8-K

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):

January 15, 2004

BANK OF AMERICA CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation or organization)

1-6523

(Commission File Number)

56-0906609

(IRS Employer Identification No.)

100 North Tryon Street

Charlotte, North Carolina

(Address of principal executive offices)

28255

(Zip Code)

(704) 386-8486

(Registrant’s telephone number, including area code)

ITEM 5. OTHER EVENTS.

On January 15, 2004, Bank of America Corporation (the “Registrant”) announced financial results for the fourth quarter and year ended December 31, 2003, reporting for the quarter earnings of $2.73 billion and diluted earnings per common share of $1.83 and for the year net income of $10.8 billion and diluted earnings per common share of $7.13. A copy of the press release announcing the Registrant’s results for the fourth quarter and year ended December 31, 2003 is attached hereto as Exhibit 99.1 and incorporated by reference herein.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.

The following exhibits are filed herewith:

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
99.1	Press Release dated January 15, 2004 with respect to the Registrant’s financial results for the fourth quarter and year ended December 31, 2003
99.2	Supplemental Information prepared for use on January 15, 2004 in connection with financial results for the fourth quarter and year ended December 31, 2003
99.3	Script prepared for use on January 15, 2004 by James H. Hance, Jr., Vice Chairman and Chief Financial Officer, discussing financial results for the fourth quarter and year ended December 31, 2003 and financial and strategic goals for fiscal year 2004 (the “Script”)

ITEM 9. REGULATION FD DISCLOSURE.

On January 15, 2004, the Registrant held an investor conference and webcast to discuss financial results for the fourth quarter and year ended December 31, 2003 as well as financial and strategic goals for fiscal year 2004. The Supplemental Information package for use at this conference is furnished herewith as Exhibit 99.2 and incorporated by reference in Item

9. Mr. Hance’s Script prepared for use at this conference is furnished herewith as Exhibit 99.3 and incorporated by reference in Item 9. All information in the Supplemental Information and Script is presented as of January 15, 2004, and the Registrant does not assume any obligation to correct or update said information in the future.

The information in the preceding paragraph, as well as Exhibit 99.2 and Exhibit 99.3 referenced therein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in filings under the Securities Act of 1933.

ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On January 15, 2004, the Registrant announced financial results for the fourth quarter and year ended December 31, 2003, reporting for the quarter earnings of $2.73 billion and diluted earnings per common share of $1.83 and for the year net income of $10.8 billion and diluted earnings per common share of $7.13. A copy of the press release announcing the Registrant’s results for the fourth quarter and year ended December 31, 2003 is attached hereto as Exhibit 99.1 and incorporated by reference herein.

SIGNATURE

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

BANK OF AMERICA CORPORATION
By:	/s/    MARC D. OKEN
	Marc D. Oken Executive Vice President and Principal Financial Executive

Dated: January 15, 2004

EXHIBIT INDEX

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
99.1	Press Release dated January 15, 2004 with respect to the Registrant’s financial results for the fourth quarter and year ended December 31, 2003
99.2	Supplemental Information prepared for use on January 15, 2004 in connection with financial results for the fourth quarter and year ended December 31, 2003
99.3	Script prepared for use on January 15, 2004 by James H. Hance, Jr., Vice Chairman and Chief Financial Officer, discussing financial results for the fourth quarter and year ended December 31, 2003 and financial and strategic goals for fiscal year 2004

EX-99.1

Exhibit 99.1

January 15, 2004

Investors may contact:

Kevin Stitt, Bank of America, 704.386.5667

Lee McEntire, Bank of America, 704.388.6780

Media may contact:

Eloise Hale, Bank of America, 704.387.0013

eloise.hale@bankofamerica.com

Strong revenue growth fuels record 2003 earnings

of $10.8 billion at Bank of America;

Fourth quarter earnings rise to $1.83 per share

Major business lines all achieve double-digit earnings growth in 2003

Revenue rises 10% for the year

Core deposits grow 10% from 2002

Total 2003 average loans grow 6%

Nonperforming assets decline 43% in 2003

CHARLOTTE — Bank of America Corporation today reported fourth quarter earnings of $2.73 billion, or $1.83 per share (diluted), 4 and 8 percent increases, respectively, from $2.61 billion, or $1.69 per share, earned a year ago.

For the full year, Bank of America reported net income of $10.8 billion, or $7.13 per share (diluted), 17 and 21 percent increases, respectively, from $9.25 billion, or $5.91 per share reported in 2002.

During the year, all three of the company’s major businesses significantly increased their net income. The company’s ability to grow deposits and increase market share coupled with strong performance in mortgage, card and investment banking income and a significant improvement in credit quality drove these record earnings.

“Our emphasis this year was on improving the customer’s banking experience and increasing their satisfaction level,” said Kenneth D. Lewis, Bank of America chairman and chief executive officer. “That led to their doing more business with us. Process improvement and a focus on execution were the foundation of these efforts and the driver of why revenue and earnings have exceeded rising investor expectations for 12 straight quarters.”

More

Page 2

Fourth quarter financial highlights (compared to a year earlier)

• Return on common equity was 22.4 percent.

• Shareholder Value Added (SVA) grew 19 percent to $1.44 billion.

• Product sales in the banking centers increased 23 percent.

• Consumer loans grew to 65 percent of total loans.

• Mortgage banking income increased 39 percent to $292 million.

• Card income increased 11 percent to $815 million.

• Investment banking income increased 9 percent to $458 million.

• Net charge-offs fell 38 percent.

Customer highlights

• The company grew consumer checking accounts by 1.24 million in 2003, compared to an increase of 528,000 in 2002. The number of accounts increased by 220,000 in the fourth quarter.

• The company grew consumer savings products by 640,000 in 2003, compared to a net decline of 265,000 in 2002. The number of net new savings products was 128,000 in the fourth quarter. This growth was driven by initiatives to improve the sales process and by the introduction of Risk Free CDs in late 2002.

• The company opened 4.3 million new credit card accounts in 2003, compared to 2.7 million in 2002. The number of new credit card accounts increased by 414,000 in the fourth quarter. This growth was driven by the development of more competitive offers, improved technology at the point of sale and an increase in direct mail marketing.

• During the fourth quarter, the company opened 94 new banking centers, meeting the goal of opening 150 new centers in 2003. The goal is to open at least 150 centers in each of the next two years.

More

Page 3

• The number of customers expressing the highest level of satisfaction with the company increased 8 percent. This equates to an increase of 1.1 million customers being highly satisfied with their banking experience. These customers are more likely to expand their relationships and lead to long-term revenue growth. In addition, attrition of newly acquired customers declined 9 percent:

• Commercial customer satisfaction improved 19 percent.

• Mortgage customer satisfaction increased 16 percent.

• Check and debit card satisfaction increased 7 percent.

• Customer dissatisfaction declined 14 percent.

• Marsico Funds doubled its assets under management to $30.2 billion.

Fourth quarter financial summary (compared to a year ago)

Revenue

Revenue on a fully taxable-equivalent basis grew 9 percent from the previous year to $9.79 billion.

Net interest income on a fully taxable-equivalent basis increased 4 percent to $5.75 billion. This increase was driven by consumer loan growth, the impact of interest rate movement and higher asset/liability management portfolio and core deposit levels. This was partially offset by the impact of lower corporate and foreign loan balances, lower trading-related contributions and lower mortgage warehouse levels. The net interest yield declined 27 basis points to 3.39 percent.

Noninterest income increased 18 percent to $4.04 billion driven by improvements in equity investments, mortgage banking, card, investment and brokerage services and investment banking income. Equity investment gains included $212 million of gains on securities sold that had been received in satisfaction of debt previously charged off in 2002.

During the quarter, the company realized $139 million in net securities gains compared to $304 million a year ago.

Efficiency

Expenses increased 9 percent from a year ago to $5.28 billion. This rise was driven primarily by an increase in benefits cost and revenue-based employee incentives. Marketing expense also increased as the company reinvested productivity gains into advertising and direct mail campaigns. The company also recorded a pre-tax charge of $32 million related to expensing employee stock options. The efficiency ratio was 53.95 percent.

More

Page 4

Credit quality

Overall credit quality continued to improve. Net charge-offs and nonperforming assets continued to decline as a percentage of loans and leases. All major commercial asset quality indicators are showing positive trends while consumer credit quality performance remains stable.

• Provision for credit losses was $583 million, down 10 percent from $651 million in the third quarter and down 50 percent from $1.17 billion a year earlier.

• Net charge-offs were $725 million, or 0.77 percent of loans and leases, down 7 percent from $776 million, or 0.86 percent, in the third quarter and down 38 percent from $1.17 billion, or 1.35 percent, a year earlier. Large corporate loans reflected a net recovery of $38 million excluding a $114 million charge-off related to a single European credit. Also related to that credit was a writedown of $92 million on derivatives.

• Nonperforming assets were $3.02 billion, or 0.81 percent of loans, leases and foreclosed properties as of December 31, 2003. This was down 17 percent from $3.66 billion in the third quarter and down 43 percent from $5.26 billion a year earlier. During the quarter, the company sold $469 million in nonperforming assets, resulting in a modest net recovery.

• The allowance for loan and lease losses stood at $6.16 billion, or 1.66 percent of loans and leases on December 31, 2003. That was down from $6.26 billion or 1.68 percent, in the third quarter and down from $6.36 billion or 1.85 percent, at the end of 2002. As of December 31, 2003, the allowance for loan and lease losses represented 215 percent of nonperforming loans, up from 183 percent in the third quarter and 126 percent a year earlier. During the quarter, $416 million of reserves related to unfunded lending commitments were reclassified to other liabilities from the allowance for loan and lease losses and all prior periods have been reclassified.

Capital management

Total shareholders’ equity was $48.0 billion at December 31, 2003, down 5 percent from a year ago, and represented 7 percent of period-end assets of $736 billion. The Tier 1 Capital Ratio was 7.85 percent, a decline of 37 basis points from a year ago and 40 basis points from the September 30, 2003 level.

During the quarter, Bank of America issued 7 million shares related to employee options and stock ownership plans and repurchased 56 million shares. Average common shares outstanding were 1.46 billion in the fourth quarter, down 2 percent from 1.50 billion a year earlier.

More

Page 5

2003 full-year financial summary

Revenue

Fully taxable-equivalent revenue, at $38.5 billion, rose 10 percent from $35.1 billion in 2002.

Fully taxable-equivalent net interest income rose 3 percent to $22.1 billion. This growth was driven by higher asset/liability management portfolio and consumer loan levels, as well as larger trading-related contributions and higher mortgage warehouse and core deposit levels partially offset by the impact of lower interest rates and reductions in the corporate, foreign, and exited consumer loan portfolios. The net interest yield declined 39 basis points to 3.36 percent.

Noninterest income grew 21 percent to $16.4 billion, driven by solid growth in fee income, primarily from mortgages and debit and credit cards.

Other income was up 76 percent due to higher levels of residential loan sale gains and income generated from the company’s investment in Mexican bank, Grupo Financiero Santander Serfin.

Net security gains were $941 million as compared to $630 million a year ago.

Efficiency

Based on strong revenue growth, the efficiency ratio improved to 52.23 percent. Noninterest expense grew 9 percent to $20.1 billion, driven by higher benefits costs, revenue-related incentive compensation, increased professional fees including legal expense and increased marketing expense.

Credit quality

Provision expense was $2.84 billion in 2003, a 23 percent decline from 2002. Net charge-offs totaled $3.11 billion, or 0.87 percent of loans and leases, down from $3.70 billion, or 1.10 percent of loans and leases, in 2002.

More

Page 6

2003 full-year business segment results

Consumer and Commercial Banking

Consumer and Commercial Banking (CCB) earned $7.52 billion for the year, a 15 percent rise from 2002. Total revenue grew 11 percent to $26.3 billion while noninterest expense was up 9 percent, driven primarily by marketing and volume-related expenses in mortgage banking. Return on equity was 36.8 percent and SVA grew $1.1 billion to $5.5 billion.

Net interest income increased 5 percent to $16.0 billion.

Noninterest income was up 23 percent to $10.3 billion, driven by higher mortgage banking and card income.

The deepening of customer relationships drove the year’s outstanding CCB results as customers did more business with the bank. Consumer loans increased 6 percent. Average deposits grew 10 percent. Consumer credit and debit card purchase volumes increased 13 and 22 percent, respectively. Sales per day per sales associate increased 22 percent.

Commercial banking also benefited from deeper customer relationships and improved credit quality as earnings increased 17 percent to $1.15 billion in 2003. This was driven by a 12 percent growth in deposits, a 38 percent growth in middle market investment banking fees, including a 37 percent growth in M&A advisory activity, and a 33 percent decline in net charge-offs. Commercial loans rose 4 percent from December 31, 2002 to December 31, 2003.

Global Corporate and Investment Banking

Global Corporate and Investment Banking (GCIB) earnings exceeded $2 billion for the first time, rising 29 percent to $2.01 billion. Revenue increased 3 percent to $8.93 billion due to an increase in market-based activity and strong growth in investment banking fee activity. Provision expense dropped to $477 million from $1.2 billion as credit quality improved significantly. Net charge-offs declined 43 percent and nonperforming assets declined $1.7 billion, or 57 percent. Net interest income was relatively unchanged at $4.83 billion. Expenses increased 7 percent, driven by higher legal and employee incentive costs. Return on equity was 20.9 percent and SVA increased $732 million to $983 million.

The year was marked by the strength of the core businesses as investment banking revenue grew 13 percent to $1.67 billion, led by strong demand for securities underwriting, which grew 34 percent to $963 million. Total trading-related revenue was unchanged at $2.8 billion. Excluding the mark-to-market of credit default swaps used to hedge the portfolio, total trading-related revenue increased 15 percent to $3.1 billion driven by fixed income sales and trading results.

More

Page 7

Period-end corporate loans and leases in the quarter were $41.2 billion, down 29 percent from $57.8 billion in 2002.

Asset Management

Asset Management net income rose 79 percent in 2003 to $670 million, reflecting lower provision expense and $199 million of gains on securities sold that had been received in satisfaction of debt previously charged off in 2002. Revenue increased 11 percent to $2.63 billion. Expenses increased 8 percent due to cost associated with growing distribution, marketing and revenue-driven employee incentives. Return on equity was 24 percent and SVA increased $287 million to $368 million.

Assets under management increased 8 percent to $335.7 billion, led by increases in equities and fixed income products due to increases in market valuations and net sales. Balances in equity funds grew 41 percent from a year earlier, led by Marisco Capital Management.

In 2003, Asset Management exceeded its goal of increasing financial advisors 20 percent and ended the year with 1,150 financial advisors. Additionally, the business completed the roll out of its advice-focused High Net Worth client service model to the franchise.

Equity Investments

Equity Investments reported a loss of $249 million, compared to a loss of $331 million a year ago. Principal Investing reported cash gains of $273 million and $47 million in mark-to-market adjustments during the year offset by $438 million in impairments.

Note: James H. Hance, Jr., vice chairman and chief financial officer, will discuss fourth quarter results in a conference call at 9:30 a.m. (Eastern Time) today. The call can be accessed via a webcast available on the Bank of America Web site at http://www.bankofamerica.com/investor/.

Bank of America is one of the world’s largest financial institutions, serving individual consumers, small businesses and large corporations and institutions with a full range of banking, investing, asset management and other financial and risk management products and services. The company provides unmatched convenience for consumers in the United States, serving 1 in 3 American households with 4,200 banking centers, more than 13,100 ATMs and award-winning internet site with more than seven million active online users. Bank of America is rated the number one Small Business Administration Lender in the United States by the SBA. The company serves clients in 150 countries and has relationships with 94 percent of the U.S. Fortune 500 companies and 76 percent of the Global Fortune 500. The seventh most profitable company in the United States, Bank of America had $736 billion in assets, $414 billion in deposits and a market capitalization of $115.9 billion at December 31, 2003. Bank of America Corporation stock (ticker: BAC) is listed on the New York Stock Exchange. For more information, please go to www.bankofamerica.com.

More

Page 8

Forward-Looking Statements

This press release contains forward-looking statements, including statements about the financial conditions, results of operations and earnings outlook of Bank of America Corporation. The forward-looking statements involve certain risks and uncertainties. Factors that may cause actual results or earnings to differ materially from such forward-looking statements include, among others, the following: 1) projected business increases following process changes and other investments are lower than expected; 2) competitive pressure among financial services companies increases significantly; 3) general economic conditions are less favorable than expected; 4) costs related to the integration of acquisitions are greater than expected; 5) political conditions and related actions by the United States military abroad adversely affect the company’s businesses and economic conditions as a whole; 6) changes in the interest rate environment reduce interest margins and impact funding sources; 7) changes in foreign exchange rates increase exposure; 8) changes in market rates and prices adversely impact the value of financial products and assets; 9) legislation or regulatory environments, requirements or changes adversely affect the businesses in which the company is engaged; 10) litigation and regulatory liabilities, including costs, expenses, settlements and judgments, adversely affect the company or its businesses; and 11) decisions to downsize, sell or close units or otherwise change the business mix of any of the company. For further information regarding Bank of America Corporation, please read the Bank of America reports filed with the SEC and available at www.sec.gov.

###

Bank of America

(Dollars in millions, except per share data; shares in thousands)

	Three Months Ended December 31						Twelve Months Ended December 31
	2003			2002			2003			2002
Financial Summary
Earnings	$	2,726		$	2,614		$	10,810		$	9,249
Earnings per common share		1.86			1.74			7.27			6.08
Diluted earnings per common share		1.83			1.69			7.13			5.91
Dividends per common share		0.80			0.64			2.88			2.44
Closing market price per common share		80.43			69.57			80.43			69.57
Average common shares issued and outstanding		1,463,247			1,499,557			1,486,703			1,520,042
Average diluted common shares issued and outstanding		1,489,481			1,542,482			1,515,178			1,565,467
Summary Income Statement
Net interest income	$	5,586		$	5,374		$	21,464		$	20,923
Noninterest income		4,043			3,430			16,422			13,571
Total revenue		9,629			8,804			37,886			34,494
Provision for credit losses		583			1,165			2,839			3,697
Gains on sales of securities		139			304			941			630
Noninterest expense		5,282			4,832			20,127			18,436
Income before income taxes		3,903			3,111			15,861			12,991
Income tax expense		1,177			497			5,051			3,742
Net income	$	2,726		$	2,614		$	10,810		$	9,249
Summary Average Balance Sheet
Loans and leases	$	371,071		$	343,099		$	356,148		$	336,819
Securities		60,801			83,751			72,267			75,298
Earning assets		675,212			601,881			657,503			573,521
Total assets		780,534			695,559			764,132			662,424
Deposits		418,840			381,381			406,233			371,479
Shareholders’ equity		48,293			48,074			49,204			47,613
Common shareholders’ equity		48,238			48,015			49,148			47,552
Performance Indices
Return on average assets		1.39	%		1.49	%		1.41	%		1.40	%
Return on average common shareholders’ equity		22.42			21.58			21.99			19.44
Credit Quality
Net Charge-offs	$	725		$	1,165		$	3,106		$	3,697
% of average loans and leases		0.77	%		1.35	%		0.87	%		1.10	%
Managed bankcard net charge-offs as a % of average managed bankcard receivables		5.14			4.99			5.36			5.28
	At December 31
	2003			2002
Balance Sheet Highlights
Loans and leases	$	371,463		$	342,755
Securities		68,240			69,148
Earning assets		628,554			562,432
Total assets		736,445			660,951
Deposits		414,113			386,458
Shareholders’ equity		47,980			50,319
Common shareholders’ equity		47,926			50,261
Book value per share		33.26			33.49
Total equity to assets ratio (period end)		6.52	%		7.61	%
Risk-based capital ratios:
Tier 1		7.85			8.22
Total		11.87			12.43
Leverage ratio		5.73			6.29
Period-end common shares issued and outstanding		1,441,144			1,500,691
Allowance for credit losses:
Loans and leases	$	6,163		$	6,358
Unfunded lending commitments		416			493
Total	$	6,579		$	6,851
Allowance for loans and leases as a % of loans and leases		1.66	%		1.85	%
Allowance for loans and leases as a % of nonperforming loans		215			126
Nonperforming loans	$	2,873		$	5,037
Nonperforming assets		3,021			5,262
Nonperforming assets as a % of:
Total assets		0.41	%		0.80	%
Loans, leases and foreclosed properties		0.81			1.53
Nonperforming loans as a % of loans and leases		0.77			1.47
Other Data
Full-time equivalent employees		133,549			133,944
Number of banking centers		4,227			4,208
Number of ATM’s		13,241			13,013

	Consumer and Commercial Banking			Asset Management			Global Corporate and Investment Banking			Equity Investments			Corporate Other
BUSINESS SEGMENT RESULTS
Three Months Ended December 31, 2003
Total revenue	$	6,786		$	830		$	2,075		$	(55	)	$	152
Net income		1,914			262			576			(67	)		41
Shareholder value added		1,337			183			341			(124	)		(294	)
Return on equity		33.9	%		36.0	%		26.2	%		(12.4	)%		n/m
Average loans and leases	$	192,685		$	23,805		$	43,565		$	100		$	110,916
Three Months Ended December 31, 2002
Total revenue	$	6,192		$	587		$	2,086		$	(100	)	$	202
Net Income		1,721			108			207			(83	)		661
Shareholder value added		1,168			26			(119	)		(146	)		285
Return on equity		34.7	%		15.6	%		7.4	%		(15.6	)%		n/m
Average loans and leases	$	184,243		$	22,950		$	60,475		$	438		$	74,993

n/m = not meaningful

	Three Months Ended December 31						Twelve Months Ended December 31
	2003			2002			2003			2002
SUPPLEMENTAL FINANCIAL DATA
Taxable-equivalent basis data (1)
Net interest income	$	5,745		$	5,537		$	22,107		$	21,511
Total revenue		9,788			8,967			38,529			35,082
Net interest yield		3.39	%		3.66	%		3.36	%		3.75	%
Efficiency Ratio		53.95			53.90			52.23			52.55
Reconciliation of net income to shareholder value added
Net income	$	2,726		$	2,614		$	10,810		$	9,249
Amortization expense		54			54			217			218
Capital charge		(1,337	)		(1,454	)		(5,406	)		(5,707	)
Shareholder value added	$	1,443		$	1,214		$	5,621		$	3,760

⁽¹⁾ Fully taxable-equivalent (FTE) is a performance measure used by management in operating the business which management believes provides investors with a more accurate picture of the interest margin for comparative purposes.

EX-99.2

Exhibit 99.2

Supplemental Information

Fourth Quarter 2003

January 15, 2004

This information is preliminary and based on company data available at the time of the presentation. It speaks only as of the particular date or dates included in the accompanying pages. Bank of America does not undertake an obligation to, and disclaims any duty to, correct or update any of the information provided. Any forward-looking statements in this information are subject to the forward-looking language contained in Bank of America’s reports filed with the SEC pursuant to the Securities Exchange Act of 1934, which are available at the SEC’s website (www.sec.gov) or at Bank of America’s website (www.bankofamerica.com). Bank of America’s future financial performance is subject to risks and uncertainties as described in its SEC filings.

Bank of America Corporation

Results Overview

Full Year 2003

l Record earnings of $10.8 billion, up 17% over 2002.

l Diluted EPS of $7.13, up 21%.

l Revenue of $37.9 billion increased 10%.

• Net interest income grew 3%.

• Noninterest income climbed 21% reflecting strong growth in all consumer fees.

l Provision expense improved 23% to $2.8 billion as asset quality improved.

l Nonperforming assets declined $2.2 billion, or 43%, on improvements in the large corporate portfolio.

l Strong earnings growth in each of the company’s primary business segments :

• Consumer & Commercial Banking - 15%

• Asset Management - 79%

• Global Corporate & Investment Banking - 29%

l Approximately $10 billion in capital returned to shareholders through dividends and net share repurchases in 2003.

l Strategic milestones achieved in 2003

• Net checking accounts opened - 1.24 million 2003 vs. 528,000 2002.

• Net savings account opened - 640,000 in 2003 vs. net closures of 265,000 in 2002.

• Average core deposits grew 10%.

• New credit card accounts - 4.26 million 2003 vs. 2.67 million 2002.

• Record mortgage originations - $131 billion 2003 vs. $88 billion 2002.

• Most satisfied customer levels (Top 2 Box score) reached 51% in 4Q03.

• Opened 151 new banking centers, completing the first phase of the retail banking store initiative.

• Grew active online banking customers 52% to 7.2 million.

• Increased bill-pay customers 84% to 3.2 million.

• Exceeded goal of increasing financial advisors 20% and ended the year with 1,150 financial advisors.

1

Bank of America Corporation

Consolidated Financial Highlights

(Dollars in millions, except per share information; shares in thousands)

	Year-to- Date 2003			Year-to- Date 2002			Fourth Quarter 2003			Third Quarter 2003			Second Quarter 2003			First Quarter 2003			Fourth Quarter 2002
Income statement
Total revenue	$	37,886		$	34,494		$	9,629		$	9,743		$	9,620		$	8,894		$	8,804
Provision for credit losses		2,839			3,697			583			651			772			833			1,165
Gains on sales of securities		941			630			139			233			296			273			304
Noninterest expense		20,127			18,436			5,282			5,070			5,058			4,717			4,832
Income tax expense		5,051			3,742			1,177			1,333			1,348			1,193			497
Net income		10,810			9,249			2,726			2,922			2,738			2,424			2,614
Diluted earnings per common share		7.13			5.91			1.83			1.92			1.80			1.59			1.69
Average diluted common shares outstanding		1,515,178			1,565,467			1,489,481			1,519,641			1,523,306			1,526,288			1,542,482
Dividends paid per common share	$	2.88		$	2.44		$	0.80		$	0.80		$	0.64		$	0.64		$	0.64
Performance ratios
Return on average assets		1.41	%		1.40	%		1.39	%		1.48	%		1.42	%		1.38	%		1.49	%
Return on average common shareholders’ equity		21.99			19.44			22.42			23.74			21.86			19.92			21.58
Book value per share of common stock	$	33.26		$	33.49		$	33.26		$	33.83		$	34.06		$	33.38		$	33.49
Market price per share of common stock:
High closing price for the period	$	83.53		$	76.90		$	82.50		$	83.53		$	79.89		$	72.48		$	71.42
Low closing price for the period		65.63			54.15			72.85			74.87			68.00			65.63			54.15
Closing price		80.43			69.57			80.43			78.04			79.03			66.84			69.57
Market capitalization		115,911			104,403			115,911			116,236			118,254			100,095			104,403
Number of banking centers		4,277			4,208			4,277			4,211			4,200			4,202			4,208
Number of ATM’s		13,241			13,013			13,241			13,120			13,250			13,266			13,013
Full-time equivalent employees		133,549			133,944			133,549			132,749			132,796			132,583			133,944

Certain prior period amounts have been reclassified to conform to current period presentation.

2

Bank of America Corporation

Supplemental Financial Data

(Dollars in millions)

Fully taxable-equivalent basis data

	Year-to- Date 2003			Year-to- Date 2002			Fourth Quarter 2003			Third Quarter 2003			Second Quarter 2003			First Quarter 2003			Fourth Quarter 2002
Net interest income	$	22,107		$	21,511		$	5,745		$	5,477		$	5,524		$	5,361		$	5,537
Total revenue		38,529			35,082			9,788			9,916			9,779			9,046			8,967
Net interest yield		3.36	%		3.75	%		3.39	%		3.22	%		3.33	%		3.52	%		3.66	%
Efficiency ratio		52.23			52.55			53.95			51.13			51.73			52.14			53.90

Reconciliation to GAAP financial measures

Shareholder value added (SVA) is a key measure of performance not defined by GAAP (generally accepted accounting principles), that is used in managing our growth strategy orientation and strengthening our focus on generating long-term growth and shareholder value. SVA is used in measuring performance of our different business units and is an integral component for allocating resources. Each business segment has a goal for growth in SVA reflecting the individual segment’s business and customer strategy. Other companies may define or calculate supplemental financial data differently. See the Table below for supplemental financial data and corresponding reconciliation to GAAP financial measures for the years ended December 31, 2003 and 2002, and the three months ended December 31, 2003, September 30, 2003, June 30, 2003, March 31, 2003 and December 31, 2002.

Reconciliation of net income to

shareholder value added

	Year-to- Date 2003			Year-to- Date 2002			Fourth Quarter 2003			Third Quarter 2003			Second Quarter 2003			First Quarter 2003			Fourth Quarter 2002
Net income	$	10,810		$	9,249		$	2,726		$	2,922		$	2,738		$	2,424		$	2,614
Amortization expense		217			218			54			55			54			54			54
Capital charge		(5,406	)		(5,707	)		(1,337	)		(1,353	)		(1,378	)		(1,338	)		(1,454	)
Shareholder value added	$	5,621		$	3,760		$	1,443		$	1,624		$	1,414		$	1,140		$	1,214

Certain prior period amounts have been reclassified to conform to current period presentation.

3

Bank of America Corporation

Consolidated Statement of Income

(Dollars in millions, except per share information; shares in thousands)

	Year-to- Date 2003		Year-to- Date 2002			Fourth Quarter 2003		Third Quarter 2003		Second Quarter 2003		First Quarter 2003			Fourth Quarter 2002
Interest income
Interest and fees on loans and leases	$	21,668	$	22,030		$	5,580	$	5,328	$	5,412	$	5,348		$	5,502
Interest on debt securities		3,160		4,035			748		623		1,011		778			1,061
Federal funds sold and securities purchased under agreements to resell		1,373		870			506		480		193		194			208
Trading account assets		3,935		3,811			911		975		1,007		1,042			979
Other interest income		1,507		1,415			323		449		372		363			371
Total interest income		31,643		32,161			8,068		7,855		7,995		7,725			8,121
Interest expense
Deposits		4,908		5,434			1,178		1,278		1,269		1,183			1,292
Short-term borrowings		1,951		2,089			537		447		514		453			557
Trading account liabilities		1,286		1,260			317		345		316		308			289
Long-term debt		2,034		2,455			450		481		531		572			609
Total interest expense		10,179		11,238			2,482		2,551		2,630		2,516			2,747
Net interest income		21,464		20,923			5,586		5,304		5,365		5,209			5,374
Noninterest income
Consumer service charges		3,230		2,986			836		824		793		777			801
Corporate service charges		2,388		2,290			600		634		577		577			572
Total service charges		5,618		5,276			1,436		1,458		1,370		1,354			1,373
Consumer investment and brokerage services		1,559		1,544			413		367		401		378			369
Corporate investment and brokerage services		792		693			201		222		204		165			172
Total investment and brokerage services		2,351		2,237			614		589		605		543			541
Mortgage banking income		1,922		761			292		666		559		405			210
Investment banking income		1,736		1,545			458		412		488		378			422
Equity investment gains (losses)		215		(280	)		215		25		43		(68	)		(54	)
Card income		3,052		2,620			815		794		762		681			735
Trading account profits		409		778			27		175		93		114			99
Other income		1,119		634			186		320		335		278			104
Total noninterest income		16,422		13,571			4,043		4,439		4,255		3,685			3,430
Total revenue		37,886		34,494			9,629		9,743		9,620		8,894			8,804
Provision for credit losses		2,839		3,697			583		651		772		833			1,165
Gains on sales of securities		941		630			139		233		296		273			304
Noninterest expense
Personnel		10,446		9,682			2,697		2,595		2,695		2,459			2,482
Occupancy		2,006		1,780			514		522		498		472			450
Equipment		1,052		1,124			263		252		253		284			292
Marketing		985		753			268		249		238		230			203
Professional fees		844		525			224		214		281		125			186
Amortization of intangibles		217		218			54		55		54		54			54
Data processing		1,104		1,017			301		275		262		266			291
Telecommunications		571		481			158		152		137		124			120
Other general operating		2,902		2,856			803		756		640		703			754
Total noninterest expense		20,127		18,436			5,282		5,070		5,058		4,717			4,832
Income before income taxes		15,861		12,991			3,903		4,255		4,086		3,617			3,111
Income tax expense		5,051		3,742			1,177		1,333		1,348		1,193			497
Net income	$	10,810	$	9,249		$	2,726	$	2,922	$	2,738	$	2,424		$	2,614
Net income available to common shareholders	$	10,806	$	9,244		$	2,725	$	2,921	$	2,737	$	2,423		$	2,613
Per common share information
Earnings	$	7.27	$	6.08		$	1.86	$	1.96	$	1.83	$	1.62		$	1.74
Diluted earnings	$	7.13	$	5.91		$	1.83	$	1.92	$	1.80	$	1.59		$	1.69
Dividends paid	$	2.88	$	2.44		$	0.80	$	0.80	$	0.64	$	0.64		$	0.64
Average common shares issued and outstanding		1,486,703		1,520,042			1,463,247		1,490,103		1,494,094		1,499,405			1,499,557
Average diluted common shares issued and outstanding		1,515,178		1,565,467			1,489,481		1,519,641		1,523,306		1,526,288			1,542,482

Certain prior period amounts have been reclassified to conform to current period presentation.

4

Bank of America Corporation

Consolidated Balance Sheet

(Dollars in millions)

	December 31 2003			September 30 2003			December 31 2002
Assets
Cash and cash equivalents	$	27,084		$	22,142		$	24,973
Time deposits placed and other short-term investments		8,051			6,881			6,813
Federal funds sold and securities purchased under agreements to resell		76,492			67,729			44,878
Trading account assets		68,547			65,339			63,996
Derivative assets		36,507			36,810			34,310
Debt securities:
Available-for-sale		67,993			64,363			68,122
Held-to-maturity		247			522			1,026
Total debt securities		68,240			64,885			69,148
Loans and leases		371,463			373,098			342,755
Allowance for loan and lease losses		(6,163	)		(6,258	)		(6,358	)
Loans and leases, net of allowance		365,300			366,840			336,397
Premises and equipment, net		6,036			5,956			6,717
Mortgage banking assets		2,762			2,426			2,110
Goodwill		11,455			11,456			11,389
Core deposit intangibles and other intangibles		908			966			1,095
Other assets (1)		65,063			86,116			59,125
Total assets	$	736,44	5	$	737,546		$	660,951
Liabilities
Deposits in domestic offices:
Noninterest-bearing	$	118,495		$	122,669		$	122,686
Interest-bearing		262,032			257,586			232,320
Deposits in foreign offices:
Noninterest-bearing		3,035			2,650			1,673
Interest-bearing		30,551			25,605			29,779
Total deposits		414,113			408,510			386,458
Federal funds purchased and securities sold under agreements to repurchase		78,046			79,775			65,079
Trading account liabilities		26,844			29,744			25,574
Derivative liabilities		24,526			25,120			23,566
Commercial paper and other short-term borrowings		42,478			41,739			25,234
Accrued expenses and other liabilities		27,115			35,751			17,545
Long-term debt		75,343			66,462			61,145
Trust preferred securities		—			—			6,031
Total liabilities		688,465			687,101			610,632
Shareholders’ equity
Preferred stock, $0.01 par value; authorized - 100,000,000 shares; issued and outstanding 1,269,600; 1,281,600 and 1,356,749 shares		54			55			58
Common stock, $0.01 par value; authorized - 5,000,000,000 shares; issued and outstanding 1,441,143,786; 1,489,437,206 and 1,500,691,103 shares		14			15			496
Retained earnings		50,213			52,320			48,517
Accumulated other comprehensive income (loss)		(2,148	)		(1,776	)		1,232
Other		(153	)		(169	)		16
Total shareholders’ equity		47,980			50,445			50,319
Total liabilities and shareholders’ equity	$	736,445		$	737,546		$	660,951

(1) Other assets includes loans held for sale totaling $8,406, $12,129 and $13,833 at December 31, 2003, September 30, 2003 and December 31, 2002, respectively.

5

Bank of America Corporation

Capital Management

(Dollars in millions)

	4Q03*			3Q03			2Q03			1Q03			4Q02
Tier 1 capital	$	44,050		$	46,094		$	45,192		$	43,818		$	43,012
Total capital		66,651			67,991			66,843			65,688			65,064
Risk-weighted assets		561,294			558,472			559,324			534,378			532,250
Tier 1 capital ratio		7.85	%		8.25	%		8.08	%		8.20	%		8.22	%
Total capital ratio		11.87			12.17			11.95			12.29			12.43
Ending equity / ending assets		6.52			6.84			6.63			7.36			7.61
Ending capital / ending assets		7.34			7.69			7.42			8.25			8.53
Average equity / average assets		6.19			6.22			6.49			6.92			6.91
Leverage ratio		5.73			5.95			5.92			6.24			6.29

*Preliminary data on risk based capital

Share Repurchase Program

56 million common shares were repurchased in the fourth quarter of 2003 as a part of ongoing share repurchase programs, year-to-date, 129 million shares were repurchased.

24 million shares remain outstanding under the current authorized program.

7 million shares were issued in the fourth quarter of 2003, mostly due to stock incentive plans.

6

Bank of America Corporation

Quarterly Average Balances and Interest Rates - Fully Taxable-Equivalent Basis

(Dollars in millions)

	Fourth Quarter 2003						Third Quarter 2003						Fourth Quarter 2002
	Average Balance		Interest Income/ Expense		Yield/ Rate		Average Balance		Interest Income/ Expense		Yield/ Rate		Average Balance		Interest Income/ Expense		Yield/ Rate
Earning assets
Time deposits placed and other short-term investments	$	11,231	$	49	1.71	%	$	10,062	$	41	1.63	%	$	8,853	$	56	2.49	%
Federal funds sold and securities purchased under agreements to resell		96,713		506	2.08			90,236		479	2.11			49,169		208	1.68
Trading account assets		94,630		927	3.91			96,105		991	4.11			84,181		994	4.71
Debt securities		60,801		763	5.02			65,024		639	3.93			83,751		1,078	5.15
Loans and leases(1):
Commercial - domestic		95,648		1,670	6.93			96,086		1,719	7.10			105,333		1,777	6.70
Commercial - foreign		16,226		136	3.31			16,885		151	3.55			20,538		180	3.48
Commercial real estate - domestic		19,293		207	4.28			19,681		210	4.23			20,359		245	4.77
Commercial real estate - foreign		323		3	3.97			280		3	4.16			426		4	3.93
Total commercial		131,490		2,016	6.09			132,932		2,083	6.22			146,656		2,206	5.97
Residential mortgage		142,482		1,931	5.41			130,948		1,656	5.05			108,019		1,699	6.28
Home equity lines		23,206		255	4.36			22,539		255	4.48			23,347		300	5.10
Direct/Indirect consumer		33,422		478	5.67			33,278		488	5.82			30,643		523	6.76
Consumer finance		5,798		108	7.38			6,528		121	7.39			8,943		174	7.75
Credit card		32,734		810	9.83			29,113		742	10.11			23,535		613	10.33
Foreign consumer		1,939		17	3.37			1,950		17	3.43			1,956		17	3.48
Total consumer		239,581		3,599	5.98			224,356		3,279	5.82			196,443		3,326	6.74
Total loans and leases		371,071		5,615	6.02			357,288		5,362	5.97			343,099		5,532	6.41
Other earning assets		40,766		367	3.59			58,593		516	3.50			32,828		417	5.07
Total earning assets(2)		675,212		8,227	4.85			677,308		8,028	4.72			601,881		8,285	5.48
Cash and cash equivalents		22,974						22,660						21,242
Other assets, less allowance for loan and lease losses		82,348						86,185						72,436
Total assets	$	780,534					$	786,153					$	695,559
Interest-bearing liabilities
Domestic interest-bearing deposits:
Savings	$	25,494	$	19	0.30	%	$	25,285	$	20	0.31	%	$	22,142	$	35	0.63	%
NOW and money market deposit accounts		155,369		401	1.02			151,424		249	0.65			137,229		325	0.94
Consumer CDs and IRAs		73,246		475	2.58			71,216		872	4.85			66,266		728	4.36
Negotiable CDs, public funds and other time deposits		6,195		44	2.81			7,771		25	1.27			3,400		17	1.97
Total domestic interest-bearing deposits		260,304		939	1.43			255,696		1,166	1.81			229,037		1,105	1.91
Foreign interest-bearing deposits(3):
Banks located in foreign countries		13,225		177	5.34			12,273		59	1.90			15,286		104	2.70
Governments and official institutions		2,654		11	1.58			2,032		6	1.21			1,737		7	1.68
Time, savings and other		20,019		51	1.02			18,792		47	1.00			17,929		76	1.68
Total foreign interest-bearing deposits		35,898		239	2.65			33,097		112	1.35			34,952		187	2.12
Total interest-bearing deposits		296,202		1,178	1.58			288,793		1,278	1.76			263,989		1,292	1.94
Federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings		151,999		537	1.40			162,080		447	1.09			123,434		558	1.79
Trading account liabilities		38,298		317	3.28			36,903		345	3.71			30,445		289	3.77
Long-term debt(4)		70,596		450	2.55			66,788		481	2.88			65,702		609	3.71
Total interest-bearing liabilities(2)		557,095		2,482	1.77			554,564		2,551	1.83			483,570		2,748	2.26
Noninterest-bearing sources:
Noninterest-bearing deposits		122,638						125,776						117,392
Other liabilities		52,508						56,942						46,523
Shareholders’ equity		48,293						48,871						48,074
Total liabilities and shareholders’ equity	$	780,534					$	786,153					$	695,559
Net interest spread					3.08						2.89						3.22
Impact of noninterest-bearing sources					0.31						0.33						0.44
Net interest income/yield on earning assets			$	5,745	3.39	%			$	5,477	3.22	%			$	5,537	3.66	%

(1) Nonperforming loans are included in the respective average loan balances. Income on such nonperforming loans is recognized on a cash basis.

(2) Interest income includes the impact of interest rate risk management contracts, which increased interest income on the underlying assets $884 and $925 in the fourth and third quarters of 2003, respectively, and $517 in the fourth quarter of 2002. These amounts were substantially offset by corresponding decreases in the income earned on the underlying assets. Interest expense includes the impact of interest rate risk management contracts, which increased interest expense on the underlying liabilities $90 and $141 in the fourth and third quarters of 2003, respectively, and $62 in the fourth quarter of 2002. These amounts were substantially offset by corresponding decreases in the interest paid on the underlying liabilities.

(3) Primarily consists of time deposits in denominations of $100,000 or more.

(4) Includes long-term debt related to trust preferred securities.

7

Bank of America Corporation

Year-to-Date Average Balances and Interest Rates - Fully Taxable-Equivalent Basis

(Dollars in millions)

	Year Ended December 31
	2003						2002
	Average Balance		Interest Income/ Expense		Yield/ Rate		Average Balance		Interest Income/ Expense		Yield/ Rate
Earning assets
Time deposits placed and other short-term investments	$	9,056	$	172	1.90	%	$	10,038	$	243	2.42	%
Federal funds sold and securities purchased under agreements to resell		78,857		1,373	1.74			45,640		870	1.91
Trading account assets		97,222		3,993	4.11			79,562		3,860	4.85
Debt securities		72,267		3,223	4.46			75,298		4,100	5.44
Loans and leases(1):
Commercial - domestic		99,000		6,971	7.04			109,724		7,370	6.72
Commercial - foreign		17,489		613	3.50			21,287		824	3.87
Commercial real estate - domestic		19,740		850	4.31			21,161		1,043	4.93
Commercial real estate - foreign		302		12	3.99			408		17	4.23
Total commercial		136,531		8,446	6.19			152,580		9,254	6.06
Residential mortgage		127,059		6,872	5.41			97,204		6,423	6.61
Home equity lines		22,890		1,040	4.55			22,807		1,213	5.32
Direct/Indirect consumer		32,593		1,964	6.03			30,264		2,145	7.09
Consumer finance		6,888		520	7.54			10,533		856	8.12
Credit card		28,210		2,886	10.23			21,410		2,195	10.25
Foreign consumer		1,977		68	3.43			2,021		74	3.68
Total consumer		219,617		13,350	6.08			184,239		12,906	7.01
Total loans and leases		356,148		21,796	6.12			336,819		22,160	6.58
Other earning assets		43,953		1,729	3.94			26,164		1,517	5.80
Total earning assets(2)		657,503		32,286	4.91			573,521		32,750	5.71
Cash and cash equivalents		22,637						21,166
Other assets, less allowance for loan and lease losses		83,992						67,737
Total assets	$	764,132					$	662,424
Interest-bearing liabilities
Domestic interest-bearing deposits:
Savings	$	24,538	$	108	0.44	%	$	21,691	$	138	0.64	%
NOW and money market deposit accounts		148,896		1,236	0.83			131,841		1,369	1.04
Consumer CDs and IRAs		70,246		2,784	3.96			67,695		2,968	4.39
Negotiable CDs, public funds and other time deposits		7,627		130	1.70			4,237		128	3.03
Total domestic interest-bearing deposits		251,307		4,258	1.69			225,464		4,603	2.04
Foreign interest-bearing deposits(3):
Banks located in foreign countries		13,959		403	2.89			15,464		442	2.86
Governments and official institutions		2,218		31	1.40			2,316		43	1.86
Time, savings and other		19,027		216	1.14			18,769		346	1.84
Total foreign interest-bearing deposits		35,204		650	1.85			36,549		831	2.27
Total interest-bearing deposits		286,511		4,908	1.71			262,013		5,434	2.07
Federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings		147,580		1,951	1.32			104,153		2,089	2.01
Trading account liabilities		37,176		1,286	3.46			31,600		1,261	3.99
Long-term debt(4)		68,432		2,034	2.97			66,045		2,455	3.72
Total interest-bearing liabilities(2)		539,699		10,179	1.89			463,811		11,239	2.42
Noninterest-bearing sources:
Noninterest-bearing deposits		119,722						109,466
Other liabilities		55,507						41,534
Shareholders’ equity		49,204						47,613
Total liabilities and shareholders’ equity	$	764,132					$	662,424
Net interest spread					3.02						3.29
Impact of noninterest-bearing sources					0.34						0.46
Net interest income/yield on earning assets			$	22,107	3.36	%			$	21,511	3.75	%

(1) Nonperforming loans are included in the respective average loan balances. Income on such nonperforming loans is recognized on a cash basis.

(2) Interest income includes the impact of interest rate risk management contracts, which increased interest income on the underlying assets $2,972 and $1,983 in 2003 and 2002, respectively. These amounts were substantially offset by corresponding decreases in the income earned on the underlying assets. Interest expense includes the impact of interest rate risk management contracts, which increased interest expense on the underlying liabilities $305 and $141 in 2003 and 2002, respectively. These amounts were substantially offset by corresponding decreases in the interest paid on the underlying liabilities.

(3) Primarily consists of time deposits in denominations of $100,000 or more.

(4) Includes long-term debt related to trust preferred securities.

8

Bank of America Corporation

Business Segment View

9

Bank of America Corporation

Consumer and Commercial Banking Segment Results

(Dollars in millions)

	Year-to-Date						Quarterly
Key Measures	2003			2002			4 Qtr 03			3 Qtr 03			2 Qtr 03			1 Qtr 03			4 Qtr 02
Total revenue*	$	26,303		$	23,616		$	6,786		$	6,894		$	6,590		$	6,033		$	6,192
Provision for credit losses		2,062			1,806			555			496			523			488			510
Net income		7,521			6,543			1,914			2,145			1,871			1,591			1,721
Shareholder value added		5,450			4,392			1,337			1,633			1,381			1,099			1,168
Return on average equity		36.8	%		33.8	%		33.9	%		42.4	%		38.5	%		32.6	%		34.7	%
Efficiency ratio*		47.5			48.6			48.5			44.5			47.1			50.0			47.5
Selected Average Balance
Sheet Components
Total loans and leases	$	188,706		$	182,463		$	192,685		$	188,500		$	187,811		$	185,756		$	184,243
Total deposits		312,582			283,255			328,151			319,641			306,447			295,654			292,259
Total earning assets		341,932			288,849			359,525			346,764			339,030			321,945			314,605
Period End (in billions)
Mortgage servicing portfolio	$	246.5		$	264.5		$	246.5		$	245.9		$	249.6		$	257.2		$	264.5
Mortgage originations:
Retail		91.9			59.9			11.7			30.0			28.2			22.0			22.2
Wholesale		39.2			28.1			6.7			9.5			12.2			10.8			9.7

* Fully taxable-equivalent basis

Certain prior period amounts have been reclassified among the segments to conform to the current period presentation.

10

Bank of America Corporation

Consumer Customer Growth Momentum

11

Bank of America Corporation

E-Commerce & BankofAmerica.com

Bank of America has the largest active online banking customer base with 7.2 million subscribers. This represents an active customer penetration rate of 44%.

Bank of America uses a strict Active User standard - customers must have used our online services within the last 90 days.

3.2 million active bill pay users paid $14.0 billion worth of bills this quarter. The number of customers who sign up and use Bank of America Bill Pay Service continues to far surpass that of any other financial institution.

Currently, over 300 companies are presenting over 7.1 million e-bills per quarter.

12

Bank of America Corporation

Consumer Credit Card Results

Included within Consumer Products

(Dollars in millions)

	Year-to-Date						Quarterly
	2003			2002			4 Qtr 03			3 Qtr 03			2 Qtr 03			1 Qtr 03			4 Qtr 02
Key Measures
Outstandings:
Held (Period end)	$	34,814		$	24,729		$	34,814		$	30,993		$	27,419		$	24,819		$	24,729
Managed (Period end)		36,596			29,461			36,596			33,631			30,807			29,064			29,461
Held (Average)		28,210			21,409			32,734			29,113			26,211			24,684			23,535
Managed (Average)		31,552			27,352			34,783			32,225			29,970			29,161			28,406
Managed Income Statement:
Total revenue	$	4,334		$	3,471		$	1,194		$	1,132		$	1,043		$	965		$	943
Provision for credit losses		1,976			1,541			554			540			473			409			386
Noninterest expense		1,144			991			317			273			279			275			244
Income before income taxes	$	1,214		$	939		$	323		$	319		$	291		$	281		$	313
Shareholder Value Added	$	566		$	422		$	153		$	151		$	134		$	128		$	152
Credit Quality:
Held:
Charge-offs $	$	1,514		$	1,094		$	423		$	390		$	378		$	323		$	299
Charge-offs %		5.37	%		5.11	%		5.12	%		5.32	%		5.78	%		5.31	%		5.03	%
Managed:
Losses $	$	1,691		$	1,443		$	451		$	433		$	429		$	378		$	357
Losses %		5.36	%		5.28	%		5.14	%		5.33	%		5.74	%		5.25	%		4.99	%
Managed Delinquency %:
30+		3.93	%		3.94	%		3.93	%		3.84	%		3.99	%		4.18	%		3.94	%
90+		1.77			1.71			1.77			1.76			1.80			1.91			1.71

Certain prior period amounts have been reclassified among the segments to conform to the current period presentation.

13

Bank of America Corporation

Global Corporate and Investment Banking Segment Results

(Dollars in millions)

	Year-to-Date						Quarterly
	2003			2002			4 Qtr 03			3 Qtr 03			2 Qtr 03			1 Qtr 03			4 Qtr 02
Key Measures
Total revenue*	$	8,933		$	8,677		$	2,075		$	2,253		$	2,262		$	2,343		$	2,086
Provision for credit losses		477			1,208			(65	)		98			172			272			524
Net income		2,012			1,561			576			513			441			482			207
Shareholder value added		983			251			341			262			176			204			(119	)
Return on average equity		20.9	%		14.0	%		26.2	%		21.9	%		17.8	%		18.6	%		7.4	%
Efficiency ratio*		60.8			58.4			62.6			62.0			62.7			56.4			60.3
Selected Average Balance
Sheet Components
Total loans and leases	$	49,365		$	63,133		$	43,565		$	46,243		$	51,285		$	56,543		$	60,475
Total deposits		66,181			64,767			63,086			67,456			66,900			67,315			65,879
Total earning assets		243,109			201,364			252,919			263,161			233,125			226,145			207,767

* Fully taxable-equivalent basis

Certain prior period amounts have been reclassified among the segments to conform to the current period presentation.

14

Bank of America Corporation

Global Corporate & Investment Banking Strategic Progress Continues

Source: Thomson Financial - Full Year 2003; except Syndicated Loans, Loan Pricing Corporation.

Significant US market share gains

Banc of America Securities maintained important syndicated lending and fixed income market share positions while improving market share gains in mergers and advisory and mortgage backed securities areas.

• #2 syndicated lender, ranked by dollar volume, with 18% market share.

• #1 syndicated lender, ranked by # of deals, executing nearly twice as many deals as next two competitors combined.

• Convertible debt market share increased year over year, from 6.9% to 8.2%.

• Mergers & acquisitions achieved highest ranking ever at #6 with 17.6% market share.

• Mortgage-backed securities increased substantially from 6.1% to 8.3% year over year.

• Market share for common stock underwriting was up a full point from 2002 to 3.6%.

15

Bank of America Corporation

Asset Management Segment Results

(Dollars in millions)

	Year-to-Date						Quarterly
	2003			2002			4 Qtr 03			3 Qtr 03			2 Qtr 03			1 Qtr 03			4 Qtr 02
Key Measures
Total revenue*	$	2,634		$	2,378		$	830		$	615		$	611		$	578		$	587
Provision for credit losses		1			318			4			(2	)		3			(4	)		30
Net income		670			375			262			123			145			140			108
Shareholder value added		368			81			183			48			71			66			26
Return on average equity		24.0	%		15.0	%		36.0	%		17.7	%		21.2	%		20.4	%		15.6	%
Efficiency ratio*		61.3			62.8			51.8			70.5			63.1			63.3			67.2
Selected Average Balance
Sheet Components
Total loans and leases	$	23,143		$	23,916		$	23,805		$	23,205		$	22,866		$	22,683		$	22,950
Total deposits		13,162			12,030			13,755			13,313			12,710			12,859			12,531
Total earning assets		24,053			24,565			24,840			24,156			23,784			23,415			23,693
Period End (in billions)
Assets under management	$	335.7		$	310.4		$	335.7		$	318.1		$	314.9		$	297.0		$	310.4
Client brokerage assets		88.8			90.9			88.8			90.7			90.6			90.8			90.9
Assets in custody		49.9			46.5			49.9			47.3			47.9			45.1			46.5
Total client assets	$	474.4		$	447.8		$	474.4		$	456.1		$	453.4		$	432.9		$	447.8

* Fully taxable-equivalent basis

Certain prior period amounts have been reclassified among the segments to conform to the current period presentation.

16

Bank of America Corporation

Equity Investments Segment Results

(Dollars in millions)

	Year-to-Date						Quarterly
Key Measures	2003			2002			4 Qtr 03			3 Qtr 03			2 Qtr 03			1 Qtr 03			4 Qtr 02
Total revenue*	$	(254	)	$	(446	)	$	(55	)	$	(80	)	$	(12	)	$	(107	)	$	(100	)
Provision for credit losses		25			7			21			—			3			1			7
Net income		(249	)		(331	)		(67	)		(68	)		(28	)		(86	)		(83	)
Shareholder value added		(475	)		(583	)		(124	)		(126	)		(84	)		(141	)		(146	)
Return on average equity		(11.9	)%		(15.6	)%		(12.4	)%		(13.0	)%		(5.5	)%		(16.7	)%		(15.6	)%
Efficiency ratio*		n/m			n/m			n/m			n/m			n/m			n/m			n/m
Period End
Investment balances for Principal Investing	$	5,205		$	5,395		$	5,205		$	5,430		$	5,436		$	5,435		$	5,395

* Fully taxable-equivalent basis

n/m = not meaningful

Certain prior period amounts have been reclassified among the segments to conform to the current period presentation.

17

Bank of America Corporation

Corporate Other Results⁽¹⁾

(Dollars in millions)

	Year-to-Date						Quarterly
Key Measures	2003			2002			4 Qtr 03			3 Qtr 03			2 Qtr 03			1 Qtr 03			4 Qtr 02
Total revenue*	$	913		$	857		$	152		$	234		$	328		$	199		$	202
Provision for credit losses		274			358			68			59			71			76			94
Net income (2)		856			1,101			41			209			309			297			661
Shareholder value added		(705	)		(381	)		(294	)		(193	)		(130	)		(88	)		285
Selected Average Balance
Sheet Components
Total loans and leases	$	94,675		$	66,867		$	110,916		$	99,247		$	87,903		$	80,246		$	74,993
Total deposits		14,309			11,427			13,848			14,159			19,250			9,932			10,712
Total earning assets		183,587			150,216			191,333			182,648			199,028			161,018			171,269

* Fully taxable-equivalent basis

(1) Corporate Other consists primarily of gains and losses associated with managing the balance sheet of the Corporation, certain consumer finance and commercial lending businesses being liquidated, and certain residential mortgages originated by the mortgage group or otherwise acquired and held for asset/liability management purposes.

(2) The fourth quarter of 2002 included $488 tax benefit related to the settlement of federal income tax returns through 1999.

Certain prior period amounts have been reclassified among the segments to conform to the current period presentation.

18

Bank of America Corporation

Quarterly Net Charge-offs and Net Charge-off Ratios

(Dollars in millions)

	4Q03					3Q03				2Q03				1Q03					4Q02
	Amount			Ratio		Amount		Ratio		Amount		Ratio		Amount			Ratio		Amount		Ratio
Commercial—domestic	$	94		0.39	%	$	203	0.84	%	$	221	0.88	%	$	239		0.94	%	$	478	1.80	%
Commercial—foreign		75		1.86			58	1.36			53	1.19			120		2.57			205	3.95
Commercial real estate—domestic		9		0.18			13	0.26			10	0.21			9		0.18			9	0.20
Total commercial		178		0.54			274	0.82			284	0.82			368		1.04			692	1.87
Residential mortgage		13		0.04			14	0.04			11	0.04			2		0.01			18	0.07
Home equity lines		(3	)	(0.04	)		2	0.02			6	0.11			6		0.11			6	0.10
Direct/Indirect consumer		48		0.57			39	0.47			38	0.47			56		0.72			60	0.78
Consumer finance		54		3.67			44	2.74			46	2.52			68		3.42			77	3.44
Credit card		423		5.12			390	5.32			378	5.78			323		5.31			299	5.03
Other consumer—domestic		11		n/m			11	n/m			8	n/m			9		n/m			11	n/m
Foreign consumer		1		0.19			2	0.31			1	0.28			1		0.20			2	0.38
Total consumer		547		0.91			502	0.89			488	0.93			465		0.93			473	0.95
Total net charge-offs	$	725		0.77		$	776	0.86		$	772	0.88		$	833		0.98		$	1,165	1.35
By Business Segment:
Consumer & commercial banking	$	563		1.16	%	$	539	1.13	%	$	522	1.12	%	$	488		1.06	%	$	509	1.10	%
Global corporate & investment banking		76		0.70			170	1.46			172	1.34			272		1.96			526	3.44
Asset management		(4	)	(0.07	)		2	0.04			3	0.04			(4	)	(0.06	)		30	0.52
Equity investments		21		n/m			0	n/m			3	3.36			1		0.72			7	6.26
Corporate other		69		0.25			65	0.26			72	0.33			76		0.38			93	0.50
Total net charge-offs	$	725		0.77		$	776	0.86		$	772	0.88		$	833		0.98		$	1,165	1.35

Loans are classified as domestic or foreign based upon the domicile of the borrower.

n/m = not meaningful

19

Bank of America Corporation

Year-to-Date Net Charge-offs and Net Charge-off Ratios

(Dollars in millions)

	Year Ended December 31
	2003					2002
	Amt.			Ratio		Amt.		Ratio
Commercial—domestic	$	757		0.76	%	$	1,471	1.34	%
Commercial—foreign		306		1.75			521	2.45
Commercial real estate—domestic		41		0.21			37	0.18
Total commercial		1,104		0.81			2,029	1.33
Residential mortgage		40		0.03			42	0.04
Home equity lines		11		0.05			26	0.11
Direct/Indirect consumer		181		0.55			210	0.69
Consumer finance		212		3.08			255	2.42
Credit card		1,514		5.37			1,094	5.11
Other consumer—domestic		39		n/m			36	n/m
Foreign consumer		5		0.24			5	0.25
Total consumer		2,002		0.91			1,668	0.91
Total net charge-offs	$	3,106		0.87		$	3,697	1.10
By Business Segment:
Consumer & commercial banking	$	2,112		1.12	%	$	1,805	0.98	%
Global corporate & investment banking		690		1.40			1,209	1.92
Asset management		(3	)	(0.01	)		317	1.37
Equity investments		25		9.70			7	1.57
Corporate other		282		0.30			359	0.54
Total net charge-offs	$	3,106		0.87		$	3,697	1.10

Loans are classified as domestic or foreign based upon the domicile of the borrower.

n/m = not meaningful

20

Bank of America Corporation

Nonperforming Assets

(Dollars in millions)

	4Q03			3Q03			2Q03			1Q03			4Q02
Commercial—domestic	$	1,507		$	1,861		$	2,265		$	2,605		$	2,781
Commercial—foreign		586			756			1,040			1,279			1,359
Commercial real estate—domestic		140			154			154			173			161
Commercial real estate—foreign		2			2			2			3			3
Total commercial		2,235			2,773			3,461			4,060			4,304
Residential mortgage		531			563			618			628			612
Home equity lines		43			42			55			63			66
Direct/Indirect consumer		28			32			33			28			30
Consumer finance		32			12			11			18			19
Foreign consumer		4			7			9			9			6
Total consumer		638			656			726			746			733
Total nonperforming loans		2,873			3,429			4,187			4,806			5,037
Foreclosed properties		148			228			243			227			225
Total nonperforming assets(1)	$	3,021		$	3,657		$	4,430		$	5,033		$	5,262
Loans past due 90 days or more and still accruing	$	860		$	788		$	726		$	808		$	764
Nonperforming Assets / Total Assets		0.41	%		0.50	%		0.58	%		0.74	%		0.80	%
Nonperforming Assets / Total Loans, Leases and Foreclosed Properties		0.81			0.98			1.23			1.46			1.53
Nonperforming Loans / Total Loans and Leases		0.77			0.92			1.16			1.40			1.47
Allowance for credit losses:
Loans and leases	$	6,163		$	6,258		$	6,366		$	6,421		$	6,358
Unfunded lending commitments		416			458			475			432			493
Total	$	6,579		$	6,716		$	6,841		$	6,853		$	6,851
Allowance for Loans and Leases / Total Loans and Leases		1.66	%		1.68	%		1.77	%		1.87	%		1.85	%
Allowance for Loans and Leases / Total Nonperforming Loans		215			183			152			134			126

Loans are classified as domestic or foreign based upon the domicile of the borrower.

(1) Balances do not include $202, $82, $98, $174 and $120 of nonperforming assets included in other assets at December 31, 2003, September 30, 2003, June 30, 2003, March 31, 2003 and December 31, 2002, respectively.

21

Bank of America Corporation

Significant Industry Non-Real Estate Outstanding Commercial Loans and Leases

(Dollars in millions)

	December 31				% Inc. (Dec.) from 12/31/02
	2003		2002
Retailing	$	11,474	$	10,572	9	%
Education and government		7,874		5,624	40
Transportation		7,715		8,030	(4	)
Leisure and sports, hotels and restaurants		7,477		8,139	(8	)
Food, beverage and tobacco		6,942		7,335	(5	)
Diversified financials		6,469		8,344	(22	)
Capital goods		5,729		7,088	(19	)
Materials		5,704		7,972	(28	)
Commercial services and supplies		5,701		6,449	(12	)
Health care equipment and services		4,052		3,912	4
Religious and social organizations		2,975		2,426	23
Media		2,821		5,911	(52	)
Utilities		2,635		5,590	(53	)
Energy		2,516		3,076	(18	)
Consumer durables and apparel		2,161		2,591	(17	)
Telecommunications services		1,967		3,105	(37	)
Food and staples retailing		1,364		1,344	1
Technology hardware and equipment		1,260		1,368	(8	)
Banks		1,199		1,881	(36	)
Automobiles and components		1,029		1,024	0
Software and services		948		908	4
Insurance		840		1,616	(48	)
Other(1)		21,085		20,660	2
Total	$	111,937	$	124,965	(10	)

(1) At December 31, 2003 and 2002, Other included $10,510 and $9,090, respectively, of loans outstanding to individuals and trusts, representing 2.8% and 2.7% of total outstanding loans and leases, respectively. The remaining balance in Other included loans to industries which primarily include pharmaceuticals and biotechnology, and household and personal products.

Outstanding Loans and Leases

(Dollars in millions)

	December 31				Inc. (Dec.) from 12/31/02
	2003		2002
Commercial—domestic	$	96,644	$	105,053	$	(8,409	)
Commercial—foreign		15,293		19,912		(4,619	)
Commercial real estate—domestic		19,043		19,910		(867	)
Commercial real estate—foreign		324		295		29
Total commercial		131,304		145,170		(13,866	)
Residential mortgage		140,513		108,197		32,316
Home equity lines		23,859		23,236		623
Direct/Indirect consumer		33,415		31,068		2,347
Consumer finance		5,589		8,384		(2,795	)
Credit card		34,814		24,729		10,085
Foreign consumer		1,969		1,971		(2	)
Total consumer		240,159		197,585		42,574
Total	$	371,463	$	342,755	$	28,708

22

Bank of America Corporation

Emerging Markets

(Dollars in millions)

	Loans and Loan Commitments		Other Financing (1)		Derivative Assets		Debt Securities/ Other Investments (2)		Total Cross- border Exposure (3)		Gross Local Country Exposure (4)		Total Foreign Exposure December 31, 2003		Increase/ (Decrease) from December 31, 2002
Region/Country
Asia
China	$	49	$	23	$	82	$	45	$	199	$	99	$	298	$	54
Hong Kong (5)		166		19		118		113		416		3,489		3,905		101
India		132		543		61		275		1,011		942		1,953		580
Indonesia		31		0		13		84		128		3		131		11
Malaysia		7		2		3		27		39		146		185		(55	)
Philippines		22		35		2		55		114		62		176		20
Singapore		189		11		65		13		278		890		1,168		(500	)
South Korea		638		636		41		83		1,398		531		1,929		693
Taiwan		226		173		32		0		431		458		889		(200	)
Thailand		20		5		16		37		78		173		251		(12	)
Other		8		16		4		0		28		99		127		24
Total		1,488		1,463		437		732		4,120		6,892		11,012		716
Central and Eastern Europe
Turkey		8		3		0		19		30		0		30		(28	)
Other		16		32		41		127		216		207		423		117
Total		24		35		41		146		246		207		453		89
Latin America
Argentina		106		56		2		123		287		56		343		(122	)
Brazil		115		217		7		139		478		263		741		(434	)
Chile		75		49		5		2		131		0		131		(10	)
Colombia		31		14		1		8		54		4		58		(30	)
Mexico		556		208		105		1,914		2,783		259		3,042		1,453
Venezuela		93		19		0		144		256		0		256		24
Other		93		75		202		33		403		0		403		178
Total		1,069		638		322		2,363		4,392		582		4,974		1,059
Total	$	2,581	$	2,136	$	800	$	3,241	$	8,758	$	7,681	$	16,439	$	1,864

(1) Includes acceptances, standby letters of credit, commercial letters of credit and formal guarantees.

(2) Amounts outstanding in the table above for Philippines, Argentina, Mexico, Venezuela and Latin America Other have been reduced by $13, $0, $0, $136 and $37, respectively, at December 31, 2003, and $12, $90, $505, $131 and $37, respectively, at December 31, 2002. Such amounts represent the fair value of U.S. Treasury securities held as collateral outside the country of exposure.

(3) Cross-border exposure includes amounts payable to the Corporation by residents of countries other than the one in which the credit is booked, regardless of the currency in which the claim is denominated, consistent with Federal Financial Institutions Examinations Council (FFIEC) reporting rules.

(4) Gross local country exposure includes amounts payable to the Corporation by residents of countries in which the credit is booked, regardless of the currency in which the claim is denominated. Management does not net local funding or liabilities against local exposures as allowed by the FFIEC.

(5) Gross local country exposure to Hong Kong consisted of $1,911 of consumer loans and $1,578 of commercial exposure at December 31, 2003 compared to $1,828 of consumer loans and $1,572 of commercial exposure at December 31, 2002. The consumer loans were collateralized primarily by residential real estate. The commercial exposure was primarily to local clients and was diversified across many industries.

23

EX-99.3

Exhibit 99.3

4th QUARTER 2003 EARNINGS REVIEW

JANUARY 15, 2003

NEW YORK CITY

Good morning and welcome to our review of fourth quarter earnings. A belated happy new year to everyone and thanks for your interest today. My remarks will cover two main areas. First, a summary of the results for the fourth quarter with some elaboration on the full year, and second, a summary of our outlook for 2004.

As always, at this time, I would like to recognize the efforts of our associates at Bank of America in consistently meeting many of the goals we’ve laid out for them over the past couple of years. 2003 was another challenging year and our associates achieved not just record financial results, but established momentum for continued success. This momentum was evident throughout 2003 in rising customer satisfaction scores; growth in retail products sold including checking accounts, savings accounts and credit cards; increasing new business in our commercial banking segment and greater market share in investment banking.

Diluted earnings per share for the full year grew 21 percent to $7.13 (net income of $10.8 billion up 17 percent), with an ROE of 22 percent, driven by revenue growth of 10 percent and significantly improved credit quality. The consensus estimate for 2003, at this time last year, was approximately $6.20 per diluted share or $9.7 billion in net income. These earnings also provided cash flow allowing us to return approximately $10 billion in capital to shareholders in 2003 in the form of dividends and net share repurchases. Thanks to all of our associates for getting the job done, once again.

Reported earnings for the fourth quarter were $1.83 per diluted share or $2.7 billion, an increase of 8 percent versus a year ago but down from the $1.92 earned in the third quarter. As usual, the fourth quarter was quite eventful, but underlying all the noise was superb performance in several of our core businesses which included retail banking, card services, commercial banking, investment banking and asset management. Total revenue increased 9 percent from the fourth quarter a year ago driven by increases in almost every revenue line item, but decreased 1 percent from third quarter levels due to the drop-off in mortgage activity including lower whole-loan

1

sales. Overall expenses rose 4 percent or $212 million from third quarter levels due mainly to higher employee benefit costs, and higher legal and consulting expense. In the fourth quarter, the tax rate benefited from adjustments related to our normal tax accrual review and tax refunds. Average loans grew from third quarter levels, driven by increases in all the major consumer loan categories and an increase in middle-market commercial lending. Large corporate and foreign loan levels continued to drop. Average core domestic deposits are up 1 percent from the third quarter and $34 billion or 10 percent from a year ago. Growth in consumer and commercial deposits from the third quarter were offset somewhat by lower mortgage escrow deposits. Total credit quality continued to improve even with the impact of one large bankruptcy. Total commercial net charge-offs were down 35 percent to $178 million from the third quarter and improved by more than $500 million versus a year ago. The commercial charge-off ratio in the fourth quarter was the lowest in three years. Overall NPA levels were the lowest since the end of 1998, dropping 17 percent from third quarter levels and down 43 percent from a year ago. Criticized exposure was down 16 percent from third quarter levels and 41 percent from the end of last year. Provision for credit losses during the quarter was $583 million versus total net charge-offs of $725 million. The preliminary Tier 1 ratio closed the year at 7.85 percent, down from third quarter levels due to the repurchase of 56 million shares (48 million shares net of options exercised) bringing total repurchases for the year to 129 million shares (60 million shares net of options exercised).

Before we talk about the individual businesses, let’s discuss net interest income and yields. In the fourth quarter, on an FTE basis, net interest income of $5.75 billion rose $268 million or 5 percent from the third quarter. Driving the increase in net interest income were the impact of interest rates, higher asset/liability management portfolio levels and higher levels of consumer loans offset by lower mortgage warehouse levels. During the quarter, the net interest yield improved by 17 basis points as we took advantage of the volatility in interest rates to position the balance sheet for rising rates at the long end of the curve. Also helping the margin was an improved mix in the loan portfolio with the growth in consumer loans. During the quarter we generated $139 million in securities gains versus $233 million in the third quarter and $304 million a year ago.

Let me say a few words about the results of our individual businesses. As it has all year, the Consumer and Commercial Bank continues to be the

2

consistent driver of earnings. CCB earned $1.9 billion or 70 percent of the corporation’s earnings in the quarter with a return on equity of 34 percent. Versus a year ago, earnings increased 11 percent on revenue growth of 10 percent. On a full year basis, CCB earned $7.5 billion with an ROE of 37 percent. Versus the third quarter CCB earnings were down due to lower mortgage activity. All year long, we have had success in growing checking accounts. In the fourth quarter alone, net new checking accounts increased 220,000 bringing the year-to-date additions to approximately 1.2 million. Net new savings accounts opened in the quarter were 128,000 for total openings in 2003 of 640,000 versus net closures of 265,000 in 2002. The number of active online bank customers hit 7.2 million which represents growth of 52 percent for the year and a penetration rate of 44 percent of our households with DDAs. And, importantly, our active bill pay customers have grown 84 percent in 2003 to 3.2 million with bill payments of nearly $14 billion this quarter. The increase in checking accounts is driven by greater customer satisfaction, banking center productivity, focused marketing and new products. Customer satisfaction, as defined by the Top 2 box scores, continued to grow in the fourth quarter and broke through the 50 percent level, representing full year growth of 8 percent (50.8 versus 46.9).

Fee income in the Consumer and Commercial Bank decreased 17 percent over third quarter results, but still increased 8 percent versus results a year ago. Service charges rose 1 percent from the third quarter and 4 percent from last year. Card income increased 3 percent from the third quarter and 11 percent from last year primarily reflecting higher interchange fees and other fee income from both debit and credit cards. If you look at total revenue on a managed basis, including net interest income, card services revenue increased 20 percent to $6 billion for all of 2003 from results the previous year. Mortgage banking income decreased significantly from results in the third quarter due to lower levels of refi production, but was still up 39 percent from a year ago due to greater production flow and higher margins. For the year, first mortgage originations were up 48 percent to $131 billion as we continue to focus on direct-to-customer business. In the fourth quarter, first mortgage originations were $18.4 billion versus $39.5 billion in the third quarter. Earlier this year we stepped up our efforts in home equity lending and had growth in outstanding balances in the fourth quarter of $1.2 billion. This renewed focus should help offset the expected decline in first mortgage business in 2004.

3

Early last year, we stated that we were beginning to see signs of increased commercial (middle market) activity in the form of loan growth. After growth in both the first and second quarters we saw it slow considerably in the third. However, commercial growth renewed itself in the fourth quarter, increasing by 1 percent on average balances and almost 3 percent on period-end balances from third quarter levels. For the year, commercial loan levels were up 4 percent from the end of 2002. Prior to 2003, the last quarter we experienced actual commercial growth was the third quarter of 2000. Due to what we saw in the fourth quarter, we believe 2004 will be a continuation of increased activity and are looking for middle market loan growth in 2004 close to 6 percent.

Credit quality costs for the Consumer and Commercial Bank, as a whole, were up slightly from third quarter reflecting the growth in our credit card portfolio. Net charge-offs in the commercial bank decreased $13 million to $35 million or 27 percent from third quarter and are down 58 percent from results a year ago. The net charge-off ratio was 24 basis points during the quarter versus 34 basis point last quarter and 58 basis points a year ago. Nonperforming loans in the commercial bank are down 12 percent from last quarter to $563 million and down 27 percent from a year ago. The managed consumer credit card portfolio continues to meet expectations and is performing well. The managed consumer credit card loss ratio at 5.14 percent ($451 million) was the lowest ratio all year and slightly above results a year ago. 30-day and 90-day delinquency rates moved up from third quarter levels due to seasonality but remain in line with levels from a year ago. Excluding credit card and the commercial bank, remaining quarterly net charge-offs within CCB decreased 19 percent year to year. I will discuss our credit quality outlook in a couple minutes but we continue to believe that both the consumer and middle market areas will remain stable in 2004.

Turning to the Global Corporate and Investment Bank, earnings in the fourth quarter increased more than $60 million from third quarter results due primarily to continued improvement in asset quality (lower provision for loan losses) and lower expenses offset by lower trading revenue. Investment banking fees rose 9 percent to $435 million from the third quarter. Leading the increase was advisory services, moving up 52 percent to $76 million. Securities underwriting remained strong at $232 million versus $238 million in the third quarter with equity underwriting showing the strongest improvement with growth of 33 percent from third quarter levels related to a resurgence in capital market activity. Both high grade and high yield fees

4

also rose with market liquidity and client demand still evident. Offsetting these increases was a drop in revenue from “other” securities underwriting (mainly asset-backed transactions) of 51 percent. Syndication fees increased 8 percent to $111 million. On a full-year basis, investment banking fees of $1.7 billion increased 13 percent from results in 2002. A 34 percent increase in securities underwriting to $963 million more than offset a 21 percent decrease in advisory services to $228 million while syndications held flat. Total trading-related revenue for the fourth quarter was $542 million, a decrease of $146 million from the third quarter. Foreign exchange revenue was $153 million, up 15 percent from the prior quarter. Revenue from interest rate contracts and fixed income were down a combined $175 million due partly to the impact of a large bankruptcy which I will discuss in a minute. For the year, trading-related revenue of $2.8 billion was consistent with last year but if you exclude the impact of credit default swaps used to hedge our portfolio, trading-related revenue increased 15 percent over 2002.

As far as credit quality for the Global and Corporate Bank, net charge-offs decreased $94 million or 55 percent from third quarter levels. The net charge-off ratio dropped to 70 basis points from 146 basis points in the third quarter and dropped 274 basis points from fourth quarter a year ago, even with a declining loan book. If you exclude the impact of the large bankruptcy mentioned earlier, which was Parmalat, GCIB actually had net recoveries for the quarter.

At year-end, our exposure to Parmalat involved both loan and derivative exposure and totaled $274 million as follows. Direct loans and letters of credit of $244 million, of which $105 million of loans are supported by credit insurance and carried as nonperforming; $121 million of loans are not cash-collateralized or credit insured and carried as nonperforming with specific reserves of $60 million; and $18 million of undrawn letters of credit secured by cash. In addition, we have remaining derivative exposure of $30 million. Actions we took in the fourth quarter included exercising our contractual rights under the credit agreements to repay $167 million of loans collateralized by cash and retaining $18 million of cash collateral to secure the undrawn letters of credit; charging off $114 million (49 percent) of our direct loans that were not cash collateralized or credit insured ($235 million) and establishing a $60 million reserve against the remaining balance of the loans ($121 million); and marking down the value of our derivative exposure by 75 percent or $92 million to the remaining $30 million. Unfortunately, this bankruptcy will probably take a long time to be resolved, but we believe

5

we are sufficiently positioned to deal with any material credit impact further down the road.

Excluding the Parmalat impact, credit quality results for the quarter are probably as good as it gets. Total large corporate nonperforming assets decreased $450 million (even with Parmalat included) or 26 percent from the third quarter to $1.3 billion driven largely by sales during the quarter of $340 million. Some of the reduction in NPAs is also a movement of nonperformers to loans held for sale and have been marked to the anticipated sales price. These loans either have existing sales commitments or are expected to move in the very short term. Since the end of last year GCIB nonperformers are down $1.7 billion or 57 percent. This continued improvement in large corporate funded and unfunded lending commitments drove the release of $137 million in credit reserves in the quarter. Also included in results for GCIB this quarter was an equity investment gain of $30 million related to securities sold that were received in satisfaction of debt that had been previously charged off. Loans and leases in GCIB continued to decrease, mainly due to resolution of problem credits, and ended the quarter at $41 billion, down an additional $3 billion from third quarter.

Our third core business segment is Asset Management. Both revenue and earnings increased significantly from third quarter and from fourth quarter a year ago due to an equity investment gain of $183 million (same type of gain as in GCIB but a different credit) related to securities sold that were received in satisfaction of debt that had been previously charged off in 2002. In addition to the equity investment gain in Asset Management, investment and brokerage service fees were up 7 percent from third quarter. This increase was due to higher brokerage fees, net sales and market appreciation. Asset Management exceeded its goal of increasing financial advisors 20 percent and ended the year with 1,150 financial advisors. Assets under management increased 6 percent to $336 billion from third quarter levels. Equities increased 12 percent due to improved market valuations and net sales. For the full year, assets under management finished the year up 8 percent as the decrease in money market assets was more than offset by a 41 percent increase in equities, led by growth in Marsico. Equity mutual funds excluding the Marsico family of funds were up almost 29 percent since the end of 2002.

6

Our fourth and final business segment is Equity Investments. Principal Investing drives much of the activity in this segment. In Principal Investing, cash gains and fair value adjustments were approximately $132 million offset by impairments of $153 million. Impairments in 2003 totaled approximately $438 million versus $708 million for all of 2002.

Now, let me spend the rest of my time today discussing our outlook for this year. This is the first year out of four where we actually feel positive about the economy in the short term rather than depending on an upturn in the second half of the year. For all of 2004, we are forecasting GDP growth to be around 3.5 percent. Unemployment levels should improve from the current 5.7 percent level. Inflation seems to be well under control. We don’t see any pressure on the Fed to raise rates until sometime in the second half of the year at the earliest. For Bank of America, before the merger with Fleet, we are looking for loan growth in 2004 to be in the high single digits as consumer lending and a recovery in the commercial markets combined with some pickup in large corporate loans. Consumer lending growth will continue to leverage the banking center network—focusing on mortgages, home equity loans and credit cards. We believe small business lending will increase along with middle market lending. We also believe the total corporate loan portfolio at year-end 2003 is about as low as we want going forward.

Other earning assets should increase from year-end levels as trading assets are expected to move higher as we take on more institutional customer flow in the matched book. Asset/liability management, as always, will create some volatility in both our balance sheet levels and securities gains/losses, as we continually balance between the management of interest rate risk and economic reward in response to ever changing market conditions. With high single digit loan growth and the benefit of balance sheet positions we took in the second half of last year, we are looking for net interest income to be up at least 6 percent from results in 2003 of which the contribution from the trading book is expected to be flat. The balance sheet is currently positioned to benefit from rising rates in the long end with short-term rates stable. The impact of a gradual parallel rate change of 100 basis points plus or minus over 12 months will impact net interest income by approximately 1 percent either way.

On the fee side, we are looking for continued positive trends in our consumer and commercial business in the areas of service charges and card

7

income offset by lower mortgage banking income. Mortgage banking income will be down from 2003 results as we move from a refi to a purchase market, but we expect to garner market share from increased distribution, increased advertising and sales productivity. In addition, as I mentioned earlier, we are directing increased attention to home equity lending which should grow as rates start to rise. Although market estimates have mortgage originations for the industry contracting by about 50 percent, we feel our actions should offset some of the decrease and result in a smaller drop in mortgage banking income, year-to-year, of approximately 30-35 percent. Asset management is expected to show double digit increases in fee revenue given improved markets along with increased leverage from expanded distribution that we have been adding over the past couple of years.

In Global Corporate and Investment Banking, we are looking for continued strength in investment banking along with better results in trading, with an anticipated reduction in the drag from the negative mark-to-market of credit default swaps in 2003. Investment Banking should be helped by an improving economy and equity market. This economic environment should have a positive impact on syndicated lending as well as M&A activity. Although overall fixed debt issuance will slow, we are targeting a pickup in market share.

Equity investments should finally improve in 2004 after several difficult years. The improvement will reflect a combination of higher gains and lower impairments. To sum up, fee revenue growth for Bank of America before the addition of Fleet is expected to be approximately 6 percent for 2004. This number includes lower fee revenue from mortgage banking and lower loan sales. Excluding those categories, fee income growth would be closer to the mid-teens. This improvement is driven by the economic recovery as well as by momentum established over the past few years.

On the expense front, we will continue to invest resources in those businesses that will produce long-term and profitable revenue growth. But having said that, expense growth will correlate with revenue growth and we are targeting operating leverage of around 3 percent. Using these assumptions, the efficiency ratio for 2004 should be somewhere between 50 and 51 percent. The estimated tax rate this year before the FTE adjustment should be approximately 32.5 percent and with the adjustment, for those of you who model that way, the rate is 35.0 percent.

8

Turning to credit quality, we feel comfortable about the stability of the consumer, small business and middle market areas. However, higher managed credit card receivables, while benefiting net interest income and fee revenue, will drive an increase in managed consumer credit card net charge-offs of about $260 million ($400 million of charge-offs on a reported basis including securitizations coming back on the balance sheet). This is also the first time since 2000 that we actually feel positive about the commercial book going forward. Consequently, large corporate charge-offs should improve from last year’s results. However, we remain vigilant about large corporate exposure and would move quickly to address sudden problems as they arise. I don’t have to remind you of event risk that continues to occur… with Parmalat being the most recent example. With higher consumer net charge-offs from credit card growth more than offsetting the reduction in commercial net charge-offs, we are targeting 2004 provision expense to be between $3.1 and $3.3 billion. Nonperforming asset levels should continue to come down as the year progresses but at a more modest rate than we experienced in 2003.

I want to point out a reclassification we made to our year-end 2003 balance sheet related to reserves for unfunded lending commitments. We reclassified $416 million of reserves associated with our unfunded lending commitments out of the allowance for credit losses to other liabilities. Prior to this quarter, we included those reserves in our allowance for credit losses. If you look at our disclosure in the financial tables, you can see the new format. At the end of the year, under the allowance breakdown, you can see that we have $6.2 billion in reserves for outstanding loans and leases and another $416 million associated with unfunded lending commitments.

Addressing capital trends in 2004, we expect to keep our Tier 1 ratio in excess of 7.5 percent which should provide plenty of room to pay an attractive dividend and repurchase shares.

All of my forward looking statements over the past few minutes pertain to Bank of America before the impact of Fleet. If you look at the guidance provided by Bob Lamb earlier this morning and compare it to my remarks, you will see that our outlooks for 2004 are somewhat similar. Core revenue growth of approximately 6 percent with the possibility of higher growth in Latin America. Expense growth between 3 and 4 percent. Improved credit quality although higher credit card charge-offs from higher outstandings mask some of the improvement. Sufficient cash flow to generate a strong

9

dividend and continued share repurchases. Our goal is to close the proposed merger with Fleet early in April. The earlier the closing the faster we can implement initiatives that will have an impact on the second half of 2004 and full year 2005. Since our announcement on October 27, we have filed an S-4 and an amendment updating the impact of the purchase accounting adjustments as if the merger had been effective on January 1, 2002. These adjustments are now estimated to be a negative $191 million after-tax for the first 12 months versus a negative $330 million used in the initial presentation. Our estimates for cost efficiencies and synergies haven’t changed from the October presentation and remain at $250 million and $110 million, respectively for 2004. For 2005 we have estimated cost savings to total approximately $1.1 billion on an after-tax basis—$650 million from overlapping business infrastructure and redundant processes, $100 million from corporate staff functions, $100 million from lower marketing costs, $175 million from vendor leverage and $75 million from lower occupancy costs.

The current consensus for 2004 for Bank of America is approximately $7.12 on a reported basis excluding any merger-related charge. This consensus probably has the assumption that the merger closes at the end of June which was the closing date used at the merger announcement. Closing in early April, which is our goal, versus June, results in an additional quarter of earnings from Fleet but is more than offset by an additional quarter of purchase accounting adjustments and higher average shares outstanding. However, offsetting some of this impact will be the fact that the original annual adjustment for purchase accounting has been lowered. In addition, the individual outlooks for 2004 from both Fleet and Bank of America that you heard today are more optimistic than many of the estimates that existed in late October. In short, we think that given our combined outlooks, the positives more than offset the negatives and so we feel confident in our ability in meeting the current consensus of $7.12 for 2004. I would add that $7.12 is at the lower end of our expectations. Both our guidance and the consensus excludes the impact of any merger-related charges in 2004. Our guidance also excludes any assumption for settlement costs including fines associated with any litigation and regulatory investigations in which we are currently involved. As the year proceeds, we will update you with any additional changes in our assumptions for 2004 that are material. I do apologize for the amount of detail we just covered but there is always demand for more information rather than less. Let me now open the floor up for questions – I appreciate your attention.

10