-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CJgGjewrsFx+JP86qsz4774y8EQfViLhoGX0Pt3x3X9d3MT0ojKqr1/qoQ/1VUOC JuRBWeqw0fhEkL9fBJNwlg== 0000895527-06-000025.txt : 20060412 0000895527-06-000025.hdr.sgml : 20060412 20060412160553 ACCESSION NUMBER: 0000895527-06-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050201 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060412 DATE AS OF CHANGE: 20060412 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANK OF AMERICA CORP /DE/ CENTRAL INDEX KEY: 0000070858 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 560906609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06523 FILM NUMBER: 06756076 BUSINESS ADDRESS: STREET 1: BANK OF AMERICA CORPORATE CENTER STREET 2: 100 N TRYON ST CITY: CHARLOTTE STATE: NC ZIP: 28255 BUSINESS PHONE: 7043868486 MAIL ADDRESS: STREET 1: BANK OF AMERICA CORPORATE CENTER STREET 2: 100 N TRYON ST CITY: CHARLOTTE STATE: NC ZIP: 28255 FORMER COMPANY: FORMER CONFORMED NAME: BANKAMERICA CORP/DE/ DATE OF NAME CHANGE: 19981022 FORMER COMPANY: FORMER CONFORMED NAME: NATIONSBANK CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NCNB CORP DATE OF NAME CHANGE: 19920107 8-K 1 bofafleet4018k1.htm

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8‑K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):
February 1, 2005 

Bank of America 401(k) Plan for
Legacy Fleet

(Exact name of registrant as specified in its charter)

Delaware
(State of Incorporation)

1-6523
(Commission File Number)

05-0341324
(IRS Employer Identification No.)

401 North Tryon Street
Charlotte, North Carolina 28202-2108
(Address of principal executive offices, including zip code)

(800) 556-6044
(Registrant's telephone number, including area code)

FleetBoston Financial Savings Plan
(Former name or former address, if changed since last report)

- -------------------------------------------------------------

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]   Written communications pursuant to Rule 425 under the Securities Act  (17 CFR 230.425)

[ ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

==========================================================



ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

 

On February 1, 2005 the Bank of America 401(k) Plan For Legacy Fleet, then known as the FleetBoston Financial Savings Plan (the "Plan"), dismissed PricewaterhouseCoopers LLP ("PwC") as the independent registered public accounting firm for the Plan.  PwC served as the Plan's independent registered public accounting firm for the fiscal year ended December 31, 2003.  On April 1, 2005, the Plan engaged UHY LLP ("UHY") to replace PwC as its independent registered public accounting firm for the fiscal year ended December 31, 2004.  On November 21, 2005, the Plan dismissed UHY LLP ("UHY") as its independent registered public accounting firm.  On December 5, 2005, the Plan engaged Morris, Davis & Chan LLP ("MDC") to replace UHY as its independent registered public accounting firm for the fiscal year ended December 31, 2005.  The decision to change the Plan's independent registered public accounting firms was approved by the Audit Committee of the Board of Directors of Bank of America Corporation (the "Audit Committee"). 

The report of PwC on the Plan's financial statements for the fiscal year ended December 31, 2003 contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principle.  The report of UHY on the Plan's financial statements for the fiscal year ended December 31, 2004 contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principle.

During the fiscal year ended December 31, 2003 and through February 1, 2005, there were (1) no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of PwC, would have caused them to make reference thereto in their report on the financial statements for such year, and (2) no reportable events (as defined in Regulation S−K Item 304(a)(1)(v)).  During the fiscal year ended December 31, 2004 and through November 21, 2005, there were (1) no disagreements with UHY on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of UHY, would have caused them to make reference thereto in their report on the financial statements for such year, and (2) no reportable events (as defined in Regulation S−K Item 304(a)(1)(v)).

During the fiscal year ended December 31, 2003 and through April 1, 2005, the Plan did not consult with UHY regarding either: (i) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Plan's financial statements, and neither a written report was provided to the Plan or oral advice was provided that UHY concluded was an important factor considered by the Plan in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S−K and the related instructions to Item 304 of Regulation S−K, or a reportable event, as that term is described in Item 304(a)(1)(v) of Regulation S−K.

During the two fiscal years ended December 31, 2004 and through December 5, 2005, the Plan did not consult with MDC regarding either: (i) the application of accounting principles to a


 




specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Plan's financial statements, and neither a written report was provided to the Plan or oral advice was provided that MDC concluded was an important factor considered by the Plan in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S−K and the related instructions to Item 304 of Regulation S−K, or a reportable event, as that term is described in Item 304(a)(1)(v) of Regulation S−K.

The Plan has requested that each of PwC and UHY furnish it with a letter addressed to the SEC stating whether or not such firm agrees with the above statements. Copies of such letters from PwC and UHY are being filed as Exhibits 16.1 and 16.2, respectively, to this Current Report on Form 8−K.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

 (d)        Exhibits.

The following exhibits are filed herewith:

EXHIBIT NO.

DESCRIPTION OF EXHIBIT
 

16.1

Letter from PricewaterhouseCoopers LLP dated April 12, 2006.
 

16.2

Letter from UHY LLP dated April 12, 2006.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BANK OF AMERICA 401(k) PLAN FOR LEGACY FLEET

By:  /s/ RICHARD J. DORAZIL
               Richard J. Dorazil
               Global Benefits Executive
   

 

Dated:  April 12, 2006




 


INDEX TO EXHIBITS

  

EXHIBIT NO.

DESCRIPTION OF EXHIBIT

16.1

Letter from PricewaterhouseCoopers LLP dated April 12, 2006.

16.2

Letter from UHY LLP dated April 12, 2006.


EX-16.1 2 fleetpwcconsent1.htm

Exhibit 16.1

 

April 12, 2006

Securities and Exchange Commission
            100 F Street, N.E.
            Washington, DC 20549

Commissioners:

We have read the statements made by the Bank of America 401(k) Plan For Legacy Fleet (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8−K, as part of the Form 8−K of the Bank of America 401(k) Plan For Legacy Fleet dated February 1, 2005. We agree with the statements concerning our Firm in such Form 8−K.

Very truly yours,

/s/ PRICEWATERHOUSECOOPERS LLP

EX-16.2 3 fleetuhyconsent1.htm

Exhibit 16.2

April 12, 2006

Securities and Exchange Commission
            100 F Street, N.E.
            Washington, DC 20549

Commissioners:

We have read the statements made by the Bank of America 401(k) Plan For Legacy Fleet (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8−K, as part of the Form 8−K of the Bank of America 401(k) Plan For Legacy Fleet dated February 1, 2005. We agree with the statements concerning our Firm in such Form 8−K.

Very truly yours,

/s/ UHY LLP

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