Obligation Bank of America 3.55% ( US06051GHF90 ) en USD

Bank of America

100 % ▲

Etats-unis

US06051GHF90 ( en USD )

3.55% par an ( paiement semestriel )

04/03/2024 - Obligation échue

Prospectus brochure de l'obligation Bank of America US06051GHF90 en USD 3.55%, échue

1 000 USD

2 500 000 000 USD

06051GHF9

A- ( Qualité moyenne supérieure )

A2 ( Qualité moyenne supérieure )

Bank of America est une société financière américaine offrant une large gamme de services bancaires, de gestion de patrimoine et d'investissement aux particuliers et aux entreprises, à travers un vaste réseau d'agences et de canaux numériques.

L'Obligation émise par Bank of America ( Etats-unis ) , en USD, avec le code ISIN US06051GHF90, paye un coupon de 3.55% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 04/03/2024

L'Obligation émise par Bank of America ( Etats-unis ) , en USD, avec le code ISIN US06051GHF90, a été notée A2 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Bank of America ( Etats-unis ) , en USD, avec le code ISIN US06051GHF90, a été notée A- ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

424B5
424B5 1 d535169d424b5.htm 424B5
Table of Contents
Filed pursuant to Rule 424(b)(5)
Registration No. 333-202354

Pricing Supplement No. 45
(To Prospectus dated May 1, 2015 and
Prospectus Supplement
dated September 11, 2017)
February 28, 2018

$7,000,000,000
Medium-Term Notes, Series M

$1,500,000,000 Floating Rate Senior Notes, due March 2024
$3,000,000,000 3.550% Fixed/Floating Rate Senior Notes, due March 2024
$2,500,000,000 3.970% Fixed/Floating Rate Senior Notes, due March 2029

This pricing supplement describes three series of our senior notes that will be issued under our Medium-Term Note Program, Series M. We refer to our Floating Rate Senior Notes, due March
2024 as the "floating rate notes," to our 3.550% Fixed/Floating Rate Senior Notes, due March 2024 as the "6-year fixed/floating rate notes," and to our 3.970% Fixed/Floating Rate Senior Notes,
due March 2029 as the "11-year fixed/floating rate notes." We refer to the 6-year fixed/floating rate notes and the 11-year fixed/floating rate notes collectively as the "fixed/floating rate notes."
We refer to the floating rate notes and the fixed/floating rate notes collectively as the "notes."

The floating rate notes mature on March 5, 2024. We will pay interest on the floating rate notes at a floating rate per annum equal to three-month LIBOR (as defined below) plus a spread of
0.790%, payable quarterly.

The 6-year fixed/floating rate notes mature on March 5, 2024. We will pay interest on the 6-year fixed/floating rate notes (a) from March 5, 2018 to, but excluding, March 5, 2023, at a fixed rate
of 3.550% per annum, payable semi-annually, and (b) from March 5, 2023 to, but excluding, the maturity date, at a floating rate per annum equal to three-month LIBOR plus a spread of 0.780%,
payable quarterly.

The 11-year fixed/floating rate notes mature on March 5, 2029. We will pay interest on the 11-year fixed/floating rate notes (a) from March 5, 2018 to, but excluding, March 5, 2028, at a fixed
rate of 3.970% per annum, payable semi-annually, and (b) from March 5, 2028 to, but excluding, the maturity date, at a floating rate per annum equal to three-month LIBOR plus a spread of
1.070%, payable quarterly.

The determination provisions for three-month LIBOR are being modified. See page PS-5.

We will have the option to redeem the notes prior to the stated maturity as described in this pricing supplement under the headings "Specific Terms of the Notes--Optional Redemption of the
Floating Rate Notes" and "Specific Terms of the Notes--Optional Redemption of the Fixed/Floating Rate Notes," as applicable.

The notes are unsecured and rank equally with all of our other unsecured and senior indebtedness outstanding from time to time. We do not intend to list the notes on any securities exchange.

Investing in the notes involves risks. For an explanation of some of these risks, see "Risk Factors" beginning on page S-5 of the attached prospectus supplement, and "Risk Factors"
beginning on page 9 of the attached prospectus.

None of the Securities and Exchange Commission, any state securities commission, or any other regulatory body has approved or disapproved of these notes or passed upon the adequacy or
accuracy of this pricing supplement, the attached prospectus supplement, or the attached prospectus. Any representation to the contrary is a criminal offense.

6-Year Fixed/
11-Year Fixed/
Floating Rate Notes
Floating Rate Notes
Floating Rate Notes

Per Note
Total
Per Note
Total
Per Note
Total

Public Offering Price
100.000% $ 1,500,000,000 100.000% $ 3,000,000,000 100.000% $
2,500,000,000
Selling Agents' Commission

0.350% $
5,250,000
0.350% $
10,500,000
0.450% $
11,250,000

Proceeds (before expenses)

99.650% $ 1,494,750,000
99.650% $ 2,989,500,000
99.550% $
2,488,750,000

We expect to deliver the notes in book-entry only form through the facilities of The Depository Trust Company on March 5, 2018.

Sole Book-Runner

BofA Merrill Lynch

ABN AMRO

BBVA

BMO Capital Markets

BNY Mellon Capital Markets, LLC
Capital One Securities

Commonwealth Bank of Australia

Credit Agricole CIB

Deutsche Bank Securities
ICBC Standard Bank

ING

Lloyds Securities

Mizuho Securities
Natixis

Rabo Securities

Raiffeisen Bank International

NatWest Markets
Santander

Scotiabank

SOCIETE GENERALE

SMBC Nikko
Standard Chartered Bank

UBS Investment Bank

UniCredit Capital Markets

Westpac Capital Markets, LLC
Academy Securities

Apto Partners, LLC

R. Seelaus & Co., Inc.

The Williams Capital Group, L.P.
Table of Contents
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5
SPECIFIC TERMS OF THE NOTES

The following descriptions of the specific terms of the notes supplement, and should be read together with, the description of our Medium-Term
Notes, Series M included in the attached prospectus supplement dated September 11, 2017, and the general description of our debt securities included in
"Description of Debt Securities" in the attached prospectus dated May 1, 2015. If there is any inconsistency between the information in this pricing
supplement and the attached prospectus supplement or the attached prospectus, you should rely on the information in this pricing supplement. Capitalized
terms used, but not defined, in this pricing supplement have the same meanings as are given to them in the attached prospectus supplement or in the
attached prospectus.

Terms of the Floating Rate Notes

·??Title of the Series:

Floating Rate Senior Notes, due March 2024
·??Aggregate Principal Amount Initially Being Issued:

$1,500,000,000
·??Issue Date:

March 5, 2018
·??CUSIP No.:

06051GHE2
·??ISIN:

US06051GHE26
·??Maturity Date:

March 5, 2024
·??Minimum Denominations:

$2,000 and multiples of $1,000 in excess of $2,000
·??Ranking:

Senior
·??Day Count Fraction:

Actual/360
·??Base Rate:
Three-month LIBOR for deposits in U.S. dollars (Reuters Page

LIBOR01)
·??Index Maturity:

90 days
·??Spread:

79 basis points
·??Interest Periods:

Quarterly
·??Interest Determination Dates:

Second London banking day prior to the applicable Interest Reset Date.
·??Optional Redemption:
We will have the option to redeem the floating rate notes, in whole, but
not in part, on March 5, 2023 at 100% of the principal amount of the
floating rate notes being redeemed, plus accrued and unpaid interest, if
any, thereon, to, but excluding, the redemption date. See "--Optional

Redemption of the Floating Rate Notes."

Terms of the 6-Year Fixed/Floating Rate Notes

·??Title of the Series:

3.550% Fixed/Floating Rate Senior Notes, due March 2024
·??Aggregate Principal Amount Initially Being Issued:

$3,000,000,000
·??Issue Date:

March 5, 2018
·??CUSIP No.:

06051GHF9
·??ISIN:

US06051GHF90
·??Maturity Date:

March 5, 2024

PS-2
Table of Contents
·??Minimum Denominations:

$2,000 and multiples of $1,000 in excess of $2,000
·??Ranking:

Senior
·??Fixed Rate Coupon:
3.550% payable semi-annually in arrears from, and including, the Issue

Date to, but excluding, March 5, 2023 (the "6-Year Fixed Rate Period").
·??Floating Rate Coupon:
Base Rate plus 78 basis points, payable quarterly in arrears from, and
including, March 5, 2023 to, but excluding, the Maturity Date (the "6-

Year Floating Rate Period").
·??Base Rate:
Three-month LIBOR for deposits in U.S. dollars (Reuters Page

LIBOR01)
·??Index Maturity:

90 days
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5
·??Interest Payment Dates and Interest Reset Dates during the 6-Year
During the 6-Year Fixed Rate Period, March 5 and September 5 of each
Floating Rate Period:
year, beginning September 5, 2018 and ending March 5, 2023, subject to
the following unadjusted business day convention. During the 6-Year
Floating Rate Period, each of June 5, 2023, September 5, 2023,
December 5, 2023 and March 5, 2024, subject to adjustment in
accordance with the modified following business day convention
(adjusted). Each Interest Payment Date during the 6-Year Floating Rate

Period also will be an Interest Reset Date.
·??Interest Determination Dates during the 6-Year Floating Rate Period: Second London banking day prior to the applicable Interest Reset Date.
·??Day Count Fraction:
30/360 during the 6-Year Fixed Rate Period, Actual/360 during the 6-

Year Floating Rate Period
· Optional Redemption:
We will have the option to redeem the 6-year fixed/floating rate notes,
in whole at any time or in part from time to time, on or after
September 5, 2018 (or, if additional 6-year fixed/floating rate notes are
issued after March 5, 2018, beginning six months after the issue date of
such additional 6-year fixed/floating rate notes), and prior to March 5,
2023, at the applicable "make-whole" redemption price for the 6-year
fixed/floating rate notes described below under the heading "--Optional
Redemption of the Fixed/Floating Rate Notes." We also will have the
option to redeem the 6-year fixed/floating rate notes, in whole, but not
in part, on March 5, 2023 at 100% of the principal amount of the notes
being redeemed. If we redeem any notes, we also will pay accrued and

unpaid interest, if any, thereon, to, but excluding, the redemption date.

PS-3
Table of Contents
Terms of the 11-Year Fixed/Floating Rate Notes

·??Title of the Series:

3.970% Fixed/Floating Rate Senior Notes, due March 2029
·??Aggregate Principal Amount Initially Being Issued:

$2,500,000,000
·??Issue Date:

March 5, 2018
·??CUSIP No.:

06051GHG7
·??ISIN:

US06051GHG73
·??Maturity Date:

March 5, 2029
·??Minimum Denominations:

$2,000 and multiples of $1,000 in excess of $2,000
·??Ranking:

Senior
·??Fixed Rate Coupon:
3.970% payable semi-annually in arrears from, and including, the Issue
Date to, but excluding, March 5, 2028 (the "11-Year Fixed Rate

Period").
·??Floating Rate Coupon:
Base Rate plus 107 basis points, payable quarterly in arrears from, and
including, March 5, 2028 to, but excluding, the Maturity Date (the "11-

Year Floating Rate Period").
·??Base Rate:
Three-month LIBOR for deposits in U.S. dollars (Reuters Page

LIBOR01)
·??Index Maturity:

90 days
·??Interest Payment Dates and Interest Reset Dates during the 11-Year
During the 11-Year Fixed Rate Period, March 5 and September 5 of each
Floating Rate Period:
year, beginning September 5, 2018 and ending March 5, 2028, subject to
the following unadjusted business day convention. During the 11-Year
Floating Rate Period, each of June 5, 2028, September 5, 2028,
December 5, 2028 and March 5, 2029, subject to adjustment in
accordance with the modified following business day convention
(adjusted). Each Interest Payment Date during the 11-Year Floating Rate

Period also will be an Interest Reset Date.
·??Interest Determination Dates during the 11-Year Floating Rate Period: Second London banking day prior to the applicable Interest Reset Date.
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5
·??Day Count Fraction:
30/360 during the 11-Year Fixed Rate Period, Actual/360 during the 11-

Year Floating Rate Period

PS-4
Table of Contents
·??Optional Redemption:
We will have the option to redeem the 11-year fixed/floating rate notes,
in whole at any time or in part from time to time, on or after September
5, 2018 (or, if additional 11-year fixed/floating rate notes are issued after
March 5, 2018, beginning six months after the issue date of such
additional 11-year fixed/floating rate notes), and prior to March 5, 2028,
at the applicable "make-whole" redemption price for the 11-year
fixed/floating rate notes described below under the heading "--Optional
Redemption of the Fixed/Floating Rate Notes." We also will have the
option to redeem the 11-year fixed/floating rate notes, in whole, but not
in part, on March 5, 2028 at 100% of the principal amount of the notes
being redeemed. If we redeem any 11-year fixed/floating rate notes, we
also will pay accrued and unpaid interest, if any, thereon, to, but

excluding, the redemption date.

Terms Applicable to Each Series of the Notes

·??Record Dates for Interest Payments:
For book-entry only notes, one business day prior to the applicable
Interest Payment Date. If the notes are not held in book-entry only form,
the record dates will be the fifteenth calendar day preceding the

applicable Interest Payment Date as originally scheduled to occur.
·??Repayment at Option of Holder:

None
·??Listing:

None
·??Selling Agents and Conflicts of Interest:

As set forth beginning on page PS-10.
·??Further Issuances:
We have the ability to "reopen," or increase after the Issue Date, the
aggregate principal amount of each series of notes initially being issued
without notice to the holders of existing notes of the relevant series by
selling additional notes of that series having the same terms, provided
that such additional notes of such series shall be fungible for U.S.
federal income tax purposes. However, any new notes of this kind may
have a different offering price and may begin to bear interest on a

different date.

Three-Month LIBOR

For any Interest Determination Date, the term "three-month LIBOR" means the London interbank offered rate for deposits in U.S. dollars for a
three month period, as that rate appears on Reuters screen page "LIBOR01" at approximately 11:00 a.m., London time, on that Interest Determination Date.
If no offered rate appears on Reuters screen page "LIBOR01" on the relevant Interest Determination Date at approximately 11:00 a.m., London time, then
we will select and identify to the calculation agent four major banks in the London interbank market, and the calculation agent will request the principal
London offices of each of such banks to provide a quotation of the rate at which three-month deposits in U.S. dollars in

PS-5
Table of Contents
amounts of at least $1,000,000 are offered by it to prime banks in the London interbank market, on that date and at that time. If at least two quotations are
provided, three-month LIBOR will be the arithmetic average (rounded upward if necessary to the nearest .00001 of 1%) of the quotations provided. If less
than two quotes are provided, we will select and identify to the calculation agent three major banks in New York City, and the calculation agent will
request each of such banks to provide a quotation of the rate offered by it at approximately 11:00 a.m., New York City time, on the Interest Determination
Date for loans in U.S. dollars to leading European banks for a three month period for the applicable interest period in an amount of at least $1,000,000. If
three quotations are provided, three-month LIBOR will be the arithmetic average of the quotations provided. Otherwise, three-month LIBOR for the
applicable interest period will be equal to three-month LIBOR in effect for the then-current interest period or, in the case of the first interest period during
the 6-Year Floating Rate Period or the 11-Year Floating Rate Period, as the case may be, the most recent rate that could have been determined in
accordance with the first sentence of this paragraph had the interest rate been a floating rate during the 6-Year Fixed Rate Period or the 11-Year Fixed Rate
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5
Period, as the case may be.

Notwithstanding the foregoing, if the calculation agent determines on or prior to the relevant Interest Determination Date, after consultation with us,
that three-month LIBOR has been discontinued, then we will appoint in our sole discretion an investment bank of national standing, which may be our
affiliate, to determine whether there is a substitute or successor base rate to three-month LIBOR that is consistent with accepted market practice. If such
investment bank of national standing determines that there is such a substitute or successor base rate, the calculation agent shall use such substitute or
successor base rate. In such case, the calculation agent will implement changes to the business day convention, the definition of business day, the Interest
Determination Date and any method for obtaining the substitute or successor base rate if such rate is unavailable on the relevant business day, in a manner
that is consistent with industry accepted practices for such substitute or successor base rate, all as directed by the investment bank of national standing. If
the investment bank of national standing determines that there is no such substitute or successor base rate as so provided above, three-month LIBOR for the
applicable interest period will be determined in accordance with the steps provided in the immediately preceding paragraph.

As described in the attached prospectus supplement under the heading "Description of the Notes--Payment of Principal, Interest, and Other Amounts
Due," the calculation agent for the notes will be the trustee. We may replace the calculation agent at any time, and we may appoint an affiliate of ours to
act as calculation agent.

For purposes of determining the floating rate of interest on each series of notes, except as superseded by the above provisions regarding three-month
LIBOR, the terms described in the attached prospectus under the heading "Description of Debt Securities--Floating-Rate Notes" will apply to each series
of notes.

Additional Considerations Relating to LIBOR
Reforms to and uncertainty regarding LIBOR may adversely affect our business and/or the value of, return on and trading market for the notes.

The U.K. Financial Conduct Authority, which regulates LIBOR, announced in July 2017 that it will no longer persuade or require banks to submit
rates for LIBOR after 2021. This announcement, in conjunction with financial benchmark reforms more generally and changes in the interbank lending
markets have resulted in uncertainty about the future of LIBOR and certain other rates or indices which are used as interest rate "benchmarks." These
actions and uncertainties may have the effect of triggering future changes in the rules or methodologies used to calculate benchmarks or lead to the
discontinuance or unavailability of benchmarks. ICE Benchmark Administration is the administrator of LIBOR and maintains a reference panel of
contributor banks, which includes Bank of America, N.A., London branch for certain LIBOR rates. Uncertainty as to the nature and effect of such reforms
and actions, and the potential or actual discontinuance of benchmark quotes, may adversely affect the value of, return on and trading market for the notes
and our other LIBOR-based securities or our financial condition or results of operations. Furthermore, there can be no assurances that we and other market
participants will be adequately prepared for an actual

PS-6
Table of Contents
discontinuation of benchmarks, including LIBOR, that may have an unpredictable impact on contractual mechanics (including, but not limited to, interest
rates to be paid to or by us) and cause significant disruption to financial markets that are relevant to our business segments, among other adverse
consequences, which may also result in adversely affecting our financial condition or results of operations.

The floating rate of interest on each series of notes may be calculated using alternative methods if three-month LIBOR is no longer quoted and may be
calculated using a different base rate if three-month LIBOR is discontinued.

To the extent that three-month LIBOR is no longer quoted on the Reuters screen page as described in this pricing supplement, three-month LIBOR
will be determined using the alternative methods described in this pricing supplement above under the heading "--Three-Month LIBOR." Any of these
alternative methods may result in interest payments on the notes that are higher than, lower than or that do not otherwise correlate over time with the
interest payments that would have been made on notes if three-month LIBOR was available in its current form. Further, the same reforms, actions, costs
and/or risks that may lead to the discontinuation or unavailability of three-month LIBOR may make one or more of the alternative methods impossible or
impracticable to determine. If three-month LIBOR is no longer quoted, or if three-month LIBOR is discontinued and it is determined there is no substitute
or successor base rate to three-month LIBOR that is consistent with accepted market practice, the final alternative method for determining three-month
LIBOR for the applicable Interest Determination Date is to use three-month LIBOR in effect for the then-current interest period or, in the case of the first
interest period during the 6-Year Floating Rate Period or the 11-Year Floating Rate Period, as the case may be, the most recent rate that could have been
determined in accordance with the first sentence of the first paragraph above under the heading "--Three-Month LIBOR" had the interest rate been a
floating rate during the 6-Year Fixed Rate Period or the 11-Year Fixed Rate Period, as the case may be. In addition, if the calculation agent determines, in
consultation with us, that three-month LIBOR has been discontinued, then we will appoint in our sole discretion an investment bank of national standing,
which may be our affiliate, to determine whether there is a substitute or successor base rate to three-month LIBOR that is consistent with accepted market
practice. Any of the foregoing may have an adverse effect on the value of, return on and trading market for the notes.

If it is determined that three-month LIBOR has been discontinued, we will select an investment bank of national standing, which may be our
affiliate, to assist us in the determination of the substitute or successor rate. If we select one of our affiliates to assist in the determination of the substitute
or successor rate, the interests of such entity may be adverse to your interests as a holder of the notes.

Optional Redemption of the Floating Rate Notes
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5

We may redeem the floating rate notes, at our option, in whole, but not in part, on the Interest Payment Date on March 5, 2023, upon at least 10
business days' but not more than 60 calendar days' prior written notice to holders of the floating rate notes as described in the attached prospectus, at a
redemption price equal to 100% of the principal amount of the floating rate notes being redeemed, plus accrued and unpaid interest, if any, thereon, to, but
excluding, the redemption date.

Notwithstanding the foregoing, any interest on floating rate notes being redeemed that is due and payable on an Interest Payment Date falling on or
prior to a redemption date for such floating rate notes will be payable on such Interest Payment Date to holders of such floating rate notes being redeemed
as of the close of business on the relevant record date according to the terms of the floating rate notes and the Senior Indenture.

Unless we default on payment of the redemption price, interest will cease to accrue on the floating rate notes on the redemption date.

PS-7
Table of Contents
Optional Redemption of the Fixed/Floating Rate Notes

We may redeem the fixed/floating rate notes of either series, at our option, in whole, but not in part, on the Interest Payment Date on (a) March 5,
2023, for the 6-year fixed/floating rate and (b) March 5, 2028, for the 11-year fixed/floating rate notes, in each case upon at least 10 business days' but not
more than 60 calendar days' prior written notice to holders of the fixed/floating rate notes being redeemed at a redemption price equal to 100% of the
principal amount of such fixed/floating rate notes, plus accrued and unpaid interest, if any, thereon, to, but excluding, the applicable redemption date.

In addition, we may redeem the fixed/floating rate notes of either series, at our option, in whole at any time or in part from time to time, on or after
September 5, 2018 (or, if additional fixed/floating rate notes of either series are issued after March 5, 2018, then, for such series of fixed/floating rate notes,
beginning six months after the issue date of such additional fixed/floating rate notes), and prior to (a) March 5, 2023, for the 6-year fixed/floating rate
notes, and (b) March 5, 2028, for the 11-year fixed/floating rate notes, in each case upon at least 10 business days' but not more than 60 calendar days'
prior written notice to the holders of the fixed/floating rate notes being redeemed, at a "make-whole" redemption price equal to the greater of:

(i) 100% of the principal amount of the notes being redeemed; or

(ii) as determined by the quotation agent described below, the sum of the present values of the scheduled payments of principal and interest on the
fixed/floating rate notes being redeemed, that would have been payable from the applicable redemption date to (A) March 5, 2023, for the 6-year
fixed/floating rate notes and (B) March 5, 2028, for the 11-year fixed/floating rate notes (not including, for any such fixed/floating rate notes, interest
accrued to, but excluding, the applicable redemption date), in each case, discounted to the applicable redemption date on a semi-annual basis (assuming a
360-day year consisting of twelve 30-day months) at the treasury rate plus (a) for the 6-year fixed/floating rate notes, 15 basis points and (b) for the 11-
year fixed/floating rate notes, 20 basis points,

plus, in either case of (i) or (ii) above, accrued and unpaid interest, if any, on the principal amount of the fixed/floating rate notes being redeemed to, but
excluding, the applicable redemption date.

Notwithstanding the foregoing, any interest on the fixed/floating rate notes of the relevant series being redeemed that is due and payable on an Interest
Payment Date falling on or prior to a redemption date for such fixed/floating rate notes will be payable on such Interest Payment Date to holders of such
fixed/floating rate notes as of the close of business on the relevant record date according to the terms of such fixed/floating rate notes and the Senior
Indenture.

For the fixed/floating rate notes of either series being redeemed, in each case, "treasury rate" means, with respect to the applicable redemption date,
the rate per annum equal to: (1) the yield, under the heading that represents the average for the week immediately prior to the applicable calculation date,
appearing in the most recently published statistical release appearing on the website of the Board of Governors of the Federal Reserve System or in another
recognized electronic source, in each case, as determined by the quotation agent in its sole discretion, and that establishes yields on actively traded U.S.
Treasury securities adjusted to constant maturity, for the maturity corresponding to the applicable comparable treasury issue; provided that, if no such
maturity is within three months before or after (a) March 5, 2023, for the 6-year fixed/floating rate notes and (b) March 5, 2028, for the 11-year
fixed/floating rate notes, yields for the two published maturities most closely corresponding to the applicable comparable treasury issue will be determined
and the applicable treasury rate will be interpolated or extrapolated from those yields on a straight-line basis, rounding to the nearest month; or (2) if such
release (or any successor release) is not published during the week immediately prior to the applicable calculation date or does not contain such yields, the
semi-annual equivalent yield to maturity or interpolated maturity (on a day-count basis) of the applicable comparable treasury issue, calculated using a
price for the applicable comparable treasury issue (expressed as a percentage of its principal amount) equal to the related comparable treasury price for such
redemption date.

PS-8
Table of Contents
The applicable treasury rate will be calculated by the quotation agent on the third business day preceding the applicable redemption date of the
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5
fixed/floating rate notes of the relevant series being redeemed.

For the fixed/floating rate notes of either series being redeemed, in each case, in determining the applicable treasury rate, the below terms will have
the following meaning:

"comparable treasury issue" means, with respect to the applicable redemption date for fixed/floating rate notes being redeemed, the U.S. Treasury
security or securities selected by the quotation agent as having an actual or interpolated (on a day-count basis) maturity comparable to the remaining term
of such fixed/floating rate notes, as if such fixed/floating rate notes matured on (1) March 5, 2023, for the 6-year fixed/floating rate notes and (2) March 5,
2028, for the 11-year fixed/floating rate notes, that would be utilized, at the time of selection and in accordance with customary financial practice, in
pricing new issues of corporate debt securities of comparable maturity to the remaining term of such fixed/floating rate notes as if such fixed/floating rate
notes matured on (a) March 5, 2023, for the 6-year fixed/floating rate notes and (b) March 5, 2028, for the 11-year fixed/floating rate notes.

"comparable treasury price" means, with respect to any applicable redemption date, (1) the average of the reference treasury dealer quotations for
such redemption date, after excluding the highest and lowest reference treasury dealer quotations, provided that the quotation agent obtains five reference
treasury dealer quotations, or (2) if the quotation agent obtains fewer than five such reference treasury dealer quotations, the average of all such quotations.

"quotation agent" means Merrill Lynch, Pierce, Fenner & Smith Incorporated, or its successor, or, if that firm is unwilling or unable to select the
comparable treasury issue, an investment bank of national standing appointed by us.

"reference treasury dealer" means (1) Merrill Lynch, Pierce, Fenner & Smith Incorporated, or its successor, unless that firm ceases to be a primary
U.S. government securities dealer in New York City (referred to in this pricing supplement as a "primary treasury dealer"), in which case we will
substitute another primary treasury dealer, and (2) four other primary treasury dealers that we may select.

"reference treasury dealer quotations" means, with respect to each reference treasury dealer and any redemption date, the average, as determined
by the quotation agent, of the bid and asked prices for the applicable comparable treasury issue (expressed in each case as a percentage of its principal
amount) quoted in writing to the quotation agent by such reference treasury dealer at 3:30 p.m., New York City time, on the third business day preceding
such redemption date.

Unless we default on payment of the applicable redemption price, interest will cease to accrue on the applicable fixed/floating rate notes of either
series or portions thereof called for redemption on the applicable redemption date. If fewer than all of the applicable fixed/floating rate notes of either series
are to be redeemed, for so long as such fixed/floating rate notes are in book-entry only form, such fixed/floating rate notes to be redeemed will be selected
in accordance with the procedures of The Depository Trust Company.

Because Merrill Lynch, Pierce, Fenner & Smith Incorporated is, and any successor to Merrill Lynch, Pierce, Fenner & Smith Incorporated will be,
our affiliate, the economic interests of Merrill Lynch, Pierce, Fenner & Smith Incorporated or its successor may be adverse to your interests as a holder of
the fixed/floating rate notes subject to our redemption, including with respect to certain determinations and judgments it must make as quotation agent in
the event that we redeem the fixed/floating rate notes of either series before their maturity pursuant to the "make-whole" optional redemption described
above. Merrill Lynch, Pierce, Fenner & Smith Incorporated is, and any successor to Merrill Lynch, Pierce, Fenner & Smith Incorporated will be, obligated
to carry out its duties and functions as quotation agent in good faith.

PS-9
Table of Contents
SUPPLEMENTAL INFORMATION CONCERNING THE PLAN OF
DISTRIBUTION AND CONFLICTS OF INTEREST

On February 28, 2018, we entered into an agreement with the selling agents identified below for the purchase and sale of the notes. We have agreed
to sell to each of the selling agents, and each of the selling agents has agreed to purchase from us, the principal amount of the notes shown opposite its
name in the table below at the public offering price set forth above.

Principal
Principal
Principal
Amount of 6-
Amount of 11-
Amount of
Year Fixed/
Year Fixed/
Floating Rate
Floating Rate
Floating Rate
Selling Agent
Notes ($)
Notes ($)
Notes ($)

Merrill Lynch, Pierce, Fenner & Smith
Incorporated
$1,215,000,000 $2,430,000,000 $2,025,000,000
ABN AMRO Securities (USA) LLC

11,250,000
22,500,000
18,750,000
BBVA Securities Inc.

11,250,000
22,500,000
18,750,000
BMO Capital Markets Corp.

11,250,000
22,500,000
18,750,000
BNY Mellon Capital Markets, LLC

11,250,000
22,500,000
18,750,000
Capital One Securities, Inc.

11,250,000
22,500,000
18,750,000
Commonwealth Bank of Australia

11,250,000
22,500,000
18,750,000
Credit Agricole Securities (USA) Inc.

11,250,000
22,500,000
18,750,000
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5
Deutsche Bank Securities Inc.

11,250,000
22,500,000
18,750,000
ICBC Standard Bank Plc

11,250,000
22,500,000
18,750,000
ING Financial Markets LLC

11,250,000
22,500,000
18,750,000
Lloyds Securities Inc.

11,250,000
22,500,000
18,750,000
Mizuho Securities USA LLC

11,250,000
22,500,000
18,750,000
Natixis Securities Americas LLC

11,250,000
22,500,000
18,750,000
Rabo Securities USA, Inc.

11,250,000
22,500,000
18,750,000
RB International Markets (USA) LLC

11,250,000
22,500,000
18,750,000
RBS Securities Inc. (marketing name "NatWest Markets")

11,250,000
22,500,000
18,750,000
Santander Investment Securities Inc.

11,250,000
22,500,000
18,750,000
Scotia Capital (USA) Inc.

11,250,000
22,500,000
18,750,000
SG Americas Securities, LLC

11,250,000
22,500,000
18,750,000
SMBC Nikko Securities America, Inc.

11,250,000
22,500,000
18,750,000
Standard Chartered Bank

11,250,000
22,500,000
18,750,000
UBS Securities LLC

11,250,000
22,500,000
18,750,000
UniCredit Capital Markets LLC

11,250,000
22,500,000
18,750,000
Westpac Capital Markets, LLC

11,250,000
22,500,000
18,750,000
Academy Securities, Inc

3,750,000
7,500,000
6,250,000
Apto Partners, LLC

3,750,000
7,500,000
6,250,000
R. Seelaus & Co., Inc.

3,750,000
7,500,000
6,250,000
The Williams Capital Group, L.P.

3,750,000
7,500,000
6,250,000

Total
$1,500,000,000 $3,000,000,000 $2,500,000,000

The selling agents may sell the notes to certain dealers at the public offering price, less a concession which will not exceed 0.200% of the principal
amount of the floating rate notes, 0.200% of the principal amount of the 6-year fixed/floating rate notes, and 0.250% of the principal amount of the 11-year
fixed/floating rate notes, and the selling agents and those dealers may resell the notes to other dealers at a reallowance discount which will not exceed
0.150% of the principal amount of the floating rate notes, 0.150% of the principal amount of the 6-year fixed/floating rate notes, and 0.200% of the
principal amount of the 11-year fixed/floating rate notes.

After the initial offering of the notes, the concessions and reallowance discounts for the notes may change.

We estimate that the total offering expenses for the notes, excluding the selling agents' commissions, will be approximately $1,574,900.

PS-10
Table of Contents
Merrill Lynch, Pierce, Fenner & Smith Incorporated is our wholly-owned subsidiary, and we will receive the net proceeds of the offering.

We expect that delivery of the notes will be made to investors on or about March 5, 2018, which is the third business day following the date of this
pricing supplement (such settlement being referred to as "T+3"). Under Rule 15c6-1 of the Securities and Exchange Act of 1934, trades in the secondary
market generally are required to settle in two business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to
trade notes on the date of this pricing supplement or the next succeeding business day will be required, by virtue of the fact that the notes initially settle in
T+3, to specify an alternate settlement cycle at the time of the trade to prevent a failed settlement and should consult their own advisors in connection with
that election.

Some of the selling agents and their affiliates have engaged in, and may in the future engage in, investment banking and other commercial dealings
in the ordinary course of business with us or our affiliates. They have received, or may in the future receive, customary fees and commissions for these
transactions.

In addition, in the ordinary course of their business activities, the selling agents and their affiliates may make or hold a broad array of investments
and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own account and for
the accounts of their customers. Such investments and securities activities may involve securities and/or instruments of ours or our affiliates. The selling
agents or their affiliates that have a lending relationship with us routinely hedge their credit exposure to us consistent with their customary risk
management policies. Typically, such selling agents and their affiliates would hedge such exposure by entering into transactions which consist of either the
purchase of credit default swaps or the creation of short positions in our securities, including potentially the notes offered hereby. Any such short positions
could adversely affect future trading prices of the notes offered hereby. The selling agents and their affiliates may also make investment recommendations
and/or publish or express independent research views in respect of such securities or financial instruments and may hold, or recommend to clients that they
acquire, long and/or short positions in such securities and instruments.

Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5
dealers as permitted by the regulations of the Financial Industry Regulatory Authority, Inc.

ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite,
subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc
shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by
other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the notes constituting part of its allotment solely outside the United
States.

To the extent any other underwriter that is not a U.S. registered broker-dealer intends to effect any offers or sales of any notes in the United States, it
will do so through one or more U.S. registered broker-dealers in accordance with the applicable U.S. securities laws and regulations.

Selling Restrictions

Bermuda. The notes may be offered or sold in Bermuda only in compliance with the provisions of the Investment Business Act 2003 of Bermuda
which regulates the sale of securities in Bermuda. Additionally, non-Bermudian persons (including companies) may not carry on or engage in any trade or
business in Bermuda (which could include the offering of the notes in Bermuda) unless such persons are licensed under applicable Bermuda legislation.

Cayman Islands. The notes may not be offered to the public in the Cayman Islands.

PS-11
Table of Contents
VALIDITY OF THE NOTES

In the opinion of McGuireWoods LLP, as counsel to Bank of America Corporation ("BAC"), when the notes offered hereby have been completed
and executed by BAC, and authenticated by the trustee, and the notes have been delivered against payment therefor as contemplated in this pricing
supplement and the related prospectus and prospectus supplement, all in accordance with the provisions of the indenture governing the notes, such notes
will be legal, valid and binding obligations of BAC, subject to the effect of applicable bankruptcy, insolvency (including laws relating to preferences,
fraudulent transfers and equitable subordination), reorganization, moratorium and other similar laws affecting creditors' rights generally, and to general
principles of equity. This opinion is given as of the date of this pricing supplement and is limited to the laws of the State of New York and the Delaware
General Corporation Law (including the statutory provisions, all applicable provisions of the Delaware Constitution and reported judicial decisions
interpreting the foregoing) as in effect on the date hereof. In addition, this opinion is subject to customary assumptions about the trustee's authorization,
execution and delivery of the indenture governing the notes, the validity, binding nature and enforceability of the indenture governing the notes with respect
to the trustee, the legal capacity of individuals, the genuineness of signatures, the authenticity of all documents submitted to McGuireWoods LLP as
originals, the conformity to original documents of all documents submitted to McGuireWoods LLP as copies thereof, the authenticity of the originals of
such copies and certain factual matters, all as stated in the letter of McGuireWoods LLP dated January 13, 2017, which has been filed as an exhibit to
BAC's Current Report on Form 8-K dated January 13, 2017.

PS-12
Table of Contents

Medium-Term Notes, Series M
We may offer from time to time our Bank of America Corporation Medium-Term Notes, Series M. The specific terms of any notes that we offer will be
determined before each sale and will be described in a separate pricing supplement, prospectus addendum and/or other prospectus supplement (each, a
"supplement"). Terms may include:

· Priority: senior or subordinated
· Maturity: 365 days (one year) or more

· Interest rate: notes may bear interest at fixed or floating rates, or may
· Indexed notes: principal, premium (if any), interest payments, or other
not bear any interest
amounts payable (if any) linked, either directly or indirectly, to the price

or performance of one or more market measures
· Base floating rates of interest:

federal funds rate
· Payments: U.S. dollars or any other currency that we specify in the
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

424B5

applicable supplement

LIBOR

EURIBOR

prime rate

treasury rate

any other rate we specify

We may sell notes to the selling agents as principal for resale at varying or fixed offering prices or through the selling agents as agents using their best
efforts on our behalf. We also may sell the notes directly to investors.
We may use this prospectus supplement and the accompanying prospectus in the initial sale of any notes. In addition, Merrill Lynch, Pierce, Fenner &
Smith Incorporated, or any of our other broker-dealer affiliates, may use this prospectus supplement and the accompanying prospectus in a market-making
transaction in any notes after their initial sale. Unless we or one of our selling agents informs you otherwise in the confirmation of sale, this prospectus
supplement and the accompanying prospectus are being used in a market-making transaction.
Unless otherwise specified in the applicable supplement, we do not intend to list the notes on any securities exchange.
Investing in the notes involves risks. See "Risk Factors" beginning on page S-5.

Our notes are unsecured and are not savings accounts, deposits, or other obligations of a bank. Our notes are not guaranteed by Bank of America, N.A. or
any other bank, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency, and involve investment risks.
None of the Securities and Exchange Commission, any state securities commission, or any other regulatory body has approved or disapproved of these
notes or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a
criminal offense.

BofA Merrill Lynch

Prospectus Supplement to Prospectus dated May 1, 2015
September 11, 2017
Table of Contents
TABLE OF CONTENTS

Page

Page
Prospectus Supplement

Description of Purchase Contracts

47
About this Prospectus Supplement

S-3
General

47
Risk Factors

S-5
Purchase Contract Property

47
Financial Consequences to Unsecured Debtholders of Single Point of Entry
Information in Supplement

48
Resolution Strategy

S-12
Prepaid Purchase Contracts; Applicability of Indenture

49
Description of the Notes

S-13
Non-Prepaid Purchase Contracts; No Trust Indenture Act Protection

49
General

S-13
Pledge by Holders to Secure Performance

50
Types of Notes

S-14
Settlement of Purchase Contracts That Are Part of Units

50
Payment of Principal, Interest, and Other Amounts Due

S-16
Failure to Holder to Perform Obligations

50
Ranking

S-18
Description of Units

51
Remedies

S-19
General

51
Limitation on Mergers and Sales of Assets

S-21
Unit Agreements; Prepaid, Non-Prepaid, and Other

51
Redemption

S-22
Modification

52
Repayment

S-22
Enforceability of Rights of Unitholders; No Trust Indenture Act Protection
52
Reopenings

S-22
Description of Preferred Stock

53
Extendible/Renewable Notes

S-22
General

53
Other Provisions

S-23
Dividends

54
Repurchase

S-23
Voting

54
Form, Exchange, Registration, and Transfer of Notes

S-23
Liquidation Preference

54
U.S. Federal Income Tax Considerations

S-24
Preemptive Rights

55
Supplemental Plan of Distribution (Conflicts of Interest)

S-24
Existing Preferred Stock

55
Selling Restrictions

S-27
Additional Classes or Series of Stock

85
Legal Matters

S-36
Description of Depositary Shares

85

Page
General

85
Prospectus

Terms of the Depositary Shares

85
About this Prospectus

3
Withdrawal of Preferred Stock

86
Prospectus Summary

4
Dividends and Other Distributions

86
Risk Factors

9
Redemption of Depositary Shares

86
Currency Risks

9
Voting the Deposited Preferred Stock

87
https://www.sec.gov/Archives/edgar/data/70858/000119312518068123/d535169d424b5.htm[3/5/2018 9:05:32 AM]

Document Outline

#1">
- #1">