8-KFinancial EventsExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Auditor Change (Apr 12, 2006)

Filed April 12, 2006For Securities:BACBAC-PBBAC-PKBAC-PLBAC-PMBAC-PNBAC-PSBML-PJBAC-PEBAC-PPBAC-PQBACRPBML-PGBML-PHBML-PLBAC-POMER-PK

Summary

This Form 8-K filing from Bank of America Corporation's MBNA Corporation 401(k) Plus Savings Plan reports a change in the Plan's independent registered public accounting firm. Effective November 23, 2005, Ernst & Young LLP (E&Y) was dismissed, and Morris, Davis & Chan LLP (MDC) was engaged to audit the Plan's financial statements for the fiscal year ending December 31, 2005. The filing notes that the decision to change accountants was not pre-approved by Bank of America's Audit Committee, though it was expected to be ratified at a future meeting. Importantly, the filing states there were no disagreements with E&Y on any accounting principles, practices, disclosures, or auditing procedures during their tenure, and no reportable events occurred. This provides assurance to investors that the change is unlikely to stem from any unresolved audit issues with the previous auditor.

Key Highlights

  • 1Change in Independent Auditor: The MBNA Corporation 401(k) Plus Savings Plan dismissed Ernst & Young LLP (E&Y) as its independent auditor.
  • 2New Auditor Appointed: Morris, Davis & Chan LLP (MDC) has been engaged as the new independent auditor for the fiscal year ending December 31, 2005.
  • 3Audit Committee Ratification Pending: The decision to change auditors was not initially approved by Bank of America's Audit Committee but was expected to be ratified later.
  • 4No Disagreements with Prior Auditor: The filing explicitly states there were no disagreements with E&Y regarding accounting principles, practices, disclosures, or auditing procedures in the past two fiscal years.
  • 5No Reportable Events: No 'reportable events' as defined by SEC regulations occurred with E&Y prior to their dismissal.
  • 6Exhibit Filed: A letter from Ernst & Young LLP dated April 12, 2006, confirming the absence of disagreements and reportable events, is filed as an exhibit.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce a change in the independent registered public accounting firm for the MBNA Corporation 401(k) Plus Savings Plan, as required by SEC regulations.

No, the filing explicitly states that there were no disagreements with Ernst & Young on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure for the past two fiscal years. There were also no reportable events.

The filing indicates that the decision to change auditors was not pre-approved by the Audit Committee at the time of the change. However, it was expected that the Audit Committee would consider and ratify the action at its next scheduled meeting.

This filing specifically pertains to the MBNA Corporation 401(k) Plus Savings Plan, not the consolidated financial statements of Bank of America Corporation. While a change in auditor for a significant employee benefit plan is noted, it does not directly impact Bank of America's primary financial reporting unless specific issues arise from the change.