EXHIBIT 14.1


                                 CODE OF ETHICS




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BANK OF AMERICA CORPORATION CODE OF ETHICS AND
GENERAL POLICY ON INSIDER TRADING

BANK OF AMERICA CORPORATION CODE OF ETHICS

GENERAL STATEMENT

Bank of America Corporation is committed to the highest standards of ethical and
professional conduct, and this Code of Ethics provides you guidance in how to
uphold these standards. In addition, the General Policy on Insider Trading,
which is included in this booklet, sets forth the policies of the Corporation(1)
with respect to personal securities transactions. Additional direction is
provided in the job related manuals, policies and procedures of certain areas
because of the areas' particular activities, operating risks or individual
responsibilities, and in other publications that address associate conduct, such
as the ASSOCIATE HANDBOOK and the policies included therein. The Code of Ethics,
the General Policy on Insider Trading, the ASSOCIATE HANDBOOK, any work-related
manuals, policies or procedures applicable to you, and any other publications
that address associate conduct are collectively referred to as the "Documents."

This Code supersedes and replaces any prior communications, policies, rules,
practices, standards and/or guidelines to the contrary, whether written or oral.
To the extent there are any conflicts with the ASSOCIATE HANDBOOK, the language
of this Code controls.

This Code consists of basic standards of business practice as well as
professional and personal conduct. Such standards require honesty and candor in
our activities, including the observance of the spirit and the letter of the
law. As set forth below, these standards have both personal and corporate
implications.

PERSONAL CONDUCT. Because the Corporation is judged by the collective
performance and public perception of its associates, you must always act in a
manner that merits public trust and confidence. The following are our basic
principles of personal conduct:

o You must not take any action, either personally or on behalf of the
  Corporation, which will violate any law or regulation affecting our business.

o You must perform your assigned duties to the best of your ability and in the
  best interests of the Corporation, its customers, associates and shareholders.

o You must avoid all circumstances that could produce conflicts or the
  appearance of conflicts between your personal interests and those of the
  Corporation.

o You must comply with security and safety procedures established by the
  Corporation.

o You must adhere to and fully comply with all of the Corporation's policies and
  procedures, including the Code, the Policy and the ASSOCIATE HANDBOOK.

o You must respect the confidentiality of information obtained in the course of
  business, including information related to the financial affairs of customers
  or to the investment value of any business enterprise.

o You must exercise absolute candor and fully cooperate in providing facts and
  information in connection with company Investigations, or if requested of you
  by management or other authorized persons, to the fullest extent permitted by
  law.

o You must not use corporate resources or your corporate position in pursuit of
  personal interests that violate the documents or any law or regulation.

Some specific examples of prohibited conduct are set forth in the ASSOCIATE
HANDBOOK for your guidance, but such examples are not meant to be all-inclusive.

(1) THE TERMS "CORPORATION" AND "BANK OF AMERICA" REFER TO BANK OF AMERICA
CORPORATION AND ITS SUBSIDIARIES. FOR convenience, we USE THESE TERMS BECAUSE
VARIOUS COMPANIES WITHIN BANK OF AMERICA CORPORATION USE THIS BOOKLET THE USE OF
THESE TERMS HERE OR IN OTHER PUBLICATIONS DOES NOT MEAN YOU ARE ALT EMPLOYEE OF
SANK OF AMERICA CORPORATION. You REMAIN SOLELY ART EMPLOYEE OF THE COMPANY THAT
DIRECTLY PAYS YOUR WAGES, AND THE USE OF THESE TERMS OR ISSUANCE OF THIS BOOKLET
DOES NOT CHANGE YOUR EXISTING AT-WILL EMPLOYEE STATUS.


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CORPORATE CONDUCT. Our corporate activities should earn the confidence and trust
of our  customers,  associates  and  shareholders,  The  following are our basic
principles of corporate conduct:

o The Corporation will not cause or tolerate any violation of law or regulation
  in the conduct of its business or related activities.

o The Corporation is committed to maintaining a level of earnings that provides
  an equitable return on investment for its shareholders; providing satisfying
  employment opportunities in its various communities; and providing financial
  services and resources that meet the needs of its customers and the
  communities it serves.

o The Corporation will cooperate fully with its regulators and auditors and will
  disclose, on a timely basis, information required for judging the soundness of
  its condition and its merits as art investment.

o The Corporation will maintain and uphold standards and procedures that are
  designed to safeguard the legitimate confidentiality of information pertaining
  to customers and associates.

o The Corporation will conduct its business in fair and open competition and
  will not enter into illegal arrangements with competitors affecting pricing or
  marketing policies.

ASSOCIATE RESPONSIBILITIES

The reputation of any financial institution depends upon the conduct and values
of its associates. Building and ensuring an unblemished reputation involves:

o creating a culture of personal accountability;

o shaping the judgment of each associate on basic matters of policy;

o providing specific direction for each associate's approach to a variety of
  situations;

o accepting responsibility for decisions based on these directions; and

o calling upon each associate's individual pride and spirit in being recognized
  as part of a respected professional entity.

As an associate within Bank of America, you must:

o be thoroughly familiar with, and periodically review, the Documents;

o be sensitive to situations that could result in inadvertent actions by
  yourself or your associates which could appear to be, or are directly in
  violation of, the Documents, or any law or regulation;

o ensure that job-related manuals, policies and procedures support the other
  Documents, and that these manuals, policies and procedures address ethical
  issues specific to your particular business activity;

o help other associates uphold the highest ethical standards;

o seek counsel regarding ethical issues through your manager or the Escalation
  Response Team at 1.888.411.1744; and

o maintain a working environment that is supportive of your responsibilities as
  set forth in the Documents.

CONFLICTS OF INTEREST

You must avoid conflicts between personal interests and the interests of Bank of
America, or even the appearance of such conflicts. You must not act on behalf of
Bank of America In any transaction involving persons or organizations with which
you, or a family member(2), has any financial or residual interest, other than
through a compensation or similar plan sponsored by Bank of America.

(2) AS USED IN THE BANK OF AMERICA CORPORATION CODE OF ETHICS, "FAMILY MEMBER"
MEANS YOUR SPOUSE OR DOMESTIC PARTNER, CHILD PARENT, GRANDPARENT, SIBLING OR
PARENT-IN-LAW. "FAMILY MEMBER" MAY BE DEFINED DIFFERENTLY IN OTHER POLICIES THAT
ARE INCORPORATED BY REFERENCE INTO THE CODE.


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Defined broadly,  a conflict of interest includes any situation in which you are
engaged in two or more  activities or  relationships  that, to some degree,  are
incompatible.  Such situations might include activities,  conduct or investments
that could conflict with your duty to Bank of America,  or that could  adversely
affect  your  judgment  or job  performance.  The  appearance  of a conflict  of
interest can often be as detrimental as a conflict  itself.  You should exercise
sound  judgment  before  committing  to any  activity  or  participating  in any
transaction  that  could  potentially  be a  conflict.  In  general,  you should
consider the following factors to avoid conflict of interest situations:

o PERCEPTION. Could the activity or transaction be perceived as a conflict of
  interest or a potential conflict by others, including associates, customers,
  suppliers, competitors, regulators or the public? If all the facts of the
  activity or transaction were made public, would you or the Corporation be
  embarrassed?

o INTENT. Is the activity or transaction being offered in an attempt to
  influence your judgment?

o IMPACT. Will the Corporation be disadvantaged if you participate in the
  activity or transaction?

o OBJECTIVITY. Will participation in the activity or transaction in any way
  affect your ability to be objective with regard to any decision concerning a
  customer, associate or supplier?

o TIME CONSIDERATIONS. Will the time required for the activity or transaction
  interfere with your ability to effectively carry out your job responsibilities
  at Bank of America?

WORK CONFLICTS AND OUTSIDE ACTIVITIES. If you decide to pursue additional
employment, engage In an independent business venture or perform services for
another business organization, you must disclose such activities to your manager
and obtain his or her preapproval to avoid any potential conflicts. You must not
pursue such activities during Bank of America business hours or allow any
outside business, civic or charitable activities to interfere with your job
performance.

A conflict of interest may arise when you or one of your family members is a
significant shareholder, director, officer, employee, consultant or agent of an
organization that Is a competitor, or that has current or prospective business
with Bank of America as a customer, supplier or contractor. In such event, you
must take steps to protect confidential information, remove yourself from
situations where conflicts may arise and otherwise take steps to ensure that
outside activities do not conflict with or impair your ability to perform your
responsibilities for Bank of America and do not adversely affect the Integrity,
goodwill or public perception of Bank of America.

OUTSIDE DIRECTORSHIPS OF ASSOCIATES. Although you are encouraged to take part in
community and charitable activities, due to the time demands and potential
conflicts of interest, you are encouraged to advise your manager before serving
on a board of a nonprofit organization. Directorships that will involve
significant time away from the Corporation, or that might otherwise interfere
with efficient performance of normal duties or pose a conflict of interest,
require the written approval of your manager.

If you wish to serve as a director of any profit-making organization, you must
first obtain the approval of the Finance Committee (or any successor committee).
The terms of any approval will determine whether you may keep the compensation
earned from a directorship. You may contact the Office of the Corporate
Secretary to determine the meeting schedule of the Finance Committee and the
process for submitting your request.


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You should avoid  directorships that might pose a conflict of interest or create
the appearance of a conflict of interest.  If an apparent or actual  conflict of
interest develops and cannot be immediately resolved, you must withdraw promptly
from  service as a director  of the outside  corporation  or  organization.  You
should also be aware that you have sole responsibility for your actions and that
the  Corporation  does not provide  indemnification  for associates who serve as
directors of outside  entities  unless such  service is at the specific  written
direction of an authorized representative of a Bank of America company.

You are to abstain from, and not be physically present during, negotiations,
preparations, recommendations or approvals of any extensions of credit or other
business transactions between any company in the Bank of America family and any
outside organization on whose board of directors you sit.

DUTY OF LOYALTY. You owe a duty of loyalty to the Corporation. You must not
deprive the Corporation of an opportunity or take for your own advantage an
opportunity that belongs to the Corporation. Further, you must not help others
do so if they are in a position to divert a corporate opportunity for their own
benefit.

GIFTS. You must not solicit, and are discouraged from accepting, gifts from
current or prospective customers or suppliers who are not family members. Gifts
valued in excess of $200 U.S. ($100 U.S. for broker-dealer associates) may not
be accepted. Gifts of money, in any amount, may not be accepted. You may accept
GIFTS valued at $200 U.S. ($100 U.S., if applicable) or less, if declining the
gift would damage the relationship, and the circumstances are appropriate when
the conflict of interest factors enumerated above are taken into consideration,
and you have not accepted gifts from the same source within the previous 12
months. Under no circumstance, however, may you receive GIFTS or anything of
value from current or prospective customers or suppliers If there i5 a corrupt
intent. You are also prohibited, on behalf of the Corporation, from giving,
offering or promising anything of value to an employee of another financial
institution in connection with any business of that Financial institution if
there is a corrupt intent.

You should dedicate the same careful consideration and thought for the
appropriateness of gifts to customers and suppliers of Bank of America as you
would apply to any gifts you receive.

Certain of the Corporation's business units have more restrictive policies with
respect to gifts. You must become familiar with the policies and procedures
applicable to you, and are encouraged to discuss the appropriateness of any
gift, given the circumstances, with your manager.

HOSPITALITY. You must not accept hospitality or entertainment that is:

o solicited;
o lavish or unusual;
o not a normal or customary type of amenity; or
o an expense reimbursed by a customer or supplier that the Corporation would not
  pay.

In addition, you should consider the following:

o RECIPROCITY. Are you in a position where you could provide reciprocal
  hospitality at Bank of America expense? You should consider not only the
  nature of the hospitality being offered, but also the organizational stature
  of the person making the offer.

o REASONABLENESS. Is the nature of the hospitality being offered typical for the
  size and status of the customer or supplier relationship? The type of
  hospitality being offered should be customary and appropriate with regard to
  your job responsibilities.


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You are encouraged to discuss the  appropriateness  of any offer of hospitality,
given the circumstances,  with your manager. If there remains any question as to
the  appropriateness  of such  offer,  the  matter  should be  escalated  to the
Escalation Response Team at 1.888.411.1744.

SUPPLIER RELATIONSHIPS. If you are authorized to approve or award orders,
contracts and commitments to suppliers of goods or services, you must do so
based on objective business standards to avoid any real or perceived personal
favoritism. Bank of America business of this nature must be conducted strictly
on an arm's-length basis with due regard to Bank of America policies Involving
public relations, community reinvestment and other business considerations.

FAIR DEALING. Bank of America will conduct its business equitably, fostering
fair and open competition. YOU MUST not imply the possibility of, or enter into
arrangements with, customers, competitors or suppliers that appear TO OR
directly violate applicable laws and regulations with regard to fair and open
competition. Further, you must not take unfair advantage of anyone through
manipulation, concealment, abuse of privileged information, misrepresentation of
material facts, or any other unfair-dealing practice.

CONFIDENTIALITY

Confidentiality is a fundamental principle of our business that is particularly
applicable to nonpublic information concerning Bank of America and to
information received by Bank of America from a customer or supplier for an
express business purpose. It applies with equal force to oral or informal
communications as well as to written, printed or computergenerated information.

Specific corporate policies exist regarding the use of information and adequate
control of critical and secured information. These policies include the General
Policy on Insider Trading, THE GLOBAL POLICIES AND PROCEDURES REGARDING
INFORMATION WALLS AND INSIDE INFORMATION, the CORPORATE INFORMATION SECURITY
POLICY and the PRIVACY POLICY FOR CONSUMERS. Associates must be familiar with
these policies and understand how such policies impact their work.

BANK OF AMERICA INFORMATION. Nonpublic information regarding Bank of America is
to be conveyed to others only on a reasonable need-to-know basis that furthers a
legitimate business purpose of Bank of America. Information is t0 be conveyed
with the express understanding that the information is confidential and is to be
used solely for the limited purpose for which it was received and given. Unless
otherwise instructed, you must treat internal Bank of America activities and
plans as confidential, to be disseminated within the internal structure of Bank
of America only on a need-to-know basis.

CUSTOMER INFORMATION. Bank of America subscribes to extremely high standards of
protection for personally identifiable confidential information obtained from or
about a customer, and recognizes its obligation to keep such customer
information secure and confidential. Such confidential information may Include
account balances and transaction data, financial condition, and anticipated
changes in management, business plan, or financial projections. The
Corporation's comprehensive Privacy Policy for Consumers covers consumer
customer information and is provided to consumer customers as required by law.

It is the policy of Bank of America to provide customer information to outside
companies only in order to conduct our business, comply with applicable law,
protect against fraud or other suspected illegal activity, provide products and
services to our customers, provide a good customer experience or comply with a
customer's request. Information shared will be limited to that needed or legally
required and subject to confidentiality agreements, where applicable. In
addition, you are authorized to access customer information only for legitimate
business purposes on a need-to-know basis. You are


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responsible for  understanding  your obligations to protect the  confidentiality
and  security  of  customer  information.  Bank of  America  provides  associate
training,  as appropriate,  to help you understand your obligations with respect
to  confidentiality  of  customer  information.  You may also  access  ASSOCIATE
GUIDELINES FOR CUSTOMER PRIVACY.

SUPPLIER INFORMATION. Confidential competitive information submitted to Bank of
America in connection with the purchase of products or services must be
maintained in strictest confidence in order to avoid giving or receiving any
improper competitive advantage with respect to any supplier.

ASSOCIATE PRIVACY. Information and communications on the Corporation's private
computer systems are subject to review, monitoring and recording at any time
without notice or permission. Unauthorized use or access may be subject to
prosecution or disciplinary action. Additional information regarding associate
privacy is set forth in the ASSOCIATE HANDBOOK.

DEALING WITH ASSETS OF BANK OF AMERICA
PROPER  USE AND  OWNERSHIP  OF BANK OF  AMERICA  ASSETS.  Proper  use of Bank of
America  assets  and  appropriate  recording  and  documentation  of such use is
essential to the financial soundness and Integrity of Bank of America.  You must
not  misuse  (including   inappropriate  Internet  usage)  or  remove  from  our
facilities furnishings,  equipment,  technology or supplies, unless specifically
authorized.  Further, you must not use Bank of America assets, or your POSITION,
for personal gain or another's advantage.  Additional information regarding your
use of the Internet and intranet is set forth in the ASSOCIATE HANDBOOK.

This policy applies equally to property created, obtained or copied by Bank of
America for its exclusive use, SUCH AS computer software, customer lists or
information, databases, data processing systems, files, reference materials,
reports, and the like. Neither originals nor copies may be used for any purpose
other than Bank of America business.

Any assets you create and any tangible contributions you make to the development
and implementation of Bank of America assets, whether directly or Indirectly,
while employed within Bank of America are Bank of America property and remain
its property even if you leave employment with Bank of America.

INTELLECTUAL PROPERTY. Bank of America owns all rights, title and interest in
intellectual property, including Inventions, improvements, works of authorship,
ideas, data, processes, computer software programs, and discoveries, conceived
or developed by you during your term of employment, relating to actual or
anticipated business of, or research or development by, Bank of America. You
must disclose all intellectual property promptly to your manager and execute all
documents and do all things necessary to assist Bank of America, at the
Corporation's expense, in obtaining protection for intellectual property.

RECORD RETENTION. The Corporation has along-standing record retention policy to
prevent, when appropriate, the destruction of records that would normally be
purged in the ordinary course of business. References in this section to
"company records" include all recorded information, regardless of medium or
characteristics (for example, paper, microfilm, magnetic disks/tapes, electronic
or OPTICAL), whether centrally stored or retained as desk files at your work
areas. "Company records" DOES not include customer records that may be subject
to subpoenas in actions, proceedings or investigations not involving the
Corporation. Such customer records are produced and retained in accordance with
policies and procedures that are separate from this Code.

Company records that might normally be destroyed under the Corporation's
standard Records Retention Schedule must not be destroyed if those records are
relevant to a


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pending,  threatened Or reasonably anticipated legal or administrative action or
proceeding against or by the Corporation or internal, regulatory or governmental
investigation   involving  the  Corporation   (for  purposes  of  this  section,
collectively  referred to as "Actions").  In general,  this means you must cease
record destruction (and prevent others from destroying records) if you are aware
or are notified that:

o there is an Action that may reasonably require production of company records;

o company records are covered by a request for production, subpoena or similar
  request; or

o the Corporation is voluntarily cooperating with governmental or regulatory
  authorities or other outside parties in any action, proceeding or
  investigation that may reasonably require production of company records.

If there is any question as to whether a particular record should be maintained,
written approval must be obtained from an authorized Legal Department
representative prior to its destruction.

Company records destroyed after the Corporation is on notice of an Action may
result in penalties to the Corporation and to the individuals involved.

For information regarding the Bank of America Records Management Program, you
may access http://iorder.bankofamerica.com/popup/records/main.htm.

MISAPPROPRIATION. Anyone who embezzles, steals or willfully misappropriates any
monies, funds or anything of value from Bank of America may be subject to fine,
imprisonment, restitution payment and other such actions conferred by law or
Bank of America policy, in addition to disciplinary action.

OFFICIAL DOCUMENTATION. You must not use official Bank of America stationery,
the corporate brand or other official documentation or use the name "Bank of
America" for any personal or nonofficial purpose since such use implies
endorsement by Bank of America.

PERSONAL FINANCIAL RESPONSIBILITY
FINANCIAL  CONDUCT.  You should conduct your financial  affairs in a responsible
and prudent manner, so as to be above criticism.

BORROWING. You may not personally borrow money from or lend to suppliers,
customers or other associates unless such loan is to or from a family member or
from an institution normally in the business of lending, and there Is no
conflict of interest. You may make an occasional loan of nominal value (such as
for lunch) to another associate as long as no interest is charged.

Certain borrowing from correspondent banks must be reported to the Office of the
Corporate Secretary. Those specific individuals who must report such borrowing
will be advised directly by the Office of the Corporate Secretary.

BUSINESS EXPENSES. You are responsible for the accurate and timely reporting of
expenses. All expenditures must be ordinary and necessary to accomplish expected
business purposes, include required approvals and be in accordance with existing
expense policies. Further, you must not use your business credit card for any
purpose other than appropriate business expenses. You may access the Bank of
America Corporate Travel and Expense Policies on the SUPPLY CHAIN MANAGEMENT WEB
SITE under Policies and Procedures.

PERSONAL FEES. Unless specifically authorized by Bank of America, you may not
accept personal fees or commissions in connection with any transaction on behalf
of Bank of America.


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COMPLIANCE WITH LAW
You must not take any action,  either personally or on behalf of the Corporation
that will violate any law, regulation or internal policy.

ANTI-MONEY LAUNDERING COMPLIANCE. Bank of America will cooperate fully, in
accordance with applicable laws, with the efforts of law enforcement agencies to
prevent, detect and prosecute money laundering and the financing of terrorism.
The Corporation will not knowingly do business with existing or prospective
customers (for purposes of this section, collectively referred to as
"customers") whose money Is believed to be derived from or used to support
criminal or terrorist activity. If the Corporation becomes aware of facts that
lead to the reasonable presumption that a customer is engaged in such activities
or that a customer's transactions are themselves criminal in purpose,
appropriate measures, consistent with the law, will be taken. Such measures
could include, for example, terminating business dealings with the customer,
closing or freezing the customer's accounts, and filing reports with
governmental authorities.

You must make reasonable efforts to determine the true identity of all customers
requesting the Corporation's products and services to help KEEP THE global
financial and trading systems from being used as a channel for financing crime
and terrorism. Business transactions will not be conducted with customers who
fail to provide appropriate evidence of their identity, or who seek to deceive
regulatory or law enforcement agencies by providing altered, incomplete or
misleading information. The Corporation will also avoid transactions with
financial institutions and jurisdictions that knowingly facilitate the efforts
of criminals, terrorists and others t0 disguise the source, ownership and
movement of their funds. It is vital for all associates to understand fully
those actions that may constitute a violation of applicable anti-money
laundering statutes and to report any potential violation in the manner set
forth in the CORPORATE ANTI-MONEY LAUNDERING COMPLIANCE MANUAL.

BRIBES AND OTHER IMPROPER PAYMENTS. You may not utilize, either directly or
indirectly, Sank of America funds or property for any unlawful or improper use.
Accordingly, you must not give any bribes, kickbacks, promises or any other
thing of value t0 any person or entity or accept any such thing of value from
any person or entity to obtain or retain business or for any reason whatsoever.
In addition, you shall not make any unlawful preferential extension of credit to
any officer, customer, director or principal shareholder of any customer or
prospective customer. This policy should not be construed to limit the use of
Bank of America funds and other assets ire the ethical pursuit of acquiring
additional business for Bank of America In the normal course of business.

FOREIGN CORRUPT PRACTICES ACT. You must not give or promise to give money or
anything of value to any executive, official or employee of any government,
governmental agency, political party (including candidates for political office)
or other organization if it could reasonably be construed as being intended to
influence a Bank of America business relationship with such entity. Such
payments must not be made by you or any agent of Bank of America to obtain or
retain business or secure any improper advantage.

POLITICAL CONTRIBUTIONS. It is the policy of Bank of America to encourage
informed participation in governmental, regulatory and elective processes. You
may elect to make personal political contributions, either directly or through
political action committees as prescribed and permitted by applicable local,
state and federal laws, as well as the laws of any applicable jurisdiction
outside of the United States.

Federal statutes make it unlawful for a national bank to make any contribution
or expenditure through the use of funds, services, property or other resources
in conjunction with any federal, state or local election. Additionally,
corporations


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are also  restricted  from making  campaign  contributions  and  expenditures in
federal elections and In many states.

Certain broker-dealer associates and other associates who may refer municipal
securities business to Banc of America Securities LLC are subject to additional
conditions regarding political contribution and volunteer activities. These
associates should consult their job related policy manual or their manager for
SPECIFIC guidance.

CLICK HERE for more detailed information on the Sank of America corporate
political activity policy.

ACCOUNTING. Bank of America has established internal accounting and operating
controls t0 ensure the integrity and objectivity of the Corporation's
consolidated financial statements. You must maintain and adhere to these
controls so that all underlying transactions, both within Bank of America and
with third parties, are properly documented, recorded and reported, Further, you
must promote full, fair, accurate, timely and understandable disclosure in
reports and documents that Bank of America files with, or submits to, the
Securities and Exchange Commission and in other public communications made by
the Corporation.

INVESTIGATIONS. You must cooperate fully with any Investigation, internal audit,
external audit or regulatory Examination.

REPORTING CERTAIN CONDUCT

Bank of America can be held criminally liable if one of its associates,
directors or agents commits certain crimes. Accordingly, if you have knowledge
or information about employment-related conduct by another associate, director
or agent of the Corporation that you reasonably believe to be a crime, a
material violation of law or regulation, a dishonest act (including
misappropriation of funds or anything of value from Bank of America or the
improper recording of the Corporation's assets or liabilities), a breach of
trust or other conduct that might seriously affect the reputation of Bank of
America, whether or not the Corporation is victimized, you must promptly report
the relevant facts to the Escalation Response Team at 1.888.411.1744. In
addition, if you become aware of any circumstances or activities that may
conflict with the Code, you should report such matters to the Escalation
Response Team. You will not be retaliated against for reporting information In
good faith in accordance with this POLICY. Also under federal law, any crime or
suspicious activity against or involving a financial institution must be
reported to its regulators. You should be alert to situations that may
constitute criminal wrongdoing against or involving Bank of America. You have
the responsibility to identify and report the relevant facts to the Escalation
Response Team.

ESCALATION PATH
In the event  specific  guidance  is not  available  in the  Documents  or other
corporate  publications  regarding  a  particular  situation,  you should  first
contact your manager.  If the situation cannot be resolved,  or if it relates to
an action that is, or appears to be, a violation  of an  ethics-related  policy,
you should contact the Escalation Response Team at 1.888.411.1744.

With respect to the resolution of any particular issue, the Escalation Response
Team will:

o coordinate the involvement of the appropriate internal teams (such as
  Corporate Audit, Corporate Compliance, Corporate Security, Personnel,
  executive management and/or internal legal counsel) as needed;


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o together  with the  appropriate  internal  teams,  provide  associates  with a
  clearer interpretation of "gray areas" in those instances where specific
  guidance is not available; and

o serve as a necessary step in the escalation path for the resolution of major
  deviations from policy, Including the responsibility to promptly report
  significant matters to the appropriate internal team, as needed.

WAIVERS OF CODE
The Board of directors must approve any waiver of the Code for any executive
officer or director. Further, to the extent mandated by the rules of the
Securities and Exchange Commission, any waiver of the Code for any other officer
will require approval by the Board of Directors. The Corporation will promptly
disclose any such waiver via a press release or other public riling to the
extent required by law, regulation or any applicable stock exchange rule.

SUPPLEMENTAL POLICIES AND PROCEDURES
As previously indicated, you may be subject to policies and procedures
supplemental to this Code depending on your job function or your area of
responsibility. From time to time, the Corporation may publish additional
policies as deemed necessary or appropriate. Your manager should provide you
with a copy of all policies applicable to you.

DISCIPLINE
Violation of the Code or the other Documents (including the ASSOCIATE HANDBOOK)
constitutes grounds for disciplinary action, including termination of
employment.

FURTHER INFORMATION
If you have any questions about the Code, or about Its applicability with
respect to a particular matter, please contact the Escalation Response Team at
1.888.411.1744.


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BANK OF AMERICA CORPORATION
GENERAL POLICY ON INSIDER TRADING


PURPOSE
This General Policy on Insider Trading sets forth standards of conduct
applicable to the directors and associates of Sank of America Corporation and
its direct and indirect subsidiaries whenever they are conducting securities
transactions, whether for themselves or on behalf of others.

BACKGROUND
Federal and state laws prohibit you from buying, selling, recommending or making
other transfers of securities if you are aware of material, nonpublic
information about the issuer of the securities. These laws also prohibit you
from disclosing this information t0 others who may trade in those securities.
The consequences of an insider trading violation can be severe, both for you and
for the Corporation. The Corporation has adopted this Policy to protect you and
the Corporation from the serious liabilities and penalties that can result from
violations of the insider trading laws.

This Policy applies t0 all directors and associates, as well as to your family
members who reside in your household or whose securities transactions are
subject to your influence or control.

This Policy is incorporated in the Bank of America Corporation Code of Ethics. A
booklet including the Code and the Policy is provided to each associate upon his
or her commencement of employment, as well as to those directors who are not
associates. You are required to execute the attached Acknowledgment stating that
you have read, and understand and agree to comply with, the Policy and the Code.
The Corporation will periodically issue communications reminding associates and
directors of their individual responsibility to comply with Corporation
policies, including those that relate to insider trading and personal securities
transactions.

STATEMENT OF POLICY
You may, from time to time, have access to material, nonpublic Information
concerning the Corporation, its customers or suppliers, or other companies. The
following statement regarding the use and disclosure of this Information applies
to all your activities, whether related to your official duties for the
corporation or to your personal affairs:

YOU MUST NOT BUY, SELL, RECOMMEND OR OTHERWISE TRADE IN ANY SECURITY, EITHER
PERSONALLY OR ON BEHALF OF OTHERS, INCLUDING TRADING FOR PROPRIETARY OR
FIDUCIARY ACCOUNTS OF THE CORPORATION, WHILE IRE POSSESSION OF MATERIAL,
NONPUBLIC INFORMATION RELATING TO SUCH SECURITY, OR COMMUNICATE OR DISCLOSE, IN
ANY MANNER, MATERIAL, NONPUBLIC INFORMATION TO OTHERS IN VIOLATION OF A DUTY TO
KEEP SUCH INFORMATION CONFIDENTIAL.

You should consider information "material" if a reasonable investor would
consider it important in deciding whether to buy, sell or hold a company's
securities (in other words, if the information is reasonably certain to have an
effect on the price of the securities, whether such effect is positive or
negative). You should consider information "nonpublic" if it is not generally
available to the public or investment community. For example, the Corporation
generally considers information nonpublic until the expiration of 24 hours
following a press release, a public filing with the Securities and Exchange
Commission or the appearance of an article in a newspaper or other publication
of general circulation.


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You must not disclose or disseminate to others material, nonpublic information
about a company, either within or outside the Corporation, except on a
reasonable need-to-know basis that furthers a legitimate business purpose of the
Corporation or the subject company. Unlawfully disclosing or "tipping"
information about a company to others who then trade while in possession of the
information may give rise to claims against the person tipping the information.

The Corporation expects you to conduct your personal financial affairs in a
responsible and prudent manner. Further, Bank of America encourages you to
manage and develop personal financial resources responsibly within your means,
to maintain a sound financial condition and to invest in a responsible manner
with a view to achieving long-term financial goals. You must never engage in
investment practices that, by nature or practice are, or appear to be,
inconsistent with the Policy, or that are illegal, improper, unethical or
present a real or apparent conflict of interest.

SPECULATIVE TRADING. You must not engage in speculative trading with respect to
the Corporation's securities. This generally prohibits short sales and trading
in puts, calls and other options or derivatives with respect to the
Corporation's securities unless the transaction IS for legitimate,
non-speculative purposes and you have obtained prior approval for such
transaction from the Control Room at 1.704.388.3951. In the event the Control
Room approves any such transaction, the Corporation encourages you to effect
such transaction through an affiliated broker-dealer of the Corporation. The
Policy does not prohibit or require the approval of the Control Room for the
exercise of a stock option granted by the Corporation pursuant to one of its
stock option plans.

BLACKOUT PERIODS AND PRECLEARANCE PROCEDURES. From time to time, the Corporation
will designate certain senior officers as "Insiders" for purposes of the Policy.
Those officers who have been designated as "Insiders," as well as directors of
the Corporation, are prohibited from trading in the Corporation's stock during
the period 15 days before the end of each fiscal quarter through the end of the
trading day on which financial results for that quarter are released to the
public. Further, whether or not the Corporation IS in a trading blackout, if you
are a designated "Insider" or director of the Corporation, you must preclear any
transaction in Bank of America stock through a designated Legal Department
representative. The Corporation will notify you if you are a designated
"Insider" and provide you the names of appropriate Legal Department contacts.

EXCEPTION TO POLICY FOR BLIND TRUST ARID PRE-ARRANGED TRADING PROGRAMS.
Notwithstanding the general prohibition set forth above, you may effect
transactions in Corporation securities during a trading blackout or at a time
when you are in possession OF material, nonpublic information if your
transactions are pursuant to a blind trust or trading program that complies with
the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934. If
you are a director or designated "Insider" subject to the blackout policy and
preclearance procedures, you must obtain preclearance from a designated Legal
Department representative prior to establishing a blind trust or a prearranged
trading program in Bank of America securities.

The Corporation reserves the right to bar any transactions pursuant to a l0b5-1
trading program in Bank of America securities if the Board of Directors, in
consultation with executive management and the Legal Department, determines that
such a bar is in the best Interests of the Corporation.

INFORMATION WALL BETWEEN COMMERCIAL AND INVESTMENT BANKING
AND FIDUCIARY ACTIVITIES
The Corporation has a policy to prevent the flaw of material, nonpublic
information FROM those associates engaged in commercial and investment banking
to those associates who have trust or fiduciary responsibilities within the
Corporation. Therefore, you must not provide any material, nonpublic information
that may Influence a credit or investment


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decision to anyone who has fiduciary responsibilities within the Corporation.
Likewise, if you have fiduciary responsibilities within the Corporation, you
must not make any Investment decision based upon any such information from the
commercial or Investment banking side of the Corporation.

OTHER INFORMATION WALLS AND SUPPLEMENTAL POLICIES AND PROCEDURES FOR ASSOCIATES
OF DESIGNATED UNITS
In addition to the foregoing, there are other "Information Walls" and further
supplemental policies and procedures (for purposes of this Policy, collectively
referred to as the "Supplemental Policies") applicable to subsidiaries of the
Corporation, or departments or groups within the Corporation or such
subsidiaries, which, because of their specific activities, may have enhanced
access to, or an enhanced potential to misuse, material, nonpublic information
(for purposes of this Policy, collectively referred to as the "Designated
Units"). It is your responsibility to become familiar with, understand and
comply with all policies and procedures that relate to your area of
responsibility. The Supplemental Policies generally are designed to (i) prevent
the flow of information from associates in units that may receive material,
nonpublic information about issuers of securities to associates in units that
buy, sell or recommend securities to fiduciary and non-fiduciary accounts and
(ii) address other issues raised by the specific activities of each Designated
Unit. The Supplemental Policies also may impose additional restrictions on
personal securities transactions. Click the following link to access the
principal BANK OF AMERICA GLOBAL POLICIES AND PROCEDURES REGARDING INFORMATION
WALLS AND INSIDE INFORMATION.

Your manager should inform you as to whether you are in a Designated Unit and
should provide you a copy of any Supplemental Policies applicable to you at the
time of the commencement of your employment (or assumption of duties). All
associates in each Designated Unit generally are required to acknowledge that
they have read, and understand and agree to comply with, the Supplemental
Policies applicable to their Designated Unit. In addition, all associates deemed
by their manager to be in one of the Designated Units are required, among other
things, to attend periodic informational and compliance sessions relating to
insider trading, and to provide data relating to personal securities
transactions to the Control Room, or as directed by their manager.

PENALTIES
Violations of any portion of the Policy may result in disciplinary action,
including termination of employment. In addition, violations of insider trading
requirements may subject you to civil and criminal penalties, fines and jail
terms, and serious sanctions could be imposed against your managers and the
Corporation.

FURTHER INFORMATION

If you have any questions about the Policy, or about its applicability with
respect to a particular matter, please contact the Control Room at
1.704.388.3981.


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