BANK OF AMERICA CORPORATION (2010) (PREFERRED STOCK)

Summary of Case: Summary of the Case:

A securities class action has been filed against Bank of America Corporation (2010) (Preferred Stock) (BAC-PH, BAC-PL) ("BofA" or the "Company") on behalf of persons and entities that purchased certain BofA shares of Fixed to Floating Rate Non-Cumulative Preferred Stock Series K ("Series K Securities"); shares of the BofA 7.25% Non-Cumulative Perpetual Convertible Stock ("Series L Securities"); or shares of the BofA 8.20% Non-Cumulative Preferred Stock, Series H ("Series H Securities") pursuant or traceable to the Registration Statement and Prospectuses issued in connection with the securities offerings (the "Offerings").  The case has been filed in the United States District Court for the Southern District of New York.

The complaint alleges that BofA and certain of its officers, directors, underwriters and auditors violated the Securities Act of 1933. Specifically, on or about January 25, 2008, BofA consummated the Series K Offering selling 6 million shares of the Series K Securities for proceeds of $6 billion. On or about January 28, 2008, defendant consummated the Series L Offering selling 6.9 million shares of the Series L Securities for proceeds of $9.6 billion. On or about May 20, 2008, defendant consummated the Series H Offering selling 117 million shares of the Series H Securities for proceeds of $2.925 billion. On January 16, 2009, BofA issued a press release for the fourth quarter and full year 2008 reporting a net loss of $1.79 billion and reporting inter alia, CDO-related losses of $1.72 billion, an allowance of $2.99 billion for loan and lease losses during the quarter and writedowns of commercial mortgage-backed securities and related transactions of $853 million.
 
The true facts omitted from the Registration Statement and Prospectuses were: (a) The Company's loans, leases, CDOs, and commercial mortgages backed securities were impaired to a far greater extent than disclosed, (b) Defendants failed to properly record losses for impaired assets, (c) The Company's internal controls were inadequate to prevent the Company from improperly reporting its impaired assets, and (d) The Company's capital base was inadequate relative to the magnitude of impaired assets.