EXHIBIT 11

J.P. MORGAN CHASE & CO.

Computation of Earnings per Common Share

For a discussion of the computation of basic and diluted earnings per common share, see Note 15 of JPMorgan Chase’s 2001 Annual Report.

(in millions, except per share amounts)	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2002		2001		2002		2001
Basic Earnings per Share
Earnings:
Net Income	$	1,028	$	378	$	2,010	$	1,577
Less: Preferred Stock Dividends		13		19		26		40
Net Income Applicable to Common Stock	$	1,015	$	359	$	1,984	$	1,537
Shares:
Basic Average Common Shares Outstanding		1,982.6		1,978.4		1,980.4		1,972.6
Net Income per Share (a)	$	0.51	$	0.18	$	1.00	$	0.78
Diluted Earnings per Share
Earnings:
Net Income Applicable to Common Stock	$	1,015	$	359	$	1,984	$	1,537
Shares:
Basic Average Common Shares Outstanding		1,982.6		1,978.4		1,980.4		1972.6
Additional Shares Issuable upon Exercise of Stock Options for Dilutive Effect		33.4		55.2		30.6		60.4
Average Common Shares Outstanding Assuming Dilution		2,016.0		2,033.6		2,011.0		2,033.0
Net Income per Share (a)	$	0.50	$	0.18	$	0.99	$	0.76

(a)  Basic and diluted earnings per share have been reduced by $0.01 in the six months of 2001 due to the impact of the adoption of SFAS 133 relating to the accounting for derivative instruments and hedging activities.

63