Accelerated Return Notes^® Linked to a Basket of Three Financial Sector Stocks

  Issuer

Bank of America Corporation (“BAC”)

  Original Offering Price

$10.00 per unit

  Term

Approximately two years

  Market Measure

An approximately equally weighted basket of three financial sector stocks comprised of BB&T Corporation (NYSE symbol: “BBT”), KeyCorp (NYSE symbol: “KEY”), and Regions Financial Corporation (NYSE symbol: “RF”) (each, a “Basket Component”)

  Payout Profile at Maturity

—  3-to-1 upside exposure to increases in the Market Measure, subject to the Capped Value

—  1-to-1 downside exposure to decreases in the Market Measure, with 100% of your investment at risk

  Capped Value

[$13.00 - $13.40] per unit, a [30% - 34%] return over the Original Offering Price, to be determined on the pricing date

  Investment Considerations

This investment is designed for investors who anticipate that the Market Measure will increase moderately over the term of the notes, are willing to accept a capped return, take full downside risk and forgo interim interest payments.

  Preliminary Offering Documents  

http://www.sec.gov/Archives/edgar/data/70858/000119312513262474/d554386dfwp.htm

  Exchange Listing

No

Depending on the performance of the Market Measure as measured shortly before the maturity date, your investment may result in a loss; there is no guaranteed return of principal.

Payments on the notes are subject to the credit risk of BAC, and actual or perceived changes in the creditworthiness of BAC are expected to affect the value of the notes. If BAC becomes insolvent or is unable to pay its obligations, you may lose your entire investment.

Your investment return, if any, is limited to the return represented by the Capped Value and may be less than a comparable investment directly in the Basket Components.

Changes in the price of the Basket Components may offset each other.

If you attempt to sell the notes prior to maturity, their market value may be lower than the price you paid for the notes.

You will have no rights of a holder of the Basket Components, and you will not be entitled to receive shares of the Basket Components or dividends or other distributions by the issuers of the Basket Components.

We do not control any company included in the Basket and are not responsible for any disclosure made by any other company. The companies included in the Basket will have no obligations relating to the notes.

The Redemption Amount will not be adjusted for all corporate events that could affect the Basket Components.

The Basket is concentrated in financial sector.