued price, the S&P Metals & Mining Select Industry Index will treat the spin-off this way as well.

     Deletions. A company is deleted from the S&P Metals & Mining Select Industry Index if the S&P TM Index drops the constituent. If a constituent deletion causes the number of companies in the relevant index to fall below 22, each stock deletion is accompanied with a stock addition. In case of GICS changes, where a company does not belong to a qualifying sub-industry after the classification change, it is removed from the S&P Metals & Mining Select Industry Index at the next rebalancing.

     Adjustments

     The table below summarizes the types of index maintenance adjustments and indicates whether or not an index adjustment is required.

S&P TM Index Action

  

Adjustment Made to the S&P Metals & Mining Select Industry Index

  

Divisor Adjustment?


 
 

Constituent deletion

  

If the constituent is a member of the S&P Metals & Mining Select Industry Index, it is dropped.

  

Yes

 

 

 

 

 

Constituent addition

 

Only in cases where the deletion causes the component count to fall below 22 stocks, then the deletion is accompanied by an addition assuming the weight of the dropped stock.

When a stock is removed from the S&P Metals & Mining Select Industry Index at a price of $0.00, the stock's replacement will be added to the S&P Metals & Mining Select Industry Index at the weight using the previous day's closing value, or the most immediate prior business day that the deleted stock was not valued at $0.00.

 

 

 

 

 

Share changes between quarterly share adjustments

  

None.

  

No

 

 

 

Quarterly share changes

  

There is no direct adjustment, however, on the same date the S&P Metals & Mining Select Industry Index rebalancing will take place.

  

Only because of the S&P Metals & Mining Select Industry Index rebalancing.

 


JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-13

GICS change

  

None. If, after the GICS change, a company no longer qualifies to belong to the S&P Metals & Mining Select Industry Index, it is removed at the next rebalancing.

  

No

 

 

 

Spin-off treated as a deletion/addition action in the S&P® TMI

  

No weight change. The price is adjusted to when-issued price of the parent company, as announced in the S&P® TMI action. Index shares change so that the company’s weight remains the same as its weight before the spin-off.

  

No

Corporate Actions

Corporate Action

  

Adjustment Made to the S&P Metals & Mining Select Industry Index

  

Divisor Adjustment?


 
 

Spin-off

  

In general, both the parent company and spin-off companies will remain in the S&P Metals & Mining Select Industry Index until the next index rebalancing, regardless of whether they conform to the theme of the S&P Metals & Mining Select Industry Index. When there is no market-determined price available for the spin, the spin is added to the S&P Metals & Mining Select Industry Index at zero price at the close of the day before the ex-date.

  

No

 

 

 

Rights Offering

  

The price is adjusted to the price of the parent company minus (the price of the rights subscription/rights ratio). The index shares change so that the company’s weight remains the same as its weight before the spin-off.

  

No

 

 

 

Stock Dividend, Stock Split or Reverse Stock Split

  

The index shares are multiplied by and price is divided by the split factor.

  

No

         

Share Issuance or Share Repurchase, Equity Offering or Warrant Conversion

  

None.

  

No

 

 

 

Special Dividends

  

Price of the stock making the special dividend payment is reduced by the per share special dividend amount after the close of trading on the day before the dividend ex-date.

  

Yes



JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-14

Appendix B

The iShares® MSCI Brazil Index Fund

     We have derived all information contained in this term sheet regarding the iShares® MSCI Brazil Index Fund, including, without limitation, its make up, method of calculation and changes in its components, from publicly available information. Such information reflects the policies of, and is subject to change by, iShares®, Inc., BlackRock Institutional Trust Company, N.A. (“BTC”) and BlackRock Fund Advisors (“BFA”). The iShares® MSCI Brazil Index Fund is an investment portfolio maintained and managed by iShares®, Inc. BFA is currently the investment adviser to the iShares® MSCI Brazil Index Fund. The iShares® MSCI Brazil Index Fund is an exchange-traded fund (“ETF”) that trades on the NYSE Arca under the ticker symbol “EWZ.” We make no representations or warranty as to the accuracy or completeness of the information derived from these public sources.

     iShares®, Inc. is a registered investment company that consists of numerous separate investment portfolios, including the iShares® MSCI Brazil Index Fund. Information provided to or filed with the SEC by iShares®, Inc. pursuant to the Securities Act of 1933 and the Investment Company Act of 1940 can be located by reference to SEC file numbers 033-97598 and 811-09102, respectively, through the SEC’s website at http://www.sec.gov. For additional information regarding iShares®, Inc., BFA and the iShares® MSCI Brazil Index Fund, please see the Prospectus dated January 1, 2011. In addition, information about iShares® and the iShares® MSCI Brazil Index Fund may be obtained from other sources including, but not limited to, press releases, newspaper articles and other publicly disseminated documents and the iShares® website at www.ishares.com. We make no representation or warranty as to the accuracy or completeness of such information. Information contained in the iShares® website is not incorporated by reference in, and should not be considered a part of, this term sheet.

Investment Objective and Strategy

     The iShares® MSCI Brazil Index Fund seeks to provide investment results that correspond generally to the price and yield performance, before fees and expenses, of publicly traded securities in the Brazilian market, as measured by the MSCI Brazil Index. The iShares® Brazil Index Fund holds equity securities traded primarily in Brazil. The MSCI Brazil Index was developed by MSCI Inc. (“MSCI”) as an equity benchmark for Brazilian stock performance, and is designed to measure equity market performance in Brazil. For more information about the MSCI Brazil Index, see “The MSCI Brazil Index” below.

     As of June 30, 2011, the iShares® MSCI Brazil Index Fund’s three largest equity securities were Petrobras Petroleo Brasileiro SA, Preferred; Cia Vale do Rio Doce, Preferred-Class A and Itau Unibanco Banco Multiplo SA. Its three largest sectors were finance, materials and energy.

     The iShares® MSCI Brazil Index Fund uses a representative sampling strategy (as described below under “— Representative Sampling”) to try to track the MSCI Brazil Index. The iShares® MSCI Brazil Index Fund generally invests at least 95% of its assets in the securities of the MSCI Brazil Index and in depositary receipts representing securities included in the MSCI Brazil Index. The iShares® MSCI Brazil Index Fund will at all times invest at least 80% of its assets in the securities of the MSCI Brazil Index or in depositary receipts representing securities included in the MSCI Brazil Index. The iShares® MSCI Brazil Index Fund may invest the remainder of its assets in other securities, including securities not in the MSCI Brazil Index, futures contracts, options on futures contracts, other types of options and swaps related to the MSCI Brazil Index, as well as cash and cash equivalents, including shares of money market funds affiliated with BFA or its affiliates.

Representative Sampling

     BFA uses a “representative sampling” indexing strategy to manage the iShares® MSCI Brazil Index Fund. “Representative sampling” is an indexing strategy that involves investing in a representative sample of securities that collectively has an investment profile similar to the MSCI Brazil Index. Securities selected are expected to have, in the aggregate, investment characteristics (based on factors such as market capitalization and industry weightings), fundamental characteristics (such as return variability and yield) and liquidity measures similar to those of the MSCI Brazil Index. The iShares® MSCI Brazil Index Fund may or may not hold all of the securities in the MSCI Brazil Index.

Correlation

     The MSCI Brazil Index is a theoretical financial calculation, while the iShares® MSCI Brazil Index Fund is an actual investment portfolio. The performance of the iShares® MSCI Brazil Index Fund and the MSCI Brazil Index may vary due to transaction costs, non-U.S. currency valuation, asset valuations, corporate actions (such as mergers and spin-offs), timing variances, and differences between the iShares® MSCI Brazil Index Fund’s portfolio and the MSCI Brazil Index resulting from legal restrictions (such as diversification requirements) that apply to the iShares® MSCI Brazil Index Fund but not to the MSCI Brazil Index or the use of representative sampling. “Tracking error” is the difference between the performance (return) of a fund’s portfolio and that of its underlying index. BFA expects that, over time, the iShares® MSCI Brazil Index Fund’s tracking error will not exceed 5%. The iShares® MSCI Brazil Index Fund, using a representative sampling strategy, can be expected to have a greater tracking error than a fund using a replication strategy. Replication is a strategy in which a fund invests in substantially all of the securities in its underlying index in approximately the same proportions as in the underlying index.

Industry Concentration Policy

     The iShares® MSCI Brazil Index Fund will concentrate its investments (i.e., hold 25% or more of its total assets) in a particular industry or group of industries to approximately the same extent that the MSCI Brazil Index is concentrated. For purposes of this limitation, securities of the U.S. government (including its agencies and instrumentalities) and repurchase agreements collateralized by U.S. government securities are not considered to be issued by members of any industry.


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Holdings Information

     As of June 30, 2011, 99.35% of the iShares® MSCI Brazil Index Fund’s holdings consisted of equity securities, 0.00% consisted of cash and 0.64% was in other assets, including dividends booked but not yet received. The following tables summarize the iShares® MSCI Brazil Index Fund’s top holdings in individual companies and by sector as of such date.

Top holdings in individual securities as of June 30, 2011

       Company
Percentage of
Total Holdings

Petrobras Petroleo Brasileiro SA, Preferred

10.29%

Cia Vale do Rio Doce, Preferred-Class A

  9.29%

Itau Unibanco Banco Multiplo SA

  8.60%

Petrobras Petroleo Brasileiro SA

  8.06%

Cia Vale do Rio Doce, ADR

  6.57%

Banco Bradesco SA, Preferred

  5.58%

Cia de Bebidas das Americas, Preferred

  3.94%

Itausa-Investimentos Itau, Preferred

  2.91%

BM&F Bovespa SA

  2.10%

OGX Petroleo e Gas Participa

  1.92%

Top holdings by sector as of June 30, 2011

         Sector
Percentage of
Total Holdings

Financials

24.49%

Materials

23.47%

Energy

21.83%

Consumer Staples

  9.31%

Utilities

  5.95%

Consumer Discretionary

  4.79%

Industrials

  3.45%

Telecommunication Services

  3.07%

Information Technology

  2.07%

Health Care

  0.92%

Other/Undefined

  0.65%

     The information above was compiled from the iShares® website. We make no representation or warranty as to the accuracy or completeness of such information. Information contained in the iShares® website is not incorporated by reference in, and should not be considered a part of, this term sheet.

Disclaimer

     The notes are not sponsored, endorsed, sold or promoted by BTC. BTC makes no representations or warranties to the owners of the notes or any member of the public regarding the advisability of investing in the notes. BTC has no obligation or liability in connection with the operation, marketing, trading or sale of the notes.

The MSCI Brazil Index

     We have derived all information contained in this term sheet regarding the MSCI Brazil Index, including, without limitation, its make-up, method of calculation and changes in its components, from publicly available information. Such information reflects the policies of, and is subject to change by, MSCI. We make no representation or warranty as to the accuracy or completeness of such information. The MSCI Brazil Index is calculated, maintained and published by MSCI. MSCI has no obligation to continue to publish, and may discontinue publication of, the MSCI Brazil Index.

     The MSCI Brazil Index is a free float-adjusted, capitalization-weighted index that BM&FBOVESPA (The Brazilian exchange) and is nondiversified. The MSCI Brazil Index is reported by Bloomberg L.P. under the ticker symbol “MXBR.” Component companies must meet objective criteria for inclusion in the MSCI Brazil Index, taking into consideration unavailable strategic shareholdings and limitations to foreign ownership. The MSCI Brazil Index has a base date of December 31, 1987.

     For more information on the index calculation methodology used to formulate the MSCI Brazil Index (and which is also used to formulate the indices included in the MSCI Global Index Series), see the section entitled “The MSCI Indices” beginning on page PS-43 of the accompanying product supplement no. 192-A-III. References to “the MSCI Indices” contained in the above-referenced section will be deemed to include the MSCI Brazil Index for purposes of this Appendix B.


JPMorgan Structured Investments —
Callable Yield Notes Linked to the Lesser Performing of the SPDR® S&P® Metals & Mining ETF and the IShares® MSCI Brazil Index Fund

TS-16