Form of Floating Rate Note





THIS NOTE IS A GLOBAL
SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS
REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY.  THIS NOTE IS NOT EXCHANGEABLE FOR NOTES
REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE,
EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER
OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITORY
TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE
DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN
THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.


Unless this Note is presented by an authorized
representative of The Depository Trust Company, a New York corporation (55 Water
Street, New York, New York) ("DTC"), to the Corporation or its agent for
registration of transfer, exchange or payment, and this Note is registered in
the name of Cede & Co. or such other name as requested by an authorized
representative of DTC, and unless any payment is made to Cede & Co., ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON
IS WRONGFUL since the registered owner hereof, Cede & Co., has an interest
herein.


THIS NOTE IS NOT A SAVINGS ACCOUNT OR A DEPOSIT, IS
NOT AN OBLIGATION OF OR GUARANTEED BY ANY BANKING OR NONBANKING AFFILIATE OF
BANK OF AMERICA CORPORATION, AND IS NOT INSURED BY THE FEDERAL DEPOSIT
INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL AGENCY.  


REGISTERED                                                                       $500,000,000


NUMBER R-1                                                                       CUSIP:
060505 BT0




ORIGINAL
ISSUE DATE:  July 26, 2005

MATURITY
DATE: August 2, 2010

BASE
RATE:  Three-Month LIBOR

INDEX
MATURITY: Three Months

SPREAD:  .10%

INTEREST
PAYMENT DATES: February 2, May 2, August 2, and November 2 of each year,

                                                    
commencing November 2, 2005

INTEREST RESET DATES:
February 2, May 2, August 2, and November 2 of each year

INTEREST DETERMINATION
DATES:  Two London banking days prior to
each interest period

RECORD DATES:  January 15, April 15, July 15, and October
15 of each year         

REDEMPTION DATES:  None

CALCULATION AGENT:  The Bank of New York

 




BANK OF AMERICA CORPORATION

Floating Rate SENIOR NOTES, DUE 2010




BANK OF
AMERICA CORPORATION, a Delaware corporation (herein called the "Corporation,"
which term includes any successor corporation under the Indenture referred to
on the reverse hereof), for value received, hereby promises to pay to CEDE
& CO., or registered assigns, the principal sum of FIVE HUNDRED MILLION
DOLLARS ($500,000,000) on August 2, 2010 (except to the extent redeemed or
repaid prior to that date).  The
Corporation will pay interest on such principal amount at a rate per annum
equal to three-month LIBOR (as defined below), plus 0.10%.  Interest shall be payable commencing on the
first Interest Payment Date succeeding the Original Issue Date and on each
Interest Payment Date thereafter and on the Maturity Date.  If the Corporation shall default in the
payment of interest due on an Interest Payment Date, then this Note shall bear
interest from the next preceding Interest Payment Date to which interest has
been paid, or, if no interest has been paid on the Notes, from July 26,
2005.  


Interest on
this Note will accrue from the Original Issue Date until the principal amount
is paid or duly provided for and will be computed as described in this
Note.  Interest payable on this Note on
any Interest Payment Date or on the Maturity Date will include interest accrued




 







from, and including, the preceding Interest Payment Date in respect of which
interest has been paid or duly provided for (or from and including the Original
Issue Date specified above if no interest has been paid or duly provided for,
as the case may be) to, but excluding, such Interest Payment Date or Maturity
Date, as the case may be.  If any
Interest Payment Date falls on a day that is not a Business Day (as defined
below), such Interest Payment Date shall be the following day that is a
Business Day (and no interest will accrue as a result of that postponement),
except if such next Business Day falls in the next calendar month, such
Interest Payment Date will be the preceding day that is a Business Day; and if
the Maturity Date falls on a day that is not a Business Day, principal or
interest payable with respect to such Maturity Date will be paid on the next
Business Day with the same force and effect as if made on such Maturity Date,
and no additional interest shall accrue for the period from and after such
Maturity Date.   Interest will be calculated
using the actual number of days in an interest period and a 360-day year. 


An interest
period is the period beginning on the Original Issue Date or an Interest
Payment Date and ending on the date immediately preceding the next following
Interest Payment Date or Maturity Date, as the case may be.  The interest rate on this Note in effect for
each interest period will be determined by the Calculation Agent using
three-month LIBOR on the Interest Determination Date for that interest period.  The Calculation Agent will add three-month
LIBOR as determined on the Interest Determination Date to the applicable Spread
to calculate the interest rate in effect for the applicable interest
period.  


"LIBOR" means
the London interbank offered rate for deposits of at least $1,000,000 in U.S.
dollars having an index maturity of three months, as that rate appears on
Telerate page 3750 at approximately 11:00 a.m., London time, on the Interest
Determination Date.  A "London banking
day" is any day on which dealings in deposits in U.S. dollars are transacted in
the London interbank market.


If no offered
rate appears on Telerate page 3750 on an Interest Determination Date at
approximately 11:00 a.m., London time, then the Calculation Agent (after
consultation with the Corporation) will select four major banks in the London
interbank market and will request each of their principal London offices to
provide a quotation of the rate at which three-month deposits in U.S. dollars
in amounts of at least $1,000,000 are offered by it to prime banks in the
London interbank market, on that date and at that time, that is representative
of single transactions at that time.  If
at least two quotations are provided, LIBOR will be the arithmetic average of
the quotations provided.  Otherwise, the
Calculation Agent will select three major banks in New York City and shall
request each of them to provide a quotation of the rate offered by it at
approximately 11:00 a.m., New York City time, on the Interest Determination
Date for loans in U.S. dollars to leading European banks having an index
maturity of three months for the applicable interest period in an amount of at
least $1,000,000 that is representative of single transactions at that
time.  If three quotations are provided,
LIBOR will be the arithmetic average of the quotations provided.  Otherwise, LIBOR for the next interest
period will be equal to LIBOR in effect for the then current interest period.


The interest
so payable, and punctually paid or duly provided for, on any Interest Payment
Date will be paid to the person in whose name this Note (or one or more
predecessor Notes evidencing all or a portion of the same debt as this Note) is
registered at the close of business on the Record Date for such Interest
Payment Date, whether or not a Business Day. 




                                                                                                          
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"Business Day" means any weekday that is not a legal holiday in New
York, New York or Charlotte, North Carolina and is not a day on which banking
institutions in those cities are authorized or required by law or regulation to
be closed.  


The principal
of and interest on this Note are payable in immediately available funds in such
coin or currency of the United States as at the time of payment is legal tender
for payment of public and private debts, at the office or agency of the
Corporation in New York or such other places that the Corporation shall
designate as provided in such Indenture; provided, however, that interest may
be paid, at the option of the Corporation, by check mailed to the person
entitled thereto at his address last appearing on the registry books of the
Corporation relating to the Notes. 
Notwithstanding the preceding sentence, payments of principal of and
interest payable on the Maturity Date will be made by wire transfer of
immediately available funds to a designated account maintained in the United
States upon (i) receipt of written notice by the Issuing and Paying Agent (as
described on the reverse hereof) from the registered holder hereof not less
than one Business Day prior to the due date of such principal and (ii)
presentation of this Note to the Issuing and Paying Agent, at The Bank of New
York, 101 Barclay Street, New York, New York 10286.  Any interest not punctually paid or duly provided for shall be
payable as provided in such Indenture.  



Reference is
made to the further provisions of this Note set forth on the reverse hereof,
which shall have the same effect as though fully set forth at this place.


Unless the
certificate of authentication hereon has been executed by the Trustee or by an
authenticating agent on behalf of the Trustee by manual signature, this Note
shall not be entitled to any benefit under such Indenture or be valid or
obligatory for any purpose.


 3









IN WITNESS
WHEREOF, the Corporation has caused this Note to be duly executed, by manual or
facsimile signature, under its corporate seal or a facsimile thereof.



                                                                              BANK OF AMERICA CORPORATION



                                                                               By:
_______________________________

[SEAL]                                                                   Title:
Senior Vice President



ATTEST:



By:______________________

            Assistant
Secretary






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CERTIFICATE
OF AUTHENTICATION


This is one of
the Securities of the series designated therein referred to in the
within-mentioned Indenture.


Dated:  July 26, 2005



                                                                                   THE BANK OF NEW YORK,


                                                                                    as Trustee



                                                                                 
By:__________________________

                                                                            
             Authorized Signatory










5















[Reverse
of Note]


BANK OF AMERICA CORPORATION

FLOATING RATE SENIOR NOTES, DUE 2010




This Note is
one of a duly authorized series of Securities of the Corporation unlimited in
aggregate principal amount issued and to be issued under an Indenture dated as
of January 1, 1995 (herein called the "Indenture"), between the Corporation
(successor to NationsBank Corporation) and The Bank of New York, as Trustee
(successor in interest to U.S. Bank Trust National Association, as successor
trustee to BankAmerica National Trust Company, herein called the "Trustee,"
which term includes any successor trustee under the Indenture), as supplemented
by a First Supplemental Indenture dated as of September 18, 1998, a Second
Supplemental Indenture dated as of May 7, 2001, and a Third Supplemental
Indenture dated July 28, 2004, to which Indenture and all indentures
supplemental thereto reference is hereby made for a statement of the respective
rights thereunder of the Corporation, the Trustee and the holders of the Notes,
and the terms upon which the Notes are, and are to be, authenticated and
delivered.  The series of which this
Note is a part also is designated as the Corporation's Floating Rate Senior
Notes, due 2010 (herein called the "Notes"), initially in the principal amount
of $500,000,000.  The amount of Notes of
this series may be increased by the Corporation in the future.  The Trustee initially shall act as Security
Registrar and Authenticating and Issuing and Paying Agent in connection with
the Notes.  


This Note is
not subject to any sinking fund.  


The provisions of Article Fourteen of the Indenture do
not apply to Securities of this Series.


As provided in the Indenture and subject to certain
limitations therein set forth, the transfer of this Note may be registered on
the Security Register or registry books of the Corporation relating to the
Notes, upon surrender of this Note for registration of transfer at the office
or agency of the Corporation designated by it pursuant to the Indenture, duly
endorsed by, or accompanied by a written instrument of transfer in form
satisfactory to the Corporation and the Trustee or the Security Registrar duly
executed by the registered holder hereof or his attorney duly authorized in
writing, and thereupon one or more new Notes, of authorized denominations and
for the same aggregate principal amount, will be issued to the designated
transferee or transferees.


No service charge will be made for any such registration
of transfer or exchange, but the Corporation may require payment of a sum
sufficient to cover any tax, assessment or other governmental charge payable in
connection therewith.


Prior to due presentment for registration of transfer of
this Note, the Corporation, the Trustee, the Issuing and Paying Agent, and any
agent of the Corporation may treat the person in whose name this Note is
registered as the absolute owner hereof for the purpose of receiving payment as
herein provided and for all other purposes, whether or not this Note be
overdue, and 



                                                                                                   
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neither the Corporation, the Trustee, the Issuing and Paying
Agent, nor any such agent of the Corporation shall be affected by notice to the
contrary.


The Notes are issuable only as registered Notes without
coupons in denominations of $5,000 and any integral multiple in excess
thereof.  As provided in the Indenture,
and subject to certain limitations therein set forth, the Notes are
exchangeable for a like aggregate principal amount of Notes of different
authorized denominations, as requested by the holder surrendering the same.


If an Event of Default (defined in the Indenture as (i)
the Corporation's failure to pay the principal of (or premium, if any, on) any
Notes when due, or to pay interest on the Notes within 30 days after the same
becomes due, (ii) the Corporation's breach of its other covenants contained in
this Note or in the Indenture, which breach is not cured within 90 days after
written notice by the Trustee or the holders of at least 25% in outstanding
principal amount of all Securities issued under the Indenture and affected
thereby, and (iii) certain events involving the bankruptcy, insolvency or
liquidation of the Corporation) shall occur with respect to the Notes, the
principal of all the Notes may be declared due and payable in the manner and
with the effect provided in the Indenture.


The Indenture
permits, with certain exceptions as therein provided, the amendment thereof and
the modification of the rights and obligations of the Corporation and the
rights of the holders of the Notes under the Indenture at any time by the
Corporation with the consent of the holders of not less than 66 2/3% in
aggregate principal amount of the Notes then outstanding and all other
Securities then outstanding under the Indenture and affected by such amendment
and modification.  The Indenture also
contains provisions permitting the holders of a majority in aggregate principal
amount of the Notes then outstanding and all other Securities then outstanding
under the Indenture and affected thereby, on behalf of the holders of all such
Securities, to waive compliance by the Corporation with certain provisions of
the Indenture and certain past defaults under the Indenture and their
consequences.  Any such consent or
waiver by the holder of this Note shall be conclusive and binding upon such
holder and upon all future holders of this Note and of any Note issued upon the
registration of transfer hereof or in exchange herefor or in lieu hereof
whether or not notation of such consent or waiver is made upon this Note.


No reference
herein to the Indenture and no provision of this Note or of the Indenture shall
alter or impair the obligation of the Corporation, which is absolute and
unconditional, to pay the principal of and interest on this Note at the times,
place, and rate, and in the coin or currency, herein prescribed.


No recourse
shall be had for the payment of the principal of or the interest on this Note,
or for any claim based hereon, or otherwise in respect hereof, or based on or
in respect of the Indenture or any indenture supplemental thereto, against any
incorporator, stockholder, officer, or director, as such, past, present, or future,
of the Corporation or any predecessor or successor corporation, whether by
virtue of any constitution, statute, or rule of law, or by the enforcement of
any assessment or penalty or otherwise, all such liability being, by the
acceptance hereof and as part of the consideration for issue hereof, expressly
waived and released.



                                                                                                    
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The Notes of this series shall be dated the date of
their authentication.


All terms used in this Note which are not defined
herein, but are defined in the Indenture shall have the meanings assigned to
them in the Indenture.


If the Notes
are to be issued and outstanding pursuant to a book-entry system, the following
paragraph is applicable: The Notes are being issued by means of a book-entry
system with no physical distribution of certificates to be made except as
provided in the Indenture.  The
book-entry system maintained by The Depository Trust Company ("DTC") will
evidence ownership of the Notes, with transfers of ownership effected on the records
of DTC and its participants pursuant to rules and procedures established by DTC
and its participants.  The Corporation
will recognize Cede & Co., as nominee of DTC, while the registered holder
of the Notes, as the owner of the Notes for all purposes, including payment of
principal, premium, if any, and interest, notices, and voting.  Transfers of the principal, premium, if any,
and interest to beneficial owners of the Notes by participants of DTC will be
the responsibility of such participants and other nominees of such beneficial
owners.  So long as the book-entry
system is in effect, the selection of any Notes to be redeemed will be
determined by DTC pursuant to rules and procedures established by DTC and its
participants.  The Corporation will not
be responsible or liable of such transfers or payments or for maintaining,
supervising, or reviewing the records maintained by DTC, its participants, or
persons acting through such participants.








                                                                                                           
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ABBREVIATIONS


The following
abbreviations, when used in the inscription on the face of the within Note
shall be construed as though they were written out in full according to
applicable laws or regulations:



                   TEN COM‐‐
  as tenants in common

                   TEN ENT‐‐     as tenants by the
entireties

                   JT
TEN‐‐         as joint tenants
with right of survivorship and not as tenants in common

                  UNIF GIFT MIN ACT‐‐............................Custodian..............................

                                                                (Cust)                                   (Minor)



                                           Under Uniform Gifts to Minors Act



                                         .........................................................

                                                               (State)



                             Additional
abbreviations may also be used though not in the above list.



                                                    ________________________________

 

                                                                           ASSIGNMENT


FOR VALUE
RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto


[PLEASE PRINT OR
TYPEWRITE NAME AND ADDRESS

INCLUDING
ZIP CODE, OF ASSIGNEE]


_____________________________________________________________________________


_____________________________________________________________________________


_____________________________________________________________________________


Please Insert Social Security or Other 

    Identifying
Number of Assignee: ______________________________


the within Note and all rights
thereunder, hereby irrevocably constituting and appointing
_____________________________________ Attorney to transfer said Note on the
books of the Corporation, with full power of substitution in the premises.


Dated:
_______________________               _________________________________________


NOTICE: The signature to this assignment must correspond with
the name as it appears upon the face of the within Note in every particular,
without alteration or enlargement or any change whatever and must be guaranteed.






                                                                                                             
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