AMENDED AND RESTATED FINAL TERMS DATED 12 JUNE 2024

Amending and restating the Final Terms dated21 November 2014

BANK OF AMERICA CORPORATION

Issue of EUR 50,000,000 30-Year Range Accrual Notes

linked to the EUR/USD FX Rate, due 21 November 20442053

under the Bank of America Corporation, Merrill Lynch B.V., Merrill Lynch Capital Markets

AG and Merrill Lynch International & Co. C.V.

Note, Warrant and Certificate Programme

The Offering Circular referred to below (as completed by these Final Terms) has been prepared on the basis that any offer of Notes in any Member State of the European Economic Area which has implemented the Prospectus Directive (Directive 2003/71/EC) (as amended by Directive 2010/73/EU, the "Prospectus Directive") (each, a "Relevant Member State") will be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant Member State, from the requirement to publish a prospectus for offers of the Notes. Accordingly any person making or intending to make an offer of the Notes in that Relevant Member State may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. Neither the Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of Notes in any other circumstances.

The Notes will not be offered, sold or otherwise distributed in or from Switzerland and neither these Final Terms nor any other document relating to the Notes may be distributed in Switzerland in connection with any such offering, sale or distribution, except to selected qualified investors in accordance with the Swiss Federal Act on Collective Investment Schemes.

The Notes have not been and will not be registered under U.S. Securities Act of 1933, as amended (the "Securities Act") or under any U.S. state securities laws. The Notes may not be offered, sold, resold, traded, transferred, pledged, delivered or redeemed, directly or indirectly, within the United States of America (including the U.S. states and the District of Columbia), its territories, its possessions and other areas subject to its jurisdiction (the "United States") or to, or for the account or benefit of, U.S. persons (as defined by Regulation S under the Securities Act) (other than distributors) except in accordance with Regulation S under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

The Notes are unsecured and are not and will not be savings accounts, deposits or obligations of, or otherwise guaranteed by, any bank. The Notes do not evidence deposits of Bank of America, N.A. or any other bank and are not insured by the U.S. Federal Deposit Insurance Corporation, the Deposit Insurance Fund or any other insurer or governmental agency or instrumentality.

The purchase of Notes involves substantial risks and is suitable only for investors who have the knowledge and experience in financial and business matters necessary to enable them to evaluate the risks and the merits of an investment in the Notes. Before making an investment decision, prospective purchasers of Notes should ensure that they understand the nature of the Notes and the extent of their exposure to risks and that they consider carefully, in the light of their own financial circumstances, financial condition and investment objectives, all the information set forth in the Offering Circular (including "Risk Factors" on pages 37 to 78 thereof) and these Final Terms.

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Offering Circular dated 15 November 2013 as supplemented (the "Original Offering Circular"), which are incorporated by reference in the Offering Circular dated 12 November 2014 (the "Offering Circular"). This document constitutes the Final Terms of the Notes described herein and must be read in conjunction with the Offering Circular, including the Conditions incorporated by reference in the Offering Circular. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Circular (including those sections of the Original Offering Circular incorporated by reference therein). The

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Original Offering Circular and the Offering Circular are available for viewing during normal business hours at the registered office of the Issuer and at the specified office of the Principal Paying Agent for the time being in London and copies may be obtained from 2 King Edward Street, London EC1A 1HQ and in electronic form on the Luxembourg Stock Exchange's website (www.bourse.lu).

References herein to numbered Conditions are to the "Terms and Conditions of the Notes" set forth in the Original Offering Circular (and incorporated by reference in the Offering Circular) and words and expressions defined in such terms and conditions shall bear the same meaning in these Final Terms, save as where otherwise expressly provided.

Prospective investors should note that the "Terms and Conditions of the Notes" set out in the Original Offering Circular (and incorporated by reference in the Offering Circular) are governed by, and construed in accordance with, the laws of the State of New York.

No person has been authorised to give any information or make any representation not contained in or not consistent with these Final Terms, or any other information supplied in connection with the Notes and, if given or made, such information or representation must not be relied upon as having been authorised by the Issuer or any Dealer.

By investing in the Notes each investor represents that:

  1. Non-Reliance.It is acting for its own account, and it has made its own independent decisions to invest in the Notes and as to whether the investment in the Notes is appropriate or proper for it based upon its own judgement and upon advice from such advisers as it has deemed necessary. It is not relying on any communication (written or oral) of the Issuer or any Dealer as investment advice or as a recommendation to invest in the Notes, it being understood that information and explanations related to the "Terms and Conditions of the Notes" shall not be considered to be investment advice or a recommendation to invest in the Notes. No communication (written or oral) received from the Issuer or any Dealer shall be deemed to be an assurance or guarantee as to the expected results of the investment in the Notes.
  2. Assessment and Understanding. It is capable of assessing the merits of and understanding (on its own behalf or through independent professional advice), and understands and accepts, the terms and conditions and the risks of the investment in the Notes. It is also capable of assuming, and assumes, the risks of the investment in the Notes.
  3. Status of Parties. None of the Issuer and any Dealer is acting as fiduciary for or adviser to it in respect of the investment in the Notes.

1.

Issuer:

Bank of America Corporation

2.

Guarantor:

Not Applicable

3.

(a)

Series Number:

3021

(b)

Tranche Number:

One

4.

Specified Currency or Currencies:

Euro ("EUR"), being the lawful single currency of

the member states of the European Union that have

adopted and continue to retain a common single currency through monetary union in accordance with European Union treaty law (as amended from time to time)

5. Aggregate Nominal Amount:

(a)

Series:

EUR 50,000,000

(b)

Tranche:

EUR 50,000,000

6.

Issue Price:

100 per cent. of the Aggregate Nominal Amount

2

7.

(a)

Specified Denominations:

EUR 1,000,000

(b)

Calculation Amount:

Specified Denomination

8.

Trade Date:

6 November 2014

9.

Strike Date:

6 November 2014

10.

Issue Date and Interest

21 November 2014

Commencement Date:

11.

Maturity Date:

21 November 20442053

12.

Interest Basis:

4.00 per cent. Fixed Rate in respect of the Fixed

Rate Periods and FX Linked in respect of the FX

Linked Interest Periods

13.

Redemption/Payment Basis:

Redemption at par

14. Change of Interest Basis or Applicable

Redemption/Payment Basis:

In respect of:

(i)

each Interest Period falling in the period

commencing on, and including, the Interest

Commencement Date and ending on, but

excluding, 21 November 2024 (each such

Interest Period, a "Fixed Rate Period" and

together, the "Fixed Rate Periods"), the

Notes shall bear interest at the Fixed Rate

(as defined in paragraph 17 below); and

(ii)

each Interest Period commencing on or

after 21 November 2024 (each such Interest

Period, an "FX Linked Interest Period"

and together, the "FX Linked Interest

Periods"), the Notes shall bear interest

linked to the Currency Price, as set out in

paragraph 20 below.

The Fixed Rate Periods and the FX Linked Interest

Periods shall collectively be the "Interest

Periods" and each, an "Interest Period"

15.

Put/Call Options:

Not Applicable

16.

(a)

Status of the Notes:

Senior

(b)

Status of the Guarantee:

Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

17.

Fixed Rate Notes:

Applicable in respect of each Fixed Rate Period

only

(a)

Rate(s) of Interest:

4.00 per cent. per annum payable annually in

arrear

(b)

Interest Payment Date(s):

21 November in each year commencing on, and

including 21 November 2015 to, and including, 21 November 2024

The Fixed Rate Periods will not be adjusted

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(c)

Fixed Coupon Amount(s):

EUR 40,000 per Calculation Amount

(d)

Broken Amount(s):

Not Applicable

(e)

Day Count Fraction:

30/360

(f)

Determination Date(s):

Not Applicable

(g)

Other terms relating to the

See Part C below

method of calculating interest

for Fixed Rate Notes:

18.

Floating Rate Notes:

Not Applicable

19.

Zero Coupon Notes:

Not Applicable

20. Interest Linked to one or more Applicable in respect of each FX Linked Interest

Reference Item(s) provisions:

Period only

  1. Reference Item(s):
  2. Provisions for determining Rate of Interest or Interest Amount where calculated by reference to an Index and/or a Share and/or a Debt Instrument and/or a GDR/ADR and/or Currency Price and/or a Commodity and/or a Commodity Index and/or a Fund and/or an Inflation Index:

As specified in paragraph 28

The Rate of Interest applicable to each FX Linked Interest Period shall be the per annum rate (expressed as a percentage) determined by the Calculation Agent in accordance with the following formula (subject to any amendments made to the Notes following the process set out in Part C below) as determined by the Calculation Agent in respect of each FX Linked Interest Period:

n ⎞⎤

4.60% * (n/N)

0.00625 + 0.03575× ⎜

N ⎠⎦

Where:

"n" means, in respect of each FX Linked Interest Period, a number equal to the total number of calendar days falling in such FX Linked Interest Period on which the Currency Price is equal to or less than U.S.$ 1.50 per EUR 1.00, as determined by the Calculation Agent, provided that:

  1. subject to (ii) below, in respect of any calendar day which is not a Valuation Date, the Currency Price on the immediately preceding Valuation Date (as defined in paragraph 28(h) below) shall apply to such calendar day; and
  2. for all calendar days falling in such FX Linked Interest Period from, and including, the seventh FX Business Day prior to the last day of such FX Linked Interest Period (the "Rate Cut-OffDate") to the end of such FX Linked Interest Period, the Currency Price as of the Rate Cut-Off Date shall apply (which, if the Rate Cut-Off Date is not a Valuation Date, shall be the Currency Price for the Valuation Date immediately preceding the Rate Cut-Off

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Date).

  1. Provisions for determining Rate of Interest or Interest Amount where calculated by reference to an Index and/or a Share and/or a Debt Instrument and/or a GDR/ADR and/or a Currency Price and/or Commodity and/or a Commodity Index and/or a Fund and/or an Inflation Index is impossible or impracticable or otherwise disrupted:

"N" means, in respect of each FX Linked Interest Period, a number equal to the total number of calendar days falling in such FX Linked Interest Period, as determined by the Calculation Agent.

"U.S.$" or "USD" means United States Dollar.

As specified in paragraph 28

(d)

Specified

Period(s)/Specified

21 November in each year commencing on, but

Interest Payment Dates:

excluding, 21 November 2024 to, and including,

the Maturity Date

The FX Linked Interest Periods will not be

adjusted

(e)

Business Day Convention:

Not Applicable

(f)

Additional Business Centre(s):

Not Applicable

(g) Minimum Rate of Interest:

Not Applicable

(h) Maximum Rate of Interest:

Not Applicable

(i)

Day Count Fraction:

30/360

PROVISIONS RELATING TO REDEMPTION

21.

Issuer Call:

Not Applicable

22.

Investor Put:

Not Applicable

23.

Automatic Early Redemption:

Not Applicable

24.

Final Redemption Amount of each

EUR 1,000,000 per Calculation Amount

Note:

PROVISIONS RELATING TO TYPE OF NOTES

25.

Index Linked Conditions

Not Applicable

26.

Share Linked Conditions:

Not Applicable

27.

GDR/ADR Linked Conditions:

Not Applicable

28.

FX Linked Conditions:

Applicable in respect of each FX Linked Interest

Period only (and the Notes will be FX Linked

Interest Notes in respect of such periods)

(a)

Base

Currency/Subject

EUR/USD

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Currency:

(b)

Currency Price:

As specified in FX Linked Condition 2

(Definitions)

  1. FX Market Disruption Event(s): As specified in FX Linked Condition 2 (Definitions)

(i)

Inconvertibility Event:

Not Applicable

(ii)

Price Materiality Event:

Not Applicable

(iii)

Non-Transferability

Not Applicable

Event:

(iv)

Other:

Not Applicable

(d)

Disruption Fallbacks:

Calculation Agent Determination

(e)

FX Price Source(s):

Reuters Page ECB37

Where "Reuters Page" means, in respect of the

Currency Price and any designated page, the

display page so designated on the Reuters service

(or such other page as may replace that page on

that service (or replace such service) for the

purpose of displaying a currency exchange rate

comparable to such rate, as determined by the

Calculation Agent)

(f)

Specified Financial Centre(s):

Not Applicable. The definition of "FX Business

Day" in FX Linked Condition 2 (Definitions) shall

be deemed to be deleted and replaced by the

following definition:

"FX Business Day" means, in respect of a

Currency Price, a day on which the Trans-

European Automated Real-time Gross settlement

Express Transfer (TARGET2) system is open

(g)

Averaging:

Not Applicable

(h)

Valuation Date(s):

Each FX Business Day

(i)

Valuation Time:

At or around 2:15 p.m., Frankfurt time

(j)

Weighting:

Not Applicable

(k)

EM Currency Provisions:

Not Applicable

(l)

Successor Currency:

Applicable

(m)

Rebasing:

Not Applicable

  1. Additional Disruption Events:

The following Additional Disruption Events apply to the Notes:

Change in Law

Hedging Disruption

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Increased Cost of Hedging

(o)

Other

terms

or

special

Not Applicable

conditions:

29.

Commodity Linked Conditions:

Not Applicable

30.

Fund Linked Conditions:

Not Applicable

31.

Inflation Linked Conditions:

Not Applicable

32.

Credit Linked Notes:

Not Applicable

33.

Physical Delivery Notes:

Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

34.

Form of Notes:

Global Registered Note registered in the name of a

nominee for a common depositary for Euroclear

and Clearstream, Luxembourg

35.

New Safekeeping Structure:

No

36.

Payment Day:

Following

37.

Additional Financial Centre(s) or other

London and New York City

special provisions relating to Payment

Days:

  1. Details relating to Partly Paid Notes: Not Applicable amount of each payment comprising
    the Issue Price and date on which each payment is to be made and consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:
  2. Details relating to Instalment Notes:

(a)

Instalment Amount(s):

Not Applicable

(b)

Instalment Date(s):

Not Applicable

40.

Redenomination:

Not Applicable

41.

Payment Disruption (Condition 6(G)):

Not Applicable

42.

Exchange Rate:

Not Applicable

43.

Other terms:

See Part C below

DISTRIBUTION

44.

Method of distribution:

Non-syndicated

45.

(a)

If

syndicated,

names and

Not Applicable

addresses of Managers:

(b)

Date

of

Subscription

Not Applicable

Agreement:

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(c)

Stabilising Manager(s) (if any):

Not Applicable

46.

If non-syndicated, name and address of

Merrill Lynch International

relevant Dealer:

2 King Edward Street

London

EC1A 1HQ

United Kingdom

47.

Calculation Agent:

Merrill Lynch International

48.

Total commission and concession:

Not Applicable

49.

U.S. Selling Restrictions:

Regulation S Compliance Category: 2; TEFRA D

not applicable

50.

U.S. Tax Considerations:

The Notes are "Structured Notes" for purposes of

the discussion under "United States Federal

Income Taxation" in the Offering Circular

51.

United States Withholding Tax:

Except as set forth in "United States Federal

Income Taxation" in the Offering Circular, the

Issuer does not intend to withhold United States

federal income tax with respect to payments to

United States Aliens

52.

Additional Amounts:

Condition 9 applies

53.

Additional U.S. Tax considerations

Not Applicable

54.

Additional selling restrictions:

Not Applicable

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PURPOSE OF FINAL TERMS

These Final Terms comprise the Final Terms required for issue and admission to trading on the Euro MTF of the Luxembourg Stock Exchange and admission to the Official List of the Luxembourg Stock Exchange of the Notes described herein pursuant to the Note, Warrant and Certificate Programme of Bank of America Corporation, Merrill Lynch B.V., Merrill Lynch Capital Markets AG and Merrill Lynch International & Co. C.V.

RESPONSIBILITY

Subject as provided below, the Issuer accepts responsibility for the information contained in these Final Terms. The information relating to the FX Rate contained herein has been accurately extracted from Reuters. The Issuer accepts responsibility for the accuracy of such extraction but accepts no further or other responsibility in respect of such information.

Signed on behalf of the Issuer:

By: ................................................

Duly authorised

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PART B - OTHER INFORMATION

  1. LISTING AND ADMISSION TO TRADING
    Application will be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the Euro MTF and listed on the Official List of the Luxembourg Stock Exchange with effect from, at the earliest the date hereof. No assurances can be given that such application for listing will be arranged.
  2. RATINGS

Ratings:

The Notes have not been rated.

3. OPERATIONAL INFORMATION

(i)

ISIN:

XS1136972616

(ii)

Common Code:

113697261

  1. Any clearing system(s) Not Applicable other than Euroclear Bank
    SA/NV or Clearstream Banking, société anonyme,
    and the relevant identification number(s):

(iv)

Delivery:

Delivery against payment

(v)

Names and addresses of

Citibank, N.A., London Branch

initial Paying Agents:

Citigroup Centre

Canada Square

London E14 5LB

United Kingdom

Bank of America N.A. (operating through its London

Branch)

5 Canada Square

London E14 5AQ

United Kingdom

(vi)

Registrar:

Citibank Europe plc

1 North Wall Quay

Dublin 1

IrelandMerrill Lynch Equity S.a.r.l.

Atrium Business Park

33 Rue du Puits Romain

Bertrange L-8070

Luxembourg

  1. Names and addresses of Not Applicable additional Paying Agent(s)
    (if any):
  1. Intended to be held in a manner which would allow Eurosystem eligibility.

No. However, if after the date of these Final Terms the Eurosystem eligibility criteria are amended such that the Notes are capable of meeting such criteria, the Notes may then be deposited with one of the ICSDs as common safekeeper, and registered in the name of a nominee of one of the ICSDs acting as common safekeeper (i.e. held under the New Safekeeping Structure (the "NSS")). Note that this does not necessarily mean that the Notes will then be recognised as eligible collateral for Eurosystem

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Bank of America Corporation published this content on 13 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 June 2024 06:10:56 UTC.