Bank of America Form 8-A

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. / X /

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. / /

Securities Act registration statement file number to which this form relates: 333-112708

Securities to be registered pursuant to Section 12(b) of the Act.

Title of each class
to be so registered

1.75% Capital Protected EquitY PerformanCe LinkEd Securities "Basket CYCLES™," due April 30, 2009, Linked to a Basket of Three Indices

Name of each exchange on which
each class is to be registered

American Stock Exchange LLC

Securities to be registered pursuant to Section 12(g) of the Act:
None

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Registrant's Securities to be Registered

The securities to be registered hereby are the Bank of America Corporation 1.75% Capital Protected EquitY PerformanCe LinkEd Securities "Basket CYCLES™," due April 30, 2009, Linked to a Basket of Three Indices (the "Notes"). A description of the Notes registered hereunder is set forth under the caption "Description of Debt Securities" in the prospectus included in the Registrant's Form S-3 Registration Statement (Registration No. 333-112708) (the "Registration Statement") filed with the Securities and Exchange Commission (the "SEC") on February 11, 2004, as supplemented by the information under the caption "Description of the Notes" in the prospectus supplement dated April 15, 2004 filed with the SEC pursuant to Rule 424(b) promulgated under the Securities Act of 1933, as amended (the "Act"), which description is incorporated herein by reference, and "Description of the Notes" in the pricing supplement dated April 25, 2005 filed with the SEC pursuant to Rule 424(b) promulgated under the Act, which description is incorporated herein by reference.

This Amendment No. 1 hereby amends the Registrant's Form 8-A filed on April 26, 2005, to amend the form of Note filed as Exhibit 4.1 herewith.

Item 2. Exhibits

Exhibit
No.

Description and Method of Filing

4.1

Form of Registrant's 1.75% Capital Protected EquitY PerformanCe LinkEd Securities "Basket CYCLES™," due April 30, 2009, Linked to a Basket of Three Indices

4.2

Indenture dated as of January 1, 1995 between the Registrant and The Bank of New York, incorporated herein by reference to Exhibit 4.1 of the Registrant's Registration Statement on Form S-3 (Registration No. 333-57533); as supplemented by a First Supplemental Indenture dated as of September 18, 1998, incorporated by reference to Exhibit 4.3 of the Registrant's Current Report on Form 8-K filed November 18, 1998; a Second Supplemental Indenture dated as of May 7, 2001, incorporated by reference to Exhibit 4.4 of the Registrant's Current Report on Form 8-K filed June 14, 2001; and a Third Supplemental Indenture dated as of July 28, 2004, incorporated by reference to Exhibit 4.4 of the Registrant's Current Report on Form 8-K filed August 27, 2004.

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this registration statement to be signed on its behalf of the undersigned, thereto duly authorized.

BANK OF AMERICA CORPORATION

Date: April 26, 2005                                                     By: /s/ KAREN A. GOSNELL
                                                                                                KAREN A. GOSNELL
                                                                                                Senior Vice President

Exhibit Index

4.1

Form of Registrant's 1.75% Capital Protected EquitY PerformanCe LinkEd Securities "Basket CYCLES™," due April 30, 2009, Linked to a Basket of Three Indices

4.2