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To: Susan G who wrote (12711)	2/21/2002 9:19:00 PM
From: Teri Garner	Read Replies (1) \| Respond to of 26752

JP Morgan rating downgraded to negative: Fitch Ratings-New York-February 21, 2002: Fitch Ratings has affirmed current ratings for JP Morgan Chase & Co (JPMC) at 'AA-' senior and F1+ short-term and its subsidiaries following an extensive review of the company. At the same time, Fitch has revised its Rating Outlook to Negative, reflecting our expectations for continued softness in the global economy and in the equity and capital markets. (Outlooks are intended to look forward over a 12 to 18 month time horizon.) These macro economic issues will subject JPMC to continued challenges on the asset quality front and will serve to restrain the performance of many of the firm's businesses, particularly within the investment banking business. We believe that JPMC still has substantial capacity to manage through the current environment, albeit to a lesser degree today than was true several quarters ago as the firm utilized some of its financial flexibility to deal with various issues during the latter part of 2001, including the well publicized Enron situation. We expect JPMC's diverse franchise to afford the company the ability to rebound to profitability, and steadily improve its financial performance over the near to intermediate term. The current ratings also incorporate an expectation that JPMC will continue to show appropriate prudence in both liquidity management and capital management, and we look for JPMC to build its capital positions over the coming year. Clearly we will continue to monitor this situation closely and will reevaluate and likely change the ratings if JPMC is not be able to meet these expectations. fitchratings.com