EXHIBIT 4
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BANC OF AMERICA MORTGAGE SECURITIES, INC.,
as Depositor,
BANK OF AMERICA, N.A.,
as Servicer,
and
WELLS FARGO BANK, N.A.,
as
Trustee
AMENDMENT NO. 1
Dated March 25, 2005
to
POOLING AND SERVICING AGREEMENT
Dated May 27, 2004
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Banc of America Alternative Loan Trust 2004-5
Mortgage Pass-Through Certificates
Series 2004-5
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AMENDMENT NO. 1, dated March 25, 2005, (the "Amendment"), to
the
Pooling and Servicing Agreement dated May
27, 2004 (the "Agreement") among BANC
OF AMERICA MORTGAGE SECURITIES, INC., as
depositor (the "Depositor"), BANK OF
AMERICA, N.A., as servicer (the "Servicer")
and WELLS FARGO BANK, N.A., as
trustee (the "Trustee").
WHEREAS, Section 11.01(i) of the Agreement provides, among
other
things, that the Depositor, the Servicer
and the Trustee may amend the
Agreement, subject to certain provisos,
without the consent of the Holders of
Certificates, for the purpose of curing any
ambiguity or mistake to the
provisions of the Agreement.
WHEREAS, the Depositor, the Servicer and the Trustee desire to
amend
the Agreement, as set forth in this
Amendment to correct a mistake.
NOW THEREFORE, in consideration of the mutual agreements herein
contained, the Depositor, the Master
Servicer and the Trustee agree as follows:
All terms used in this Amendment which are defined in the
Agreement,
either directly or by reference therein,
have the meanings assigned to them
therein, except to the extent such terms
are defined or modified in this
Amendment or the context clearly requires
otherwise.
Section 1. Amendment of Section 5. Section 5.02(b)(iv) is
hereby
deleted and replaced in its entirety with
the following:
On each Distribution Date prior to the Senior Credit Support
Depletion Date for Group 4, the amount
distributable to the Group 4 Senior
Certificates pursuant to Section
5.02(a)(iii) for such Distribution Date, will
be distributed sequentially, to the Class
4-A-1 and Class 4-A-2 Certificates, in
that order, until their Class C