Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-177923
Dated July 24, 2014




North America Structured Investments

3yr Auto Callable Review Notes

Overview

May be appropriate for investors who seek early exit prior to maturity at a
premium if, on any Review Date, the Index closing level of each of the Indices
is at or above its Call Level. If the notes have not been automatically called,
investors will receive their principal back at maturity if the Ending Index
Level of each Index is less than its Initial Index Level by up to the
Contingent Buffer Amount, but will lose some or all of their principal if the
Ending Index Level of either Index is less than its Initial Index Level by more
than the Contingent Buffer Amount.
You may lose some or all of your principal at maturity. Any payment on the
notes is subject to the credit risk of JPMorgan Chase & Co.

Summary of Terms

Issuer:                   JPMorgan Chase & Co.
Minimum Denomination:     $1,000.00
Indices:                  Russell 2000[R] Index (RTY) and S&P 500[R] Index (SPX)
Pricing Date:             August 22, 2014
Final Review Date:        August 22, 2017
Maturity Date:            August 25, 2017
Review Dates:
Payment if Called*:       For every $1,000 principal amount note, you will receive one payment of $1,000 plus a
                          call premium amount, calculated as follows:
                                      between 8.50% and 9.50%* x $1,000 if automatically called on the first
                                      Review Date
                                      between 17.00% and 19.00%* x $1,000 if automatically called on the
                                      second Review Date
                                      between 25.50% and 28.50%* x $1,000 if automatically called on the final
                                      Review Date
Contingent Buffer Amount: 30%
CUSIP:                    48127DUD8
Preliminary Term sheet:   http://sp.jpmorgan.com/document/cusip/48127DUD8/doctype/Product_Termsheet/document.pdf

For more information about the estimated value of the notes, which likely will
be lower than the price you paid for the notes, please see the hyperlink above.

* To be determined on the Pricing Date, but not less than 8.50% per annum.

Automatic Call
If the Index closing level of each Index on any Review Date is greater than or
equal to the applicable Call Level, the notes will be automatically called for
a cash payment per $1,000 principal amount note that will vary depending on the
applicable Review Date and call premium and that will be payable on the
applicable Call Settlement Date.

Payment at Maturity

If the notes have not been automatically called and the Ending Index Level of
each Index is greater than or equal to its Initial Index Level, you will
receive a cash payment at maturity, for each $1,000 principal amount note,
equal to $1,240. If the notes have not been automatically called and the Ending
Index Level of each Index is less than its Initial Index Level by up to the
Contingent Buffer Amount, you will receive the principal amount of your notes
at maturity. If the notes have not been automatically called and the Ending
Index Level of either Index is less than its Initial Index Level by more than
the Contingent Buffer Amount, you will lose 1% of the principal amount of your
notes for every 1% that the Ending Index Level of the Lesser Performing Index
is less than its Initial Index Level.

  Hypothetical Amount Payable**
-------------------------------------------------- -----------------
                  Total Return if  Total Return if
Lesser Performing                                   Total Return at
                  Called at First Called at Second
  Index Return                                     Final Review Date
                  Review Date      Review Date
----------------- --------------- ---------------- -----------------
    80.00%           8.50%            17.00%           25.50%
----------------- --------------- ---------------- -----------------
    60.00%           8.50%            17.00%           25.50%
----------------- --------------- ---------------- -----------------
    40.00%           8.50%            17.00%           25.50%
----------------- --------------- ---------------- -----------------
    20.00%           8.50%            17.00%           25.50%
----------------- --------------- ---------------- -----------------
     5.00%           8.50%            17.00%           25.50%
----------------- --------------- ---------------- -----------------
     0.00%           8.50%            17.00%           25.50%
----------------- --------------- ---------------- -----------------
     -5.00%           N/A              N/A              0.00%
----------------- --------------- ---------------- -----------------
    -20.00%           N/A              N/A              0.00%
----------------- --------------- ---------------- -----------------
    -25.00%           N/A              N/A              0.00%
----------------- --------------- ---------------- -----------------
    -30.00%           N/A              N/A              0.00%
----------------- --------------- ---------------- -----------------
    -30.01%           N/A              N/A             -30.01%
----------------- --------------- ---------------- -----------------
    -80.00%           N/A              N/A             -80.00%
----------------- --------------- ---------------- -----------------
   -100.00%           NA                NA            -100.00%

** The hypothetical returns on the notes shown above apply only if you hold the
notes for their entire term or until automatically called. These hypotheticals
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
returns and hypothetical interest payments shown above would likely be lower

Payment at Maturity (Continued)
If the notes have not been automatically called and the Ending Index Level of
either Index is less than its Initial Index Level by more than the Contingent
Buffer Amount, you will lose more than 30.00% of you principal amount and could
lose up to the entire principal amount of your notes at maturity.

Capitalized terms used but not defined herein shall have the meaning set forth
in the preliminary term sheet.

J.P. Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com




 
 
 

 
 
 

North America Structured Investments

3yr Auto Callable Review Notes

Selected Benefits

[] Fixed appreciation potential
[] Potential early exit with appreciation as a result of automatic call
feature.

Selected Risks

[] Your investment in the notes may result in a loss. The notes do not
guarantee any return of principal.
[] Any payment on the notes is subject to our credit risk. Therefore the value
of the notes prior to maturity are subject to changes in the market's view of
our creditworthiness.
[] You are exposed to the risks of the decline in value of each Index.
[] Your payment at maturity may be determined by the lesser performing Index.
[] Return is limited to the principal amount plus call premium regardless of
any appreciation of the Indices, which may be significant.
[] If the notes have not been automatically called and a Trigger Event has
occurred, you will lose 1% of your principal for every 1% the final level of
the lesser performing Underlying is less than its Initial Level.
[] The benefit provided by the Contingent Buffer Amount may terminate on the
Final Review Date.
[] The automatic call feature may force a potential early exit. There is no
guarantee you will be able to reinvest the proceeds at a comparable interest
rate for a similar level of risk.
[] No interest or dividend payments, voting rights, or ownership rights with
the securities included in the Index.
[] You are exposed to the risks associated with small capitalization companies.


Selected Risks (continued)

[] JPMS' estimated value does not represent future values and may differ from
others' estimates.
[] The notes' value which may be reflected in customer account statements may
be higher than JPMS' then current estimated value.
[] JPMS' estimated value is not determined by reference to our credit spreads
for our conventional fixed rate debt.
[] Lack of liquidity: JPMorgan Securities, LLC, acting as agent for the Issuer
(and who we refer to as JPMS), intends to offer to purchase the notes in the
secondary market but is not required to do so. The price, if any, at which JPMS
will be willing to purchase notes from you in the secondary market, if at all,
may result in a significant loss of your principal.
[] Potential conflicts: we and our affiliates play a variety of roles in
connection with the issuance of notes, including acting as calculation agent,
hedging our obligations under the notes and making the assumptions to determine
the pricing of the notes and the estimated value of the notes when the terms of
the notes are set. It is possible that such hedging or other trading activities
of JPMorgan or its affiliates could result in substantial returns for JPMorgan
and its affiliates while the value of the notes decline.
[] The tax consequences of the notes may be uncertain. You should consult your
tax adviser regarding the U.S. federal income tax consequences of an investment
in the notes.

The risks identified above are not exhaustive. Please see "Risk Factors" in the
applicable product supplement and "Selected Risk Considerations" to the
applicable term sheet for additional information.

Disclaimer

SEC Legend: JPMorgan Chase and Co. has filed a registration statement (including
a prospectus) with the SEC for any offering to which these materials relate.
Before you invest, you should read the prospectus in that registration
statement and the other documents relating to this offering that JPMorgan Chase
and Co. has filed with the SEC for more complete information about JPMorgan Chase
and Co. and this offering. You may get these documents without cost by visiting
EDGAR on the SEC Web site at www.sec.gov. Alternatively, JPMorgan Chase and Co.,
any agent or any dealer participating in the this offering will arrange to send
you the prospectus and the prospectus supplement as well as any product
supplement and term sheet if you so request by calling toll-free
1-866-535-9248.

IRS Circular 230 Disclosure: JPMorgan Chase and Co. and its affiliates do not
provide tax advice. Accordingly, any discussion of U.S. tax matters contained
herein (including any attachments) is not intended or written to be used, and
cannot be used, in connection with the promotion, marketing or recommendation
by anyone unaffiliated with JPMorgan Chase and Co. of any of the matters address
herein or for the purpose of avoiding U.S. tax-related penalties.

Investment suitability must be determined individually for each investor, and
the financial instruments described herein may not be suitable for all
investors. This information is not intended to provide and should not be relied
upon as providing accounting, legal, regulatory or tax advice. Investors should
consult with their own advisors as to these matters.

This material is not a product of J.P. Morgan Research Departments.

J.P. Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com