Bank Of America Announces Increase In Maximum Consideration Of Tender Offer For Certain Subordinated Notes

Bank of America Corporation and its wholly-owned subsidiary Merrill Lynch & Co., Inc. (the “Offerors”) today announced that they have increased the maximum aggregate consideration in their pending tender offer (the “Offer”) for certain subordinated notes listed in the table below (collectively, the “Notes”) to $3.5 billion or its equivalent in the currencies in which certain of the Notes are denominated (as amended, the “Maximum Tender Consideration”). Previously, the Maximum Tender Consideration had been $1.5 billion (or its equivalent).

As previously announced, a total of approximately $3.593 billion or its equivalent in aggregate principal amount of the Notes had been tendered and not withdrawn as of the “Early Tender Deadline” for the Offer, which was 5:00 p.m., New York City time, on February 1, 2012.

The Offer will expire at 12:00 midnight, New York City time, on February 15, 2012, unless extended (the “Expiration Date”).

Tendered Notes may be subject to proration if the aggregate principal amount tendered on or prior to the Expiration Date would cause the aggregate cash consideration (excluding accrued interest) to exceed the Maximum Tender Consideration. The Notes tendered in each series will be accepted in numerical order according to the Acceptance Priority Level for that series as set forth in the table below. However, based on the increased size of the Offer and assuming no additional Notes are tendered subsequent to the Early Tender Deadline, all Notes that were tendered as of the Early Tender Deadline would be accepted for purchase.

The following table lists the series of Notes that are subject to the Offer, certain terms of the Offer and the aggregate principal amount of each series of Notes tendered and not withdrawn as of the Early Tender Deadline:
Title of Notes   CUSIP Number/


  Total Consideration 1   Acceptance Priority Level   Principal Amount Tendered (in millions)
6.50% Subordinated Notes, due September 2037 060505DL5 BofA 952.08 1 USD 307
6.22% Subordinated Notes due September 15, 2026 59022CAB9 ML&Co. 950.78 2 USD 517
6 7/8% Subordinated Debentures due 2028 2 338915AH4 BofA 972.51 3 USD 130
8.125% Subordinated Fixed Rate Notes due June 2, 2028 XS0365909125 ML&Co. 954.10 4 GBP 130
7¼% Subordinated Notes, due 2025 3 638585AP4 BofA 1,000.00 5 USD 194
4.625% Subordinated Notes, due February 2017 XS0286040331 BofA 917.50 6 EUR 238
6.80% Subordinated Notes, due 2028 3 638585BF5 BofA 950.15 7 USD 74
5.25% Subordinated Notes, due November 2016 XS0274375673 BofA 936.73 8 GBP 46
5.15% Subordinated Notes, due May 2017 CA060505DE15 BofA 941.98 9 CAD 162
5.42% Subordinated Notes, due March 15, 2017 060505DA9 BofA 976.66 10 USD 416
6.70% Subordinated Debentures due 2028 2 338915AM3 BofA 939.43 11 USD 65
Subordinated 5.50% Fixed Rate Registered Notes due November 22, 2021 XS0275719135 ML&Co. 805.39 12 GBP 34
Floating Rate Subordinated Notes, due 2016 060505CN2 BofA 810.39 13 USD 94
5.70% Subordinated Notes due May 2, 2017 59022CCS0 ML&Co. 981.74 14 USD 197
6.050% Subordinated Notes due May 16, 2016 5901884M7 ML&Co. 1,000.00 15 USD 224
Subordinated 4.625% Fixed Rate Registered Notes due September 14, 2018 XS0267828308 ML&Co. 818.85 16 EUR 13
4.00% Fixed/Floating Rate Callable Subordinated Notes, due March 2018 XS0249443879 BofA 825.00 17 EUR 185
4.75% Fixed/Floating Callable Subordinated Notes, due May 2017 XS0301928262 BofA 835.00 18 EUR 208
5¼% Subordinated Notes, due 2015 060505BG8 BofA 986.21 19 USD 45


1 The Total Consideration is expressed per 1,000 USD, EUR, GBP or CAD, as applicable. The Total Consideration includes the Early Tender Payment described below.

2 Originally issued by Fleet Financial Group, Inc.

3 Originally issued by NationsBank Corporation.

The “Total Consideration” listed in the table above includes a cash payment of 30.00 in USD, EUR, GBP or CAD, as applicable, per 1,000 principal amount in USD, EUR, GBP or CAD, as applicable. This “Early Tender Payment” will be made only for Notes that were validly tendered prior to the Early Tender Deadline and that are accepted for purchase. Notes that are tendered after the Early Tender Deadline will only be eligible to receive the “Tender Offer Consideration” for each series, which is an amount equal to the applicable Total Consideration for that series, minus the Early Tender Payment.

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