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Correspondence

 Confidential Treatment of Portions of this Letter

Has Been Requested by Bank of America

Corporation Pursuant to 17 C.F.R. § 200.83.

Asterisks denote such omissions.

August 25, 2010

 Mr. Hugh West

 Accounting Branch Chief

 United
States Securities and Exchange Commission

 Division of Corporation Finance

100 F Street, NE

 Washington, DC 20549

 RE:

Bank of America Corporation

 Form 10-K for Fiscal Year Ended December 31, 2009

Filed February 26, 2010

 Form 10-Q
for Quarterly Period Ended March 31, 2010

 Filed May 7, 2010

File No. 001-6523

 Dear
Mr. West:

 We have received and reviewed your letter dated July 30, 2010. 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 comments and questions raised by the Staff. We are ready to assist the Staff in resolving any matter requiring further
attention.

 Form 10-Q for Quarterly Period Ended March 31, 2010

Notes to Consolidated Financial Statements

Note 6 – Outstanding Loans and Leases, page 27

1.
We note your disclosure that you have mitigated a portion of your credit risk on your residential mortgage portfolio through the use of synthetic securitizations
which are cash collateralized and provide mezzanine risk protection on certain loan pools. Please tell us and revise your future filings to provide a more comprehensive description of these synthetic securitizations, including how the transactions
are structured and the involvement of any off-balance sheet vehicles. Clarify how these synthetic securitizations impact your determination of the allowance for loan losses on the related loans.

Response:
Due to the timing of when we received your letter, we were unable to incorporate enhanced disclosures in our Form 10-Q for the three and six months ended
June 30, 2010 related to your comment. In future filings, we will include the following disclosure to provide a more comprehensive description of our synthetic securitizations, where applicable (changes are underlined):

 The Corporation mitigates a portion of its credit risk on the residential mortgage portfolio through the use of
synthetic securitization vehicles. These vehicles issue long-term notes to investors, the proceeds of which are held as cash collateral. The Corporation pays a premium to the vehicles to purchase mezzanine loss protection on a portfolio of
residential mortgages owned by the Corporation. Cash held in the vehicles will be used to reimburse the Corporation in the event that losses on the mortgage portfolio exceed 10 basis points (bps) of the original pool balance, up to the maximum
amount of purchased loss protection of $XXX and $2.5 billion at September 30, 2010 and December 31, 2009. The vehicles are variable interest entities from which we purchase credit protection and we do not have a variable interest in the
vehicles; accordingly, they are not consolidated by the Corporation. Amounts due from the vehicles are recorded in Other Income when the Corporation recognizes a reimbursable loss, as described above. Amounts are collected when reimbursable losses
are realized through sale of the underlying collateral. At September 30, 2010 and December 31, 2009, the Corporation had a receivable of $XXX and $1.0 billion from these vehicles for reimbursement of losses. As of September 30,
2010 and December 31, 2009, $XXX and $70.7 billion of residential mortgage loans were held in the portfolio for which these vehicles provide protection. The [increase/decrease] in these pools was due to $XXX in principal payments and $XXX of
loan sales. The Corporation records an allowance for credit losses on these loans without regard to the existence of the purchased loss protection because the protection does not represent a guarantee of individual loans.

In addition, the Corporation has entered into credit protection agreements with FNMA and FHLMC totaling $XXX and $6.6 billion as of
September 30, 2010 and December 31, 2009, providing full protection on conforming residential mortgage loans that become severely delinquent. The Corporation does not record an allowance for credit losses on these loans because the
loans are individually guaranteed.

 Note 8 – Securitizations and Other Variable Interest Entities, page 30

2.
We note your response to prior comment 13 to our letter dated May 3, 2010 and the related disclosures on page 34 of your March 31, 2010 Form 10-Q; however,
it does not appear that you have addressed our comment in its entirety. Accordingly, as previously requested, to the extent that it is at least reasonably possible that an exposure to loss exists in excess of amounts accrued related to
representations and warranties, please revise your future filings to disclose an estimate of the possible loss or range of loss or provide explicit disclosure that you are unable to make such an estimate.

Response:
In Note 8 to the consolidated financial statements included in our Form 10-Q for the three and six months ended June 30, 2010, we expanded our disclosures
related to obligations from our representations and warranties and revised our disclosures to explicitly state that we are unable to estimate the possible loss or range of loss for certain monoline financial guarantors (monolines). In addition, we
established a liability related to repurchase requests subject to negotiation and unasserted requests to repurchase current and future defaulted loans where those losses are both probable and reasonably estimable based upon a more consistent
repurchase experience with certain monolines. We will continue to update our recorded liability and related disclosures as our process becomes more refined based on the level of repurchase requests, defects identified, the latest experience gained
on repurchase requests and other relevant facts and circumstances.

 The following are the specific disclosures included in our Form 10-Q for the three and six
months ended June 30, 2010, which we will also include in future filings, where applicable:

 The Corporation and its
legacy companies have an established history of working with the GSEs on repurchase requests and have generally established a mutual understanding of what represents a valid defect and the protocols necessary for loan repurchases. However, unlike
the repurchase protocols and experience established with GSEs, experience with the monolines and other third party buyers has been varied and the protocols and experience with the monolines has not been as predictable as with the GSEs. In addition,
the Corporation and its legacy companies have very limited experience with private label MBS repurchases as the number of repurchase requests received has been very limited.

Loans have been repurchased and a liability for representations and warranties has been established for monoline repurchase requests,
based upon valid identified loan defects. A liability has also been established for monoline repurchase requests that are in the process of review based on historical repurchase experience with each monoline to the extent such experience provides a
reliable basis on which to estimate incurred losses from future repurchase activity. A liability has also been established related to repurchase requests subject to negotiation and unasserted requests to repurchase current and future defaulted loans
where it is believed a more consistent repurchase experience with certain monolines has been established. For other monolines, in view of the inherent difficulty of predicting the outcome of those repurchase requests where a valid defect has not
been identified or the inherent difficulty in predicting future claim requests and the related outcome in the case of unasserted requests to repurchase loans from the securitization trusts in which these monolines have insured all or some of the
related bonds, the Corporation cannot reasonably estimate the eventual outcome. In addition, the timing of the ultimate resolution or the eventual loss, if any, related to those repurchase requests cannot be reasonably estimated. For the monolines
where there has not been established sufficient, consistent repurchase experience, it is not possible to estimate the possible loss or a range of loss. Thus, a liability has not been established related to repurchase requests where a valid
defect has not been identified, or in the case of any unasserted requests to repurchase loans from the securitization trusts in which such monolines have insured all or some of the related bonds.

We provide additional commentary, as well as new and planned disclosures, regarding our inability to estimate the possible loss or range
of loss for representations and warranties to monolines in our responses to your comments 3a, 3b, 4, and 5 below.

3.
In regards to your representations and warranties exposure, please tell us and revise your future filings to address the following:

a)
Disclose whether there is a particular time period that you have to respond to the repurchase request, and if so, what occurs if you do not respond timely;

 Rule 83 confidential treatment request made by Bank of America Corporation

Response:
With respect to the government-sponsored enterprises (the GSEs), the governing contracts generally require that lenders respond to repurchase requests within 30
days of the date of request. [***Redacted***]

 The following disclosure was included in our Form
10-Q for the three and six months ended June 30, 2010. To further enhance the disclosures noted in our response to comment 2, the following will be provided in future filings, where applicable (changes are underlined):

The Corporation and its legacy companies have an established history of working with the GSEs on repurchase requests and have generally
established a mutual understanding of what represents a valid defect and the protocols necessary for loan repurchases. As soon as practicable after receiving a repurchase request from either of the GSEs, the Corporation evaluates the request and
takes appropriate action. Claim disputes are generally handled through loan-level negotiations with the GSEs and the Corporation seeks to provide a final response to the repurchase request within 90 to 120 days of the receipt of the request.
However, unlike the repurchase protocols and experience established with GSEs, experience with the monolines and other third party buyers has not been as predictable as with the GSEs. The timetable for response and resolution varies by contract.
Where a breach of our representations and warranties is confirmed, settlement is generally reached within 60 to 90 days. In addition, the Corporation and its legacy companies have very limited experience with private label MBS repurchases as the
number of repurchase requests received has been very limited.

b)
Disclose the level of unresolved claims existing at the balance sheet dates by claimant (GSE, monoline insurer, mortgage insurer, other) and loan type (prime,
subprime, Alt-A, etc.). If amounts have grown over the periods for any claimant or specific loan type, address any qualitative factors that are considered in your methodology to account for this fact;

Response:
In Note 8 to the consolidated financial statements included in our Form 10-Q for the three and six months ended June 30, 2010, we revised our disclosures
related to our unresolved claims by claimant.

 The level of unresolved claims during the three and six months
ended June 30, 2010 increased for both the GSEs and monolines. With respect to the GSEs, this increase is predominantly attributable to an increase in the level of new claims asserted combined with a lag in our capacity to respond to the higher
volume of claims. While we are in the process of substantially increasing staffing and utilizing outsourcing alternatives to address challenges posed by this trend, there will be a period of time in which it takes to reduce the backlog of unresolved
claims and reach an effective balance of experienced resources and claims activity. [***Redacted***] With respect to the monolines, claim activity has been volatile and unpredictable. [***Redacted***]

Because our liability for representations and warranties with respect to the GSEs considers likely repurchases on a lifetime basis, any
temporary change to the unresolved repurchase pipeline generally would have no direct impact on our methodology to estimate the liability and therefore no impact on the established liability. This is also the case for certain monolines where because
of a more consistent repurchase experience we have established a liability related to repurchase requests subject to negotiation and unasserted requests to

repurchase current and future defaulted loans. However, for monolines for which we are not able to estimate such a liability as any losses are not probable and reasonably estimable, we will
continue to evaluate the higher level of unresolved repurchase claims stemming from an increase of claims in process (as opposed to the failure of the monolines to rescind claims) as we obtain sufficient, consistent repurchase experience to
establish a liability.

 Due to the timing of when we received your letter, we were unable to incorporate all of the enhanced
disclosures in our Form 10-Q for the three and six months ended June 30, 2010. In future filings, we will provide the following disclosures regarding unresolved claims by loan type and comment on trends, where applicable (changes are
underlined):

 Although the timing and volume has varied, repurchase and similar requests have increased from buyers and
insurers including monolines. However, a very limited number of repurchase requests have been received related to private label MBS transactions. A loan by loan review of all repurchase requests is performed and demands have been and will continue
to be contested to the extent not considered valid. Overall, repurchase requests and disputes have increased with buyers and insurers regarding representations and warranties, which has resulted in an increase in unresolved repurchase
requests. At September 30, 2010, the unpaid principal balance of loans related to unresolved repurchase requests previously received from investors and insurers was approximately $XXX, including $XXX from the GSEs, $XXX from the monolines,
$XXX from other investors, and $XXX from private label MBS transactions. Comparable amounts at December 31, 2009, were approximately $7.6 billion, including $3.3 billion from the GSEs, $2.9 billion from the monolines, $1.4 billion from other
investors, and $30 million from private label MBS transactions. At September 30, 2010, the unpaid principal balance of loans related to unresolved repurchase requests previously received from investors and insurers included $XXX of prime
loans, $XXX of Alt-A loans, $XXX of home equity loans, $XXX of pay option loans, $XXX of subprime loans, and $XXX of other products. Comparable amounts at December 31, 2009, were $1.4 billion of prime loans, $2.0 billion of Alt-A loans, $2.3
billion of home equity loans, $1.2 billion of pay option loans, $0.6 billion of subprime loans, and $0.1 billion of other products.

c)
Disclose, by claimant and loan type, the unpaid principal balance related to investor demands that were resolved either by repurchasing the loan or reimbursing the
investor for losses during the periods, and the fair value of the loans subject to these claims;

Response:
In Note 8 to the consolidated financial statements included in our Form 10-Q for the three and six months ended June 30, 2010, we disclosed by product
(first-lien and home equity) the total unpaid principal balance related to investor demands that were resolved by repurchasing the loan or reimbursing the investor for losses for both first-lien and home equity securitizations. In future filings, we
will expand this disclo