X0304 4 2012-02-15 0000070858 BANK OF AMERICA CORP /DE/ BAC 0001442039 Montag Thomas K. 100 NORTH TRYON STREET CHARLOTTE NC 28255 1 Co-chief Operating Officer Common Stock 2012-02-15 4 M 0 5145.0000 0.0000 A 604408.0000 D Common Stock 2012-02-15 4 D 0 5145.0000 7.7800 D 599263.0000 D Common Stock 7556.0000 I Family Trust Common Stock 144012.0000 I GRAT II Common Stock 185224.0000 I GRAT III Common Stock 19875.0000 I GRAT IV Common Stock 576919.0000 I GRAT V 2012 Cash Settled Restricted Stock Units 0.0000 2012-02-15 4 A 0 125787.0000 0.0000 A 2013-02-15 Common Stock 125787.0000 125787.0000 D 2012 Performance Restricted Stock Units 0.0000 2012-02-15 4 A 0 918239.0000 0.0000 A Common Stock 918239.0000 918239.0000 D Stock Units 2011 0.0000 2012-02-15 4 M 0 5145.0000 0.0000 D 2012-02-15 Common Stock 5145.0000 0.0000 D Each Stock Unit is the economic equivalent of one share of Bank of America common stock. Award of restricted stock units on February 15, 2012 pursuant to the terms of a Restricted Stock Unit Award Agreement which is exempt under Rule 16b-3(d). These units vest and are payable solely in cash as follows: 1/12th of the stock units will vest and become payable on the 15th day of each month during the twelve month period beginning in March 2012 and ending in February 2013. Award of performance contingent restricted stock units (PRSUs) on February 15, 2012 pursuant to the terms of a Performance Contingent Restricted Stock Unit Agreement and the Bank of America Corporation 2003 Key Associate Stock Plan (KASP), which is exempt under Rule 16b-3(d) subject to the attainment of pre-established performance goals. The PRSU performance goals are based on the Company's return on assets measured each quarter based on the prior 12 month period. Each performance period is comprised of four calendar quarters and occurs on a rolling quarterly basis. The first performance period is the four calendar quarters ending December 31, 2012 and the last performance period is the the four calendar quarters ending December 31, 2016. To the extent earned, PRSUs will be settled 100% in shares. The earliest potential settlement date is March 1, 2015. The stock units were awarded on February 15, 2011 pursuant to the terms of a Stock Unit Award Agreement which is exempt under Rule 16b-3(d). These units vest and are payable solely in cash as follows:1/12th of the stock units will vest and become payable on the 15th day of each month during the twelve month period beginning in March 2011 and ending in February 2012. Thomas K. Montag/Roger C. McClary POA 2012-02-17