SecProbe.io

December 2 2, 2010

Brian T. Moynihan
Chief Executive Officer, President and Director
Bank of America Corporation
Bank of America Corporate Center
100 N. Tryon Street
Charlotte, NC  28255

RE: Bank of America Corporation
Form 10 -K for the Fiscal Year Ended December 31, 2009
Forms 10 -Q for the Quarterly Periods Ended March 31, 2010 ,
June 30, 2010  and September 30, 2010
File No.: 001 -06523

Dear Mr. Moynihan :

We have reviewed your response letter dated November 10 , 2010 and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.

Please respond to this letter within ten business days by providi ng the requested
information, including a draft of your proposed disclosures to be made in future filings, or by
advising us when you will provide the requested response.   If you do not believe our comments
apply to your facts and circumstances or do not b elieve future revisions are appropriate, please
tell us why in your response.

After reviewing the information you provide in response to these  comments, including
the draft of your proposed disclosures, we may have  additional comments.

Form 10 -Q for Quarterly Period Ended September 30 , 2010

Notes to Consolidated Financial Statements

Note 11 – Commitments and Contingencies, page 54

Litigation and Regulatory Matters, page 58

1. We note your disclosure on page 59 about the aggregate range of  possible losses in
excess of the accrued liability (if any) related to those matters where an estimate is
possible.    You have provided quantified informati on about the range of reasonably

Mr. Brian T. Moynihan
Bank of America Corporation
December 2 2, 2010
Page 2

possible losses for a “limited number” of t he matters disclosed in  Note 11  and in the prior
commitments and contingencies disclosures.     While useful, we believe additional
information to put this disclosure in context would further enhance the understandability
of this information.    Please consider providing additiona l disclosure for the matters for
which you are unable to provide an estimate of reasonably possible losses in excess of the
accrued liability, if any.     Alternatively, information can be provided for those  matters
where  a range of reasonably possible loss es has been estimated.   The objective would be
to allow a reader to determine those cases for which an estimate has been made and those
for which an estimate cannot be made .

Management’s Discussion and Analysis of Financial Condition and Results of Oper ations,
page 92

General

2. We note that you provide disclosures in various parts of your filing addressing the
potential risks and uncertainties associated with your mortgage and foreclosure -related
activities, including repurchase exposure related to repr esentations and warranties,
potential impacts of foreclosure delays, and allegations of breaches of servicing
obligations under pooling and servicing agreements.  While you provide a significant
disclosure around your representations and warranties exposur e in your role as
seller/securitizer, disclosure about the risks you face in your role as servicer (including
alleged breaches or improper application of pooling and servicing criteria) appears
limited.  Please tell us and expand your future filings to des cribe in greater detail your
role in the securitization process and provide more clarity around your exposure to such
risks.

Recent Events

Review of Foreclosure Processes, page 95

3. We note your disclosure that delays in foreclosure sales could result in an increase in
nonperforming loans and servicing advances and may impact the collectability of such
advances and the value of MSRs.  Please tell us and revise your future filings to also
disclose the  potential effects of foreclosure delays on the timing  of sales of loans, other
real estate owned and mortg age backed securities and any related effects on the valuation
and impairment of these assets.

4. As a related matter, please tell us and revise your future filings to disclose whether you
have entered into any agreements or understandings, including indemnification or
settlement, with any title, mortgage or bond insurers regarding coverage as a result  of
recent concerns related to the loan documentation process. If applicable, discuss any
relevant terms and quantify any related amounts where material.

Mr. Brian T. Moynihan
Bank of America Corporation
December 2 2, 2010
Page 3

Representations and Warranties, page 139

5. We note your disclosure on page 140 that your representat ions and warranty expense may
vary significantly each period as the methodology used to estimate the expense continues
to be refined based on the level and type of repurchase requests presented, defects
identified, the latest experience gained on repurchas e requests and other relevant facts
and circumstances.  Please reconcile this disclosure and the significant increase in
repurchase claims received in recent quarters with remarks made by your chief executive
officer during your third quarter earnings call  related to the amount of expected mortgage
repurchase expense per quarter.  In particular, explain how you can estimate a
“normalized” representations and warranties expense of approximately $500 million per
quarter given the significant volatility in rec ent periods.  Additionally, clarify whether
“normalized” representations and warranty expense would represent amounts solely
related to new loan sales, as opposed to historic transactions, principally from 2004 -2008,
which have resulted in the vast majorit y of your representation and warranty expense in
recent periods.   If not, tell us how this projection factors in representation and warranty
expense related to historic loan sales and how you determined this was appropriate.

6. We note your disclosures on p ages 140 -142 regarding your ability to reasonably estimate
the amount of your repurchase obligation with your different counterparties, and that, at
least with respect to the GSEs, you believe you can reasonably estimate the liability for
your obligation f or loans sold to the GSEs.  We believe that where a range of reasonably
possible loss is estimable, and the top of the range is in excess of the amount accrued, the
range should be disclosed pursuant to ASC 450 -20-50-3.   In this regard, we note that for
all recent historical periods, you have increased the amount of the repurchase obligation
for probable losses, including specifically for the GSEs, and that your chief executive
officer has made remarks in your third quarter conference call about the level of
“normalized” expense for this obligation. Based on these factors, it would appear that
there is a reasonab le possibility that there will be losses in excess of the amount s accrued
and that you have the ability to estimate the amount, at least for some o f your
counterparties.  Please tell us and revise your disclosure in future filings to provide the
range of reasonably possible  losses for all counterparties for which this disclosure is
possible.

7. On page 142, you disclose that as of September 30, 2010 th e unpaid principal balance of
loans related to unresolved monoline repurchase requests was approximately $4.2 billion,
including $2.7 billion that have been reviewed where it is believed a valid defect has not
been identified which would constitute an acti onable breach of representations and
warranties.  Please tell us and revise your future filings to clarify how denied monoline
claims are ultimately resolved. In your response, address the appeals process and provide
some quantification around the amount o f initially denied claims that are either rescinded
or ultimately repurchased or made whole.  Also discuss the timelines involved in
resolving claims.

Mr. Brian T. Moynihan
Bank of America Corporation
December 2 2, 2010
Page 4

8. We also note your disclosure on page 142 that as of September 30, 2010 you have
declined to repurchase  loans from representations and warranties provided in connection
with whole loan sales and private -label securitizations.   Please tell us and revise your
future filings to clarify how denied claims are ultimately resolved .  In your response,
address any a ppeals process and provide some quantification around the amount of
initially denied claims that are either rescinded or ultimately repurchased or made whole.
Also, discuss the timelines involved in resolving these claims.

Complex Accounting Estimates

Goodwill and Intangible Assets, page 202

9. We note that your annual goodwill impairment  test as of June 30, 2010 and interim test as
of September 30, 2010 did not result in any goodwill impairment for your Home Loa ns &
Insurance reporting unit.  Pleas e pro vide us with the following as it relates  to your Home
Loans & Insurance goodwill impairment testing:

 Tell us whether you made any changes to your impairment testing methodology
during 2010 other than updating assumptions to reflect the current market
environment;
 Discuss the changes made to your discount and growth rate assumptions during
2010;
 Describe the primary factors that resulted in the significant increase in the
reporting unit’s fair value as a percentage of carrying value from 83% at June 30,
2010 to 99.8% at September 30, 2010;
 Provide more details about the stress testing that you performed during the third
quarter of 2010; and
 Provide us with your step two analysis as of June 30, 2010 and September 30,
2010.

             You may contact Angela Connell, Staff Accountant,  at (202) 551 -3426  or me at
(202) 551 -3872 if you have any questions .

Sincerely,

Hugh West
Accounting Branch Chief