The downside, at least with my credit union, is that there are zero branches outside the state. When I lived in a different state for 2 years it wasn't a big deal since I could mail them checks for deposit and every store now offers cash back with even the smallest purchase (avoiding ATM fees).
BTW, BofA was the last bank I was ever at and I will tell everyone to avoid them like the plague. Simplifying numbers here, but someone gave me a $500 check that bounced. When the check bounced they took out the $500 (what they should have done), but then put a lock on the other $500 in the account. I went to branch and asked for an explanation. After a few explanations that didn't make any sense I told the manager I wanted to close my account right then and there. He said he couldn't, so I said I wasn't leaving until he did and threatened to call the police and claim theft (I was an idiot college kid at the time). Long story short, he closed the account, gave me a check and I have been a happy CU member ever since.