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Correspondence Letter

 October 5, 2006

 Mr. John P. Nolan

 Accounting Branch Chief

 United States Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Mail Stop 4561

 Washington, DC 20549-4561

Re:
Bank of America Corporation

Form 10-K for the fiscal year ended December 31, 2005

Forms 10-Q for Fiscal Quarters Ended

March 31, 2006 and June 30, 2006

File Number: 1-06523

 Dear
Mr. Nolan:

 We have received and reviewed your letter dated September 14, 2006. The following are our responses to each of your
comments and requests. For ease of reference, we have repeated the Staff’s comments. Our responses are intended to address the questions raised by the Staff. We are ready to assist the Staff in resolving any matter requiring further attention.

 Form 10-K for the year ended December 31, 2005

 Management’s Discussion and Analysis of Financial Condition and Results of Operations

 Business Segment Operations

 Global Capital Markets and Investment Banking, page 37

 1.

Please tell us the facts and circumstances that have resulted in the Global Capital Markets and Investment Banking segment having a negative provision for credit losses of $245 million and
$445 million for the years ended December 31, 2005 and 2004, respectively. Please consider the relevance of the following disclosures we noted as you prepare your response, as applicable:

 •      your discussion of continued improvement in commercial credit quality although at a slower rate
than experienced in 2004, an improved risk profile in Latin America and reduced uncertainties resulting from the completion of credit-related integration activities for FleetBoston on page 34;

 •      your Global Capital Markets and Investment Banking provision for credit losses discussion on page
37 in which you refer to a slower rate of improvement in commercial credit quality;

 •      your discussion regarding concentrations of commercial credit risk on page 53 in which you
discuss how concentrations are actively managed, the strategy of originate to distribute and through the purchase of credit protection through credit derivatives; and

 •      an abbreviated discussion of factors contributing to the periodic changes to the commercial
portion of the provision for loan losses on page 61.

Response:

The $445 million negative provision for credit losses in 2004 in Global Capital Markets and Investment Banking (GCMIB) resulted primarily from improvements in the U.S. economy and higher
levels of liquidity in the capital markets which drove improvement in commercial credit quality. Total Corporation commercial criticized exposure decreased $9.5 billion from December 31, 2003 to December 31, 2004 including the decrease
from FleetBoston criticized assets which were added on April 1, 2004. GCMIB accounted for approximately 45% of this decrease. Please refer to Table 20- Commercial Criticized Exposure on page 54 and Table 21- Nonperforming Commercial Assets on
page 55 in Form 10-K for the year ended December 31, 2004 for more detail. These decreases within GCMIB were driven primarily by paydowns and payoffs of $5.1 billion which resulted in the movement of loans out of the criticized category. Other
contributors to the negative provision included an approximate $70 million release of reserves associated with the strengthening of the economy and a reduction in the Reserve for Unfunded Lending Commitments within GCMIB by approximately $80 million
due to improvement in the level of criticized letters of credit. Changes in the Reserve for Unfunded Lending Commitments, which is classified within Accrued Expenses and Other Liabilities, are recorded in the Provision for Credit
Losses.

Overall, in 2005, a robust economy drove strong business performance which generated growth in business lending and supported healthy credit quality. GCMIB’s $244 million negative
provision for credit losses in 2005 was driven by a $224 million recovery stream which resulted in a net recovery position of $119 million for the year and by improved commercial credit quality, although the velocity of credit quality improvement
slowed from that experienced in 2004. The improvement in commercial credit quality can be evidenced by the $2.7 billion decline in total Corporation commercial criticized exposure and $891 million decline in nonperforming commercial assets as noted
on Tables 21 and 22 on pages 59 and 60 of Form 10-K for the year ended December 31, 2005. GCMIB accounted for approximately 33% of the decrease in criticized exposure driven primarily by $2.0 billion in paydowns and payoffs. The resolution of
uncertainties and completion of certain credit-related integration activities for FleetBoston had an approximate $20 million impact on GCMIB and was not significant to GCMIB’s provision expense as the FleetBoston acquired portfolio was mainly
within the Global Business and Financial Services segment.

While we do purchase credit protection through credit derivatives to actively manage concentrations of commercial credit risk, credit derivatives are recorded at fair value with changes in
fair value recorded in Other Income and are not accounted for using the hedge accounting provisions of Statement of Financial Accounting Standards Board No. 133, Accounting for Derivatives and Hedging Activities (SFAS 133). Credit
derivative positions are not considered in the evaluation of allowance for credit loss levels and thus do not impact the Provision for Credit Losses.

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Latin America was not included within GCMIB’s results as it was a separately reported business in 2004 and 2005 within the Global Business and Financial Services segment and,
accordingly, did not impact the GCMIB Provision for Credit Losses.

 Consolidated Financial Statements

 Note 5 – Derivatives, page 109

 2.

We note your disclosure on page 111 that you use basis swaps where both the pay rate and the receive rate are floating rates based on different indices. Please tell us whether you account for
these basis swaps as fair value, cash flow or economic hedges. If your accounting treatment varies, please separately quantify for us the notional amount of assets and liabilities hedged with basis swaps as fair value, cash flow and economic hedges.
Please also describe the differences between the specific risks you hedge with your basis swaps depending on whether you account for the hedge as a fair value, cash flow or economic hedge.

 Response:

We do not use basis swaps which involve the exchange of two floating rate financial instruments denominated in the same currency which are indexed to different bases (indices) in any of our
hedging relationships. However, included in our disclosure of basis swaps are cross-currency basis swaps which are used to hedge our foreign currency risk. These cross-currency basis swaps are interest rate swaps that involve the exchange of one
floating rate (typically Libor) for another floating rate (for example, Euribor) in two different currencies. These swaps are accounted for as follows:

 •      Certain cross-currency basis swaps are used as economic hedges of foreign-denominated fixed-rate
debt. The change in fair value of these swaps is recorded in Other Income. The notional amount of these swaps as of December 31, 2005 was $7.8 billion.

 •      We also combine cross-currency basis swaps with interest rate swaps to create cross-currency
interest rate swaps (CIRCUS). These CIRCUS are designated in accordance with SFAS 133 as fair value hedges of interest rate and foreign currency risk for foreign denominated fixed-rate debt. These hedges are accounted for under the long-haul method
in accordance with SFAS 133. The notional amount of these swaps as of December 31, 2005 was $10 billion.

 •      We do not use basis swaps in any cash flow hedging relationship.

3.

We note your disclosure on page 122 that you have approximately $10.9 billion of fixed rate junior subordinated notes outstanding related to trust preferred securities. So that we may more
clearly understand your hedge accounting treatment (if

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 applicable) for fixed rate junior subordinated debentures, please tell us the following:

 •      the extent to
which you use interest rate swaps to hedge the fair value of your fixed subordinated debentures;

 Response:

We applied SFAS 133 hedge accounting treatment to interest rate swaps with a notional amount of $2.4 billion. These swaps were designated as hedges of the change in fair value attributable to
changes in the benchmark interest rate of three issuances of fixed rate junior subordinated notes outstanding related to trust preferred securities. In addition to receive-fixed interest rate swaps, we also used cross-currency basis swaps, as
applicable, to hedge foreign currency risk and callable swaps, as applicable, in order to mirror the call option present in the fixed rate trust preferred securities. The remaining $8.5 billion of trust preferred securities are not
hedged.

 •      whether or not you use the shortcut method to assess the effectiveness of these hedges (if
applicable);

 Response:

We used the long haul method in accordance with SFAS 133 to perform the assessment of effectiveness and measure the ineffectiveness of these fair value hedge relationships.

 •      if you use the shortcut method, please tell us how you determined that you qualify under
paragraph 68 of SFAS 133;

 Response:

We did not use the shortcut method.

 •      specifically address how you considered the interest rate deferral options described on page 123
in determining that use of the shortcut method was appropriate, if true.

 Response:

We did not use the shortcut method.

 Note 9 – Special Purpose Financing Entities, page 116

 4.

We note your disclosure on page 116 that you securitize the majority of your residential mortgage loan originations in conjunction with or shortly after loan closing. For each type of loan
that you securitize (e.g. mortgage loans, credit card loans) please tell us your accounting policy for classifying the loan as held for sale upon origination or acquisition. Refer to paragraph 8 of SOP 01-6.

 Response:

Residential and commercial real estate loans are identified as being held for investment or held for sale or securitization at the time of origination or purchase. Loans that are held
for sale or securitization are classified within Other Assets and measured at the lower of cost or fair value in accordance with paragraph 8 of SOP 01-6.

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Credit card receivables are not classified as held for sale. When accounts are flagged for association with a securitization trust, both existing and future receivables on those accounts
will be transferred into the trust. The time period between identification of the specific accounts to be flagged and the transfer of existing receivables on those accounts is no more than a few days. Such transfers typically result in an
increase in the retained seller’s interest, which is classified within Loans on the consolidated Balance Sheet, and are therefore not accounted for as sales. Subsequently, cash collections of principal payments received by the trust are used to
purchase newly-created receivables on those accounts, which are transferred to the trust within one to three days of origination. These transfers are accounted for as sales to the extent that they are attributable to the investors’ interest in
the trust. We did not issue any new bonds out of our credit card securitization trusts in 2005 or 2004. We also note that, at December 31, 2005, only $2.2 billion of our $60.8 billion managed credit card portfolio had been securitized.
Following the merger with MBNA Corporation on January 1, 2006, when a decision is made to issue new or additional bonds out of the securitization trust, resulting in the recognition of a sale for accounting purposes, the issuance is typically
completed within two weeks.

From time to time, we may purchase portfolios of other types of loans with the intent of selling or securitizing them. Such loans are classified as held for sale at the time of purchase and
measured at the lower of cost or fair value. We do not routinely securitize originated loans other than mortgage loans or credit card receivables from our loan portfolio.

 Note 20 – Business Segment Information, page 149

 5.

We note that you have reclassified your business segment results multiple times in the past few years. For example, we note your disclosure on page 149 that, effective January 1, 2006,
you combined the Global Business and Financial Services segment with the Global Capital Markets and Investment Banking Segment to create a new segment called Global Corporate and Investment Banking. As described on page 26 of your Form 10-Q for the
period ended March 31, 2006, the new segment includes your traditional banking business for large corporations and institutional clients as well as other services such as derivatives capabilities, advisory services, capital-raising solutions,
and equity and debt sales.

Based on the range of products and services included in the Global Corporate and Investment Banking segment, it appears that you have aggregated two or more operating segments for reporting
purposes. If true, please tell us how you considered the criteria of paragraph 17 of SFAS 131 in determining it was appropriate to aggregate multiple operating segments based on their similar economic characteristics. Alternatively, please tell us
the facts and circumstances you considered in determining that the Global Corporate and Investment Banking segment represents a single, unaggregated operating segment.

 Response:

We agree with your observation that within the past few years we have reclassified our business segment results multiple times. When evaluating these reclassifications, it is important to
note that we acquired FleetBoston on April 1, 2004. Additionally, as discussed below, we adopted the universal banking model.

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In response to these changes, we assessed our organizational structure and re-aligned our operating segments to accurately reflect how we manage our business, assess performance, and allocate
resources. Consistent with paragraph 34 of SFAS 131, on May 25, 2006 and July 12, 2005, we filed a Form 8-K to restate the prior three years of our reportable segments resulting from our application of the universal banking model and the
FleetBoston acquisition, respectively.

As part of our continuous efforts to improve the distribution of products to our customers, we may change our organizational alignment and accordingly modify our management reporting
methodologies and the reporting of our operating segments. For example, on page 19 of our 2004 Annual Report (please see Attachment A) we discussed our universal banking model: “In this universal banking model, teams of consumer, commercial and
investment bankers work together to provide all clients, regardless of size the right combination of products and services to meet their needs … We are collaborating to create access to our capabilities that is based on clients’ financial
and strategic needs … to provide clients with insightful solutions and seamless access to the financial services they need … We deliver our services through Global Business and Financial Services (GBFS) and GCMIB, and we are now breaking
down these walls to deliver the bank’s entire platform to our clients.” As disclosed on pages 26 – 27 of our 2005 Form 10-K: “Also during the third quarter of 2005, we announced the future combination of Global Business and
Financial Services and Global Capital Markets and Investment Banking that was effective on January 1, 2006. This new segment is called Global Corporate and Investment Banking. This new segment will enable us to more
effectively leverage the universal bank model in servicing our business clients.” Therefore, effective January 1, 2006, we chang