SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
June 9, 1999
BANK OF AMERICA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State of Incorporation)
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)
ITEM 5. OTHER EVENTS.
By action dated June 9, 1999, a Committee previously appointed by the
Board of Directors of the Registrant, approved the public offering of an
aggregate principal amount of $1,500,000,000 of the Registrant's 6 5/8% Senior
Notes, due 2004 (the "Notes"), to various underwriters (the "Underwriters") and
otherwise established the terms and conditions of the Notes and the sale
thereof. The resolutions of the Committee are included as Exhibit 99.1 hereto.
On June 9, 1999, the Registrant entered into an underwriting agreement
with the various Underwriters (the "Underwriting Agreement") for the Notes. The
terms of the offering and the Notes are described in the Registrant's Prospectus
dated May 21, 1998 constituting a part of the Registration Statement
(hereinafter described), as supplemented by a final Global Prospectus Supplement
dated June 9, 1999 for the Notes. The Underwriting Agreement is included as
Exhibit 1.1 hereto.
The Notes were issued pursuant to the Registrant's Registration
Statement on Form S-3, Registration No. 333-51367, as amended ("Registration No.
333-51367"), on a delayed basis pursuant to Rule 415 under the Securities Act of
1933, as amended (the "1933 Act"). Registration No. 333-51367 registered up to
$10,000,000,000 aggregate initial offering price of the Registrant's unsecured
debt securities (either senior or subordinated), warrants, units and shares of
its preferred stock, including depositary shares, and common stock.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
The following exhibits are filed herewith:
EXHIBIT NO. DESCRIPTION OF EXHIBIT
1.1 Underwriting Agreement dated June 9, 1999 with respect to
the offering of the 6 5/8% Senior Notes
4.1 Form of 6 5/8% Senior Note
5.1 Form of Opinion of Smith Helms Mulliss & Moore, L.L.P.
regarding legality of the 6 5/8% Senior Notes
99.1 Resolutions dated June 9, 1999 of a Committee of the Board
of Directors with respect to the terms of the offering of
the 6 5/8% Senior Notes
99.2 News Release disseminated on June 9, 1999 regarding the sale
of the 6 5/8% Senior Notes
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
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: June 15, 1999
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION OF EXHIBIT
1.1 Underwriting Agreement dated June 9, 1999 with respect to
the offering of the 6 5/8% Senior Notes
4.1 Form of 6 5/8% Senior Note
5.1 Form of Opinion of Smith Helms Mulliss & Moore, L.L.P.
regarding legality of the 6 5/8% Senior Notes
99.1 Resolutions dated June 9, 1999 of a Committee of the Board
of Directors with respect to the terms of the offering of
the 6 5/8% Senior Notes
99.2 News Release disseminated on June 9, 1999 regarding the sale
of the 6 5/8% Senior Notes