8-K

As filed with the Securities and Exchange Commission on October 14, 2004.

UNITED STATES

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):

October 14, 2004

BANK OF AMERICA CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

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)

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

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

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

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

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

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On October 14, 2004, Bank of America Corporation (the “Registrant”) announced financial results for the third quarter ended September 30, 2004, reporting earnings of $3.76 billion and diluted earnings per common share of $0.91. A copy of the press release announcing the Registrant’s results for the third quarter ended September 30, 2004 is attached hereto as Exhibit 99.1 and incorporated by reference herein.

ITEM 7.01. RESOLUTION FD DISCLOSURE.

On October 14, 2004, the Registrant held an investor conference and webcast to disclose financial results for the third quarter ended September 30, 2004. The Supplemental Information package for use at this conference is furnished herewith as Exhibit 99.2 and incorporated by reference in Item 7.01. All information in the Supplemental Information package is presented as of September 30, 2004, and the Registrant does not assume any obligation to correct or update said information in the future.

The information in the proceeding paragraph, as well as Exhibit 99.2 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 8.01. OTHER EVENTS.

On October 14, 2004, the Registrant announced financial results for the third quarter ended September 30, 2004, reporting earnings of $3.76 billion and diluted earnings per common share of $0.91. A copy of the press release announcing the Registrant’s results for the third quarter ended September 30, 2004 is attached hereto at Exhibit 99.1 and incorporated by reference herein.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.

The following exhibits are filed herewith:

Exhibit No.
99.1	Press Release dated October 14, 2004 with respect to the Registrant’s financial results for the third quarter ended September 30, 2004.
99.2	Supplemental Information prepared for use on October 14, 2004 in connection with financial results for the third quarter ended September 30, 2004.

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/ Teresa M. Brenner
	Teresa M. Brenner Associate General Counsel

Dated: October 14, 2004

EXHIBIT INDEX

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
99.1	Press Release dated October 14, 2004 with respect to the Registrant’s financial results for the third quarter ended September 30, 2004.
99.2	Supplemental Information prepared for use on October 14, 2004 in connection with financial results for the third quarter ended September 30, 2004.

EX-99.1

Exhibit 99.1

October 14, 2004

Investors may contact:

Kevin Stitt, Bank of America, 704.386.5667

Lee McEntire, Bank of America, 704.388.6780

Leyla Pakzad, Bank of America, 704.386.2024

Media may contact:

Eloise Hale, Bank of America, 704.387.0013

Bank of America reports third quarter earnings of $3.76 billion, or $.91 per share

Successful brand rollout continues across Northeast

Fleet merger transition on target

Consumer bank momentum continues

CHARLOTTE — Bank of America Corporation today reported third quarter earnings of $3.76 billion, or $.91 per share (diluted), compared to earnings of $2.92 billion, or $.96 per share, a year ago. Under purchase accounting rules, year-ago results do not include the impact of FleetBoston Financial Corporation, which was acquired on April 1, 2004.

Return on common equity in the third quarter was 15.56 percent.

In addition to the impact of Fleet, the company’s net income improvement was driven by continued momentum in consumer banking, merger-driven cost savings, lower provision expense and gains on the sale of debt securities.

Third quarter earnings included merger and restructuring charges of $221 million pre-tax, which reduced earnings by 4 cents per share. These included $156 million for the Fleet merger and $65 million for severance related to the infrastructure initiative announced last week.

For the first nine months of 2004, Bank of America earned $10.29 billion, or $2.76 per share, compared to $8.08 billion, or $2.65 per share, a year earlier.

“Business momentum remains strong,” said Kenneth D. Lewis, president and chief executive officer. “Our results show we are attracting and deepening customer relationships across the franchise. This is evident from the growth in consumer accounts and card usage to the improvement in market penetration in corporate banking products to the significant growth in Premier Banking relationships. We are also particularly pleased with the progress in integrating Fleet, where we are meeting, or exceeding, the plans we announced last fall.”

“We are beginning to tap into the wealth in the Northeast; GCIB is gaining market share in key product lines and should gain strength as we invest more than $600 million into the business. Commercial is seeing positive growth trends and the consumer business remains our workhorse.”

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Fleet Merger Highlights from the Quarter

• The company opened 87,000 net new consumer checking accounts in the former Fleet franchise during the quarter, more than double the 42,000 in the prior quarter.

• In the Northeast, the company opened 81,000 net new consumer savings accounts, compared to 37,000 in the prior quarter.

• Product sales in the six new Manhattan banking centers averaged 12 sales per associate per day, which is twice the average rate across the franchise.

• 399 Premier banking client managers were added, 50 percent in New England and 50 percent in the New York City area.

• To date, 621 Fleet banking centers, or more than a third of the total, have been re-branded.

• Attesting to the convenience of the national network, “legacy” Bank of America and Fleet customers have begun to make cross-footprint transactions in increasing volumes. In the last week of September alone, customers completed 25,000 cross-footprint transactions, 60 percent of which were performed by “legacy” Bank of America customers in former Fleet banking centers.

Third Quarter Business Highlights

To provide a meaningful period-to-period comparison and one that is more reflective of ongoing operations, this section’s highlights are calculated by combining Bank of America and Fleet results on a pro forma basis for the applicable comparisons.

• The company announced a new national business designed to serve the needs of ultra high net worth individuals and families.

• Retail deposits grew 11 percent to $399.6 billion.

• The number of consumer checking accounts grew by net 537,000 during the quarter. Year to date, the company has increased accounts by 1,515,000 and is on target to exceed its goal of 2.0 million for the year.

• The number of consumer savings accounts grew by net 624,000 during the quarter. Year to date, the company has increased accounts by 1,876,000 and is on target to exceed its goal of 2.0 million for the year.

• The company opened 1.6 million new credit card accounts during the quarter. This growth was driven by targeted direct mail marketing campaigns, strong co-brand programs and effective cross selling of cards in banking centers.

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• During the quarter, the company opened 38 new banking centers, bringing total openings to 83 for the year.

• Customers continued to expand their use of debit cards. Both purchase volumes and total transactions increased 19 and 18 percent, respectively, from a year ago.

• Online banking active users increased 5 percent, to 11.8 million. Of those users, 4.8 million use bill pay. During the quarter, bill pay volume increased 10 percent.

• In the first nine months of the year, the company became the top U.S. deal manager in commercial mortgage-backed securities.

• In the first nine months of the year, the company’s market share in syndicated loans increased to 20.0 percent. High yield debt market share increased to 12.2 percent.

Third Quarter Financial Summary

These are GAAP-reported results, which exclude Fleet results in the year-ago period.

Revenue

Revenue on a fully taxable-equivalent basis grew to $12.73 billion from $9.92 billion the previous year.

Net interest income on a fully taxable-equivalent basis was $7.84 billion compared to $5.48 billion a year earlier. In addition to the impact of Fleet, this increase was driven by the impact of higher asset/liability management portfolio and rate levels, consumer loan growth and domestic deposit growth. These increases were partially offset by the impact of lower large corporate and foreign loan balances in addition to lower trading-related margins and mortgages held-for-sale.

Noninterest income was $4.90 billion compared to $4.45 billion a year earlier. In addition to the impact of Fleet, these results were driven by record card income, higher service charges, investment and brokerage income and equity investment gains, offset by a loss of $250 million in mortgage banking income, which resulted from lower origination volume and a writedown of mortgage servicing rights.

During the quarter, the company realized $732 million in securities gains as it repositioned its mortgage-backed securities to reduce mortgage prepayment risk.

Efficiency

Noninterest expense was $6.99 billion compared to $5.08 billion a year ago, driven by the addition of Fleet. Pre-tax cost savings from the merger were $309 million during the quarter.

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Credit Quality

Overall credit quality continued to improve. Both net charge-offs and nonperforming assets continued to decline. All major commercial asset quality indicators showed positive trends and consumer asset quality remained stable as credit card charge-offs grew in line with card portfolio growth.

• Provision for credit losses was $650 million, down from $789 million in the second quarter of 2004 and $651 million a year earlier.

• Net charge-offs were 0.57 percent of average loans and leases, or $719 million, down from 0.67 percent, or $829 million, in the second quarter and 0.86 percent of loans and leases, or $776 million, a year earlier.

• Nonperforming assets were 0.55 percent of total loans, leases and foreclosed properties, or $2.84 billion, as of September 30, 2004. This compared to 0.64 percent, or $3.18 billion, on June 30, 2004 and 0.98 percent, or $3.66 billion, on September 30, 2003.

• The allowance for loan and lease losses stood at 1.70 percent of loans and leases, or $8.72 billion, on September 30, 2004. This compared to 1.76 percent or $8.77 billion on June 30, 2004 and 1.68 percent or $6.26 billion on September 30, 2003. As of September 30, 2004, the allowance for loan and lease losses represented 343 percent of nonperforming loans and leases, compared to 305 percent on June 30, 2004 and 183 percent on September 30, 2003.

Capital Management

Total shareholders’ equity was $98.0 billion on September 30, 2004, compared to $50.4 billion a year ago. This represented 9 percent of period-end assets of $1.09 trillion. The Tier 1 Capital Ratio was 8.08 percent, compared to 8.20 percent on June 30, 2004 and 8.25 percent a year ago.

During the quarter, Bank of America paid a cash dividend of $.45 per share, a 12.5 percent increase from the prior quarter’s dividend. The company also issued 26.8 million shares primarily related to employee options and stock ownership plans and repurchased 40.4 million shares. Average common shares issued and outstanding were 4.05 billion in the third quarter compared to 4.06 billion in the second quarter and 2.98 billion a year earlier. The company’s stock split 2-for-1 on August 27, 2004.

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Business Segment Results

Effective April 1, 2004, the company reorganized its business segments. What was formerly Consumer and Commercial Banking has been separated into two segments — Consumer and Small Business Banking; and Commercial Banking. Wealth and Investment Management has added Premier Banking and the NYSE Specialist firm. Global Corporate and Investment Banking is relatively unchanged and Corporate Other includes Latin America, equity investments, liquidating businesses and treasury.

Consumer and Small Business Banking

Consumer and Small Business Banking earned $1.68 billion on total revenue of $7.03 billion.

During the quarter, successful execution of the company’s customer relationship strategy continued to provide momentum for this business. Product sales per associate continued to grow as customer relationships deepened. This trend was reflected in continued solid growth in checking and savings accounts. Home equity and credit cards balances increased significantly during the quarter. Credit card purchase volume increased and the number of cardholders continued to grow.

Revenue and profit were negatively impacted by a loss of $250 million in mortgage banking income, which resulted from lower origination volume and a writedown of mortgage servicing rights. Results were also impacted by higher provision expense due to growth in the credit card portfolio.

Commercial Banking

Commercial Banking earned $824 million on total revenue of $1.82 billion.

During the quarter, service charges and investment banking fees grew as the company recorded lower provision and personnel expense. Loans continued to grow modestly.

Global Corporate and Investment Banking

Global Corporate and Investment Banking earned $475 million on total revenue of $2.06 billion.

A slow economy, flattening yield curve, normal summer slowdown and continued geo-political risk impacted results. Investment banking results, while lower than the second quarter, were above year-ago levels, reflecting the company’s continuing platform build-out. Growth in loan syndications and advisory services drove investment banking fees.

Trading results were below the record set in second quarter and lower than a year ago. A flattening yield curve and tightening credit spreads created a difficult trading environment. Offsetting this was continued strong demand for commercial mortgage-backed and asset-backed securities. Provision expense was negative for the fourth straight quarter, reflecting continued improvement in credit quality.

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Wealth and Investment Management

Wealth and Investment Management earned $469 million on total revenue of $1.57 billion.

The segment benefited from its diversified business model with significant increases in loans and deposits in the Private Bank and Premier Banking. This more than offset lower brokerage fees, which reflected lower retail trading in the debt and equity markets.

Net interest income grew 12 percent during the quarter as deposits in this segment increased 14 percent, reflecting strong deposit efforts by Premier Banking and the Private Bank. Loans increased 3 percent during the quarter. Assets under management were $430 billion, which was down from the prior quarter.

Corporate Other

Corporate Other earned $314 million. Principal Investing continued to show improvements, reporting cash gains of $257 million in the third quarter offset by $59 million in impairments and $27 million in mark-to-market adjustments. Latin America earned $151 million on total revenue of $264 million, primarily due to lower provision.

Note: Marc D. Oken, chief financial officer, will discuss third 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 with a full range of banking, investing, asset management and other financial and risk-management products and services. The company provides unmatched convenience in the United States, serving 33 million consumer relationships with 5,800 retail banking offices, more than 16,500 ATMs and award-winning online banking with more than eleven million active users. Bank of America is the No. 1 Small Business Administration Lender in the United States by the SBA. The company serves clients in 150 countries and has relationships with 96 percent of the U.S. Fortune 500 companies and 82 percent of the Global Fortune 500. Bank of America Corporation stock (ticker: BAC) is listed on the New York Stock Exchange.

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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) political conditions including the threat of future terrorist activity and related actions by the United States military abroad may adversely affect the company’s businesses and economic conditions as a whole; 4) changes in the interest rate environment reduce interest margins and impact funding sources; 5) changes in foreign exchange rates increases exposure; 6) changes in market rates and prices may adversely impact the value of financial products; 7) legislation or regulatory environments, requirements or changes adversely affect the businesses in which the company is engaged; 8) litigation liabilities, including costs, expenses, settlements and judgments, may adversely affect the company or its businesses; and 9) 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

Selected Financial Data⁽¹⁾

	Three Months Ended September 30						Nine Months Ended September 30
	2004			2003			2004			2003
(Dollars in millions, except per share data; shares in thousands)
Financial Summary
Earnings	$	3,764		$	2,922		$	10,294		$	8,084
Earnings per common share		0.93			0.98			2.80			2.70
Diluted earnings per common share		0.91			0.96			2.76			2.65
Dividends paid per common share		0.45			0.40			1.25			1.04
Closing market price per common share		43.33			39.02			43.33			39.02
Average common shares issued and outstanding		4,052,304			2,980,206			3,666,298			2,988,739
Average diluted common shares issued and outstanding		4,121,375			3,039,282			3,729,120			3,047,046
Summary Income Statement
Net interest income	$	7,665		$	5,304		$	21,047		$	15,878
Total noninterest income		4,895			4,446			14,052			12,401
Total revenue		12,560			9,750			35,099			28,279
Provision for credit losses		650			651			2,063			2,256
Gains on sales of debt securities		732			233			2,022			802
Other noninterest expense		6,773			5,077			19,266			14,867
Merger and restructuring charges		221			—			346			—
Income before income taxes		5,648			4,255			15,446			11,958
Income tax expense		1,884			1,333			5,152			3,874
Net income	$	3,764		$	2,922		$	10,294		$	8,084
Summary Average Balance Sheet
Total loans and leases	$	503,078		$	357,288		$	458,268		$	351,119
Debt securities		169,515			63,423			143,119			74,532
Total earning assets		954,626			677,308			881,377			651,535
Total assets		1,110,124			786,155			1,023,005			758,605
Total deposits		587,878			414,569			531,958			401,985
Shareholders’ equity		96,392			48,871			79,510			49,512
Common shareholders’ equity		96,120			48,816			79,293			49,455
Performance Indices
Return on average assets		1.35	%		1.48	%		1.34	%		1.43	%
Return on average common shareholders’ equity		15.56			23.74			17.32			21.85
Credit Quality
Net charge-offs	$	719		$	776		$	2,268		$	2,381
Annualized net charge-offs as a % of average loans and leases outstanding		0.57	%		0.86	%		0.66	%		0.91	%
Managed credit card net losses as a % of average managed credit card receivables		5.48			5.33			5.55			5.44

	At September 30
	2004			2003
Balance Sheet Highlights
Loans and leases	$	511,639		$	373,098
Total debt securities		163,858			63,279
Total earning assets		933,479			627,721
Total assets		1,088,996			737,546
Total deposits		591,258			408,510
Total shareholders’ equity		98,011			50,445
Common shareholders’ equity		97,740			50,390
Book value per share		24.14			16.92
Total equity to assets ratio (period end)		9.00	%		6.84	%
Risk-based capital ratios:
Tier 1		8.08	*		8.25
Total		11.70	*		12.17
Leverage ratio		5.92	*		5.95
Period-end common shares issued and outstanding		4,049,063			2,978,874
Allowance for credit losses:
Allowance for loan and lease losses	$	8,723		$	6,258
Reserve for unfunded lending commitments		446			458
Total	$	9,169		$	6,716
Allowance for loan and lease losses as a % of total loans and leases		1.70	%		1.68	%
Allowance for loan and lease losses as a % of total nonperforming loans and leases		343			183
Total nonperforming loans and leases	$	2,546		$	3,429
Total nonperforming assets		2,836			3,657
Nonperforming assets as a % of:
Total assets		0.26	%		0.50	%
Total loans, leases and foreclosed properties		0.55			0.98
Nonperforming loans and leases as a % of total loans and leases		0.50			0.92
Other Data
Full-time equivalent employees		175,523			132,749
Number of banking centers - domestic		5,829			4,211
Number of ATMs - domestic		16,728			13,120

* Preliminary data

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

BUSINESS SEGMENT RESULTS

	Consumer and Small Business Banking			Commercial Banking			Global Corporate and Investment Banking			Wealth and Investment Management			Corporate Other
Three Months Ended September 30, 2004
Total revenue (FTE) (2)	$	7,025		$	1,821		$	2,064		$	1,573		$	248
Net income		1,682			824			475			469			314
Shareholder value added		754			222			185			246			46
Return on average equity		17.35	%		14.42	%		17.30	%		21.27	%		n/m
Average loans and leases	$	150,334		$	139,983		$	35,881		$	45,646		$	131,234
Three Months Ended September 30, 2003
Total revenue (FTE) (2)	$	5,561		$	1,165		$	2,064		$	959		$	174
Net income		1,679			400			435			256			152
Shareholder value added		1,348			244			216			166			(350	)
Return on average equity		50.13	%		27.26	%		21.30	%		29.70	%		n/m
Average loans and leases	$	92,509		$	93,451		$	33,805		$	37,159		$	100,364

n/m = not meaningful

	Three Months Ended September 30						Nine Months Ended September 30
	2004			2003			2004			2003
SUPPLEMENTAL FINANCIAL DATA
Fully taxable-equivalent basis data (2)
Net interest income	$	7,836		$	5,477		$	21,557		$	16,362
Total revenue		12,731			9,923			35,609			28,763
Net interest yield		3.28	%		3.22			3.26	%		3.35	%
Efficiency ratio		54.94			51.16			55.07			51.69
Reconciliation of net income to operating earnings
Net income	$	3,764		$	2,922		$	10,294		$	8,084
Merger and restructuring charges		221			—			346			—
Related income tax benefit		(74	)		—			(116	)		—
Operating earnings	$	3,911		$	2,922		$	10,524		$	8,084
Operating Basis
Diluted earnings per common share	$	0.95		$	0.96		$	2.82		$	2.65
Return on average assets		1.40	%		1.48			1.37	%		1.42	%
Return on avg common shareholders’ equity		16.17			23.74			17.71			21.85
Efficiency ratio		53.20			51.16			54.10			51.69
Reconciliation of net income to shareholder value added
Net income	$	3,764		$	2,922		$	10,294		$	8,084
Amortization of intangibles		200			55			455			163
Merger and restructuring charges, net of tax benefit		147			—			230			—
Capital charge		(2,658	)		(1,353	)		(6,530	)		(4,069	)
Shareholder value added	$	1,453		$	1,624		$	4,449		$	4,178

⁽¹⁾ Certain prior period amounts have been reclassified to conform to current period presentation.

⁽²⁾ Fully taxable-equivalent (FTE) basis is a performance measure used by management in operating the business that management believes provides investors with a more accurate picture of the interest margin for comparative purposes.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

EX-99.2

Exhibit 99.2

Supplemental Information

Third Quarter 2004

October 14, 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

3rd Quarter 2004 Results

• Net income of $3.76 billion or $0.91 per diluted share compared to a reported $0.93 in 2Q04.

Excluding merger and restructuring charges of $221 million, $147 million after tax, earnings were $0.95 per diluted share and even with 2Q04.

Merger and restructuring charges in 3Q04 include $156 million merger charge and $65 million for recently announced infrastructure initiative.

• Revenue of $12.6 billion declined 3% on lower mortgage revenue and market related fees.

• Mortgage banking loss of $250 million in 3Q04 includes lower originations, lower secondary marketing revenue as well as writedowns in the value of mortgage servicing rights.

Business Segment Revenue Results:

• Consumer and Small Business revenue excluding mortgage increased 6% over 2Q04 driven by strong card revenue and customer account growth. Card income grew 9% over 2Q04 while service charges grew 5%.

• Wealth and Investment Management revenue increased 4% over 2Q04 on improved lending and deposit taking.

• Commercial Banking revenue improved 4% due to good leasing results as well as higher treasury service income.

• Global Corporate and Investment Banking revenue decreased 21% reflecting the typical summer slowdown in capital markets activities and tightening credit spreads.

• Securities gains in the quarter were $732 million as the company repositioned the securities portfolio for expected interest rate moves. Securities gains for 3Q04 include $117 million in gains related to hedging the mortgage portfolio.

• Noninterest expense of $7.0 billion decreased 3% from 2Q04 on a reported basis.

• Merger and restructuring charges were $221 million and $125 million in 3Q04 and 2Q04 respectively.

• 2Q04 included $300 million in litigation costs.

• Additional cost savings as a result of the Fleet integration added another $103 million in 3Q04 to the $206 million achieved in 2Q04, bringing total reductions to $515 million year to date.

• Provision expense of $650 million decreased 18% from 2Q04 driven by further improvements in asset quality.

• Credit quality trends in 3Q04 continue to show improvement in commercial and large corporate businesses, while consumer businesses remain stable and are performing well.

• Nonperforming assets fell $343 million, or 11%, to $2.84 billion while the ratio of NPAs to total loans, leases and foreclosed properties fell another 9 basis points to 0.55%. Commercial criticized exposure fell another 10% in 3Q04.

• Net loan charge offs were $719 million in 3Q04 declining $110 million, or 13% from 2Q04. The ratio of net loan charge-offs to average loans and leases declined 10 basis points to 0.57%. Managed card charge off ratio fell to 5.48%.

• Third quarter business highlights include:

• Number of net new checking accounts in the quarter increased 537,000 bringing YTD net new account growth over 1.5 million.

• Number of net new savings accounts in the quarter increased 624,000 bringing YTD net new account growth over 1.8 million.

• Opened 1.6 million new credit card accounts due to improved point of sale technology.

• Active users of online banking increased by 600,000 to 11.8 million while bill payment volume increased to more than $23 billion in 3Q04.

• Total product sales in 3Q04 increased 21% over same period in 2003 on a proforma basis.

• Total retail deposits continue to grow and have increased $39 billion or 11% over 2003 on a proforma basis.

• Continuing moderate middle market loan growth as loans in Commercial Bank grew $1 billion during the quarter.

• Continuing to increase market share in syndicated lending, currently at 20%.

• Increased quarterly dividend 12% to $0.45 per share and split the common stock 2 for 1.

• Merger integration ahead of schedule.

• Cost savings are on track. $309 million in 3Q04.

• Banking center rebranding on target as 621, or one-third, of branches have been completed.

• Rolling out premier banking model and adding premier bankers in Northeast.

• Daily sales volume in legacy Fleet network has increased 37%.

• Added 87,000 net new checking accounts and 81,000 net new savings accounts in legacy Fleet franchise in 3Q04, doubling production over 2Q04.

• Sales per day per sales associate in newly opened Manhattan centers exceeding goals.

• “Cross-footprint” transaction volume is steadily increasing. During the final week of September customers completed 25,000 cross-footprint transactions, 60% of which were done by legacy Bank of America customers in former Fleet centers.

1

Bank of America Corporation

Consolidated Financial Highlights

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

	Year-to- Date 2004			Year-to- Date 2003			Third Quarter 2004			Second Quarter 2004			First Quarter 2004			Fourth Quarter 2003			Third Quarter 2003
Income statement
Total revenue	$	35,099		$	28,279		$	12,560		$	13,021		$	9,518		$	9,635		$	9,750
Provision for credit losses		2,063			2,256			650			789			624			583			651
Gains on sales of debt securities		2,022			802			732			795			495			139			233
Noninterest expense		19,612			14,867			6,994			7,201			5,417			5,288			5,077
Income tax expense		5,152			3,874			1,884			1,977			1,291			1,177			1,333
Net income		10,294			8,084			3,764			3,849			2,681			2,726			2,922
Diluted earnings per common share		2.76			2.65			0.91			0.93			0.91			0.92			0.96
Average diluted common shares issued and outstanding		3,729,120			3,047,046			4,121,375			4,131,290			2,933,402			2,978,962			3,039,282
Dividends paid per common share	$	1.25		$	1.04		$	0.45		$	0.40		$	0.40		$	0.40		$	0.40
Performance ratios
Return on average assets		1.34	%		1.43	%		1.35	%		1.40	%		1.27	%		1.39	%		1.48	%
Return on average common shareholders’ equity		17.32			21.85			15.56			16.63			22.16			22.42			23.74
Book value per share of common stock	$	24.14		$	16.92		$	24.14		$	23.51		$	16.85		$	16.63		$	16.92
Market price per share of common stock:
Closing price	$	43.33		$	39.02		$	43.33		$	42.31		$	40.49		$	40.22		$	39.02
High closing price for the period		44.98			41.77			44.98			42.72			41.38			41.25			41.77
Low closing price for the period		38.96			32.82			41.81			38.96			39.15			36.43			37.44
Market capitalization		175,446			116,236			175,446			171,891			117,056			115,911			116,236
Number of banking centers-domestic		5,829			4,211			5,829			5,774			4,272			4,277			4,211
Number of ATMs-domestic		16,728			13,120			16,728			16,672			13,168			13,241			13,120
Full-time equivalent employees		175,523			132,749			175,523			177,986			134,374			133,549			132,749

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

2

Bank of America Corporation

Supplemental Financial Data

(Dollars in millions)

Fully taxable-equivalent basis data

	Year-to- Date 2004			Year-to- Date 2003			Third Quarter 2004			Second Quarter 2004			First Quarter 2004			Fourth Quarter 2003			Third Quarter 2003
Net interest income	$	21,557		$	16,362		$	7,836		$	7,751		$	5,970		$	5,745		$	5,477
Total revenue		35,609			28,763			12,731			13,191			9,687			9,794			9,923
Net interest yield		3.26	%		3.35	%		3.28	%		3.29	%		3.22	%		3.39	%		3.22	%
Efficiency ratio		55.07			51.69			54.94			54.59			55.92			53.98			51.16

Reconciliation to GAAP financial measures

Supplemental financial data presented on an operating basis is a basis of presentation not defined by GAAP (generally accepted accounting principles) that excludes merger and restructuring charges. We believe that the exclusion of the merger and restructuring charges, which represent incremental costs to integrate FleetBoston’s operations, provides a meaningful period-to-period comparison and is more reflective of normalized operations.

Shareholder value added (SVA) is a key measure of performance not defined by GAAP 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 the 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 Tables below for supplemental financial data and corresponding reconciliation to GAAP financial measures for year-to-date ended September 30, 2004 and 2003, and the quarters ended September 30, 2004, June 30, 2004, March 31, 2004, December 31, 2003 and September 30, 2003.

Reconciliation of net income to operating earnings

	Year-to- Date 2004			Year-to- Date 2003			Third Quarter 2004			Second Quarter 2004			First Quarter 2004			Fourth Quarter 2003			Third Quarter 2003
Net income	$	10,294		$	8,084		$	3,764		$	3,849		$	2,681		$	2,726		$	2,922
Merger and restructuring charges		346			—			221			125			—			—			—
Related income tax benefit		(116	)		—			(74	)		(42	)		—			—			—
Operating earnings	$	10,524		$	8,084		$	3,911		$	3,932		$	2,681		$	2,726		$	2,922
Operating basis
Diluted earnings per common share	$	2.82		$	2.65		$	0.95		$	0.95		$	0.91		$	0.92		$	0.96
Return on average assets		1.37	%		1.42	%		1.40	%		1.43	%		1.27	%		1.39	%		1.48	%
Return on avg common shareholders’ equity		17.71			21.85			16.17			16.99			22.16			22.42			23.74
Efficiency ratio		54.10			51.69			53.20			53.64			55.92			53.98			51.16
Reconciliation of net income to shareholder value added
Net income	$	10,294		$	8,084		$	3,764		$	3,849		$	2,681		$	2,726		$	2,922
Amortization of intangibles		455			163			200			201			54			54			55
Merger and restructuring charges, net of tax benefit		230			—			147			83			—			—			—
Capital charge		(6,530	)		(4,069	)		(2,658	)		(2,542	)		(1,330	)		(1,337	)		(1,353	)
Shareholder value added	$	4,449		$	4,178		$	1,453		$	1,591		$	1,405		$	1,443		$	1,624

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

3

Bank of America Corporation

Consolidated Statement of Income

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

	Year-to- Date 2004		Year-to- Date 2003		Third Quarter 2004			Second Quarter 2004		First Quarter 2004		Fourth Quarter 2003		Third Quarter 2003
Interest income
Interest and fees on loans and leases	$	20,294	$	16,088	$	7,508		$	7,237	$	5,549	$	5,580	$	5,328
Interest on debt securities		5,197		2,342		2,078			1,907		1,212		726		600
Federal funds sold and securities purchased under agreements to resell		1,331		867		484			413		434		506		480
Trading account assets		2,988		3,024		968			1,011		1,009		911		975
Other interest income		1,288		1,254		480			440		368		345		472
Total interest income		31,098		23,575		11,518			11,008		8,572		8,068		7,855
Interest expense
Deposits		4,446		3,730		1,711			1,529		1,206		1,178		1,278
Short-term borrowings		2,960		1,414		1,183			1,037		740		537		447
Trading account liabilities		965		969		333			298		334		317		345
Long-term debt		1,680		1,584		626			563		491		450		481
Total interest expense		10,051		7,697		3,853			3,427		2,771		2,482		2,551
Net interest income		21,047		15,878		7,665			7,581		5,801		5,586		5,304
Noninterest income
Service charges		5,098		4,182		1,899			1,783		1,416		1,436		1,458
Investment and brokerage services		2,539		1,752		945			972		622		619		594
Mortgage banking income (loss)		258		1,630		(250	)		299		209		292		666
Investment banking income		1,389		1,278		438			547		404		458		412
Equity investment gains		437		0		220			84		133		215		25
Card income		3,208		2,237		1,257			1,156		795		815		794
Trading account profits		600		382		184			413		3		27		175
Other income		523		940		202			186		135		187		322
Total noninterest income		14,052		12,401		4,895			5,440		3,717		4,049		4,446
Total revenue		35,099		28,279		12,560			13,021		9,518		9,635		9,750
Provision for credit losses		2,063		2,256		650			789		624		583		651
Gains on sales of debt securities		2,022		802		732			795		495		139		233
Noninterest expense
Personnel		9,941		7,749		3,540			3,639		2,762		2,697		2,595
Occupancy		1,731		1,492		622			621		488		514		522
Equipment		888		789		309			318		261		263		252
Marketing		1,012		717		364			367		281		268		249
Professional fees		521		620		194			180		147		224		214
Amortization of intangibles		455		163		200			201		54		54		55
Data processing		954		803		340			330		284		301		275
Telecommunications		514		413		180			183		151		158		152
Other general operating		3,250		2,121		1,024			1,237		989		809		763
Merger and restructuring charges		346		—		221			125		—		—		—
Total noninterest expense		19,612		14,867		6,994			7,201		5,417		5,288		5,077
Income before income taxes		15,446		11,958		5,648			5,826		3,972		3,903		4,255
Income tax expense		5,152		3,874		1,884			1,977		1,291		1,177		1,333
Net income	$	10,294	$	8,084	$	3,764		$	3,849	$	2,681	$	2,726	$	2,922
Net income available to common shareholders	$	10,283	$	8,081	$	3,759		$	3,844	$	2,680	$	2,725	$	2,921
Per common share information
Earnings	$	2.80	$	2.70	$	0.93		$	0.95	$	0.93	$	0.93	$	0.98
Diluted earnings	$	2.76	$	2.65	$	0.91		$	0.93	$	0.91	$	0.92	$	0.96
Dividends paid	$	1.25	$	1.04	$	0.45		$	0.40	$	0.40	$	0.40	$	0.40
Average common shares issued and outstanding		3,666,298		2,988,739		4,052,304			4,062,384		2,880,306		2,926,494		2,980,206
Average diluted common shares issued and outstanding		3,729,120		3,047,046		4,121,375			4,131,290		2,933,402		2,978,962		3,039,282

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

4

Bank of America Corporation

Consolidated Balance Sheet

(Dollars in millions)	September 30 2004			June 30 2004			September 30 2003
Assets
Cash and cash equivalents	$	29,252		$	31,789		$	22,142
Time deposits placed and other short-term investments		11,021			10,418			6,881
Federal funds sold and securities purchased under agreements to resell		104,570			81,437			67,729
Trading account assets		102,925			85,972			65,339
Derivative assets		35,247			32,241			36,810
Debt securities:
Available-for-sale		163,438			166,175			62,757
Held-to-maturity, at cost		420			478			522
Total debt securities		163,858			166,653			63,279
Loans and leases		511,639			498,481			373,098
Allowance for loan and lease losses		(8,723	)		(8,767	)		(6,258	)
Loans and leases, net of allowance		502,916			489,714			366,840
Premises and equipment, net		7,884			7,797			5,956
Mortgage servicing rights		2,453			3,005			2,426
Goodwill		44,709			44,672			11,456
Core deposit intangibles and other intangibles		3,726			3,922			966
Other assets		80,435			79,582			87,722
Total assets	$	1,088,996		$	1,037,202		$	737,546
Liabilities
Deposits in domestic offices:
Noninterest-bearing	$	155,406		$	154,061		$	122,669
Interest-bearing		380,956			369,446			257,586
Deposits in foreign offices:
Noninterest-bearing		5,632			5,499			2,650
Interest-bearing		49,264			46,407			25,605
Total deposits		591,258			575,413			408,510
Federal funds purchased and securities sold under agreements to repurchase		142,992			119,264			79,775
Trading account liabilities		36,825			29,689			29,744
Derivative liabilities		19,039			20,519			25,120
Commercial paper and other short-term borrowings		71,434			69,495			41,739
Accrued expenses and other liabilities (includes $446, $486 and $458 of Reserve for unfunded lending commitments)		28,851			28,682			35,751
Long-term debt		100,586			98,319			66,462
Total liabilities		990,985			941,381			687,101
Shareholders’ equity
Preferred stock, $0.01 par value; authorized - 100,000,000 shares; issued and outstanding - 1,090,189; 2,292,013 and 1,281,600 shares		271			322			55
Common stock, $0.01 par value, and additional paid-in capital; authorized - 7,500,000,000; 7,500,000,000; and 5,000,000 shares; issued and outstanding - 4,049,062,685; 4,062,656,866; and 2,978,874,412 shares		44,756			45,674			30
Retained earnings		55,979			54,024			52,305
Accumulated other comprehensive loss		(2,669	)		(3,862	)		(1,776	)
Other		(326	)		(337	)		(169	)
Total shareholders’ equity		98,011			95,821			50,445
Total liabilities and shareholders’ equity	$	1,088,996		$	1,037,202		$	737,546

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior period have not been restated.

5

Bank of America Corporation

Capital Management

(Dollars in millions)

	3Q04*			2Q04			1Q04			4Q03			3Q03
Tier 1 capital	$	62,981		$	61,883		$	45,515		$	44,050		$	46,094
Total capital		91,211			90,267			67,484			66,651			67,991
Risk-weighted assets		779,859			754,386			588,770			561,294			558,472
Tier 1 capital ratio		8.08	%		8.20	%		7.73	%		7.85	%		8.25	%
Total capital ratio		11.70			11.97			11.46			11.87			12.17
Ending equity / ending assets		9.00			9.24			5.98			6.52			6.84
Ending capital / ending assets		9.85			10.13			6.72			7.34			7.69
Average equity / average assets		8.68			8.42			5.73			6.19			6.22
Leverage ratio		5.92			5.83			5.43			5.73			5.95

*Preliminary data on risk-based capital

Share Repurchase Program

40.4 million common shares were repurchased in the third quarter of 2004 as a part of ongoing share repurchase programs.

114.7 million shares remain outstanding under the 2004 authorized program.

26.8 million shares were issued in the third quarter of 2004.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

6

Bank of America Corporation

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

(Dollars in millions)

	Third Quarter 2004						Second Quarter 2004						Third Quarter 2003
	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	$	14,726	$	127	3.45	%	$	14,384	$	59	1.65	%	$	10,062	$	41	1.63	%
Federal funds sold and securities purchased under agreements to resell		128,339		484	1.50			124,383		413	1.33			90,236		479	2.11
Trading account assets		98,459		983	3.99			104,391		1,027	3.94			96,105		991	4.11
Debt securities		169,515		2,095	4.94			159,797		1,925	4.82			63,423		616	3.89
Loans and leases(1):
Commercial - domestic		122,093		1,855	6.04			123,970		1,843	5.98			90,671		1,660	7.26
Commercial - foreign		18,251		245	5.34			18,144		237	5.24			12,448		111	3.53
Commercial real estate		30,792		344	4.44			30,311		317	4.20			19,961		213	4.23
Commercial lease financing		20,125		233	4.64			20,086		237	4.72			9,852		99	4.02
Total commercial		191,261		2,677	5.57			192,511		2,634	5.50			132,932		2,083	6.22
Residential mortgage		175,046		2,371	5.41			173,158		2,284	5.29			130,948		1,656	5.05
Home equity lines		44,309		514	4.62			40,424		450	4.48			22,539		255	4.48
Direct/Indirect consumer		38,951		538	5.49			39,763		540	5.44			33,278		488	5.82
Credit card		45,818		1,265	10.98			43,160		1,167	10.88			29,113		742	10.11
Other consumer(2)		7,693		152	7.91			8,142		169	8.32			8,478		138	6.48
Total consumer		311,817		4,840	6.19			304,647		4,610	6.07			224,356		3,279	5.82
Total loans and leases		503,078		7,517	5.95			497,158		7,244	5.85			357,288		5,362	5.97
Other earning assets		40,509		483	4.74			44,877		510	4.57			60,194		539	3.56
Total earning assets(3)		954,626		11,689	4.88			944,990		11,178	4.75			677,308		8,028	4.72
Cash and cash equivalents		29,469						30,320						22,662
Other assets, less allowance for loan and lease losses		126,029						132,997						86,185
Total assets	$	1,110,124					$	1,108,307					$	786,155
Interest-bearing liabilities
Domestic interest-bearing deposits:
Savings	$	36,823	$	35	0.38	%	$	35,864	$	31	0.34	%	$	25,285	$	20	0.31	%
NOW and money market deposit accounts		233,602		523	0.89			233,702		488	0.84			151,424		249	0.65
Consumer CDs and IRAs		101,250		668	2.63			93,017		587	2.54			71,216		872	4.85
Negotiable CDs, public funds and other time deposits		5,654		69	4.85			4,737		66	5.60			7,770		25	1.27
Total domestic interest-bearing deposits		377,329		1,295	1.37			367,320		1,172	1.28			255,695		1,166	1.81
Foreign interest-bearing deposits(4):
Banks located in foreign countries		17,864		307	6.83			18,945		287	6.10			12,273		59	1.90
Governments and official institutions		5,021		22	1.80			5,739		23	1.58			2,033		6	1.21
Time, savings and other		29,513		87	1.17			29,882		47	0.64			18,792		47	1.00
Total foreign interest-bearing deposits		52,398		416	3.16			54,566		357	2.63			33,098		112	1.35
Total interest-bearing deposits		429,727		1,711	1.58			421,886		1,529	1.46			288,793		1,278	1.76
Federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings		233,223		1,183	2.02			243,079		1,038	1.72			162,080		447	1.09
Trading account liabilities		37,706		333	3.51			31,620		297	3.78			36,903		345	3.71
Long-term debt(5)		98,361		626	2.54			96,395		563	2.34			66,788		481	2.88
Total interest-bearing liabilities(3)		799,017		3,853	1.92			792,980		3,427	1.74			554,564		2,551	1.83
Noninterest-bearing sources:
Noninterest-bearing deposits		158,151						160,419						125,776
Other liabilities		56,564						61,642						56,944
Shareholders’ equity		96,392						93,266						48,871
Total liabilities and shareholders’ equity	$	1,110,124					$	1,108,307					$	786,155
Net interest spread					2.96						3.01						2.89
Impact of noninterest-bearing sources					0.32						0.28						0.33
Net interest income/yield on earning assets			$	7,836	3.28	%			$	7,751	3.29	%			$	5,477	3.22	%

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

⁽²⁾ Includes consumer finance, foreign consumer and consumer lease financing of $3,644, $3,304 and $745; $3,827, $3,256 and $1,058; $4,046, $1,950 and $2,482 in the third and second quarters of 2004 and in the third quarter of 2003, respectively.

⁽³⁾ Interest income includes the impact of interest rate risk management contracts, which increased interest income on the underlying assets $531 and $659 in the third and second quarters of 2004, respectively, and $925 in the third quarter of 2003. 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 $217 and $333 in the third and second quarters of 2004, respectively, and $141 in the third quarter of 2003. These amounts were substantially offset by corresponding decreases in the interest paid on the underlying liabilities.

⁽⁴⁾ Primarily consists of time deposits in denominations of $100,000 or more.

⁽⁵⁾ Includes long-term debt related to Trust Securities.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

7

Bank of America Corporation

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

(Dollars in millions)

	Nine Months Ended September 30
	2004						2003
	Average Balance		Interest Income/ Expense		Yield/ Rate		Average Balance		Interest Income/ Expense		Yield/ Rate
Earning assets
Time deposits placed and other short-term investments	$	13,796	$	234	2.27	%	$	8,323	$	123	1.98	%
Federal funds sold and securities purchased under agreements to resell		122,184		1,331	1.45			72,839		867	1.59
Trading account assets		102,612		3,033	3.94			98,095		3,066	4.17
Debt securities		143,119		5,243	4.88			74,532		2,390	4.28
Loans and leases(1):
Commercial - domestic		112,371		5,209	6.19			94,517		5,117	7.24
Commercial - foreign		15,725		577	4.90			13,434		359	3.57
Commercial real estate		26,987		871	4.31			20,186		651	4.31
Commercial lease financing		16,570		565	4.55			10,092		302	3.99
Total commercial		171,653		7,222	5.62			138,229		6,429	6.22
Residential mortgage		163,410		6,615	5.40			121,862		4,941	5.41
Home equity lines		36,400		1,226	4.50			22,783		785	4.61
Direct/Indirect consumer		37,591		1,542	5.48			32,314		1,486	6.15
Credit card		41,443		3,302	10.64			26,685		2,076	10.40
Other consumer(2)		7,771		441	7.58			9,246		464	6.70
Total consumer		286,615		13,126	6.11			212,890		9,752	6.12
Total loans and leases		458,268		20,348	5.93			351,119		16,181	6.16
Other earning assets		41,398		1,419	4.57			46,627		1,432	4.10
Total earning assets(3)		881,377		31,608	4.79			651,535		24,059	4.93
Cash and cash equivalents		27,665						22,524
Other assets, less allowance for loan and lease losses		113,963						84,546
Total assets	$	1,023,005					$	758,605
Interest-bearing liabilities
Domestic interest-bearing deposits:
Savings	$	32,963	$	83	0.33	%	$	24,216	$	89	0.49	%
NOW and money market deposit accounts		207,808		1,332	0.86			146,715		835	0.76
Consumer CDs and IRAs		89,911		1,822	2.71			69,235		2,309	4.46
Negotiable CDs, public funds and other time deposits		5,444		209	5.12			8,109		86	1.42
Total domestic interest-bearing deposits		336,126		3,446	1.37			248,275		3,319	1.79
Foreign interest-bearing deposits(4):
Banks located in foreign countries		18,585		765	5.50			14,207		226	2.12
Governments and official institutions		5,153		64	1.67			2,071		20	1.32
Time, savings and other		26,826		171	0.85			18,693		165	1.18
Total foreign interest-bearing deposits		50,564		1,000	2.64			34,971		411	1.57
Total interest-bearing deposits		386,690		4,446	1.54			283,246		3,730	1.76
Federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings		226,591		2,960	1.74			146,091		1,414	1.29
Trading account liabilities		34,634		965	3.72			36,798		969	3.52
Long-term debt(5)		91,229		1,680	2.46			67,702		1,584	3.12
Total interest-bearing liabilities(3)		739,144		10,051	1.82			533,837		7,697	1.93
Noninterest-bearing sources:
Noninterest-bearing deposits		145,268						118,739
Other liabilities		59,083						56,517
Shareholders’ equity		79,510						49,512
Total liabilities and shareholders’ equity	$	1,023,005					$	758,605
Net interest spread					2.97						3.00
Impact of noninterest-bearing sources					0.29						0.35
Net interest income/yield on earning assets			$	21,557	3.26	%			$	16,362	3.35	%

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

(2) Includes consumer finance, foreign consumer and consumer lease financing of $3,823, $2,851 and $1,097 for the nine months ended September 30, 2004, respectively, and $4,204, $1,990 and $3,052 for the nine months ended September 30, 2003, respectively.

(3) Interest income includes the impact of interest rate risk management contracts, which increased interest income on the underlying assets $2,020 and $2,088 in the nine months ended September 30, 2004 and 2003, 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 $733 and $215 in the nine months ended September 30, 2004 and 2003, respectively. These amounts were substantially offset by corresponding decreases in the interest paid on the underlying liabilities.

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

(5) Includes long-term debt related to Trust Securities.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

8

Bank of America Corporation

Business Segment View

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

9

Bank of America Corporation

Consumer and Small Business Banking Segment Results⁽¹⁾

(Dollars in millions)

	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Key Measures
Total revenue(2)	$	19,268		$	15,587		$	7,025		$	7,153		$	5,090		$	5,344		$	5,561
Provision for credit losses		2,097			1,230			999			662			436			448			409
Net income		4,784			4,274			1,682			1,889			1,213			1,431			1,679
Shareholder value added		2,589			3,319			754			1,016			819			1,048			1,348
Return on average equity		20.97	%		44.12	%		17.35	%		20.52	%		30.98	%		37.49	%		50.13	%
Efficiency ratio(2)		50.54			48.96			49.85			49.03			53.62			50.55			45.76
Selected Average Balance Sheet Components
Total loans and leases	$	131,599		$	91,889		$	150,334		$	145,862		$	98,395		$	95,408		$	92,509
Total deposits		307,285			237,748			339,565			339,575			242,359			248,156			246,048
Total earning assets		315,168			239,819			349,673			347,677			247,776			253,135			249,386
Period End (in billions)
Mortgage servicing portfolio	$	254.2		$	245.9		$	254.2		$	253.3		$	247.6		$	246.5		$	245.9
Mortgage originations:
Retail		44.9			80.2			11.7			19.2			14.0			11.7			30.0
Wholesale		24.3			32.6			5.2			9.3			9.8			6.7			9.5

(1) Consumer and Small Business major subsegments are Consumer Banking, Consumer Products and Small Business.

(2) Fully taxable-equivalent basis

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

10

Bank of America Corporation

Consumer Customer Growth Momentum

* preliminary data

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

11

Bank of America Corporation

E-Commerce & BankofAmerica.com

Bank of America has the largest active online banking customer base with 11.8 million subscribers. This represents an active customer penetration rate of 48.4%.

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

4.8 million active bill pay users paid $23.5 billion worth of bills this quarter. The number of customers who sign up and use Bank of America’s Bill Pay Service continues to far surpass that of any other financial institution.

Currently, approximately 300 companies are presenting 11.6 million e-bills per quarter.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

12

Bank of America Corporation

Consumer Credit Card Results

Included within Consumer Products

(Dollars in millions)

	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Key Measures
Outstandings:
On-balance sheet (Period end)	$	47,521		$	30,993		$	47,521		$	42,195		$	36,087		$	34,814		$	30,993
Managed (Period end)		55,399			33,631			55,399			51,990			37,296			36,596			33,631
On-balance sheet (Average)		41,162			26,679			45,589			43,177			35,303			32,734			29,113
Managed (Average)		47,950			30,457			54,419			53,136			36,855			34,783			32,225
Managed Income Statement:
Total revenue	$	5,267		$	3,145		$	2,075		$	1,954		$	1,238		$	1,196		$	1,134
Provision for credit losses		2,220			1,421			994			760			466			555			539
Noninterest expense		1,371			815			480			553			338			312			270
Income before income taxes	$	1,676		$	909		$	601		$	641		$	434		$	329		$	325
Shareholder Value Added	$	884		$	414		$	342		$	338		$	204		$	152		$	150
Credit Quality:
On-balance sheet:
Charge-offs $	$	1,614		$	1,091		$	586		$	585		$	443		$	423		$	390
Charge-offs %		5.24	%		5.47	%		5.09	%		5.45	%		5.05	%		5.12	%		5.32	%
Managed:
Losses $	$	1,992		$	1,240		$	753		$	776		$	463		$	451		$	433
Losses %		5.55	%		5.44	%		5.48	%		5.88	%		5.05	%		5.14	%		5.33	%
Managed delinquency %:
30+		3.90	%		4.00	%		4.11	%		3.86	%		3.75	%		3.93	%		3.84	%
90+		1.88			1.82			1.88			1.76			1.81			1.77			1.76

Represents financial statement presentation with certain reclassifications to reflect securitization activity.

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

13

Bank of America Corporation

Commercial Banking Segment Results⁽¹⁾

(Dollars in millions)

	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Key Measures
Total revenue(2)	$	4,771		$	3,316		$	1,821		$	1,746		$	1,204		$	1,201		$	1,165
Provision for credit losses		(30	)		360			(63	)		6			27			98			122
Net income		1,928			1,061			824			639			465			410			400
Shareholder value added		585			593			222			56			307			252			244
Return on average equity		15.15	%		24.12	%		14.42	%		11.55	%		31.41	%		27.68	%		27.26	%
Efficiency ratio(2)		37.83			39.63			34.23			41.44			38.05			40.09			36.85
Selected Average Balance Sheet Components
Total loans and leases	$	125,245		$	92,832		$	139,983		$	139,014		$	96,577		$	94,996		$	93,451
Total deposits		50,919			30,588			58,175			59,866			34,636			34,053			31,505
Total earning assets		130,382			97,266			145,705			144,564			100,709			99,734			98,531

⁽¹⁾ Commercial Banking major subsegments are Middle Market Banking, Commercial Real Estate Banking, Business Capital, Leasing and Dealer Financial Services.

⁽²⁾ Fully taxable-equivalent basis

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

14

Bank of America Corporation

Global Corporate and Investment Banking Segment Results⁽¹⁾

(Dollars in millions)

	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Key Measures
Total revenue(2)	$	6,851		$	6,399		$	2,064		$	2,624		$	2,163		$	1,935		$	2,064
Provision for credit losses		(275	)		387			(155	)		(21	)		(99	)		(83	)		50
Net income		1,371			1,282			475			432			464			512			435
Shareholder value added		599			589			185			149			265			305			216
Return on average equity		18.78	%		19.83	%		17.30	%		16.05	%		24.91	%		26.38	%		21.30	%
Efficiency ratio(2)		73.38			63.40			72.87			75.82			70.92			65.62			66.57
Selected Average Balance Sheet Components
Total loans and leases	$	34,314		$	38,529		$	35,881		$	38,127		$	28,917		$	31,034		$	33,805
Total deposits		74,711			67,139			74,345			80,692			69,101			62,997			67,367
Total earning assets		273,975			234,764			277,622			282,143			270,614			250,495			262,187

⁽¹⁾ Global Corporate and Investment Banking offers clients a comprehensive range of global capabilities through three subsegments: Global Investment Banking, Global Credit Products and Global Treasury Services.

⁽²⁾ Fully taxable-equivalent basis

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

15

Bank of America Corporation

Global Corporate and Investment Banking

(Dollars in millions)

	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Trading-related Revenue
Net interest income(1)	$	1,622		$	1,716		$	448		$	597		$	577		$	522		$	546
Trading account profits		795			560			137			390			268			26			148
Total trading-related revenue	$	2,417		$	2,276		$	585		$	987		$	845		$	548		$	694
Trading-related revenue by product
Fixed income	$	1,263		$	1,125		$	299		$	456		$	508		$	227		$	282
Interest rate(1)		575			788			118			289			168			165			298
Foreign exchange		524			396			164			171			189			154			136
Equities(2)		120			283			40			83			(3	)		61			65
Commodities		12			(48	)		18			(4	)		(2	)		3			(10	)
Market-based trading-related revenue		2,494			2,544			639			995			860			610			771
Credit portfolio hedges(3)		(77	)		(268	)		(54	)		(8	)		(15	)		(62	)		(77	)
Total trading-related revenue	$	2,417		$	2,276		$	585		$	987		$	845		$	548		$	694
	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Investment Banking Income
Securities underwriting	$	711		$	732		$	218		$	275		$	218		$	233		$	239
Syndications		388			320			129			174			85			128			101
Advisory services		217			166			66			73			78			80			54
Other		25			26			7			10			8			12			5
Total investment banking income	$	1,341		$	1,244		$	420		$	532		$	389		$	453		$	399

⁽¹⁾ Fully taxable-equivalent basis

⁽²⁾ Does not include commissions from equity transactions which were $494 and $481 for the nine months ended September 30, 2004 and 2003, respectively and $153, $168, $172, $167 and $166 for the three months ended September 30, 2004, June 30, 2004, March 31, 2004, December 31, 2003 and September 30, 2003.

⁽³⁾ Includes credit default swaps used for credit risk management.

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

16

Bank of America Corporation

Global Corporate & Investment Banking Strategic Progress Continues

Significant US market share gains

Banc of America Securities increased market share in leveraged loans, mergers & acquisitions, high yield, syndicated loans,

public finance, convertible debt, mortgage-backed securities and asset-backed securities.

• #2 in leveraged loans at 21.0% market share

• #2 syndicated lender, ranked by dollar volume, with 20% market share

• #1 syndicated lender, ranked by number of deals

• Convertible debt earned the #2 position with 10.5% market share

• High yield debt market share increased over YTD03, from 9% to 12.2%

• M&A increased to 10.0% from 6.1% in first nine months of 2003

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

17

Bank of America Corporation

Wealth and Investment Management Segment Results⁽¹⁾

(Dollars in millions)

	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Key Measures
Total revenue(2)	$	4,174		$	2,827		$	1,573		$	1,513		$	1,088		$	1,203		$	959
Provision for credit losses		(16	)		4			(17	)		10			(9	)		7			(1	)
Net income		1,107			806			469			392			246			428			256
Shareholder value added		544			542			246			172			126			313			166
Return on average equity		20.07	%		31.74	%		21.27	%		18.01	%		21.71	%		39.08	%		29.70	%
Efficiency ratio(2)		58.64			55.19			54.17			58.69			65.04			44.83			59.18
Selected Average Balance Sheet Components
Total loans and leases	$	42,740		$	37,681		$	45,646		$	44,109		$	38,434		$	37,660		$	37,159
Total deposits		76,522			52,045			87,904			77,069			64,467			59,784			55,503
Total earning assets		78,679			53,131			90,146			79,296			66,470			62,073			56,826
Period End (in billions)
Assets under management	$	429.5		$	281.2		$	429.5		$	439.6		$	298.7		$	296.7		$	281.2
Client brokerage assets		141.9			90.7			141.9			144.9			91.0			88.8			90.7
Assets in custody		104.0			47.3			104.0			105.2			50.6			49.9			47.3
Total client assets	$	675.4		$	419.2		$	675.4		$	689.7		$	440.3		$	435.4		$	419.2

⁽¹⁾ Wealth and Investment Management includes five primary subsegments: Columbia Management Group, The Private Bank, Banc of America Investments, Premier Banking and Other Services.

⁽²⁾ Fully taxable-equivalent basis

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

18

Bank of America Corporation

Corporate Other Results⁽¹⁾

(Dollars in millions)

	Year-to-Date					Quarterly
	2004		2003			3 Qtr 04			2 Qtr 04		1 Qtr 04			4 Qtr 03			3 Qtr 03
Key Measures
Total revenue(2)	$	545	$	634		$	248		$	155	$	142		$	111		$	174
Provision for credit losses		287		275			(114	)		132		269			113			71
Net income(3)		1,104		661			314			497		293			(55	)		152
Shareholder value added		132		(865	)		46			198		(112	)		(475	)		(350	)
Selected Average Balance Sheet Components
Total loans and leases	$	124,370	$	90,188		$	131,234		$	130,046	$	111,753		$	111,974		$	100,364
Total deposits		22,521		14,465			27,889			25,103		14,512			13,849			14,146
Total earning assets		290,664		182,001			325,039			312,419		234,157			192,427			183,800

Corporate Other Sub-Segment Results

	Year-to-Date						Quarterly
	2004			2003			3 Qtr 04			2 Qtr 04			1 Qtr 04			4 Qtr 03			3 Qtr 03
Key Measures
Latin America(4)
Total revenue(2)	$	541		$	28		$	264		$	268		$	9		$	6		$	6
Provision for credit losses		(106	)		64			(156	)		(7	)		57			25			12
Net income		184			(32	)		151			66			(33	)		(16	)		(7	)
Shareholder value added		97			(32	)		106			23			(32	)		(15	)		(7	)
Equity Investments
Total revenue(2)	$	101		($	200	)	$	114		$	6		($	19	)	($	56	)	($	80	)
Provision for credit losses		—			4			—			—			—			21			—
Net income		3			(183	)		47			(14	)		(30	)		(67	)		(69	)
Shareholder value added		(207	)		(351	)		(28	)		(94	)		(85	)		(124	)		(125	)
Other
Total revenue(2)	($	97	)	$	806		($	130	)	($	119	)	$	152		$	161		$	248
Provision for credit losses		393			207			42			139			212			67			59
Net income		917			876			116			445			356			28			228
Shareholder value added		242			(482	)		(32	)		269			5			(336	)		(218	)

⁽¹⁾ Corporate Other consists primarily of Latin America, Equity Investments, noninterest income, revenue and security gains and noninterest expense associated with the Asset and Liability Management (ALM) process, and the results of certain consumer finance and commercial lending businesses that are being liquidated.

⁽²⁾ Fully taxable-equivalent basis

⁽³⁾ Includes merger and restructuring charges, net of taxes, of $230 in year-to-date 2004, $147 in 3Q04 and $83 in 2Q04.

⁽⁴⁾ Excludes Mexico, which is included in Global Corporate and Investment Banking.

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

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

19

Bank of America Corporation

Outstanding Loans and Leases

(Dollars in millions)

	September 30 2004		December 31 2003		Increase (Decrease) from 12/31/03
Commercial - domestic	$	122,211	$	91,491	$	30,720
Commercial - foreign		18,976		10,754		8,222
Commercial real estate(1)		30,719		19,367		11,352
Commercial lease financing		19,991		9,692		10,299
Total commercial		191,897		131,304		60,593
Residential mortgage		179,673		140,513		39,160
Home equity lines		46,497		23,859		22,638
Direct/Indirect consumer		38,378		33,415		4,963
Credit card		47,554		34,814		12,740
Other consumer(2)		7,640		7,558		82
Total consumer		319,742		240,159		79,583
Total	$	511,639	$	371,463	$	140,176

⁽¹⁾ Includes domestic and foreign commercial real estate loans of $30,255 and $464 at September 30, 2004, respectively, and $19,043 and $324 at December 31, 2003, respectively.

⁽²⁾ Includes consumer finance, foreign consumer and consumer lease financing of $3,564, $3,433 and $643 at September 30, 2004, respectively, and $3,905, $1,969 and $1,684 at December 31, 2003, respectively.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

20

Bank of America Corporation

Commercial Utilized Credit Exposure by Industry⁽¹⁾

(Dollars in millions)

	September 30 2004		June 30 2004		% Increase (Decrease) from 6/30/04
Real estate	$	36,575	$	36,668	(0	)%
Retailing		22,981		23,442	(2	)
Diversified financials		21,923		21,869	0
Banks		20,020		18,924	6
Education and government		17,237		16,011	8
Individuals and trusts		16,749		16,888	(1	)
Materials		13,867		13,736	1
Consumer durables and apparel		12,921		12,718	2
Transportation		12,645		12,282	3
Food, beverage and tobacco		12,129		11,067	10
Health care equipment and services		12,045		12,122	(1	)
Leisure and sports, hotels and restaurants		12,014		12,644	(5	)
Capital goods		11,984		11,785	2
Commercial services and supplies		10,874		10,924	(0	)
Energy		7,975		7,151	12
Media		6,125		7,082	(14	)
Insurance		6,015		5,487	10
Utilities		5,643		5,815	(3	)
Religious and social organizations		5,514		5,247	5
Food and staples retailing		3,205		3,344	(4	)
Technology hardware and equipment		3,161		3,313	(5	)
Telecommunication services		2,828		2,801	1
Software and services		2,378		2,451	(3	)
Automobiles and components		1,723		1,599	8
Pharmaceuticals and biotechnology		921		998	(8	)
Household and personal products		381		367	4
Other		11,360		6,915	64
Total	$	291,193	$	283,650	3

⁽¹⁾ Includes loans and leases, letters of credit, standby letters of credit and financial guarantees, and mark-to-market exposure for derivatives.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior period has not been restated.

21

Bank of America Corporation

Nonperforming Assets

(Dollars in millions)

	3Q04			2Q04			1Q04			4Q03			3Q03
Commercial - domestic	$	991		$	1,246		$	1,229		$	1,388		$	1,746
Commercial - foreign		473			503			331			578			756
Commercial real estate		136			164			115			142			157
Commercial lease financing		243			257			66			127			114
Total commercial		1,843			2,170			1,741			2,235			2,773
Residential mortgage		532			537			486			531			563
Home equity lines		51			42			35			43			42
Direct/Indirect consumer		26			31			31			28			32
Other consumer		94			99			61			36			19
Total consumer		703			709			613			638			656
Total nonperforming loans and leases		2,546			2,879			2,354			2,873			3,429
Nonperforming securities(1)		157			156			—			—			—
Foreclosed properties		133			144			131			148			228
Total nonperforming assets(2)	$	2,836		$	3,179		$	2,485		$	3,021		$	3,657
Loans past due 90 days or more and still accruing	$	1,052		$	939		$	795		$	860		$	788
Nonperforming assets / Total assets		0.26	%		0.31	%		0.30	%		0.41	%		0.50	%
Nonperforming assets / Total loans, leases and foreclosed properties		0.55			0.64			0.66			0.81			0.98
Nonperforming loans and leases / Total loans and leases		0.50			0.58			0.63			0.77			0.92
Allowance for credit losses:
Allowance for loan and lease losses	$	8,723		$	8,767		$	6,080		$	6,163		$	6,258
Reserve for unfunded lending commitments		446			486			401			416			458
Total	$	9,169		$	9,253		$	6,481		$	6,579		$	6,716
Allowance for loan and lease losses / Total loans and leases		1.70	%		1.76	%		1.62	%		1.66	%		1.68	%
Allowance for loan and lease losses / Total nonperforming loans and leases		343			305			258			215			183
Commercial criticized exposure	$	12,025		$	13,420		$	10,401		$	12,650		$	15,059
Commercial criticized exposure / Commercial utilized exposure		4.13	%		4.73	%		4.94	%		5.94	%		7.10	%

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

⁽¹⁾ Primarily related to international securities held in the available-for-sale portfolio.

⁽²⁾ Balances do not include $100, $103, $82, $202 and $82 of nonperforming assets, primarily loans held for sale, included in Other Assets at September 30, 2004, June 30, 2004, March 31, 2004, December 31, 2003 and September 30, 2003, respectively.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

22

Bank of America Corporation

Quarterly Net Charge-offs and Net Charge-off Ratios

(Dollars in millions)

	3Q04					2Q04					1Q04					4Q03					3Q03
	Amt.			Ratio		Amt.			Ratio		Amt.			Ratio		Amount			Ratio		Amount		Ratio
Commercial - domestic	$	25		0.08	%	$	76		0.25	%	$	49		0.22	%	$	93		0.41	%	$	163	0.72	%
Commercial - foreign		(4	)	(0.09	)		66		1.47			106		3.98			76		2.60			58	1.84
Commercial real estate		1		0.02			(3	)	(0.04	)		(2	)	(0.05	)		9		0.18			13	0.26
Commercial lease financing		(3	)	(0.07	)		(3	)	(0.06	)		4		0.17			0		0.00			40	1.61
Total commercial		19		0.04			136		0.28			157		0.48			178		0.54			274	0.82
Residential mortgage		7		0.02			12		0.03			11		0.03			13		0.04			14	0.04
Home equity lines		2		0.02			4		0.05			4		0.07			(3	)	(0.04	)		2	0.02
Direct/Indirect consumer		56		0.57			49		0.50			48		0.56			48		0.57			39	0.47
Credit card		586		5.09			585		5.45			443		5.05			423		5.12			390	5.32
Other consumer(1)		49		2.53			43		2.10			57		3.07			66		3.37			57	2.70
Total consumer		700		0.89			693		0.92			563		0.93			547		0.91			502	0.89
Total net charge-offs	$	719		0.57		$	829		0.67		$	720		0.77		$	725		0.77		$	776	0.86
By Business Segment:
Consumer & small business banking	$	662		1.75	%	$	665		1.83	%	$	499		2.05	%	$	485		2.02	%	$	453	1.94	%
Commercial banking		36		0.10			32		0.09			62		0.26			75		0.31			123	0.52
Global corporate & investment banking		1		0.01			69		0.72			89		0.96			50		0.50			96	0.90
Wealth & investment management		1		0.01			(4	)	(0.04	)		6		0.06			(1	)	(0.01	)		5	0.06
Corporate other		19		0.06			67		0.21			64		0.25			116		0.44			99	0.43
Total net charge-offs	$	719		0.57		$	829		0.67		$	720		0.77		$	725		0.77		$	776	0.86

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

⁽¹⁾ Includes lease financing of $7, $5, $10, $10 and $12 for the quarters ended September 30, 2004, June 30, 2004, March 31, 2004, December 31, 2003 and September 30, 2003, respectively.

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

23

Bank of America Corporation

Selected Emerging Markets ⁽¹⁾

(Dollars in millions)	Loans and Loan Commitments		Other Financing (2)		Derivative Assets		Debt Securities/ Other Investments (3,4)		Total Cross- border Exposure (5)		Local Country Exposure Net of Local Liabilities (6)		Total Foreign Exposure September 30, 2004		Increase/ (Decrease) from December 31, 2003
Region/Country
Latin America
Argentina	$	275	$	74	$	0	$	81	$	430	$	16	$	446	$	135
Brazil (7)		982		287		33		142		1,444		2,014		3,458		2,787
Chile		277		125		2		14		418		712		1,130		999
Mexico (8)		786		142		196		1,952		3,076		0		3,076		293
Other Latin America (9)		363		164		141		237		905		267		1,172		455
Total Latin America		2,683		792		372		2,426		6,272		3,009		9,282		4,669
Asia Pacific
Hong Kong		229		41		89		129		488		569		1,057		187
India		601		188		177		286		1,252		519		1,771		206
Singapore		203		30		52		83		368		0		368		(199	)
South Korea		356		578		32		169		1,135		388		1,523		(95	)
Taiwan		319		105		41		11		476		53		529		(12	)
Other Asia Pacific (9)		89		104		61		351		605		197		802		(74	)
Total Asia Pacific		1,797		1,046		452		1,029		4,324		1,726		6,050		13
Central and Eastern Europe (9)		12		13		23		173		221		0		221		(49	)
Total	$	4,492	$	1,851	$	847	$	3,627	$	10,817	$	4,735	$	15,553		4,633

⁽¹⁾ There is no generally accepted definition of emerging markets. The definition that we use includes all countries in Asia Pacific excluding Japan, Australia and New Zealand; and all countries in Central and Eastern Europe excluding Greece.

⁽²⁾ Includes acceptances, SBLCs, commercial letters of credit and formal guarantees.

⁽³⁾ Amounts outstanding for Other Latin America and Other Asia Pacific have been reduced by $192 and $14, respectively, at September 30, 2004 and $173 and $13, respectively, at December 31, 2003. Such amounts represent the fair value of U.S. Treasury securities held as collateral outside the country of exposure.

⁽⁴⁾ Cross-border resale agreements are presented based on the domicile of the counterparty because the counterparty has the legal obligation for repayment. For regulatory reporting under Federal Financial Institutions Examinations Council (FFIEC) guidelines, cross-border resale agreements are presented based on the domicile of the issuer of the securities that are held as collateral.

⁽⁵⁾ Cross-border exposure includes amounts payable to the Corporation by borrowers with a country of residence other than the one in which the credit is booked, regardless of the currency in which the claim is denominated, consistent with FFIEC reporting rules.

⁽⁶⁾ Local country exposure includes amounts payable to the Corporation by borrowers with a country of residence in which the credit is booked, regardless of the currency in which the claim is denominated. Management subtracts local funding or liabilities from local exposures as allowed by the FFIEC. Total amount of local country exposure funded by local liabilities at September 30, 2004 was $14,136 compared to $5,336 at December 31, 2003. Local country exposure funded by local liabilities at September 30, 2004 in Latin America and Asia Pacific was $8,285 and $5,851, respectively, of which $3,652 was in Brazil, $1,555 in Argentina, $1,145 in Chile, $3,073 in Hong Kong and $1,128 in Singapore. There were no other countries with local country exposure funded by local liabilities greater than $1.0 billion.

⁽⁷⁾ The Corporation has certain risk mitigation instruments associated with Brazil exposure, including insurance contracts, other trade-related transfer risk mitigation and third party funding. Ability to file a claim under insurance policies may vary with the country’s current political and economic environment.

⁽⁸⁾ Includes $1,800 related to Grupo Financiero Santander Serfin acquired in the first quarter of 2003.

⁽⁹⁾ Other Latin America, Other Asia Pacific, and Central and Eastern Europe include countries each with total foreign exposure of less than $500.

Risk Mitigation	Brazil
Total foreign exposure, September 30, 2004	$	3,458
Less: Insurance contracts		422
Other trade-related transfer risk mitigation		962
Third party funding		230
Total foreign exposure net of risk mitigation, September 30, 2004	$	1,844

Information for periods after April 1, 2004 includes the FleetBoston acquisition; prior periods have not been restated.

24