Obligation America Bank Corporation 2.151% ( US06051GGB95 ) en USD

America Bank Corporation

100 % ▲

Etas-Unis

US06051GGB95 ( en USD )

2.151% par an ( paiement semestriel )

09/11/2020 - Obligation échue

Prospectus brochure de l'obligation Bank of America Corporation US06051GGB95 en USD 2.151%, échue

1 000 USD

1 000 000 000 USD

06051GGB9

N/A

Bank of America Corporation est une société de services financiers multinationale américaine offrant une large gamme de produits et services bancaires aux particuliers, aux entreprises et aux institutions financières, notamment des services de dépôt, de prêt, d'investissement et de gestion de patrimoine.

L'obligation US06051GGB95 émise par Bank of America Corporation aux États-Unis, d'une valeur nominale de 1 000 000 000 USD, avec un taux d'intérêt de 2,151 %, une taille minimale de transaction de 1 000 USD, et échéance le 09/11/2020, a été intégralement remboursée à son prix nominal de 100 %.

424B5
424B5 1 d231737d424b5.htm 424B5
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-202354

Pricing Supplement No. 250
(To Prospectus dated May 1, 2015,
Prospectus Supplement dated October 17, 2016, and
Prospectus Addendum dated November 4, 2016)

November 4, 2016

Medium-Term Notes, Series L

$1,000,000,000 2.151% Senior Notes, due November 2020

This pricing supplement describes a series of our senior notes that will be issued under our Medium-Term Note Program, Series L. The notes
mature on November 9, 2020. We will pay interest on the notes for each semi-annual interest period at a rate of 2.151% per annum. We will have
the option to redeem the notes as described in this pricing supplement under the heading "Specific Terms of the Notes--Optional Redemption." As
described under "Use of Proceeds," we will use the proceeds of the sale of the notes to fund renewable energy projects.

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 addendum, the attached prospectus
supplement, or the attached prospectus. Any representation to the contrary is a criminal offense.

Per Note
Total

Public Offering Price

100.000%
$1,000,000,000
Selling Agents' Commission

0.300%
$
3,000,000

Proceeds (before expenses)

99.700%
$ 997,000,000

We expect to deliver the notes in book-entry only form through the facilities of The Depository Trust Company on or about November 9, 2016.

Sole Book-Runner

BofA Merrill Lynch

Bank of China

SMBC Nikko
Lebenthal Capital Markets

Loop Capital Markets

Table of Contents
SPECIFIC TERMS OF THE NOTES

The following description of the specific terms of the notes supplements, and should be read together with, the description of our Medium-
Term Notes, Series L included in the attached prospectus supplement dated October 17, 2016, 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.

· Title of the Series:
2.151% Senior Notes, due November 2020
· Aggregate Principal Amount Initially
$1,000,000,000
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Being Issued:

· Issue Date:
November 9, 2016
· CUSIP No.:
06051GGB9
· ISIN:
US0651GGB95
· Maturity Date:
November 9, 2020
· Minimum Denominations:
$2,000 and multiples of $1,000 in excess of $2,000
· Ranking:
Senior
· Day Count Fraction:
30/360
· Interest Rate:
2.151%
· Interest Periods:
Semi-annual
· Interest Payment Dates:
May 9 and November 9 of each year, commencing May 9, 2017,
subject to the following business day convention (unadjusted).
· 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.
· Optional Redemption:
We will have the option to redeem the notes, in whole at any time or
in part from time to time, on or after November 10, 2017 (or, if
additional notes are issued after November 9, 2016, on or after the
later of November 10, 2017 and six months after the issue date of such
additional notes), except for November 9, 2019, at the applicable
"make-whole" redemption price described below under the heading
"Specific Terms of the Notes--Optional Redemption." We also will
have the option to redeem the notes, in whole, but not in part, on
November 9, 2019 at 100% of the principal amount of the notes. If we
redeem any notes, we also will pay accrued and unpaid interest, if any,
thereon, to, but excluding, the redemption date.
· Repayment at Option of Holder:
None
· Listing:
None
· Selling Agents and Conflicts of Interest:
As set forth on page PS-6
· Further Issuances:
We have the ability to "reopen," or increase after the Issue Date, the
aggregate principal amount of the notes initially being issued without
notice to the holders of existing notes by selling

PS-2
Table of Contents

additional notes having the same terms, provided that such additional
notes 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.

Optional Redemption

We may redeem the notes, at our option, in whole, but not in part, on November 9, 2019, upon at least 10 business days' but not more than
60 calendar days' prior written notice to holders of the notes as described in the attached prospectus, at a redemption price equal to 100% of the
principal amount of the notes being redeemed, plus accrued and unpaid interest, if any, thereon, to, but excluding, the redemption date.

In addition, we may redeem the notes, at our option, in whole at any time or in part from time to time, on or after November 10, 2017 (or, if
additional notes are issued after November 9, 2016, on or after the later of November 10, 2017 and six months after the issue date of such additional
notes), except for November 9, 2019, upon at least 10 business days' but not more than 60 calendar days' prior written notice to the holders of the
notes being redeemed as described in the attached prospectus, at a redemption price equal to the greater of:

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

(ii) as determined by the quotation agent described below, the sum of the present values of the remaining scheduled payments of principal and
interest on the notes to be redeemed, not including interest accrued to, but excluding, the redemption date, discounted to the redemption date on a
semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the treasury rate plus 20 basis points,

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

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

"treasury rate" means, with respect to any 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 calculation date, appearing in the most recently published statistical release designated "H.15(519),"
or any successor publication that is published weekly by the Board of Governors of the Federal Reserve System and that establishes yields on
actively traded U.S. Treasury securities adjusted to constant maturity, under the caption "Treasury Constant Maturities" for the maturity
corresponding to the applicable comparable treasury issue; provided that, if no maturity is within three months before or after the stated Maturity
Date of the notes to be redeemed, yields for the two published maturities most closely corresponding to the applicable comparable treasury issue
will be determined and the 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 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 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.

The treasury rate will be calculated by the quotation agent on the third business day preceding the applicable redemption date of the notes to
be redeemed.

PS-3
Table of Contents
In determining the treasury rate, the below terms will have the following meaning:

"comparable treasury issue" means, with respect to any redemption date, 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 the notes to be redeemed 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 notes.

"comparable treasury price" means, with respect to any redemption date, (1) the average of five reference treasury dealer quotations for
such redemption date, after excluding the highest and lowest 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, 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 notes or portions thereof
called for redemption on the applicable redemption date. If fewer than all of the notes are to be redeemed, for so long as such notes are in book-
entry only form, such 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 our affiliate, the economic interests of Merrill Lynch, Pierce, Fenner &
Smith Incorporated may be adverse to your interests as a holder of the 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 notes before their maturity pursuant to the "make-
whole" optional redemption described above. Merrill Lynch, Pierce, Fenner & Smith Incorporated is obligated to carry out its duties and functions
as quotation agent in good faith.

Use of Proceeds
Environmental Business Initiatives

In 2012, Bank of America Corporation and its consolidated subsidiaries announced a new 10-year $50 billion environmental business
initiative to help address climate change, reduce demands on natural resources and advance lower-carbon economic solutions. We have since
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increased this commitment to $125 billion in low carbon business by 2025. As part of this initiative, we are focusing on energy efficiency,
renewable energy and energy infrastructure, advanced transportation, waste and water, through lending, investing and facilitating capital, providing
advice and developing solutions for clients around the world.

Eligible Green Projects

An amount equal to the net proceeds of the sale of the notes will be used to fund renewable energy projects ("Eligible Green Projects"), in
whole or in part, as defined by our internal investment criteria. Renewable energy projects include financing of, or investments in, equipment and
systems which facilitate

PS-4
Table of Contents
the use of energy from renewable sources, such as solar, wind, and geothermal energy. These Eligible Green Projects are for illustrative purposes
only and no assurance can be provided that the proceeds of the notes will be allocated to fund projects with these specific characteristics during the
term of the notes.

Project Evaluation and Selection

The Eligible Green Projects are identified and selected via a process that involves participants from various functional areas including our
Global Environmental Group, our Corporate Treasury group and our Global Banking group.

Our Global Environmental Group evaluates and determines project eligibility according to the criteria indicated above. The list of projects
compiled by the Global Environmental Group is reviewed and approved by our Corporate Treasury group and our Global Banking group.

Management of Proceeds

An amount equal to the net proceeds of the notes will be allocated by us to the financing of existing and future Eligible Green Projects. So
long as the notes are outstanding, our internal records will show, at any time, an amount equal to the net proceeds from the issuance of the notes as
allocated to the assets that meet our internal investment criteria of Eligible Green Projects. Pending the allocation of the net proceeds of the notes
to finance Eligible Green Projects, the net proceeds will be invested in overnight or other short-term financial instruments.

Payment of principal of and interest on the notes will be made from Bank of America's general funds and will not be directly linked to the
performance of any Eligible Green Projects.

We will review and update the Eligible Green Projects to which the net proceeds of the notes are allocated on a quarterly basis. Any proceeds
allocated to projects that have been sold, prepaid, amortized or otherwise become ineligible shall be reallocated to other Eligible Green Projects.

Reporting

During the term of the notes, we will provide and keep readily available, on a designated website, information on the allocation of the net
proceeds of the notes, to be updated at least annually until full allocation and as necessary thereafter in the event of new developments. This
information will include:

·
the allocation of the net proceeds of the notes to Eligible Green Projects, detailing the Eligible Green Projects funded, current funded

amounts, initial funding dates and contractual maturity dates, and

·
assertions by management that the net proceeds of the notes are invested either in qualifying Eligible Green Projects or in overnight or

other short-term financial instruments.

The updates and assertions will be accompanied by a report from an independent accountant in respect of the independent accountant's
examination of management's assertion conducted in accordance with attestation standards established by the American Institute of Certified
Public Accountants.

Further Information

The Green Bond Principles 2016 are voluntary process guidelines for the issuance of green bonds developed by a committee of issuers,
investors and other participants in the green bond market. The Green Bond Principles 2016 have four core components:

·
use of proceeds

·
process for project evaluation and selection

·
management of proceeds

·
reporting

We are in alignment with these components, as described above.
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PS-5
Table of Contents
Supplemental Information Concerning the Plan of Distribution and Conflicts of Interest

On November 4, 2016, 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 Amount
Selling Agent
of Notes

Merrill Lynch, Pierce, Fenner & Smith
Incorporated

$ 970,000,000
Bank of China Limited London Branch

10,000,000
SMBC Nikko Securities America, Inc.

10,000,000
Lebenthal & Co., LLC

5,000,000
Loop Capital Markets LLC

5,000,000

Total

$1,000,000,000

The selling agents may sell the notes to certain dealers at the public offering price, less a concession which will not exceed 0.180% of the
principal amount of the notes, and the selling agents and those dealers may resell the notes to other dealers at a reallowance discount which will not
exceed 0.120% of the principal amount of the 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 $243,700.

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

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. Certain of 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.

Bank of China Limited London Branch is not a U.S. registered broker-dealer, and 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-dealers as permitted by the regulations of the Financial Industry Regulatory
Authority, Inc.

PS-6
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
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this pricing supplement and the attached prospectus, prospectus supplement and prospectus addendum, 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 hereof 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). 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 natural persons, 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
February 27, 2015, which has been filed as an exhibit to BAC's Registration Statement relating to the notes filed with the Securities and Exchange
Commission on February 27, 2015.

PS-7
Table of Contents
Prospectus Addendum
(To Prospectus Dated May 1, 2015 and Prospectus Supplement Dated October 17, 2016)
November 4, 2016

As part of our Bank of America Corporation Medium-Term Notes, Series L, program, we may offer from time to time notes where the proceeds
will be used to further our consolidated company's environmental business initiative.
In 2012, our consolidated company announced a new 10-year $50 billion environmental business initiative to help address climate change, reduce
demands on natural resources and advance lower-carbon economic solutions. We have since increased this commitment to $125 billion in low
carbon business by 2025. As part of this initiative, we are focusing on energy efficiency, renewable energy and energy infrastructure, advanced
transportation, waste and water, through lending, investing and facilitating capital, providing advice and developing solutions for clients around the
world.
We may offer from time to time our Medium-Term Notes, Series L, where we specify that the proceeds from such offering will be used in
furtherance of this initiative, in particular to finance renewable energy projects. The specific terms of any notes that we offer in conjunction with
our company's environmental business initiative will be determined before each sale and will be described in a separate pricing supplement. The
terms of any such notes will not be tied to any specific environmental initiative or the performance or success of any environmental initiative.
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 addendum and the accompanying prospectus and prospectus supplement in the initial sale of any notes. In addition,
Merrill Lynch, Pierce, Fenner & Smith Incorporated, or any of our other affiliates, may use this prospectus addendum and the accompanying
prospectus and prospectus supplement 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 addendum and the accompanying prospectus and prospectus supplement are
being used in a market-making transaction.
Unless otherwise specified in the applicable pricing 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 of the accompanying prospectus supplement and "Risk
Factors" beginning on page 9 of the accompanying prospectus.

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.
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424B5
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 addendum or the accompanying prospectus and prospectus supplement.
Any representation to the contrary is a criminal offense.

BofA Merrill Lynch

Table of Contents
USE OF PROCEEDS
Eligible Green Projects
An amount equal to the net proceeds from any sale of notes in furtherance of our environmental business initiative will be used to fund renewable
energy projects ("Eligible Green Projects"), in whole or in part, as defined by Bank of America internal investment criteria. Renewable energy
projects include financing of, or investments in, equipment and systems which facilitate the use of energy from renewable sources, such as solar,
wind, and geothermal energy. The specific use of proceeds of any note issuance will be described in the applicable pricing supplement.
Project Evaluation and Selection
The Eligible Green Projects are identified and selected via a process that involves participants from various functional areas including our Global
Environmental Group, our Corporate Treasury group and our Global Banking group.
Our Global Environmental Group evaluates and determines project eligibility according to the criteria indicated above. The list of projects
compiled by the Global Environmental Group is reviewed and approved by our Corporate Treasury group and our Global Banking group.
Management of Proceeds
An amount equal to the net proceeds from the sale of a specific issue of notes will be allocated by us to the financing of existing and future Eligible
Green Projects. So long as that tranche of notes remains outstanding, our internal records will show, at any time, an amount equal to the net
proceeds from the issuance of those notes as allocated to the assets that meet our internal investment criteria of Eligible Green Projects. Pending
the allocation of the net proceeds of such notes to finance Eligible Green Projects, the net proceeds will be invested in overnight or otherwise
short-term financial instruments.
Payment of principal of and interest on the notes will be made from Bank of America's general funds and will not be directly linked to the
performance of any Eligible Green Projects.
We will review and update the Eligible Green Projects to which the net proceeds of the notes are allocated on a quarterly basis. Any proceeds
allocated to projects that have been sold, prepaid, amortized or otherwise become ineligible shall be reallocated to other Eligible Green Projects.
Reporting
During the term of any tranche or series of notes issued in furtherance of our environmental business initiative, we will provide and keep readily
available, on a designated website, information on the allocation of the net proceeds of those notes, to be updated at least annually until full
allocation and as necessary thereafter in the event of new developments. This information will include: (i) the allocation of the net proceeds of
those notes to Eligible Green Projects, detailing the Eligible Green Projects funded, current funded amounts, initial funding dates and contractual
maturity dates, and (ii) assertions by management that the net proceeds of that tranche or series of notes are invested either in qualifying Eligible
Green Projects or in overnight or other short-term financial instruments. The updates and assertions will be accompanied by a report from an
independent accountant in respect of the independent accountant's examination of management's assertion conducted in accordance with
attestation standards established by the American Institute of Certified Public Accountants.
Further Information
The Green Bond Principles 2016 are voluntary process guidelines for the issuance of green bonds developed by a committee of issuers, investors
and other participants in the green bond market. The Green Bond Principles 2016 have four core components:

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· use of proceeds

· process for project evaluation and selection

· management of proceeds

· reporting
We are in alignment with these components, as described above.
Table of Contents

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

· Priority: senior or subordinated
· Maturity: three months or more

· Interest rate: notes may bear interest at fixed or floating rates, or
· Indexed notes: principal, premium (if any), interest payments, or
may not bear any interest
other 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:

including securities, currencies or composite currencies,

funds rate
commodities, interest rates, stock or commodity indices, exchange

traded funds, currency indices, consumer price indices, inflation

LIBOR
indices, or any combination of the above

EURIBOR
· Payments: U.S. dollars or any other currency that we specify in the

prime rate
applicable supplement

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 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.

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BofA Merrill Lynch

Prospectus Supplement to Prospectus dated May 1, 2015
October 17, 2016
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
Description of the Notes

S-8
Information in Supplement

48
General

S-9
Prepaid Purchase Contracts; Applicability of Indenture

49
Types of Notes

S-9
Non-Prepaid Purchase Contracts; No Trust Indenture Act Protection
49
Payment of Principal, Interest, and Other Amounts Due

S-11
Pledge by Holders to Secure Performance

50
Ranking

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

50
Redemption

S-15
Failure of Holder to Perform Obligations

50
Repayment

S-15
Description of Units

51
Reopenings

S-15
General

51
Extendible/Renewable Notes

S-15
Unit Agreements: Prepaid, Non-Prepaid, and Other

51
Other Provisions

S-15
Modification

52
Repurchase

S-15
Enforceability of Rights of Unitholders; No Trust Indenture Act
Form, Exchange, Registration, and Transfer of Notes

S-16
Protection

52
U.S. Federal Income Tax Considerations

S-16
Description of Preferred Stock

53
Supplemental Plan of Distribution (Conflicts of Interest)

S-16
General

53
Selling Restrictions

S-19
Dividends

54
Legal Matters

S-28
Voting

54

Page
Liquidation Preference

54
Prospectus

Preemptive Rights

55
About this Prospectus

3
Existing Preferred Stock

55
Prospectus Summary

4
Additional Classes or Series of Stock

85
Risk Factors

9
Description of Depositary Shares

85
Currency Risks

9
General

85
Reform of LIBOR and EURIBOR and Proposed Regulation of These
Terms of the Depositary Shares

85
and Other "Benchmarks"

11
Withdrawal of Preferred Stock

86
Risks Related to our Common Stock and Preferred Stock

13
Dividends and Other Distributions

86
Other Risks

14
Redemption of Depositary Shares

86
Bank of America Corporation

16
Voting the Deposited Preferred Stock

87
Use of Proceeds

16
Amendment and Termination of the Deposit Agreement

87
Description of Debt Securities

17
Charges of Depository

87
General

17
Miscellaneous

88
The Indentures

17
Resignation and Removal of Depository

88
Form and Denomination of Debt Securities

18
Description of Common Stock

88
Different Series of Debt Securities

19
General

88
Fixed-Rate Notes

20
Voting and Other Rights

88
Floating-Rate Notes

20
Dividends

89
Indexed Notes

28
Certain Anti-Takeover Matters

89
Floating-Rate/Fixed-Rate/Indexed Notes

29
Registration and Settlement

91
Original Issue Discount Notes

29
Book-Entry Only Issuance

91
Payment of Principal, Interest, and Other Amounts Due

30
Certificated Securities

91
No Sinking Fund

33
Street Name Owners

92
Redemption

33
Legal Holders

92
Repayment

34
Special Considerations for Indirect Owners

92
Repurchase

34
Depositories for Global Securities

93
Conversion

34
Special Considerations for Global Securities

97
Exchange, Registration, and Transfer

35
Registration, Transfer, and Payment of Certificated Securities

98
Subordination

35
U.S. Federal Income Tax Considerations

99
Sale or Issuance of Capital Stock of Banks

36
Taxation of Debt Securities

100
Limitation on Mergers and Sales of Assets

37
Taxation of Common Stock, Preferred Stock, and Depositary Shares
115
Waiver of Covenants

37
Taxation of Warrants

121
Modification of the Indentures

37
Taxation of Purchase Contracts

121
Meetings and Action by Securityholders

38
Taxation of Units

121
Events of Default and Rights of Acceleration

38
Reportable Transactions

121
Collection of Indebtedness

38
Foreign Account Tax Compliance Act

122
Payment of Additional Amounts

39
EU Directive on the Taxation of Savings Income

123
Redemption for Tax Reasons

42
Plan of Distribution (Conflicts of Interest)

124
Defeasance and Covenant Defeasance

43
Distribution Through Underwriters

124
Notices

44
Distribution Through Dealers

125
Concerning the Trustees

44
Distribution Through Agents

125
Governing Law

44
Direct Sales

125
Description of Warrants

44
General Information

125
General

44
Market-Making Transactions by Affiliates

126
Description of Debt Warrants

44
Conflicts of Interest

126
Description of Universal Warrants

45
ERISA Considerations

128
Modification

46
Where You Can Find More Information

130
Enforceability of Rights of Warrantholders; No Trust Indenture Act
Forward-Looking Statements

131
Protection

47
Legal Matters

132
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424B5
Experts

132

S-2
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
We have registered the notes on a registration statement on Form S-3 with the Securities and Exchange Commission under Registration
No. 333-202354.
From time to time, we intend to use this prospectus supplement, the accompanying prospectus, and a related product supplement, index
supplement and/or pricing supplement to offer the notes. We may refer to any pricing supplement as a "term sheet." You should read each of these
documents before investing in the notes.
This prospectus supplement describes additional terms of the notes and supplements the description of our debt securities contained in the
accompanying prospectus. If the information in this prospectus supplement is inconsistent with the prospectus, this prospectus supplement will
supersede the information in the prospectus.
This prospectus supplement and the accompanying prospectus do not constitute an offer to sell or the solicitation of an offer to buy the notes
in any jurisdiction in which that offer or solicitation is unlawful. The distribution of this prospectus supplement and the accompanying prospectus
and the offering of the notes in some jurisdictions may be restricted by law. If you have received this prospectus supplement and the accompanying
prospectus, you should find out about and observe these restrictions. Persons outside the United States who come into possession of this prospectus
supplement and the accompanying prospectus must inform themselves about and observe any restrictions relating to the distribution of this
prospectus supplement and the accompanying prospectus and the offering of the notes outside of the United States. See "Supplemental Plan of
Distribution (Conflicts of Interest)."
This prospectus supplement and the accompanying prospectus have been prepared on the basis that any offer of notes in any Member State of
the European Economic Area which has implemented the Prospectus Directive (2003/71/EC) (and amendments thereto, including the Directive
2010/73/EU, to the extent implemented in the relevant Member State, the "Prospectus Directive") (each, a "Relevant Member State") will be made
under an exemption under the Prospectus Directive, as implemented in that Relevant Member State, from the requirement to publish a prospectus
for offers of notes. Accordingly, any person making or intending to make an offer in that Relevant Member State of any notes which are
contemplated in this prospectus supplement and the accompanying prospectus may only do so in circumstances in which no obligation arises for us
or any of the selling agents to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article
16 of the Prospectus Directive, in each case, in relation to such offer. Neither we nor the selling agents have authorized, and neither we nor they
authorize, the making of any offer of notes in circumstances in which an obligation arises for us or any selling agent to publish or supplement a
prospectus for the purposes of the Prospectus Directive in relation to such offer. Neither this prospectus supplement nor the accompanying
prospectus constitutes an approved prospectus for the purposes of the Prospective Directive.
For each offering of notes, we will issue a product supplement, index supplement, and/or a pricing supplement which will contain additional
terms of the offering and a specific description of the notes being offered. A supplement also may add, update, or change information in this
prospectus supplement or the accompanying prospectus, including provisions describing the calculation of the amounts due under the notes and the
method of making payments under the terms of a note. We will state in the applicable supplement the interest rate or interest rate basis or formula,
issue price, any relevant market measures, the maturity date, interest payment dates, redemption, or repayment provisions, if any, and other relevant
terms and conditions for each note

S-3
Table of Contents
at the time of issuance. A supplement also may include a discussion of any risk factors or other special additional considerations that apply to a
particular type of note. Each applicable supplement can be quite detailed and always should be read carefully.
Any term that is used, but not defined, in this prospectus supplement has the meaning set forth in the accompanying prospectus.

S-4
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Document Outline

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