EX-99.2 3 dex992.htm JPMORGAN CHASE & CO. INVESTOR PRESENTATION, DATED SEPTEMBER 25, 2008 JPMorgan Chase & Co. Investor Presentation, dated September 25, 2008
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Acquisition of assets, deposits and certain liabilities of Washington Mutual’s banks by
JPMorgan Chase
JPMorgan Chase & Co. has filed a registration statement (including a
prospectus) with the SEC for the offering to which this communication relates. 
Before you invest, you should read the prospectus in that registration
statement and other documents JPMorgan Chase & Co. has filed with the SEC
for more complete information about JPMorgan Chase & Co. and this offering. 
You may get these documents for free by visiting EDGAR on the SEC web site
at www.sec.gov.  Alternatively, JPMorgan Chase & Co. or J.P. Morgan
Securities Inc. will arrange to send to you the prospectus if you request it by
calling toll-free 1-866-430-0686.
Exhibit 99.2

Key terms of acquisition of Washington Mutual’s banks
from FDIC acting as receiver
Transaction
JPMorgan Chase to acquire:
Substantially all of the assets of Washington Mutual’s banks
 
All of the deposits and certain liabilities of Washington Mutual’s  
     banks
Transaction does not include:
 
Assets and liabilities of Washington Mutual Inc. (Holding Company)
 
Unsecured senior debt, subordinated debt and preferred of  
    Washington Mutual’s banks
Consideration
$1.9bn cash payable to FDIC
Expected capital
raise
$8.0 billion of common equity
Divestitures
None
Approvals
All key approvals received
Credit rating
Expect ratings to be affirmed
1

Strategic Fit
Greatly enhances retail banking platform in attractive markets
Combined deposits of $911 billion and 5,410 branches at close
Expanding into attractive new markets (CA + FL)
Increases market share in existing largest fast-growing markets (NY, TX, IL, AZ, CO, UT)
Financially Compelling
Accretive immediately; should be substantially so in future
Asset write-downs reduce risk to volatility in future earnings
Allows significant margin for error
Opportunity to grow revenue and realize significant cost savings
Ability
to
bring
expanded
Chase
products
and
services
to
WaMu
branches
Drive efficiencies in branch network and back office
JPMorgan Chase maintains strong capital and liquidity positions
Retail deposits add to stable funding base
Ability to execute
Proven capabilities with success in Bank One/Chase and Bank of New York transactions
Little overlap with Bear Stearns integration
WaMu
provides unique opportunity to expand retail banking franchise
and generate attractive returns for JPMorgan Chase shareholders
2

Leader in retail banking and deposit gathering
Branches
Deposits ($bn)
Source: SNL Financial
Note: Branch data as of September 18, 2008; deposit data as of June 30, 2008
Rank
Institution
Branches (#)
1
Bank of America
6,138
        
(2)
Pro forma JPMorgan Chase
5,410
       
2
Wells Fargo
3,430
        
3
Wachovia
3,348
        
4
JPMorgan Chase
3,203
       
5
U.S. Bancorp
2,649
        
Rank
Institution
Deposits ($bn)
(1)
Pro forma JPMorgan Chase
$911
1
Citi
804
2
Bank of America
785
3
JPMorgan Chase
723
4
Wachovia
448
5
Wells Fargo
339
3

Creates broader branch network
Source: SNL Financial
Note: Data as of September 18, 2008
Branch map
Total JPMorgan Chase–WaMu
combined
branches —
5,410 at close
Chase branches —
3,203
WaMu
branches —
2,207
Branch overlap
New markets
4

Source: SNL Financial
Note: Branch data as of September 18, 2008
Adds branch presence in new markets
State
Combined
JPMorgan Chase
Washington Mutual
New York
888
651
237
Texas
722
469
253
California
691
3
688
Illinois
463
348
115
Arizona
308
244
64
Michigan
298
298
-
Ohio
285
285
-
Florida
274
13
261
New Jersey
253
167
86
Washington
188
1
187
Indiana
185
185
-
Louisiana
162
162
-
Colorado
129
89
40
Oregon
105
-
105
Wisconsin
77
77
-
Other
382
211
171
Total
5,410
3,203
2,207
# of branches
5

$7.5
$15.7
$75.7
$9.1
$3.3
$12.7
$13.8
$15.2
$21.5
$72.5
$28.7
$0.6
$11.9
$13.0
$0.0
$1.4
$1.1
$0.0
New  York
California
Texas
Illinois
Arizona
Michigan
Washington
Ohio
Florida
New Jersey
JPMorgan Chase
Washington Mutual
Adjusted deposits in 10 key states ($bn)
Source: SNL Financial
Note: Deposit data as of June 30, 2007; excludes deposits greater than $500mm in a single branch; demographic data deposit-weighted by county
1
2007-2012
Combined retail franchise has leading market share in key states
1
3
1
1
1
2
2
4
5
6
21.7%
12.2%
13.0%
9.0%
23.6%
10.8%
14.6%
7.6%
3.9%
8.2%
0.6
4.0
3.6
0.7
1.5
0.4
0.7
0.3
3.4
0.5
2.6%
4.8%
9.8%
3.1%
16.9%
2.1%
6.6%
2.6%
9.7%
2.9%
Pop.
growth
(mm)
1
Market share
Rank
$88.2
$75.7
$37.7
$22.9
$16.3
$13.8
$13.0
$12.7
$12.4
$10.8
HH
growth
1
6

Source: SNL Financial; FDIC data as of June 30, 2007, with $500mm branch exclusion
Deposit
Growth
and
CAGR:
Claritas
2007,
based
on
CBSA
Deposits
Top 3 ranking in the country’s largest MSAs
Select MSAs
by Deposits ($ millions)
MSA
Deposits in
market
Combined
Market Share
Combined Rank
Deposit growth
‘07-‘12
CAGR
‘07-‘12 (%)
New York, NY
$438,371
20.3%
1
$36,209
2.1%
Los Angeles, CA
$253,285
13.1%
2
$28,970
2.9%
Chicago, IL
$190,703
11.8%
1
$19,377
2.6%
Miami, FL
$118,026
7.7%
3
$14,046
3.2%
San Francisco, CA
$101,911
11.2%
3
$11,803
2.4%
Dallas-Fort Worth, TX
$75,991
17.1%
1
$15,215
4.1%
Houston, TX
$71,559
19.9%
1
$13,889
3.9%
Detroit, MI
$61,034
14.6%
3
$5,685
2.1%
Seattle, WA
$49,836
17.3%
2
$7,442
3.2%
San Diego, CA
$45,071
16.2%
2
$7,076
3.5%
Phoenix, AZ
$42,982
23.2%
1
$11,845
4.9%
San Jose, CA
$42,903
11.5%
3
$4,263
2.1%
7

Footprint covers 46% of expected population growth –
up from 18%
Source:
SNL
Financial
branch
data,
Claritas
demographic
data
and
projections
Note:
Branch
data
as
of
September
18,
2008,
Demographic
data
and
projections
as
of
2007
Combined
Chase
WaMu
   Network Comparisons 
U.S. Households
42.3%
25.0%
30.3%
   Hispanic Households
67.9%
33.9%
58.3%
   Average Income
$72,332
$71,595
$74,747
   Businesses
45.6%
26.5%
33.0%
   Total # of Branches
5,410
3,203
2,207
   Population Growth (2007-12)
U.S. Population (millions)
129.9
75.0
94.1
5 Year Growth 
4.9%
3.3%
5.6%
% of Population Growth
46.2%
18.0%
37.9%
5 Year Hispanic Growth
19.3%
18.3%
18.8%
   % of Hispanic Growth
63.4%
29.9%
52.8%
8

1
Source: IMF
Note: Data as of June 30, 2008; branch data as of September 18, 2008
Transaction further strengthens the entire franchise
9
Rank
Size and metrics
Retail Banking
#2
14,300
ATMs
24.5mm
checking accounts
Credit cards
#1
$181bn
outstanding
Mortgage
#3
$1,433bn
total mortgage
loans
serviced
1
Commercial Banking
$113bn loans
$106bn
liabilities

Integration plan: invest to improve franchise, realize
efficiencies and reduce risk
Integrate branch system
Close less than 10% of combined branches
Optimize staffing in the branches for right balance of sales specialists, bankers and support staff
Convert Washington Mutual branches to Chase’s platform; process virtually identical with prior Bank
of New York and Bank One conversions
Bring best sales and business practices to each
Leverage Washington Mutual branch footprint for growth
Introduce enhanced product offerings to promote greater cross-sell
Build out Business Banking (for small business clients)
Build out Middle Market
Benefits Private Bank and Private Client Services
Consumer lending
Run-off existing home lending and sub-prime credit card portfolios
Exit all non-bank branch retail lending
Future originations to Chase standards
Integrate mortgage servicing
Integration plan generates top and bottom line growth
10

Revenue growth: credit card and investment sales
Branch network provides opportunity to cross-sell more products, particularly credit card and
investment sales:
Credit card
—
In
2007,
Chase
produced
2x
the
per
branch
credit
card
production
of
WaMu
—
Achieving
this
productivity
from
WaMu
branches
would
generate
an
additional
500,000
credit cards sold annually through the branches
Investment sales
—
Chase’s
%
of
retail
bank
households
that
have
an
investment
product
is
2x
greater
than
WaMu
—
Chase’s Financial Advisors produce on average 60% more investment sales per year
—
Achieving Chase investment sales productivity and increasing number of Financial Advisors
could lead to an additional $8-10B in sales annually through the branches
WaMu
Chase
Credit
card
sales
per
branch
per
month
-
2007
2x higher
WaMu
Chase
Investment
sales
per
branch
per
month
-
2007
3x higher
11

2005 BNY
1H08
2005 BNY
1H08
Note: 1H07 and 1H08 are averages of 1Q and 2Q
¹
Based on average of comparable deposit size Chase branches in NY, NJ and CT
Chase has a solid track record in enhancing branch productivity
1.0x
1.0x
1.4x higher
20.0x higher
Bank of New York branches -
credit cards¹
Bank of New York branches -
investment sales¹
Chase successfully increased branch productivity for credit card
and
investment sales after the Bank of New York branch acquisition
12

Anticipated cost savings and merger costs
Cost savings
Projected cost savings of approximately $1.5 billion, or approximately 15%-20% of Washington
Mutual’s non-interest expense base, net of significant investments in the business
Majority of synergies achievable by end of 2010
Majority of branch combinations to be completed by end of 2010
Merger costs
Estimated initial transaction-related costs of approximately $1.5 billion pre-tax
Severance
Technology and systems
Real estate and facilities
Additional
merger
costs
of
$500mm
+/-
expected
to
be
recognized
by
2011,
with
the
majority
in
2009 and 2010
13

Branches in new markets create opportunity for Business and
Commercial Banking
Business Banking
Significant
opportunity
to
expand
Business
Banking
as
WaMu
had
limited
market
penetration
Chase has 5x WaMu’s
average Business Banking checking balances
Chase has 40% more fee income per customer
Plans include expanded product offering and build out of business bankers/relationship
managers
Commercial Banking
Retail branch presence provides the basis for a strong middle market franchise
Washington Mutual’s retail presence in select attractive markets combined with Chase’s
proven leadership provides significant opportunity to enhance Chase’s Middle Market business
Over 5,000 Middle Market companies for Chase to pursue as customers in Los Angeles, San
Diego, San Francisco, Seattle, and Portland
Incremental
capabilities
from
Washington
Mutual’s
multi-family
lending
business,
a
niche
product offering with a good risk profile
Ability to offer Treasury Services products to new customer base
14

Remaining life loss estimates and marks
Allowance for loan losses ($ millions)
Washington Mutual Home Loan portfolio ($ millions)
WaMu’s
credit impaired loans will be recorded at fair value at the acquisition date.  Initial
adjustments to fair value will be recognized through purchase accounting.  Subsequent adjustments
to be recognized through income statement.  The allowance for loan losses associated with these
loans will not be carried over to the combined company.
For non-credit impaired loans, the allowance for loan losses is transferred over to the combined
company and subject to conforming reserve adjustments.  These adjustments will be recognized in
the consolidated income statement
¹
Transition adjustment represents: release of allowance on credit impaired loans (PAA) and conforming ALL adjustments (income statement)
WaMu Allowance for Loan Losses as of 6/30/08
$8,456
Transition Adjustment¹
(4,877)
WaMu pro forma Allowance for Loan Losses
$3,579
Total Fair
Remaining life loss estimates
as of 12/31/2007
Projected remaining
life losses as of
09/30/2008
Estimated
balances as of
Value Marks
$
(%)
$
9/30/2008
Option ARMs
($8,189)
$11,803
20%
$10,346
$50,300
Mortgage
(3,376)
2,692
5
2,183
51,100
HE Loans & Lines
(12,565)
               
14,252
23
11,739
59,500
Subprime
(5,761)
                 
7,502
40
6,438
15,100
Total home loan portfolio
($29,891)
$36,249
19%
$30,706
$176,000
Other portfolios
($980)
Total marks
($30,871)
15

Home lending loss sensitivities
($ billions)
1
Home price appreciation
16
Current estimates
Deeper recession
Severe recession
Current to trough HPA
California
(10%)
(14%)
(24%)
Florida
(16)
(21)
(36)
US
(8)
(11)
(20)
Peak to trough HPA
California
(44%)
(48%)
(58%)
Florida
(44)
(49)
(64)
US
(25)
(28)
(37)
Unemployment
7.0%
7.5%
8.0%
Remaining life losses
from
December 31, 2007
$36
$42
$54
1
1

Capital impact from transaction before capital raise
Tier 1 capital impact ($ billions)
1
At Washington Mutual carrying values
2
Excludes
REIT
preferred,
subordinated
debt
and
senior
debt
from
Washington
Mutual’s
banks,
and
the
elimination
of
the
deferred
tax
assets
of
Washington
Mutual’s
banks
3
Other
includes
restructuring
charge,
writeoff
of
PP&E,
and
other
Tier
1
adjustments
17
Tangible assets assumed
$296
Liabilities assumed
265
Net assets
$31
Loan marks
(31)
Reversal of loan loss reserve
8
Other PAA
3
(6)
Adjusted net asset value
$2
Consideration
(2)
Pro forma capital impact
$0
Conforming loan loss reserve
(1)
Pro forma capital impact after conforming loan loss reserve
($1)
2
1
1

Capital ratio analysis –
includes expected $8bn capital raise
Source: Company filings, FactSet, I/B/E/S, Equity research, JPMorgan Chase and Washington Mutual estimates
Note:
JPMorgan
pro
forma
for
$1.8bn
issuance
of
DRD
Preferred
in
August
2008
and
$8.0bn
common
raise
6/30/08
Estimated 9/30/2008
JPMorgan Chase
JPMorgan Chase pro forma
Pro forma assets (reg)
Total assets
$1,776
$2,050
Tangible assets
1,727
2,000
RWA
1,080
1,300
Average assets for leverage ratio
1,536
1,550
Pro forma capital (reg)
Tangible common equity
$79
$85
Tier 1 capital
99
107
Total capital
145
156
Pro forma capital ratios
+/-
TCE/TA
4.6%
4.3%
Leverage
6.4
6.9
Tier 1 capital
9.2
8.3
Total capital
13.4
12.0
TCE/MRWA
6.8
6.4
Capital over time
18

Note: Washington Mutual contribution based on JPMorgan Chase management estimates
2009
2010
2011
JPMorgan Chase GAAP earnings - consensus
$11.7
$15.8
$16.7
JPMorgan Chase GAAP EPS - consensus
$3.29
$4.41
$4.67
Pro forma contribution from Washington Mutual
$2.4
$3.0
$3.4
Pro forma GAAP net income
$14.2
$18.8
$20.1
Pro forma GAAP EPS
$3.79
$5.01
$5.37
EPS accretion/(dilution) ($)
$0.50
$0.60
$0.70
EPS accretion/(dilution) (%)
15%
14%
15%
Earnings accretion/(dilution) ($bn)
$1.9
$2.2
$2.6
$ billions
Illustrative income statement impact
Substantially improved earnings creates margin of error for additional credit losses
19

Illustrative capital generation from Washington Mutual franchise
2009
2010
2011
Operating income (after-tax)
$2.4
$3.0
$3.4
Capital from balance sheet reduction
2.0
1.1
0.5
Washington Mutual total excess capital
$4.4
$4.1
$3.9
Washington Mutual total cumulative excess capital
$4.4
$8.5
$12.4
Washington Mutual assets
$231.2
$211.5
$200.2
$ billions
Note: Washington Mutual contribution based on JPMorgan Chase management estimates
20

JPMorgan Chase 3Q08 earnings outlook
Note that the below 3Q08 outlook is necessarily preliminary pending completion of the Firm’s third fiscal quarter.  Accordingly the
information remains subject to trading results for several remaining days, changes in JPM credit spreads, allowance
additions
based
on
final
credit
loss
data,
quarter-end
accounting
adjustments,
and
other
factors.
In
addition,
the
overall
economy
and
the
capital
markets
remain
highly
uncertain.
For
more
information,
see
“Forward-looking
disclosures”
on
page
22
Investment Bank
QTD trading results positive despite highly volatile conditions
—
Includes
markdowns of $3.0bn
to $3.5bn
+/-
on mortgage and leveraged
loans
—
Significant reduction in key risk exposure
—
Benefit of credit spread widening $1bn +/-
—
Lehman/AIG exposure –
risk remaining but minimal cost expected in third quarter
Expect APB 23 benefit firmwide of $700mm+ (mostly in Investment Bank)
Addition to allowance for credit losses of $400mm +/-
Inclusive of all the above, expect Investment Bank to be profitable in the quarter
Retail Financial Services net charge-offs continue to trend higher as previously disclosed; likely addition to allowance for loan losses for
the subprime and prime mortgage portfolios of $600mm+ (some of which relates to prime mortgage in Corporate)
Card Services net charge-offs performing as previously disclosed in range of 5% +
Other businesses (CB, TSS, AM) on track versus prior outlook
Corporate results include:
$1.2bn pretax write-down related to preferred equity interests in FRE and FNM
Estimated auction-rate securities buyback charge of
approximately
$400mm
+/-
(pretax)
Increased credit costs related to prime mortgage portfolio
Washington Mutual transaction will have some income statement accounting impact in 3Q08
Expect no extraordinary gain
Approximately $2bn addition to allowance for loan losses (conforming accounting booked above the line)
21

Forward-Looking Disclosure:
This presentation contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. In particular,
the earnings information presented on page 21
is
necessarily
preliminary
pending
completion
of
the
Firm's
third
fiscal
quarter
on
September
30,
2008.
Such
information also does not reflect the impact on the Firm’s earnings or credit information as a result of the
acquisition of the assets and liabilities of Washington Mutual’s banks. All forward-looking statements included
in this presentation are based upon the current beliefs and expectations of JPMorgan Chase’s management
and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the
forward-looking statements.  Factors that could cause JPMorgan Chase’s actual results to differ materially
from
those
described
in
the
forward-looking
statements
include:
changes
in
revenue
due
to
volatility
in
the
financial and trading markets; additional reserves to the allowance for credit losses based on final credit loss
data; increased expenses due to final accrual information; normal quarter-end accounting adjustments; 
negative economic conditions that adversely affect housing prices, the job market, consumer confidence and
spending habits and the economy in general; changes in interest rates; estimates used in determining the fair
value of certain of our assets may be imprecise resulting in significant changes in valuation; changes in the
regulation of financial services companies, government-sponsored enterprises, mortgage originators and
servicers,
hedge
funds
and
credit
card
lenders;
changes
in
the
regulation
of
the
products
and
services
that
JPMorgan Chase offers; and changes in the reputation of, or expectations regarding, the financial services
industry in general or JPMorgan Chase in particular or with respect to practices of, and products offered by,
financial institutions in general or JPMorgan Chase in particular.  Additional factors that may cause actual
results to differ materially than those set forth in the forward-looking statements can be found in JPMorgan
Chase’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2008 and June 30, 2008, Annual
Report on Form 10-K for the year ended December 31, 2007 and Current Reports on Form 8-K for events
occurring
on
or
after
the
date
hereof,
filed
with
the
Securities
and
Exchange
Commission
and
available
on
JPMorgan Chase’s website (www.jpmorganchase.com) and on the Securities and Exchange Commission’s
website (www.sec.gov) to which reference is hereby made. JPMorgan Chase does not undertake to update the
forward-looking statements to reflect the impact of circumstances or events that may arise after the date of
the forward-looking statements.
22