BANK OF AMERICA CORPORATION
Bank of America Corporate Center
100 North Tryon Street
Charlotte, North Carolina 28255
August 2, 2021
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-010
Attention: Jessica Livingston, Division of Corporation Finance, Staff Attorney
Re: Bank of America Corporation
Registration Statement on Form S-3 (File No. 333-257399)
Request for Acceleration of Effectiveness
Ladies and Gentleman:
In accordance with Rule 461 under the Securities Act of 1933, as amended, Bank of America Corporation, BAC Capital Trust XIII, BAC Capital Trust XIV and BAC Capital Trust XV (the “Registrants”), hereby request acceleration of the effective date of the Registration Statement on Form S-3 (No. 333-257399) (the “Registration Statement”) so that it will become effective at 9:00 a.m., New York City time, on August 4, 2021, or as soon thereafter as practicable. The members of the underwriting group for a “take down” from the Registration Statement have not been finally determined.
Please contact Elizabeth G. Wren at (704) 343-2319 or Barlow T. Mann at (704) 373-8952, of McGuireWoods LLP, counsel to the Registrants, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.
[Signature Page Follows]
| Very truly yours, | ||
| BANK OF AMERICA CORPORATION | ||
| By: | /s/ Vincent Lichtenberger | |
| Name: | Vincent Lichtenberger | |
| Title: | Associate General Counsel | |
| BAC CAPITAL TRUST XIII | ||
| BAC CAPITAL TRUST XIV | ||
| BAC CAPITAL TRUST XV | ||
| By: | /s/ Karim Kajani | |
| Name: | Karim Kajani | |
| Title: | Regular Trustee | |
| By: | /s/ Min Zhang | |
| Name: | Min Zhang | |
| Title: | Regular Trustee | |
[BANK OF AMERICA CORPORATION REQUEST FOR
ACCELERATION OF EFFECTIVENESS – SIGNATURE PAGE]
