POOLING AND SERVICING AGREEMENT

Pooling and Servicing Agreement

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BANC OF AMERICA FUNDING CORPORATION, | WELLS FARGO BANK, N.A., | WASHINGTON MUTUAL MORTGAGE SECURITIES CORP.,

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Title: POOLING AND SERVICING AGREEMENT
Governing Law: New York Date: 3/28/2005

POOLING AND SERVICING AGREEMENT, Parties: banc of america funding corporation , wells fargo bank n.a. , washington mutual mortgage securities corp.

EXHIBIT 4

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BANC OF AMERICA FUNDING CORPORATION,

as Depositor,

WELLS FARGO BANK, N.A.,

as a Master Servicer and Securities Administrator,

WASHINGTON MUTUAL MORTGAGE SECURITIES CORP.,

as a Master Servicer and Representing Party,

and

WACHOVIA BANK, NATIONAL ASSOCIATION,

as Trustee

POOLING AND SERVICING AGREEMENT

Dated January 28, 2005

_______________________

Mortgage Pass-Through Certificates

Series 2005-1

==============================================================================

<PAGE>

TABLE OF CONTENTS

PRELIMINARY STATEMENT.....................................................

ARTICLE I

DEFINITIONS

Section 1.01 Defined Terms...............................................

Section 1.02 Interest Calculations.......................................

ARTICLE II

CONVEYANCE OF MORTGAGE LOANS

ORIGINAL ISSUANCE OF CERTIFICATES

Section 2.01 Conveyance of Mortgage Loans................................

Section 2.02 Acceptance by the Trustee of the Mortgage Loans.............

Section 2.03 Representations, Warranties and Covenants of the Master

Servicers..................................................

Section 2.04 Representations and Warranties as to the Mortgage Loans.....

Section 2.05 Designation of Interests in the REMIC.......................

Section 2.06 Designation of Start-up Day.................................

Section 2.07 REMIC Certificate Maturity Date.............................

Section 2.08 Execution and Delivery of Certificates......................

ARTICLE III

ADMINISTRATION AND MASTER SERVICING

OF MORTGAGE LOANS

Section 3.01 Master Servicing of the Mortgage Loans......................

Section 3.02 Monitoring of WF Servicers..................................

Section 3.03 Fidelity Bond; Errors and Omissions Insurance...............

Section 3.04 Access to Certain Documentation.............................

Section 3.05 Maintenance of Primary Mortgage Insurance Policy; Claims....

Section 3.06 Rights of the Depositor, the Securities Administrator and

the Trustee in Respect of the Master Servicers.............

Section 3.07 Trustee to Act as Master Servicer...........................

Section 3.08 Servicer Custodial Accounts and Escrow Accounts.............

Section 3.09 Collection of Mortgage Loan Payments, Master Servicer

Custodial Accounts and Certificate Account.................

Section 3.10 Access to Certain Documentation and Information Regarding

the Mortgage Loans.........................................

Section 3.11 Permitted Withdrawals from the Certificate Account, the

Master Servicer Custodial Accounts and the Servicer

Custodial Accounts.........................................

Section 3.12 Maintenance of Hazard Insurance and Other Insurance.........

Section 3.13 Presentment of Claims and Collection of Proceeds............

Section 3.14 Enforcement of Due-On-Sale Clauses; Assumption Agreements...

Section 3.15 Realization Upon Defaulted Mortgage Loans; REO Property.....

Section 3.16 Trustee to Cooperate; Release of Mortgage Files.............

Section 3.17 Documents, Records and Funds in Possession of the Master

Servicer to be Held for the Trustee........................

Section 3.18 Master Servicer Compensation and Servicer Compensation......

Section 3.19 Annual Statement as to Compliance...........................

Section 3.20 Annual Independent Public Accountants' Servicing

Statement; Financial Statements............................

Section 3.21 Advances....................................................

Section 3.22 Reports to the Securities and Exchange Commission...........

ARTICLE IV

MASTER SERVICER'S CERTIFICATE

Section 4.01 Master Servicer's Certificate...............................

ARTICLE V

PAYMENTS AND STATEMENTS TO CERTIFICATEHOLDERS;

REMIC ADMINISTRATION

Section 5.01 Distributions...............................................

Section 5.02 Priorities of Distributions.................................

Section 5.03 Allocation of Losses........................................

Section 5.04 Statements to Certificateholders............................

Section 5.05 Tax Returns and Reports to Certificateholders...............

Section 5.06 Tax Matters Person..........................................

Section 5.07 Rights of the Tax Matters Person in Respect of the

Securities Administrator...................................

Section 5.08 REMIC Related Covenants.....................................

ARTICLE VI

THE CERTIFICATES

Section 6.01 The Certificates............................................

Section 6.02 Registration of Transfer and Exchange of Certificates.......

Section 6.03 Mutilated, Destroyed, Lost or Stolen Certificates...........

Section 6.04 Persons Deemed Owners.......................................

ARTICLE VII

THE DEPOSITOR AND THE MASTER SERVICERS

Section 7.01 Respective Liabilities of the Depositor and the Master

Servicers..................................................

Section 7.02 Merger or Consolidation of the Depositor or the Master

Servicers..................................................

Section 7.03 Limitation on Liability of the Depositor, the Master

Servicers and Others.......................................

Section 7.04 Depositor and Master Servicers Not to Resign................

Section 7.05 WMMSC Master Servicer's Covenant Not to Solicit.............

Section 7.06 Covenant to Disclose Servicing Deficiencies.................

ARTICLE VIII

DEFAULT

Section 8.01 Events of Default...........................................

Section 8.02 Remedies of Trustee.........................................

Section 8.03 Directions by Certificateholders and Duties of Trustee

During Event of Default....................................

Section 8.04 Action upon Certain Failures of a Master Servicer and

upon Event of Default......................................

Section 8.05 Trustee to Act; Appointment of Successor....................

Section 8.06 Notification to Certificateholders..........................

ARTICLE IX

THE TRUSTEE AND THE SECURITIES ADMINISTRATOR

Section 9.01 Duties of Trustee and Securities Administrator..............

Section 9.02 Certain Matters Affecting the Trustee and the Securities

Administrator..............................................

Section 9.03 Neither Trustee nor Securities Administrator Liable for

Certificates or Mortgage Loans.............................

Section 9.04 Trustee and Securities Administrator May Own Certificates...

Section 9.05 Eligibility Requirements for Trustee and the Securities

Administrator..............................................

Section 9.06 Resignation and Removal of Trustee and the Securities

Administrator..............................................

Section 9.07 Successor Trustee or Securities Administrator...............

Section 9.08 Merger or Consolidation of Trustee or Securities

Administrator..............................................

Section 9.09 Appointment of Co-Trustee or Separate Trustee...............

Section 9.10 Authenticating Agents.......................................

Section 9.11 Securities Administrator's Fees and Expenses and

Trustee's Fees and Expenses................................

Section 9.12 Appointment of Custodian....................................

Section 9.13 Paying Agents...............................................

Section 9.14 Limitation of Liability.....................................

Section 9.15 Trustee or Securities Administrator May Enforce Claims

Without Possession of Certificates.........................

Section 9.16 Suits for Enforcement.......................................

Section 9.17 Waiver of Bond Requirement..................................

Section 9.18 Waiver of Inventory, Accounting and Appraisal Requirement...

ARTICLE X

TERMINATION

Section 10.01 Termination upon Purchase or Liquidation of All Mortgage

Loans......................................................

Section 10.02 Additional Termination Requirements.........................

ARTICLE XI

MISCELLANEOUS PROVISIONS

Section 11.01 Amendment...................................................

Section 11.02 Recordation of Agreement; Counterparts......................

Section 11.03 Limitation on Rights of Certificateholders..................

Section 11.04 Governing Law...............................................

Section 11.05 Notices.....................................................

Section 11.06 Severability of Provisions..................................

Section 11.07 Certificates Nonassessable and Fully Paid...................

Section 11.08 Access to List of Certificateholders........................

Section 11.09 Recharacterization..........................................

<PAGE>

EXHIBITS

Exhibit A-1-A-1 Form of Face of Class 1-A-1 Certificate

Exhibit A-1-A-2 Form of Face of Class 1-A-2 Certificate

Exhibit A-1-A-3 Form of Face of Class 1-A-3 Certificate

Exhibit A-1-A-4 Form of Face of Class 1-A-4 Certificate

Exhibit A-1-A-5 Form of Face of Class 1-A-5 Certificate

Exhibit A-1-A-6 Form of Face of Class 1-A-6 Certificate

Exhibit A-1-A-7 Form of Face of Class 1-A-7 Certificate

Exhibit A-1-A-8 Form of Face of Class 1-A-8 Certificate

Exhibit A-1-A-9 Form of Face of Class 1-A-9 Certificate

Exhibit A-1-A-10 Form of Face of Class 1-A-10 Certificate

Exhibit A-30-IO Form of Face of Class 30-IO Certificate

Exhibit A-30-PO Form of Face of Class 30-PO Certificate

Exhibit A-1-A-R Form of Face of Class 1-A-R Certificate

Exhibit B-1 Form of Face of Class B-1 Certificate

Exhibit B-2 Form of Face of Class B-2 Certificate

Exhibit B-3 Form of Face of Class B-3 Certificate

Exhibit B-4 Form of Face of Class B-4 Certificate

Exhibit B-5 Form of Face of Class B-5 Certificate

Exhibit B-6 Form of Face of Class B-6 Certificate

Exhibit C Form of Reverse of all Certificates

Exhibit D Mortgage Loan Schedule

Exhibit E Request for Release of Documents

Exhibit F Form of Certification of Establishment of Account

Exhibit G-1 Form of Transferor's Certificate

Exhibit G-2A Form 1 of Transferee's Certificate

Exhibit G-2B Form 2 of Transferee's Certificate

Exhibit H Form of Transferee Representation Letter

for ERISA Restricted Certificates

Exhibit I Form of Affidavit Regarding Transfer of

Residual Certificate

Exhibit J [Reserved]

Exhibit K [Reserved]

Exhibit L List of Recordation States

Exhibit M Form of Initial Certification

Exhibit N Form of Final Certification

Exhibit O Form of Sarbanes-Oxley Certification

Exhibit P Form of Securities Administrator's Certification

Exhibit Q Form of WMMSC Master Servicer's Certification

Exhibit R Form of WF Master Servicer's Certification

Exhibit S [Reserved]

Exhibit T Excerpts from S&P's Levels (R)Glossary

<PAGE>

POOLING AND SERVICING AGREEMENT

THIS POOLING AND SERVICING AGREEMENT, dated January 28, 2005 is

hereby executed by and among BANC OF AMERICA FUNDING CORPORATION, as depositor

(together with its permitted successors and assigns, the "Depositor"), WELLS

FARGO BANK, N.A., as a master servicer (together with its permitted successors

and assigns, in such capacity, the "WF Master Servicer") and as securities

administrator (together with its permitted successors and assigns, in such

capacity, the "Securities Administrator"), WASHINGTON MUTUAL MORTGAGE SECURITIES

CORP., as a master servicer (together with its permitted successors and assigns,

in such capacity, the "WMMSC Master Servicer" and together with the WF Master

Servicer, the "Master Servicers" and each, a "Master Servicer") and as

representing party (together with its permitted successors and assigns, in such

capacity, the "Representing Party") and WACHOVIA BANK, NATIONAL ASSOCIATION, as

trustee (together with its permitted successors and assigns, the "Trustee").

W I T N E S S E T H T H A T:

In consideration of the mutual agreements herein contained, the

Depositor, the Master Servicers, the Representing Party, the Securities

Administrator and the Trustee agree as follows:

PRELIMINARY STATEMENT

In exchange for the Certificates, the Depositor hereby conveys the

Trust Estate to the Trustee to create the Trust. The Trust Estate for federal

income tax purposes will be treated as a real estate mortgage investment conduit

(a "REMIC"). The Senior Certificates (other than the Class 1-A-R Certificate)

and the Subordinate Certificates are referred to collectively as the "Regular

Certificates" and shall constitute "regular interests" in the REMIC. The Class

1-A-R Certificate shall be the "residual interest" in the REMIC. The

Certificates will represent the entire beneficial ownership interest in the

Trust. The "latest possible maturity date" for federal income tax purposes of

all interests created hereby will be the REMIC Certificate Maturity Date.

The following table sets forth characteristics of the Certificates,

together with the minimum denominations and integral multiples in excess thereof

in which the Classes of Certificates shall be issuable:

================================================================================

Initial Class Integral

Certificate Pass- Multiples

Balance or Through Minimum in Excess

Classes Notional Amount Rate Denomination of Minimum

--------------------------------------------------------------------------------

Class 1-A-1 $20,021,000.00 5.500% $1,000 $1

Class 1-A-2 $1,505,000.00 5.500% $1,000 $1

Class 1-A-3 $5,076,000.00 5.500% $1,000 $1

Class 1-A-4 $3,619,000.00 5.500% $1,000 $1

Class 1-A-5 $2,059,000.00 5.500% $1,000 $1

Class 1-A-6 $3,741,000.00 5.500% $1,000 $1

Class 1-A-7 $145,293,000.00 5.500% $1,000 $1

Class 1-A-8 $5,370,000.00 5.500% $1,000 $1

Class 1-A-9 $5,067,000.00 5.500% $1,000 $1

Class 1-A-10 $1,000,000.00 5.500% $1,000 $1

Class 30-IO $10,262,101.00 5.500% $1,000,000 $1

Class 30-PO $445,987.00 (1) $25,000 $1

Class 1-A-R $100.00 5.500% $100 N/A

Class B-1 $3,304,000.00 5.500% $25,000 $1

Class B-2 $1,501,000.00 5.500% $25,000 $1

Class B-3 $701,000.00 5.500% $25,000 $1

Class B-4 $701,000.00 5.500% $25,000 $1

Class B-5 $500,000.00 5.500% $25,000 $1

Class B-6 $301,031.00 5.500% $25,000 $1

_______________

(1) The Class 30-PO Certificates are Principal Only Certificates and are

not entitled to distributions with respect to interest.

<PAGE>

ARTICLE I

DEFINITIONS

Section 1.01 Defined Terms. Whenever used in this Agreement, the

following words and phrases, unless the context otherwise requires, shall have

the meanings specified in this Article:

1933 Act: The Securities Act of 1933, as amended.

Accrued Certificate Interest: For any Distribution Date and each

interest-bearing Class, one month's interest accrued during the related Interest

Accrual Period at the applicable Pass-Through Rate on the applicable Class

Certificate Balance or Notional Amount, as applicable.

Adjusted Pool Amount: With respect to any Distribution Date, the

Cut-Off Date Pool Principal Balance of the Mortgage Loans minus the sum of (i)

all amounts in respect of principal received in respect of the Mortgage Loans

(including, without limitation, amounts received as Monthly Payments, WF

Servicer Periodic Advances, WMMSC Advances, Principal Prepayments, Liquidation

Proceeds and Substitution Adjustment Amounts) and distributed to Holders of the

Certificates on such Distribution Date and all prior Distribution Dates and (ii)

the principal portion of all Realized Losses (other than Debt Service

Reductions) incurred on the Mortgage Loans from the Cut-Off Date through the end

of the month preceding such Distribution Date.

Adjusted Pool Amount (Non-PO Portion): With respect to any

Distribution Date, the difference between the Adjusted Pool Amount and the

Adjusted Pool Amount (PO Portion).

Adjusted Pool Amount (PO Portion): With respect to any Distribution

Date, the sum of the amounts, calculated as follows, with respect to all

Outstanding Mortgage Loans: the product of (i) the PO Percentage for each such

Mortgage Loan and (ii) the remainder of (A) the Cut-Off Date Principal Balance

of such Mortgage Loan minus (B) the sum of (x) all amounts in respect of

principal received in respect of such Mortgage Loan (including, without

limitation, amounts received as Monthly Payments, WF Servicer Periodic Advances,

Principal Prepayments, Liquidation Proceeds and Substitution Adjustment Amounts)

and distributed to Holders of the Certificates on such Distribution Date and all

prior Distribution Dates and (y) the principal portion of any Realized Loss

(other than a Debt Service Reduction) incurred on such Mortgage Loan from the

Cut-Off Date through the end of the month preceding such Distribution Date.

Administrative Fee Rate: With respect to each Mortgage Loan, the sum

of (i) the Servicing Fee Rate, (ii) solely with respect to the WMMSC Master

Serviced Loans, the WMMSC Master Servicing Fee Rate and (iii) the Securities

Administrator Fee Rate.

Advance: A WMMSC Advance, a WF Servicer Periodic Advance or a WF

Servicer Servicing Advance.

Advance Date: As to any Distribution Date and (a) the WF Master

Serviced Loans, the Business Day preceding the related Remittance Date and (b)

the WMMSC Master Serviced Loans, 11:30 a.m., Eastern time, on the Business Day

immediately preceding such Distribution Date.

Agreement: This Pooling and Servicing Agreement together with all

amendments hereof and supplements hereto.

Amounts Held for Future Distribution: As to any Distribution Date,

the total of the amounts held in the WMMSC Master Servicer Custodial Account at

the close of business on the preceding Determination Date on account of (i)

Payoffs received after the Payoff Period related to such Distribution Date, (ii)

Curtailments received or made in the month of such Distribution Date, (iii)

Liquidation Proceeds received or made on the WMMSC Master Serviced Loans in the

month of such Distribution Date and (iv) payments which represent receipt of

Monthly Payments made on the WMMSC Master Serviced Loans in respect of a Due

Date or Due Dates subsequent to the related Due Date.

Ancillary Income: All prepayment premiums (if any), assumption fees,

late payment charges and all other ancillary income and fees with respect to the

Mortgage Loans.

Appraised Value: With respect to any Mortgaged Property, either (i)

the lesser of (a) the appraised value determined in an appraisal obtained by the

originator at origination of such Mortgage Loan, or, in certain cases, an

automated valuation model or tax assessed value and (b) the sales price for such

property, except that, in the case of Mortgage Loans the proceeds of which were

used to refinance an existing mortgage loan, the Appraised Value of the related

Mortgaged Property is the appraised value thereof determined in an appraisal

obtained at the time of refinancing or, in certain cases, an automated valuation

model or tax assessed value, or (ii) the appraised value determined in an

appraisal made at the request of a Mortgagor subsequent to origination in order

to eliminate the Mortgagor's obligation to keep a Primary Mortgage Insurance

Policy in force.

Assignment of Mortgage: An individual assignment of the Mortgage,

notice of transfer or equivalent instrument in recordable form, sufficient under

the laws of the jurisdiction wherein the related Mortgaged Property is located

to give record notice of the sale of the Mortgage.

Authenticating Agents: As defined in Section 9.10.

BAFC: Banc of America Funding Corporation.

BAMCC: Banc of America Mortgage Capital Corporation.

BANA: Bank of America, National Association, a national banking

association, or its successor in interest.

BANA Servicing Agreement: Servicing Agreement, dated January 28,

2005, by and between BAFC, as depositor, and BANA, as servicer.

Book-Entry Certificate: All Classes of Certificates other than the

Physical Certificates.

Business Day: Any day other than (i) a Saturday or a Sunday or (ii)

a day on which banking institutions in the Commonwealth of Virginia, the State

of Illinois, the State of North Carolina, the State of New York, the State of

Minnesota, the State of Ohio, the State of Missouri, the State of Washington,

the State of California, the states in which the master servicing offices of

either Master Servicer is located or the state or states in which the Corporate

Trust Offices of the Trustee and the Securities Administrator are located are

required or authorized by law or executive order to be closed.

Calculated Principal Distribution: As defined in Section 5.03(d).

Call Right Holder: Wells Fargo Bank, N.A., in respect of its right

to purchase the Mortgage Loans as set forth in Section 10.01.

Certificate: Any of the Banc of America Funding Corporation Mortgage

Pass-Through Certificates, Series 2005-1 that are issued pursuant to this

Agreement.

Certificate Account: The Eligible Account created and maintained by

the Securities Administrator pursuant to Section 3.09(a) in the name of the

Securities Administrator, on behalf of the Trustee, for the benefit of the

Certificateholders and designated "Wells Fargo Bank, N.A., as Securities

Administrator for Wachovia Bank, National Association, as Trustee, in trust for

registered holders of Banc of America Funding Corporation Mortgage Pass-Through

Certificates, Series 2005-1." Funds in the Certificate Account shall be held in

trust for the Holders of the Certificates for the uses and purposes set forth in

this Agreement.

Certificate Balance: With respect to any Certificate (other than the

Class 30-IO Certificates) at any date, the maximum dollar amount of principal to

which the Holder thereof is then entitled hereunder, such amount being equal to

the product of the Percentage Interest of such Certificate and the Class

Certificate Balance of the Class of Certificates of which such Certificate is a

part. The Class 30-IO Certificates have no Certificate Balance.

Certificate Custodian: Initially, Wells Fargo Bank, N.A.; thereafter

any other Certificate Custodian acceptable to the Depository and selected by the

Securities Administrator.

Certificate Owner: With respect to a Book-Entry Certificate, the

Person who is the beneficial owner of a Book-Entry Certificate. With respect to

any Definitive Certificate, the Certificateholder of such Certificate.

Certificate Register: The register maintained pursuant to Section

6.02.

Certificate Registrar: The registrar appointed pursuant to Section

6.02.

Certificateholder: The Person in whose name a Certificate is

registered in the Certificate Register, except that, solely for the purpose of

giving any consent pursuant to this Agreement, any Certificate registered in the

name of the Depositor, the Master Servicers or any affiliate thereof shall be

deemed not to be outstanding and the Percentage Interest and Voting Rights

evidenced thereby shall not be taken into account in determining whether the

requisite amount of Percentage Interests or Voting Rights, as the case may be,

necessary to effect any such consent has been obtained, unless such entity is

the registered owner of the entire Class of Certificates, provided that the

Securities Administrator shall not be responsible for knowing that any

Certificate is registered in the name of an affiliate of the Depositor or the

Master Servicers unless one of its Responsible Officers has actual knowledge

thereof.

Certification: As defined in Section 3.22.

CHF: Chase Home Finance LLC.

CHF Servicing Agreement: The Mortgage Loan Purchase, Warranties and

Servicing Agreement, Whole Loan Series 2004 WL-WW, dated as of December 1, 2004,

by and between BANA and CHF (as successor in interest to Chase Manhattan

Mortgage Corporation), as amended by the Assignment, Assumption and Recognition

Agreement, dated January 28, 2005, among BANA, BAFC, Wachovia Bank, National

Association, and CHF.

Class: As to the Certificates, the Class 1-A-1, Class 1-A-2, Class

1-A-3, Class 1-A-4, Class 1-A-5, Class 1-A-6, Class 1-A-7, Class 1-A-8, Class

1-A-9, Class 1-A-10, Class 30-IO, Class 30-PO, Class 1-A-R, Class B-1, Class

B-2, Class B-3, Class B-4, Class B-5 and Class B-6, as the case may be.

Class 30-IO Notional Amount: As to any Distribution Date and the

Class 30-IO Certificates, the product of (i) aggregate Stated Principal Balance

of the Premium Mortgage Loans on the Due Date in the month preceding the month

of such Distribution and (ii) a fraction, (a) the numerator of which is equal to

the weighted average of the Net Mortgage Interest Rates of the Premium Mortgage

Loans (based on the Stated Principal Balances of the Premium Mortgage Loans as

of the due date in the month preceding the month of such Distribution Date)

minus 5.500% and (b) the denominator of which is equal to 5.500%.

Class B Certificates: The Class B-1, Class B-2, Class B-3, Class

B-4, Class B-5 and Class B-6 Certificates.

Class Certificate Balance: With respect to any Class (other than the

Class 30-IO Certificates) and any date of determination, and subject to Section

5.03(e), the Initial Class Certificate Balance of such Class minus (A) the sum

of (i) all distributions of principal made with respect thereto (including in

the case of a Class of Subordinate Certificates, any principal otherwise payable

to such Class of Subordinate Certificates used to pay any Class PO Deferred

Amounts) and (ii) all reductions in Class Certificate Balance previously

allocated thereto pursuant to Section 5.03(b). The Class 30-IO Certificates are

Interest-Only Certificates and have no Class Certificate Balance.

Class Interest Shortfall: For any Distribution Date and each

interest-bearing Class, the amount by which Accrued Certificate Interest for

such Class (as reduced pursuant to Section 5.02(c)) exceeds the amount of

interest actually distributed on such Class on such Distribution Date pursuant

to clause (i) of the definition of "Interest Distribution Amount."

Class PO Deferred Amount: As to any Distribution Date and the Class

30-PO Certificates, the sum of the amounts by which the Certificate Balance of

such Class will be reduced on such Distribution Date or has been reduced on

prior Distribution Dates as a result of Section 5.03(b) less the sum of (a) the

Class PO Recoveries for prior Distribution Dates and (b) the amounts distributed

to such Class pursuant to Section 5.02(a)(iii) on prior Distribution Dates.

Class PO Recovery: As to any Distribution Date, the lesser of (a)

the Class PO Deferred Amounts for such Distribution Date and (b) an amount equal

to the sum as to each Mortgage Loan as to which there has been a Recovery

received during Prior Period, of the product of (x) the PO Percentage with

respect to such Mortgage Loan and (y) the amount of the Recovery with respect to

such Mortgage Loan.

Class Unpaid Interest Shortfall: As to any Distribution Date and

each interest-bearing Class, the amount by which the aggregate Class Interest

Shortfalls for such Class on prior Distribution Dates exceeds the amount of

interest actually distributed on such Class on such prior Distribution Dates

pursuant to clause (ii) of the definition of "Interest Distribution Amount."

Closing Date: January 28, 2005.

Code: The Internal Revenue Code of 1986, as amended.

Compensating Interest: With respect to each Distribution Date, the

sum of the WF Compensating Interest for each WF Servicer and the WMMSC

Compensating Interest.

Cooperative: A private, cooperative housing corporation which owns

or leases land and all or part of a building or buildings, including apartments,

spaces used for commercial purposes and common areas therein and whose board of

directors authorizes, among other things, the sale of Cooperative Stock.

Cooperative Apartment: A dwelling unit in a multi-dwelling building

owned or leased by a Cooperative, which unit the Mortgagor has an exclusive

right to occupy pursuant to the terms of a proprietary lease or occupancy

agreement.

Cooperative Lease: With respect to a Cooperative Loan, the

proprietary lease or occupancy agreement with respect to the Cooperative

Apartment occupied by the Mortgagor and relating to the related Cooperative

Stock, which lease or agreement confers an exclusive right to the holder of such

Cooperative Stock to occupy such apartment.

Cooperative Loans: Any of the Mortgage Loans made in respect of a

Cooperative Apartment, evidenced by a Mortgage Note and secured by (i) a

Security Agreement, (ii) the related Cooperative Stock Certificate, (iii) an

assignment or mortgage of the Cooperative Lease, (iv) financing statements and

(v) a stock power (or other similar instrument), and ancillary thereto, a

Recognition Agreement, each of which was transferred and assigned to the Trust

pursuant to Section 2.01.

Cooperative Stock: With respect to a Cooperative Loan, the single

outstanding class of stock, partnership interest or other ownership instrument

in the related Cooperative.

Cooperative Stock Certificate: With respect to a Cooperative Loan,

the stock certificate or other instrument evidencing the related Cooperative

Stock.

Corporate Trust Office: With respect to the Trustee, the principal

office of the Trustee, which office at the date of the execution of this

instrument is located at 401 South Tryon Street, Charlotte, North Carolina,

28288-1179 Attention: Structured Finance Trust Services, BAFC, Series 2005-1, or

at such other address as the Trustee may designate from time to time by notice

to the Certificateholders, the Depositor, the Securities Administrator and the

Master Servicers. With respect to the Securities Administrator, the principal

corporate trust office of the Securities Administrator at which at any

particular time its corporate trust business with respect to this Agreement is

conducted, which office at the date of the execution of this instrument is

located at 9062 Old Annapolis Road, Columbia, Maryland 21045-1951, Attention:

Corporate Trust Services - BAFC 2005-1, and for certificate transfer purposes is

located at Sixth Street and Marquette Avenue, Minneapolis, Minnesota 55479,

Attention: Corporate Trust Services - BAFC 2005-1, or at such other address as

the Securities Administrator may designate from time to time by notice to the

Certificateholders, the Depositor, the Trustee and the Master Servicers.

Countrywide: Countrywide Home Loans Servicing LP.

Countrywide Servicing Agreement: The Master Mortgage Loan Purchase

and Servicing Agreement, dated as of April 1, 2003, by and between BANA (as

successor in interest to Banc of America Mortgage Capital Corporation) and

Countrywide Home Loans, Inc., as amended by (i) that certain Amendment No. 1,

dated as of July 1, 2003, by and among Banc of America Mortgage Capital

Corporation, Countrywide Home Loans, Inc. and BANA, (ii) that certain Amendment

No. 2, dated as of September 1, 2004, by and among Banc of America Mortgage

Capital Corporation, Countrywide Home Loans, Inc. and BANA and (iii) the

Assignment, Assumption and Recognition Agreement, dated January 28, 2005, among

BANA, BAFC, Wachovia Bank, National Association, Countrywide and Countrywide

Home Loans, Inc..

Curtailment: Any payment of principal on a WMMSC Master Serviced

Loan, made by or on behalf of the related Mortgagor, other than a Monthly

Payment, a Prepaid Monthly Payment or a Payoff, which is applied to reduce the

outstanding principal balance of such WMMSC Master Serviced Loan.

Curtailment Shortfall: For any Distribution Date and for any

Curtailment applied with a Monthly Payment in the Prior Period, an amount equal

to one month's interest on such Curtailment at the applicable Mortgage Interest

Rate on such WMMSC Master Serviced Loan.

Custodian: Initially, the Trustee, and thereafter the Custodian, if

any, hereafter appointed by the Trustee pursuant to Section 9.12. The Custodian

may (but need not) be the Trustee or any Person directly or indirectly

controlling or controlled by or under common control of either of them. None of

the Master Servicers, any Servicer or the Depositor, or any Person directly or

indirectly controlling or controlled by or under common control with any such

Person may be appointed Custodian.

Customary Servicing Procedures: With respect to (i) the WMMSC Master

Servicer or any Servicer, procedures (including collection procedures) that the

WMMSC Master Servicer or a Servicer customarily employs and exercises in

servicing and administering mortgage loans for its own account and which are in

accordance with accepted mortgage servicing practices of prudent lending

institutions servicing mortgage loans of the same type as the Mortgage Loans in

the jurisdictions in which the related Mortgaged Properties are located and (ii)

with respect to the WF Master Servicer, those master servicing procedures that

constitute customary and usual standards of practice of prudent mortgage loan

master servicers.

Cut-Off Date: January 1, 2005.

Cut-Off Date Pool Principal Balance: The aggregate of the Cut-Off

Date Principal Balances of the Mortgage Loans which is $200,205,118.72.

Cut-Off Date Principal Balance: As to any Mortgage Loan, the unpaid

principal balance thereof as of the close of business on the Cut-Off Date,

reduced by all installments of principal due on or prior thereto whether or not

paid.

Debt Service Reduction: As to any Mortgage Loan and any

Determination Date, the excess of (i) the Monthly Payment due on the related Due

Date under the terms of such Mortgage Loan over (ii) the amount of the monthly

payment of principal and/or interest required to be paid with respect to such

Due Date by the Mortgagor as established by a court of competent jurisdiction

(pursuant to an order which has become final and nonappealable) as a result of a

proceeding initiated by or against the related Mortgagor under the Bankruptcy

Code, as amended from time to time (11 U.S.C.); provided that no such excess

shall be considered a Debt Service Reduction so long as (a) the Servicer of such

Mortgage Loan is pursuing an appeal of the court order giving rise to any such

modification and (b)(1) such Mortgage Loan is not in default with respect to

payment due thereunder in accordance with the terms of such Mortgage Loan as in

effect on the Cut-Off Date or (2) Monthly Payments are being advanced by the

applicable Servicer, the WMMSC Master Servicer, the WF Master Servicer or the

Trustee, as applicable, in accordance with the terms of such Mortgage Loan as in

effect on the Cut-Off Date.

Debt Service Reduction Mortgage Loan: Any Mortgage Loan that became

the subject of a Debt Service Reduction.

Defective Mortgage Loan: Any Mortgage Loan which is required to be

cured, repurchased or substituted for pursuant to Sections 2.02 or 2.04.

Deficient Valuation: As to any Mortgage Loan and any Determination

Date, the excess of (i) the then outstanding indebtedness under such Mortgage

Loan over (ii) the secured valuation thereof established by a court of competent

jurisdiction (pursuant to an order which has become final and nonappealable) as

a result of a proceeding initiated by or against the related Mortgagor under the

Bankruptcy Code, as amended from time to time (11 U.S.C.), pursuant to which

such Mortgagor retained such Mortgaged Property; provided that no such excess

shall be considered a Deficient Valuation so long as (a) the applicable Servicer

is pursuing an appeal of the court order giving rise to any such modification

and (b)(1) such Mortgage Loan is not in default with respect to payments due

thereunder in accordance with the terms of such Mortgage Loan as in effect on

the Cut-Off Date or (2) Monthly Payments are being advanced by the applicable

Servicer, the WMMSC Master Servicer, the WF Master Servicer or the Trustee, as

applicable, in accordance with the terms of such Mortgage Loan as in effect on

the Cut-Off Date.

Deficient Valuation Mortgage Loan: Any Mortgage Loan that became the

subject of a Deficient Valuation.

Definitive Certificates: As defined in Section 6.02(c)(iii).

Depositor: Banc of America Funding Corporation, a Delaware

corporation, or its successor in interest, as depositor of the Trust Estate.

Depositor Indemnified Parties: As defined in Section 3.23(c).

Depository: The Depository Trust Company, the nominee of which is

Cede & Co., as the registered Holder of the Book-Entry Certificates or any

successor thereto appointed in accordance with this Agreement. The Depository

shall at all times be a "clearing corporation" as defined in Section 8-102(3) of

the Uniform Commercial Code of the State of New York.

Depository Participant: A broker, dealer, bank or other financial

institution or other Person for whom from time to time a Depository effects

book-entry transfers and pledges of securities deposited with the Depository.

Determination Date: With respect to any Distribution Date and (a)

each WF Master Serviced Loan, as defined in the applicable Servicing Agreement

and (b) each WMMSC Master Serviced Loan, a day not later than the 10th day

preceding such Distribution Date, as determined by the WMMSC Master Servicer.

Discount Mortgage Loan: Any Mortgage Loan with a Net Mortgage

Interest Rate as of the Cut-off Date that is less than 5.500% per annum.

Distribution Date: The 25th day of each month beginning in February

2005 (or, if such day is not a Business Day, the next Business Day).

Document Transfer Event: The 60th day following the day on which

either (i) Wells Fargo Bank is no longer the Servicer of any of the Mortgage

Loans purchased by the Seller from Wells Fargo Bank, N.A. or (ii) the senior,

unsecured long-term debt rating of Wells Fargo & Company is less than "BBB-" by

Fitch Ratings.

Due Date: As to any Distribution Date and each Mortgage Loan, the

first day in the calendar month of such Distribution Date.

Eligible Account: Any of (i) an account or accounts maintained with

a federal or state chartered depository institution or trust company the

short-term unsecured debt obligations of which (or, in the case of a depository

institution or trust company that is the principal subsidiary of a holding

company, the debt obligations of such holding company) have the highest

short-term ratings of each Rating Agency at the time any amounts are held on

deposit therein, or (ii) an account or accounts in a depository institution or

trust company in which such accounts are insured by the FDIC (to the limits

established by the FDIC) and the uninsured deposits in which accounts are

otherwise secured such that, as evidenced by an Opinion of Counsel delivered to

the Trustee, the Securities Administrator and to each Rating Agency, the

Certificateholders have a claim with respect to the funds in such account or a

perfected first priority security interest against any collateral (which shall

be limited to Permitted Investments) securing such funds that is superior to

claims of any other depositors or creditors of the depository institution or

trust company in which such account is maintained, or (iii) a trust account or

accounts maintained with the trust department of a federal or state chartered

depository institution or trust company (including the Trustee and the

Securities Administrator), acting in its fiduciary capacity or (iv) any other

account acceptable to each Rating Agency. Eligible Accounts may bear interest

and may include, if otherwise qualified under this definition, accounts

maintained with the Trustee or the Securities Administrator. Notwithstanding

anything in the foregoing to the contrary, an account shall not fail to be an

Eligible Account solely because it is maintained with Wells Fargo Bank, N.A., a

wholly owned subsidiary of Wells Fargo & Co., provided that such subsidiary or

its parent's (A) commercial paper, short-term unsecured debt obligations or

other short-term deposits are at least "F-1" in the case of Fitch and "A-1+" in

the case of S&P, if the deposits are to be held in the account for 30 days or

less, or (B) long-term unsecured debt obligations are rated at least "AA-" in

the case of Fitch and "AA-" (or "A" (without regard to any plus or minus), if

the short-term unsecured debt obligations are rated at least "A-1+") in the case

of S&P, if the deposits are to be held in the account for more than 30 days.

Eligible Institution: An institution having (i) the highest

short-term debt rating, and one of the two highest long-term debt ratings of the

Rating Agencies, (ii) with respect to any WMMSC Master Servicer Custodial

Account and WMMSC Escrow Account, an unsecured long-term debt rating of at least

one of the two highest unsecured long-term debt ratings of the Rating Agencies,

or (iii) the approval of the Rating Agencies. Such institution may be the WMMSC

Servicer if the applicable Servicing Contract requires the WMMSC Servicer to

provide the WMMSC Master Servicer with written notice on the Business Day

following the date on which the WMMSC Servicer determines that such WMMSC

Servicer's short-term debt and unsecured long-term debt ratings fail to meet the

requirements of the prior sentence. Notwithstanding the foregoing, Washington

Mutual Bank, FA shall be an "Eligible Institution" if the following conditions

are satisfied: (i) Washington Mutual Bank, FA is acting as WMMSC Servicer, (ii)

if S&P is a Rating Agency as defined herein, the long-term unsecured debt

obligations of Washington Mutual Bank, FA are rated no lower than "A-" by S&P

and the short-term unsecured debt obligations of Washington Mutual Bank, FA are

rated no lower than "A-2" by S&P and (iii) if Fitch is a Rating Agency as

defined herein, the long-term unsecured debt obligations of Washington Mutual

Bank, FA are rated no lower than "A" by Fitch and the short-term unsecured debt

obligations of Washington Mutual Bank, FA are rated no lower than "F1" by Fitch;

provided, that if the long-term or short-term unsecured debt obligations of

Washington Mutual Bank, FA are downgraded by any of the Rating Agencies to a

rating lower than the applicable rating specified in this sentence, Washington

Mutual Bank, FA shall cease to be an "Eligible Institution" five Business Days

after notification of such downgrade.

ERISA: The Employee Retirement Income Security Act of 1974, as

amended.

ERISA Restricted Certificates: Any Class B-4, Class B-5 or Class B-6

Certificate.

Escrow Account: A WF Escrow Account or WMMSC Escrow Account.

Escrow Payments: The amounts constituting taxes, assessments,

Primary Mortgage Insurance Policy premiums, fire and hazard insurance premiums

and other payments as may be required to be escrowed by the Mortgagor with the

mortgagee pursuant to the terms of any Mortgage Note or Mortgage.

Events of Default: As defined in Section 8.01.

Excess Proceeds: With respect to any Liquidated Mortgage Loan, the

amount, if any, by which the sum of any Liquidation Proceeds of such Mortgage

Loan received in the calendar month in which such Mortgage Loan became a

Liquidated Mortgage Loan, net of any amounts previously reimbursed to the

applicable Servicer or the WMMSC Master Servicer, as applicable, as

Nonrecoverable Advance(s) with respect to such Mortgage Loan pursuant to Section

3.11(a)(iv) or Section 3.11(b)(iv), exceeds (i) the unpaid principal balance of

such Liquidated Mortgage Loan as of the Due Date in the month in which such

Mortgage Loan became a Liquidated Mortgage Loan plus (ii) accrued interest at

the Mortgage Interest Rate from the Due Date as to which interest was last paid

or for which an Advance (other than a WF Servicer Servicing Advance) was made

(and not reimbursed) up to the Due Date applicable to the Distribution Date

immediately following the calendar month during which such liquidation occurred.

FDIC: The Federal Deposit Insurance Corporation, or any successor

thereto.

FHA: Federal Housing Administration, or any successor thereto.

FHLMC: The Federal Home Loan Mortgage Corporation, or any successor

thereto.

Final Distribution Date: The Distribution Date on which the final

distribution in respect of the Certificates will be made pursuant to Section

10.01.

Financial Market Service: Bloomberg Financial Service and any other

financial information provider designated by the Depositor by written notice to

the Securities Administrator.

FIRREA: The Financial Institutions Reform, Recovery and Enforcement

Act of 1989, as amended.

Fitch: Fitch Ratings, or any successor thereto.

FNMA: Fannie Mae, or any successor thereto.

Form 10-K: As defined in Section 3.23.

Fractional Interest: As defined in Section 5.02(d).

Holder: A Certificateholder.

Independent: When used with respect to any specified Person means

such a Person who (i) is in fact independent of the Depositor, the Master

Servicers and any Servicer, (ii) does not have any direct financial interest or

any material indirect financial interest in the Depositor, the Master Servicers

or any Servicer or in an affiliate of any of them, and (iii) is not connected

with the Depositor, the Master Servicers, or any Servicer as an officer,

employee, promoter, underwriter, trustee, partner, director or person performing

similar functions.

Initial Class Certificate Balance: As to each Class of Certificates

(other than the Class 30-IO Certificates), the Class Certificate Balance set

forth in the Preliminary Statement. The Class 30-IO Certificates are

Interest-Only Certificates and have no Initial Class Certificate Balance.

Initial Notional Amount: As to the Class 30-IO Certificates, the

Notional Amount set forth in the Preliminary Statement.

Insurance Policy: With respect to any Mortgage Loan included in the

Trust Estate, any Primary Mortgage Insurance Policy or any other insurance

policy (including any policy covering any Mortgage Loan or Mortgaged Property,

including without limitation, any hazard insurance policy required pursuant to

Section 3.12, any title insurance policy described in Section 2.04 and any FHA

insurance policies and VA insurance policies), including all riders and

endorsements thereto in effect, including any replacement policy or policies for

any Insurance Policies.

Insurance Proceeds: Proceeds paid by an insurer pursuant to any

Insurance Policy, in each case other than any amount included in such Insurance

Proceeds in respect of Insured Expenses.

Insured Expenses: Expenses covered by an Insurance Policy or any

other insurance policy with respect to the Mortgage Loans.

Interest Accrual Period: As to any Distribution Date and each Class

of Certificates (other than the Class 30-PO Certificates), the period from and

including the first day of the calendar month preceding the calendar month of

such Distribution Date to but not including the first day of the calendar month

of such Distribution Date.

Interest Distribution Amount: For any Distribution Date and each

interest-bearing Class, the sum of (i) the Accrued Certificate Interest, subject

to reduction pursuant to Section 5.02(c) and (ii) any Class Unpaid Interest

Shortfall for such Class.

Interest-Only Certificates: Any Class of Certificates entitled to

distributions of interest, but no distributions of principal. The Class 30-IO

Certificates is the only Class of Interest-Only Certificates.

Investment Depository: JPMorgan Chase Bank, National Association, or

another bank or trust company designated from time to time by the WMMSC Master

Servicer. The Investment Depository shall at all times be an Eligible

Institution.

Liquidated Mortgage Loan: With respect to any Distribution Date, a

defaulted Mortgage Loan (including any REO Property) that was liquidated in the

Prior Period and as to which the applicable WF Servicer has certified (in

accordance with the applicable Servicing Agreement) or the WMMSC Master Servicer

has determined in accordance with its Customary Servicing Procedures that it has

received all proceeds it expects to receive in connection with the liquidation

of such Mortgage Loan including the final disposition of an REO Property.

Liquidation Proceeds: Amounts, including Insurance Proceeds,

received in connection with the partial or complete liquidation of defaulted

Mortgage Loans, whether through trustee's sale, foreclosure sale or otherwise or

amounts received in connection with any condemnation or partial release of a

Mortgaged Property and any other proceeds received in connection with an REO

Property, less the sum of related unreimbursed Servicing Fees, WMMSC Master

Servicing Fees and Advances and, in the case of the WMMSC Master Servicer or the

WMMSC Servicer, amounts reimburseable under Section 3.11(a)(ii).

Loan-to-Value Ratio: With respect to any Mortgage Loan and any date

of determination, the fraction, expressed as a percentage, the numerator of

which is the outstanding principal balance of the related Mortgage Loan at

origination and the denominator of which is the Appraised Value of the related

Mortgaged Property.

LPMI Policy: A lender-paid Primary Mortgage Insurance Policy.

Master Servicer: Either of the WF Master Servicer or the WMMSC

Master Servicer.

Master Servicer Certificate: The monthly report required of each

Master Servicer pursuant to Section 4.01.

Master Servicer Custodial Account: Either of the WF Master Servicer

Custodial Account or the WMMSC Master Servicer Custodial Account.

Master Servicer Custodial Account Reinvestment Income: Either of the

WF Master Servicer Custodial Account Reinvestment Income or the WMMSC Master

Servicer Custodial Account Reinvestment Income.

Master Servicing Officer: With respect to each Master Servicer, any

officer of such Master Servicer involved in, or responsible for, the

administration and master servicing of the Mortgage Loans whose name appears on

a list of servicing officers furnished to the Securities Administrator by the

related Master Servicer, as such list may from time to time be amended.

Master Servicing Transfer Costs: All reasonable costs and expenses

(including attorney's fees) incurred by the Trustee or a successor master

servicer in connection with the transfer of master servicing or servicing from a

predecessor master servicer, including, without limitation, any costs or

expenses associated with the complete transfer of all master servicing data or

servicing data and the completion, correction or manipulation of such master

servicing data or servicing data as may be required by the Trustee or successor

master servicer to correct any errors or insufficiencies in the master servicing

data or servicing data or otherwise to enable the Trustee or a successor master

servicer to master service or service, as the case may be, the applicable

Mortgage Loans properly and effectively.

MERS: As defined in Section 2.01(b)(iii).

Monthly Form 8-K: As defined in Section 3.23.

Monthly Payment: The scheduled monthly payment on a Mortgage Loan

due on any Due Date allocable to principal and/or interest on such Mortgage Loan

which, unless otherwise specified herein, shall give effect to any related Debt

Service Reduction and any Deficient Valuation that affects the amount of the

monthly payment due on such Mortgage Loan.

Mortgage: The mortgage, deed of trust or other instrument creating a

first lien on a Mortgaged Property securing a Mortgage Note or creating a first

lien on a leasehold interest.

Mortgage File: The mortgage documents listed in Section 2.01

pertaining to a particular Mortgage Loan and any additional documents required

to be added to the Mortgage File pursuant to this Agreement.

Mortgage Interest Rate: As to any Mortgage Loan, the per annum rate

of interest at which interest accrues on the principal balance of such Mortgage

Loan in accordance with the terms of the related Mortgage Note, prior to giving

any effect to any Debt Service Reduction.

Mortgage Loan Purchase Agreement: The Mortgage Loan Purchase

Agreement, dated January 28, 2005, between BANA, as seller, and the Depositor,

as purchaser.

Mortgage Loan Schedule: The list of Mortgage Loans (as from time to

time amended by the related Master Servicer to reflect the addition of

Substitute Mortgage Loans and the deletion of Defective Mortgage Loans pursuant

to the provisions of this Agreement) transferred to the Trustee as part of the

Trust Estate and from time to time subject to this Agreement, attached hereto as

Exhibit D, setting forth the following information with respect to each Mortgage

Loan: (i) the Mortgage Loan identifying number; (ii) a code indicating whether

the Mortgaged Property is owner-occupied; (iii) the property type for each

Mortgaged Property; (iv) the original months to maturity or the remaining months

to maturity from the Cut-Off Date; (v) the Loan-to-Value Ratio at origination;

(vi) the Mortgage Interest Rate; (vii) the date on which the first Monthly

Payment was due on the Mortgage Loan, and, if such date is not the Due Date

currently in effect, such Due Date; (viii) the stated maturity date; (ix) the

amount of the Monthly Payment as of the Cut-Off Date; (x) the paid-through date;

(xi) the original principal amount of the Mortgage Loan; (xii) the principal

balance of the Mortgage Loan as of the close of business on the Cut-Off Date,

after application of payments of principal due on or before the Cut-Off Date,

whether or not collected, and after deduction of any payments collected of

scheduled principal due after the Cut-Off Date; (xiii) a code indicating the

purpose of the Mortgage Loan; (xiv) a code indicating the documentation style;

(xv) a code indicating the initial Servicer; (xvi) the Master Servicer of such

Mortgage Loan; (xvii) the Appraised Value; and (xviii) the closing date of the

Mortgage Loan. With respect to the Mortgage Loans in the aggregate, the Mortgage

Loan Schedule shall set forth the following information, as of the Cut-Off Date:

(i) the number of Mortgage Loans; (ii) the current aggregate outstanding

principal balance of the Mortgage Loans; (iii) the weighted average Mortgage

Interest Rate of the Mortgage Loans; and (iv) the weighted average months to

maturity of the Mortgage Loans.

Mortgage Loans: Such of the mortgage loans transferred and assigned

to the Trustee pursuant to Section 2.01 as from time to time are held as a part

of the Trust Estate (including any Substitute Mortgage Loans and REO Property),

the Mortgage Loans originally so held being identified in the related Mortgage

Loan Schedule.

Mortgage Note: The originally executed note or other evidence of

indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan,

together with all riders thereto and amendments thereof.

Mortgaged Property: The underlying property securing a Mortgage

Loan, which may include Cooperative Stock or residential long-term leases.

Mortgagor: The obligor on a Mortgage Note.

National City Mortgage: National City Mortgage Co.

National City Mortgage Servicing Agreement: The Master Seller's

Warranties and Servicing Agreement, dated as of September 1, 2003, by and among

BANA (as successor in interest to Banc of America Mortgage Capital Corporation)

and National City Mortgage, as amended by (i) Amendment No. 1 to Master Seller's

Warranties and Servicing Agreement, dated as of July 1, 2004, by and among Banc

of America Mortgage Capital Corporation, Bank of America, N.A. and National City

Mortgage, (ii) the Master Assignment, Assumption and Recognition Agreement,

dated as of July 1, 2004, by and among Banc of America Mortgage Capital

Corporation, National City Mortgage, Bank of America, N.A. and Wachovia Bank,

National Association, (iii) Amendment No. 2, dated as of October 1, 2004, by and

between National City Mortgage and Bank of America, N.A. and (iv) the Assignment

Assumption and Recognition Agreement, dated as of January 28, 2005, among Bank

of America, N.A., Banc of America Funding Corporation, Wachovia Bank, National

Association and National City Mortgage.

Net Mortgage Interest Rate: As to any Mortgage Loan and Distribution

Date, such Mortgage Loan's Mortgage Interest Rate thereon on the first day of

the month preceding the month of the related Distribution Date reduced by (i)

the applicable Administrative Fee Rate for such Mortgage Loans and (iii) with

respect to any Mortgage Loan covered by an LPMI Policy, the per annum premium

rate for such Mortgage Loan.

Non-PO Percentage: As to any Discount Mortgage Loan, a fraction

(expressed as a percentage), the numerator of which is the Net Mortgage Interest

Rate as of the Cut-off Date of such Discount Mortgage Loan and the denominator

of which is 5.500%. As to any Mortgage Loan that is not a Discount Mortgage

Loan, 100%.

Non-PO Principal Amount: As to any Distribution Date, the sum of (i)

the sum of the applicable Non-PO Percentage of (a) the principal portion of each

Monthly Payment due on each Mortgage Loan on the related Due Date, (b) the

Stated Principal Balance, as of the date of repurchase, of (I) each WF Master

Serviced Loan that was repurchased by a WF Servicer pursuant to the applicable

Servicing Agreement as of such Distribution Date, (II) each WMMSC Master

Serviced Loan that was repurchased pursuant to a Purchase Obligation during the

Prior Period relating to such Distribution Date, (III) any Mortgage Loan

repurchased by the Seller pursuant to the Mortgage Loan Purchase Agreement or a

Purchase Obligation as of such Distribution Date or (IV) any Mortgage Loan

repurchased by the Depositor pursuant to a Purchase Obligation, (c) any

Substitution Adjustment Amount in connection with a Defective Mortgage Loan

received with respect to such Distribution Date, (d) any Liquidation Proceeds

allocable to recoveries of principal of Mortgage Loans that are not yet

Liquidated Mortgage Loans received by a WF Servicer or the WMMSC Master

Servicer, as applicable, during the Prior Period relating to such Distribution

Date, (e) with respect to each Mortgage Loan that became a Liquidated Mortgage

Loan during the Prior Period relating to such Distribution Date, the amount of

Liquidation Proceeds (excluding Excess Proceeds) allocable to principal received

by a WF Servicer or the WMMSC Master Servicer, as applicable, with respect to

such Mortgage Loan during such Prior Period and (f) (i) with respect to each WF

Master Serviced Loan, all Principal Prepayments on the Mortgage Loans received

by a WF Servicer during Prior Period and (ii) with respect to each WMMSC Master

Serviced Loan, all Payoffs received on the WMMSC Master Serviced Loans during

the Payoff Period relating to such Distribution Date and all Curtailments

received on the WMMSC Mortgage Loans during the Prior Period relating to such

Distribution Date and (g) any other principal recoveries not described in (a)

through (f) of this definition received on the WMMSC Mortgage Loans during the

Prior Period relating to such Distribution Date; and (ii) the Non-PO Recovery

for such Distribution Date.

Non-PO Recovery: As to any Distribution Date, the amount of all

Recoveries received during Prior Period less the Class PO Recovery for such

Distribution Date.

Non-Supported Interest Shortfalls: As to any Distribution Date, the

amount, if any, by which the aggregate of Prepayment Interest Shortfalls exceeds

Compensating Interest for such Distribution Date.

Non-U.S. Person: A Person other than a U.S. Person.

Nonrecoverable Advance: Any portion of an Advance previously made or

proposed to be made in respect of a Mortgage Loan which has not been previously

reimbursed and which, in the good faith judgment of the applicable Servicer or

the WMMSC Master Servicer, as applicable, will not or, in the case of a proposed

Advance, would not be ultimately recoverable from the related Mortgagor, related

Liquidation Proceeds, Insurance Proceeds or other recoveries in respect of the

related Mortgage Loan.

NYCEMA: A New York Consolidation, Extension and Modification

Agreement.

Notional Amount: With respect to the Class 30-IO Certificates and

any date of determination, the Class 30-IO Notional Amount.

Offered Certificates: The Senior, Class B-1, Class B-2 and Class B-3

Certificates.

Officer's Certificate: A certificate signed by the Chairman of the

Board, Vice Chairman of the Board, President or a Vice President and by the

Treasurer, the Secretary or one of the Assistant Treasurers or Assistant

Secretaries, or any other duly authorized officer of the Depositor or the Master

Servicers, as the case may be, and delivered to the Trustee or the Securities

Administrator, as the case may be.

Opinion of Counsel: A written opinion of counsel acceptable to the

Trustee if such opinion is delivered to the Trustee, or acceptable to the

Securities Administrator if such opinion is delivered to the Securities

Administrator, who may be counsel for the Depositor or either Master Servicer,

except that any opinion of counsel relating to the qualification of the Trust

Estate as a REMIC or compliance with the REMIC Provisions must be an opinion of

Independent counsel.

Original Fractional Interest: With respect to each of the following

Classes of Subordinate Certificates, the corresponding percentage described

below, as of the Closing Date:

Class B-1 1.85%

Class B-2 1.10%

Class B-3 0.75%

Class B-4 0.40%

Class B-5 0.15%

Class B-6 0.00%

Original Subordinate Certificate Balance: $7,008,031.00 for the

Subordinate Certificates.

OTS: The Office of Thrift Supervision.

Outstanding Mortgage Loan: As to any Due Date, a Mortgage Loan which

was not the subject of a Principal Prepayment in Full (with respect to a WF

Master Serviced Loan) or a Payoff (with respect to a WMMSC Master Serviced Loan)

prior to such Due Date, which did not become a Liquidated Mortgage Loan prior to

such Due Date and which was not purchased from the Trust prior to such Due Date

pursuant to Sections 2.02, 2.04 or 3.15(g).

Ownership Interest: As to any Certificate, any ownership or security

interest in such Certificate, including any interest in such Certificate as the

Holder thereof and any other interest therein, whether direct or indirect, legal

or beneficial, as owner or as pledgee.

Pass-Through Rate: As to each Class of interest-bearing

Certificates, the per annum rate set forth or described in the Preliminary

Statement.

Paying Agent: As defined in Section 9.13.

Payoff: Any Mortgagor payment of principal on a WMMSC Master

Serviced Loan equal to the entire outstanding Stated Principal Balance of such

WMMSC Master Serviced Loan, if received in advance of the last scheduled Due

Date for such WMMSC Master Serviced Loan and accompanied by an amount of

interest equal to accrued and unpaid interest on the WMMSC Master Serviced Loan

to the date of such payment-in-full.

Payoff Earnings: For any Distribution Date with respect to each

WMMSC Master Serviced Loan on which a Payoff was received by the WMMSC Master

Servicer during the Payoff Period, the aggregate of the interest earned by the

WMMSC Master Servicer from investment of each such Payoff from the date of

receipt of such Payoff until the Business Day immediately preceding the related

Distribution Date (net of investment losses).

Payoff Interest: For any Distribution Date with respect to a WMMSC

Mortgage Loan for which a Payoff was received on or after the first calendar day

of the month of such Distribution Date and before the 15th calendar day of such

month, an amount of interest thereon at the applicable Net Mortgage Interest

Rate from the first day of the month of distribution through the day of receipt

thereof; to the extent (together with Payoff Earnings and the aggregate WMMSC

Master Servicing Fee) not required to be distributed as WMMSC Compensating

Interest on such Distribution Date, Payoff Interest shall be payable to the

WMMSC Master Servicer as additional servicing compensation.

Payoff Period: For the first Distribution Date, the period from the

Cut-Off Date through February 14, 2005, inclusive; and for any Distribution Date

thereafter, the period from the 15th day of the Prior Period through the 14th

day of the month of such Distribution Date, inclusive.

Percentage Interest: As to any Certificate, the percentage obtained

by dividing the initial Certificate Balance of such Certificate (or the initial

notional amount for the Class 30-IO Certificates) by the Initial Class

Certificate Balance or Initial Notional Amount, as applicable, of the Class of

which such Certificate is a part.

Permitted Investments: One or more of the following:

(i) obligations of or guaranteed as to principal and interest by the

United States, FHLMC, FNMA or any agency or instrumentality of the United

States when such obligations are backed by the full faith and credit of

the United States; provided that such obligations of FHLMC or FNMA shall

be limited to senior debt obligations and mortgage participation

certificates other than investments in mortgage-backed or mortgage

participation securities with yields evidencing extreme sensitivity to the

rate of principal payments on the underlying mortgages, which shall not

constitute Permitted Investments hereunder;

(ii) repurchase agreements on obligations specified in clause (i)

maturing not more than one month from the date of acquisition thereof with

a corporation incorporated under the laws of the United States or any

state thereof rated not lower than "F-1" by Fitch and "A-1+" by S&P;

(iii) federal funds, certificates of deposit, demand deposits, time

deposits and bankers' acceptances (which shall each have an original

maturity of not more than 90 days and, in the case of bankers'

acceptances, shall in no event have an original maturity of more than 365

days or a remaining maturity of more than 30 days) denominated in United

States dollars of any U.S. depository institution or trust company

incorporated under the laws of the United States or any state thereof,

rated not lower than "F-1" by Fitch and "A-1+" by S&P;

(iv) commercial paper (having original maturities of not more than

365 days) of any corporation incorporated under the laws of the United

States or any state thereof which is rated not lower than "F-1" by Fitch

and "A-1+" by S&P;

(v) investments in money market funds (including funds of the

Securities Administrator or its affiliates, or funds for which an

affiliate of the Securities Administrator acts as advisor, as well as

funds for which the Securities Administrator and its affiliates may

receive compensation) rated either "AAA" by Fitch (if rated by Fitch) and

"AAAm G" by S&P or otherwise approved in writing by each Rating Agency;

and

(vi) other obligations or securities that are acceptable to each

Rating Agency and, as evidenced by an Opinion of Counsel obtained by the

related Master Servicer or Securities Administrator, as the case may be,

will not affect the qualification of the Trust Estate as a REMIC;

provided, however, that no instrument shall be a Permitted Investment if it

represents either (a) the right to receive only interest payments with respect

to the underlying debt instrument or (b) the right to receive both principal and

interest payments derived from obligations underlying such instrument and the

principal and interest with respect to such instrument provide a yield to

maturity greater than 120% of the yield to maturity at par of such underlying

obligations.

Permitted Transferee: Any Person other than (i) the United States,

or any State or any political subdivision thereof, or any agency or

instrumentality of any of the foregoing, (ii) a foreign government,

international organization or any agency or instrumentality of either of the

foregoing, (iii) an organization which is exempt from tax imposed by Chapter 1

of the Code (including the tax imposed by Section 511 of the Code on unrelated

business taxable income) (except certain farmers' cooperatives described in Code

Section 521), (iv) rural electric and telephone cooperatives described in Code

Section 1381(a)(2)(C), (v) a Person with respect to whom the income on a

Residual Certificate is allocable to a foreign permanent establishment or fixed

base, within the meaning of an applicable income tax treaty, of such Person or

any other U.S. Person, and (vi) any other Person so designated by a Master

Servicer based on an Opinion of Counsel to the effect that any transfer to such

Person may cause the Trust or any other Holder of a Residual Certificate to

incur tax liability that would not be imposed other than on account of such

transfer. The terms "United States," "State" and "international organization"

shall have the meanings set forth in Code Section 7701 or successor provisions.

Person: Any individual, corporation, limited liability company,

partnership, joint venture, association, joint-stock company, trust,

unincorporated organization or government or any agency or political subdivision

thereof.

Physical Certificates: The Class 1-A-R, Class B-4, Class B-5 and

Class B-6 Certificates.

Plan: As defined in Section 6.02(e).

PO Percentage: As to any Discount Mortgage Loan, 100% minus the

Non-PO Percentage for such Mortgage Loan. As to any Mortgage Loan that is not a

Discount Mortgage Loan, 0%.

PO Principal Amount: As to any Distribution Date, the sum of (i) the

sum of the applicable PO Percentage of (a) the principal portion of each Monthly

Payment due on each Mortgage Loan on the related Due Date, (b) the Stated

Principal Balance, as of the date of repurchase, of (a) (I) each WF Master

Serviced Loan that was repurchased by a WF Servicer pursuant to the applicable

Servicing Agreement as of such Distribution Date, (II) each WMMSC Master

Serviced Loan that was repurchased pursuant to a Purchase Obligation during the

Prior Period relating to such Distribution Date, (III) any Mortgage Loan

repurchased by the Seller pursuant to the Mortgage Loan Purchase Agreement or a

Purchase Obligation as of such Distribution Date or (IV) any Mortgage Loan

repurchased by the Depositor pursuant to a Purchase Obligation, (c) any

Substitution Adjustment Amount in connection with any Defective Mortgage Loan