SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) or (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

BANK OF AMERICA CORPORATION

(Exact name of registrant

as specified in its charter)

Delaware

(State of incorporation or organization)

56-0906609

(IRS Employer

Identification No.)

BANK OF AMERICA CORPORATION

Bank of America Corporate Center

Charlotte, North Carolina

(Address of principal executive offices)

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

  

Name of each exchange on which

each class is to be registered

         

Minimum Return Equity Appreciation Growth

LinkEd Securities “Index EAGLES®,”

due March 25, 2011, Linked to the

Dow Jones Industrial AverageSM

   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 Minimum Return Equity Appreciation Growth LinkEd Securities “Index EAGLES®,” due March 25, 2011, Linked to the Dow Jones Industrial AverageSM (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 March 21, 2006 filed with the SEC pursuant to Rule 424(b) promulgated under the Act, which description is incorporated herein by reference.

Item 2. Exhibits

 

Exhibit

No.

   

Description and Method of Filing

4.1    Form of Registrant’s Minimum Return Equity Appreciation Growth LinkEd Securities “Index EAGLES®,” due March 25, 2011, Linked to the Dow Jones Industrial AverageSM
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.

 

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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 by the undersigned, thereto duly authorized.

 

    BANK OF AMERICA CORPORATION
Date: March 21, 2006    

By:

   /s/ Karen Gosnell
       

KAREN GOSNELL

Senior Vice President

 

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Exhibit Index

 

4.1    Form of Registrant’s Minimum Return Equity Appreciation Growth LinkEd Securities “Index EAGLES®,” due March 25, 2011, Linked to the Dow Jones Industrial AverageSM
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.

 

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