Exhibit 99.1
[FORM OF FACE OF RECEIPT]
THE DEPOSITARY SHARES REPRESENTED BY THIS RECEIPT ARE NOT SAVINGS ACCOUNTS, DEPOSITS OR OTHER
OBLIGATIONS OF A BANK AND ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENT AGENCY.
UNLESS THE RECEIPT IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A
NEW YORK CORPORATION (DTC), TO THE BANK OF NEW YORK MELLON (THE DEPOSITARY) OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY RECEIPT OR CERTIFICATE ISSUED IS REGISTERED
IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF
DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
DEPOSITARY RECEIPT FOR DEPOSITARY SHARES, EACH
REPRESENTING ONE-TWELVE HUNDREDTH OF ONE SHARE OF FLOATING RATE
NON-CUMULATIVE PREFERRED STOCK, SERIES 1,
OF
BANK OF AMERICA CORPORATION
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
CUSIP 060505633
SEE REVERSE FOR CERTAIN DEFINITIONS
THE BANK OF NEW YORK MELLON, as Depositary (the Depositary), hereby certifies that is the registered owner of DEPOSITARY SHARES
(Depositary Shares), each Depositary Share representing one-twelve hundredth of one share of
Floating Rate Non-Cumulative Preferred Stock, Series 1, par value $0.01 per share (the Stock), of
Bank of America Corporation, a Delaware corporation (the Corporation), on deposit with the
Depositary, subject to the terms and entitled to the benefits of the Deposit Agreement, dated as of
November 1, 2004, as amended from time to time (the Deposit Agreement), among the Corporation (as
successor to Merrill Lynch & Co., Inc), the Depositary (as successor to JPMorgan Chase Bank, N.A.)
and the holders from time to time of the Depositary Receipts. By accepting this Depositary Receipt, the holder hereof becomes a party to and agrees to be bound by
all the terms and conditions of the Deposit Agreement. This Depositary Receipt shall not be valid
or obligatory for any purpose or entitled to any benefits under the Deposit Agreement unless it
shall have been executed by the Depositary by the manual signature of a duly authorized officer or,
if executed in facsimile by the Depositary, countersigned by a Registrar in respect of the
Depositary Receipts by the manual signature of a duly authorized officer thereof.
Dated:
Countersigned:
THE BANK OF NEW YORK MELLON, Depositary
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[FORM OF REVERSE OF RECEIPT]
BANK OF AMERICA CORPORATION
BANK OF AMERICA CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH RECEIPTHOLDER WHO SO REQUESTS
A COPY OF THE DEPOSIT AGREEMENT AND A COPY OR SUMMARY OF THE CERTIFICATE OF DESIGNATIONS OF THE
FLOATING RATE NON-CUMULATIVE PREFERRED STOCK, SERIES 1, OF BANK OF AMERICA CORPORATION. ANY SUCH
REQUEST IS TO BE ADDRESSED TO THE DEPOSITARY NAMED ON THE FACE OF THIS RECEIPT.
The Corporation will furnish without charge to each stockholder who so requests the powers,
designations, preferences and relative, participating, optional or other special rights of each
class of stock or series thereof of the Corporation, and the qualifications, limitations or
restrictions of such preferences and/or rights. Such request may be made to the Corporation or to
the Transfer Agent or Registrar.
EXPLANATION OF ABBREVIATIONS
The following abbreviations when used in the form of ownership on the face of this certificate
shall be construed as though they were written out in full according to applicable laws or
regulations. Abbreviations in addition to those appearing below may be used.
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Phrase Abbreviation |
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Phrase Abbreviation |
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JT TEN
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As joint tenants,
with right of
survivorship and
not as tenants in
common
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TEN BY ENT
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As tenants by the
entireties |
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TEN IN COM
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As tenants in common
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UNIF GIFT MIN ACT
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Uniform Gifts to
Minors Act |
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Word |
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Word |
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Word |
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Abbreviation |
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Abbreviation |
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Equivalent |
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Abbreviation |
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Equivalent |
ADM
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Administrator(s)
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EST
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Estate, of Estate of
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PAR
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Paragraph |
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Administratrix
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EX
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Executor(s), Executrix
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PL
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Public Law |
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AGMT
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Agreement
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FBO
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For the benefit of
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TR
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(As) trustee(s), for, of |
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ART
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Article
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FDN
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Foundation
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U
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Under |
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CH
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Chapter
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GDN
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Guardian(s)
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UA
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Under agreement |
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CUST
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Custodian for
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GDNSHP
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Guardianship
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UW
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Under will of, Of will of, |
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DEC
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Declaration
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MIN
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Minor(s)
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Under last will & testament |
For value received, hereby sell(s), assign(s) and transfer(s) unto
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE
2
PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING POSTAL ZIP CODE OF ASSIGNEE
Depositary Shares represented by the within Receipt, and do(es) hereby
irrevocably constitute and appoint Attorney to transfer the said Depositary Shares
on the books of the within named Depositary with full power of substitution in the premises.
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NOTICE: The signature to the assignment must
correspond with the name as written upon the
face of this Receipt in every particular,
without alteration or enlargement or any
change whatsoever. |
SIGNATURE GUARANTEED
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NOTICE: The signature(s) should be
guaranteed by an eligible guarantor
institution (banks, stockbrokers,
savings and loan associations, and
credit unions with membership in an
approved signature guarantee medallion
program), pursuant to Rule 17Ad-15 under
the Securities Exchange Act of 1934.
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