SecProbe.io

June 6 , 2011

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

Re: Bank of America
Form 10 -K for the year ended December 31, 2010
Filed February 25, 2011
  File No. 001 -6523

  Form 10 -Q for the quarterly period ended March 31, 2011
  Filed May 5, 2011

Dear Mr. Moynihan :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better unde rstand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   Where we have requested changes in future fili ngs, please include a draft of your
proposed dis closures that clearly identifies  new or revised disclosures.  If you do not believe our
comments apply to your facts and circumstances or do not believe an amendment is appropriate,
please tell us why in your  response.

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

Form 10 -K for the Fiscal Year Ended D ecember 31, 2010

Risk Factors, page 8

Adverse changes to our credit ratings from the major credit ratings agencies could have a
material adverse effect on our liquidity, cash flows, competitive position…, page 8
1. In future filings, please note which credi t agencies have issued a negative watch and

Brian T. Moynihan
Bank of America Corporation
June 6, 2011
Page 2

quantify the expected impact of a one and two notch downgrade in credit ratings.

Mortgage and Housing Market -Related Risk, page 9
2. We note your statements on page 81 relating to the total debt restructurings that  were
non-performing as of December 30, 2010.  Please discuss the non -performance and
delinquency rates related to loan modifications and TDRs and the impact they  are likely
to have on your operations.  To the extent any of the modif ications are re -modific ations,
please include this information in the discussion.  If you do not believe nonperformance
or delinquency following modification or restructuring presents a significant risk, please
tell us the basis for your belief.
3. Please include a risk factor dis cussion addressing  the possible losses due to the rapid
amortization of the home equity securitization trusts.  We note your statement in footnote
8 to the financial statements that the maximum funding obligation attributable to rapid
amortization cannot b e calculated as a home equity borrower has the ability to pay down
and redraw balances.
4. We note your disclosure regarding the December 31, 2010 agreements you reached with
Freddie Mac and Fannie Mae to resolve repurchase claims involving first−lien residen tial
mortgage loans sold directly to them by entities related to legacy Countrywide.  It does
not appear that those agreements have been filed with us.  Please file the agreements or, if
you do not believe you are required to do so, provide  us with  a detai led analysis
supporting your conclusion .

Government measures to regulate the financial industry, including the Financial Reform  Act,
either individually, in combination or in the aggregate, could require us to change certain of our
business practices…, p age 14
5. This risk factor discussion includes a list of practices that may be affected without
including a discussion of the potential impact.  While it may be difficult to discuss the
actual effects of some of the changes prior to the completion of required  rulemakings,
you should discuss the significance of the affected activities to your operations.  For
example:  quantify  your revenues from debit interchange fees; quantify the expected
impact of the change in FDIC assessments; and discuss the expected impa ct of
heightened capi tal and liquidity requirements.
6. Additionally, please consider discussing possible changes to the tax code and the GSEs
conservatorship as separate standalone risks.  These discussions should also address the
potential consequences to y our operations.

Brian T. Moynihan
Bank of America Corporation
June 6, 2011
Page 3

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of
Operations

Financial Highlights

Noninterest Income, page 28

7. We note that your noninterest income comprises a significant portion of your
consolidated net revenues, and that this income is generated from various revenue
sources in both your traditional banking and investment banking businesses.  Please
revise you future filings either here or in your accounting policy footnote to provide clear
disclosure  of your various revenue sources, including how such revenues are derived, in
which line items they are reported and the manner in which they are recognized in your
financial statements.  For example, please ensure your disclosure addresses the following:

 As it relates to investment banking income, clarify whether it is recognized net of
expenses, and address how non -reimbursed expenses are accounted for and classified;

 Address the types of income streams included within investment and brokerage
services revenues and how those different revenue streams are recognized;  and

 As it relates to card income and service fees, discuss the types of fees charged and
address how uncollectible fees are accounted for (charged through the provision or
reversed through noninterest income).

Components of Global Banking & Markets

Sales and Trading Revenue, page 46

8. We note your discussion of sales and trading revenue on pages 46 and 158.  Please
respond to the following and expand your disclosures in future filings to a ddress the
following:

 Tell us and expand your disclosures to provide further discussion of the types of
instruments that generate the sales and trading revenue by type of risk and how those
instruments affect the financial statement line items.  For examp le, discuss how
interest rate derivatives generate sales and trading revenue (changes in fair value
which reflect X line item, and fee charged to customer, which affects X line item,
etc);

Brian T. Moynihan
Bank of America Corporation
June 6, 2011
Page 4

 Describe the significant drivers of the sales and trading revenue.   For example,
discuss how much of the revenue is driven by transaction fees versus changes in fair
value of the instruments;

 Tell us in more detail how sales and trading revenue is generated by customer
demand, the steps you take to fill the order, and h ow the associated revenue line items
are affected.  For example, if a customer requests a foreign exchange swap, discuss
the types of fees charged for the transaction, and whether the sales and trading
revenues you would recognize is the other side of the swap transaction that the
customer requested;

 Given that the total “trading account profits (losses) on page 158 of your derivatives
footnote nearly ties to the consolidated income statement for all years presented, it
appears trading profits (losses) is made up almost entirely of derivative products.
Please clarify if that is true.  If so, tell us where you include trading gains (losses)
from your non -derivative contracts, including things such as sales of trading
securities, and quantify the amounts; an d

 Clarify why the total “trading account profits (losses)” on page 158 doesn’t tie to the
consolidated income statement line item “tr ading account profits (losses).”

Liquidity Risk, page 67

Global Excess Liquidity Sources and Other Unencumbered Assets , page 67

9. We note your disclosures and table 16 showing the global excess liquidity sources as of
December 31, 2010 and 2009.  Given the significant increase in the balance over the prior
year (57% increase in global excess liquidity sources as of Decembe r 31, 2010), and the
distinct possibility of significant daily variations in the balances, in future filings please
also provide this disclosure on an average balance for the period.  Additionally, given the
significance of the balances, and the different securities held, please consider providing
more quantitative information about the amount of each asset type held as part of the
excess liquidity pool.

Credit Risk Management, page 71

Consumer Credit Portfolio – Home Equity, page 75

10. We note your discuss ion of your home equity portfolio, including your tabular
disclosures of key credit statistics and geographic concentrations.  Please respond to the
following and expand your disclosures in future filings to address the following:

Brian T. Moynihan
Bank of America Corporation
June 6, 2011
Page 5

 Tell us whether you are able to track whether the first lien position is in default,
regardless of whether you hold the first lien loan.  If so, please tell us the results of
that data and consider providing disclosure of this information in future filings;

 Tell us and disclose the percentage of the home equity loan portfolio where you also
hold the first lien;

 Tell us whether the default and delinquency statistics for the home equity loans where
you also hold the first lien show a different trend than situations where you do not
also hold the first lien loan;

 Tell us and enhance disclosures in future filings to provide a discussion of how many
borrowers are only paying the minimum amount due on the home equity loan;

 Describe the terms of the home equity loans in more detail.   For example, tell us how
long the draw periods are for the loans and provide data on when the loans convert to
amortizing; and

 Tell us whether the default and delinquency statistics for amortizing loans show a
different trend than situations where the h ome equity loans have not converted to
amortizing.

Countrywide Purchased Credit -Impaired Loan Portfolio, page 78

11. We note your disclosure that the Countrywide PCI allowance for loan losses increased
$2.5 billion from December 31, 2009 to $6.3 billion at D ecember 31, 2010 as a result of
the increase in the provision for credit losses and the reclassification of a portion of the
nonaccretable difference to the allowance.  Please tell us the cause of the reclassification
from nonaccretable difference to the a llowance and how you determined this
reclassification was in accordance with ASC 310 -30.

Restructured Loans, page 81

12. We note your disclosure in footnote 6 to Table 33 that your policy is to record any losses
in the value of foreclosed properties as a red uction in the allowance for loan and lease
losses during the first 90 days after transfer of a loan into foreclosed properties, and that
thereafter they are recorded in non -interest expense.  Please respond to the following:

 Tell us how your policy compli es with the guidance in ASC 310 -40-55-15;

 Quantify the effect of losses recorded as a reduction in the allowance after transfer to
foreclosed properties during the years ended December 31, 2010 and 2009; and

Brian T. Moynihan
Bank of America Corporation
June 6, 2011
Page 6

 Tell us why the charge -offs to new foreclosed  properties is so significant in the first
90 days after transfer into foreclosed properties.  In this regard, it appears that you
recorded charge -offs representing 20% and 29% of the amount transferred into
foreclosed properties during the years ended Dec ember 31, 2010 and 2009,
respectively.  Additionally, we note your policy disclosure on page 81 that the
outstanding balance of a real -estate secured loan that is in excess of the estimated
property value less costs to sell, is charged off no later than th e end of the month in
which the account becomes 180 days past due.

Industry Concentrations, page 89

13. We note your discussion on page 90 regarding the stress on state and local municipalities
and your process for monitoring your exposure to these entities.   We understand based on
various disclosures throughout your filing that you have exposure to municipalities
through direct investments in both municipal bonds and auction rate securities, as well as
through your sponsorship of municipal bond securitizatio n vehicles.  We also understand
that banks may have involvement with municipalities as underwriters of bond offerings,
as providers of guarantees (typically letters of credit), and through the offering of deposit
services, direct loans and other traditiona l banking products.  Please provide us with an
analysis that summarizes and quantifies your various exposures (both direct and indirect)
to state and local municipalities.  Please also consider providing this type of disclosure in
your future filings in or der to more clearly identify any risk concentration in this industry.

Allowance for Loan and Lease Losses, page 97

14. We note your disclosure in table 50 of the allowance for loan and lease losses as a
percentage of total nonperforming loans and leases at D ecember 31, 2010 and 2009.  We
also note your footnotes to the table that indicate the portion of the allowance that has
been allocated to products that are excluded from nonperforming loans, leases and
foreclosed properties.  Given the significance of the  allowance that relates to the loans
that are not classified as nonperforming, the fact that a different trend would appear to
exist in this ratio if the allowance related to those products was also excluded from the
table, and the fact that information ne eded to recalculate the ratio to be comparable to
other companies that do not have the same type/volume of products that are not classified
as nonperforming is not located nearby, we believe you should also note either the ratio
recalculated based on the n umerator excluding the allowance allocated to those products,
which is already disclosed in the footnote, or separately also note in the footnote or table
the amount of nonperforming loans and leases so the amount can be easily recalculated.
Additionally,  please clarify how the allowance related to products that are excluded from
nonperforming loans, leases and foreclosed properties is calculated.

Brian T. Moynihan
Bank of America Corporation
June 6, 2011
Page 7

Trading Risk Management, page 100

15.  We note your disclosure on page 102 that there were zero days with ac tual losses
exceeding your daily trading VaR in the twelve months ended December 31, 2010 or
2009.  We also note your disclosure on page 103 of your March 31, 2011 Form 10 -Q
where you indicate that actual losses did not exceed daily trading VaR.   Finally we note
your disclosure on page 102 that statistically your actual losses should exceed VaR, on
average, one out of 100 trading days, or two to three times in a year.

 Given that your trading losses have not exceeded your one -day VaR in over two
years, p lease tell us how you determined your VaR model is still statistically
appropriate in light of so few exceptions.   Please tell us about any work you
performed to validate the appropriateness of your model in light of the fact that it is
not performing as statistically predicted; and

 Address any changes you made, or plan to make, to your VaR methodology or
assumptions during the last three years, particularly highlighting any changes made
because no trading losses were in excess of your one -day in over two  years.

16. We note your disclosure that your VaR model uses a historical simulation approach based
on three years of historical data, as well as your disclosure on page 101 that historical
results may not always be indicative of future results.  In light of this fact, please tell us
whether you considered using a Monte Carlo simulation which randomly generates new
market factors based on a chosen distribution, instead of the historical simulation model
that uses historical moves for each market factor replaye d exactly how they occurred.

Complex Accounting Estimates, page 106

Goodwill and Intangible Assets, page 110

17.