SECURITIES AND EXCHANGE COMMISSION
                                
                     WASHINGTON, D.C. 20549
                                
               ___________________________________
                                
                            FORM 8-K
                                
                         CURRENT REPORT
             PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934
                                
        Date of Report (Date of earliest event reported):
                         April 28, 1999
                                
                   BANK OF AMERICA CORPORATION
     (Exact name of registrant as specified in its charter)
                                
                            Delaware
 (State or other jurisdiction of incorporation or organization)
                                
                             1-6523
                    (Commission File Number)
                                
                           56-0906609
                (IRS Employer Identification No.)
                                
                     100 North Tryon Street
                    Charlotte, North Carolina
            (Address of principal executive offices)
                                
                              28255
                           (Zip Code)
                                
                         (704) 386-5000
      (Registrant's telephone number, including area code)

                     BANKAMERICA CORPORATION 
            (Former name, if changed since last report)

     
     ITEM 5.   OTHER EVENTS.

      Change  of  Corporate Name.  On April 28, 1999, BankAmerica
Corporation, the registrant (the "Registrant"), filed its Amended
and  Restated  Certificate  of Incorporation  with  the  Delaware
Secretary  of  State,  changing the  name  of  the  company  from
"BankAmerica Corporation" to "Bank of America Corporation."   The
corporate   name   change  was  approved  by   the   Registrant's
stockholders earlier that day at the Registrant's Annual  Meeting
of  Stockholders  in Charlotte, North Carolina.   Copies  of  the
Registrant's  Amended and Restated Certificate  of  Incorporation
and  the  Registrant's Amended and Restated Bylaws are  filed  as
Exhibits  99.1 and 99.2, respectively, to this Current Report  on
Form 8-K.  A copy of the press release announcing the name change
is filed as Exhibit 99.3 to this Current Report on Form 8-K.

     ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

     (c)  Exhibits.

          The following exhibits are filed herewith:

     EXHIBIT NO.         DESCRIPTION OF EXHIBIT

                        99.1 Amended and  Restated  Certificate of 
                        Incorporation  of Registrant, as in effect on 
                        the date hereof.
     
                        99.2 Amended and Restated Bylaws of Registrant, 
                        as in effect on the date hereof.
     
                        99.3 Press Release  dated  April  28, 1999 with 
                        respect to Registrant's corporate name change.

     
                           SIGNATURE


      Pursuant to the requirements of the Securities Exchange Act
of  1934, as amended, the Registrant has duly caused this  report
to  be  signed  on  its behalf by the undersigned  hereunto  duly
authorized.


                         BANK OF AMERICA CORPORATION




                         By:  /s/ Charles M. Berger
                                  Charles M. Berger
                                  Associate General Counsel


Dated:    May 7, 1999


                          EXHIBIT INDEX
                                


EXHIBIT NO.         DESCRIPTION OF EXHIBIT

     99.1           Amended and Restated Certificate of
                    Incorporation of Registrant, as in effect on the date 
                    hereof.
                    
     99.2           Amended  and Restated Bylaws of Registrant,
                    as in effect on the date hereof.
                    
     99.3           Press  Release  dated  April  28,  1999  with
                    respect   to   Registrant's  corporate   name
                    change.