SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 33-19425
A. Full title of Plan: FLEET FINANCIAL GROUP, INC.
SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Fleet Financial Group, Inc.
50 Kennedy Plaza
Providence, Rhode Island 02903
Financial Statements of the Plan.
Report of Independent Auditors.
1. Statements of Net Assets Available for Benefits.
2. Statements of Changes in Net Assets Availble for Benefits.
3. Notes to Financial Statements.
4. Supplemental Schedules.
Exhibit 1 - Schedule of Assets Held for Investment Purposes
Exhibit 2 - Schedule of Reportable Transactions
Exhibit.
Consent of Ernst & Young LLP to the incorporation by reference in the
Registration Statement (Form S-8, No. 33-19425) pertaining to the
plan of their report dated June 2, 1995, with respect to the plan
financial statements for the year ending December 31, 1994.
Financial Statements
and Supplemental Schedules
Fleet Financial Group, Inc. Savings Plan
Years ended December 31, 1994 and 1993
Contents
Report of Independent Auditors
Audited Financial Statements
Statements of Net Assets Available for Benefits, With Fund Information
Statements of Changes in Net Assets Available for Benefits, With Fund
Information
Notes to Financial Statements
Supplemental Schedules
Schedule of Assets Held for Investment Purposes
Schedule of Reportable Transactions
Report of Independent Auditors
To the Retirement Committee
of Fleet Financial Group, Inc.
Savings Plan
We have audited the accompanying statements of net assets available for
benefits of Fleet Financial Group, Inc. Savings Plan as of December 31,
1994 and 1993, and the related statements of changes in net assets
available for benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the
Plan at December 31, 1994 and 1993, and the changes in its net assets
available for benefits for the years then ended, in conformity with
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
financial statements taken as a whole. The accompanying supplemental
schedules of assets held for investment purposes as of December 31, 1994,
and reportable transactions for the year then ended, are presented for
purposes of complying with the Department of Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income Security
Act of 1974, and are not a required part of the financial statements. The
supplemental schedules have been subjected to the auditing procedures
applied in our audit of the 1994 financial statements and, in our opinion,
are fairly stated in all material respects in relation to the 1994 financial
statements taken as a whole.
ERNST & YOUNG LLP
June 2, 1995
Providence, Rhode Island
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Net Assets Available for Benefits, With Fund Information
December 31, 1994
Galaxy High-
Galaxy Equity Fixed Rate Fleet Common Quality
Growth Fund Fund Stock Fund Bond Fund
------------ ------------ ------------ -----------
Assets
Investments, at fair value
(Notes 11 and 13):
<S> <C> <C> <C> <C>
Common stock $0 $0 $135,095,354 $0
Government and agency obligations 0 7,873,580 0 0
Mutual/commingled funds 51,087,568 34,452,933 0 14,494,470
Short-term investments 0 2,377,056 4,468,943 0
Participant notes receivable 0 0 0 0
------------ ------------ ------------ -----------
51,087,568 44,703,569 139,564,297 14,494,470
Guaranteed investment contracts,
at contract value 0 188,326,322 0 0
------------ ------------ ------------ -----------
Total investments 51,087,568 233,029,891 139,564,297 14,494,470
Receivables:
Dividends and interest receivable 0 1,438,025 1,691,487 78,022
Interfund receivable (payable) (13,090) (30,433) 39,391 (1,625)
------------ ------------ ------------ -----------
Total receivables (13,090) 1,407,592 1,730,878 76,397
Cash 419,780 924,939 623,065 145,623
------------ ------------ ------------ -----------
Total assets 51,494,258 235,362,422 141,918,240 14,716,490
Liabilities
Forfeitures payable 0 18,227 20,289 3,053
------------ ------------ ------------ -----------
Net assets available for benefits $51,494,258 $235,344,195 $141,897,951 $14,713,437
============ ============ ============ ===========
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Net Assets Available for Benefits, With Fund Information
December 31, 1994
(continued)
Galaxy Asset Galaxy Small Galaxy
Allocation Company International Galaxy Equity
Fund Equity Fund Equity Fund Fund
------------ ------------ ------------ -----------
Assets
Investments, at fair value
(Notes 11 and 13):
<S> <C> <C> <C> <C>
Common stock $0 $0 $0 $0
Government and agency obligations 0 0 0 0
Mutual/commingled funds 17,060,592 3,990,214 5,341,856 2,209,743
Short-term investments 0 0 0 0
Participant notes receivable 0 0 0 0
------------ ------------ ------------ -----------
17,060,592 3,990,214 5,341,856 2,209,743
Guaranteed investment contracts,
at contract value 0 0 0 0
------------ ------------ ------------ -----------
Total investments 17,060,592 3,990,214 5,341,856 2,209,743
Receivables:
Dividends and interest receivable 0 0 0 0
Interfund receivable (payable) (2,194) 559 7,392 0
------------ ------------ ------------ -----------
Total receivables (2,194) 559 7,392 0
Cash 194,838 54,842 77,909 38,481
------------ ------------ ------------ -----------
Total assets 17,253,236 4,045,615 5,427,157 2,248,224
Liabilities
Forfeitures payable 5,436 1,680 3,125 715
------------ ------------ ------------ -----------
Net assets available for benefits $17,247,800 $4,043,935 $5,424,032 $2,247,509
============ ============ ============ ===========
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Net Assets Available for Benefits, With Fund Information
December 31, 1994
(continued)
Loan
Fund Total
------------ ------------
Assets
Investments, at fair value
(Notes 11 and 13):
<S> <C> <C>
Common stock $0 $135,095,354
Government and agency obligations 0 7,873,580
Mutual/commingled funds 0 128,637,376
Short-term investments 0 6,845,999
Participant notes receivable 16,327,542 16,327,542
------------ ------------
16,327,542 294,779,851
Guaranteed investment contracts,
at contract value 0 188,326,322
------------ ------------
Total investments 16,327,542 483,106,173
Receivables:
Dividends and interest receivable 0 3,207,534
Interfund receivable (payable) 0 0
------------ ------------
Total receivables 0 3,207,534
Cash 0 2,479,477
------------ ------------
Total assets 16,327,542 488,793,184
Liabilities
Forfeitures payable 0 52,525
------------ ------------
Net assets available for benefits $16,327,542 $488,740,659
============ ============
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Net Assets Available for Benefits, With Fund Information
December 31, 1993
Galaxy High-
Galaxy Equity Fixed Rate Fleet Common Quality
Growth Fund Fund Stock Fund Bond Fund
------------ ------------ ------------ -----------
Assets
Investments, at fair value
(Notes 11 and 13):
<S> <C> <C> <C> <C>
Common stock $0 $0 $123,711,931 $0
Government and agency obligations 0 48,898,662 0 0
Mutual/commingled funds 52,935,447 33,430,253 0 19,498,768
Short-term investments 0 0 3,960,109 0
Participant notes receivable 0 0 0 0
------------ ------------ ------------ -----------
52,935,447 82,328,915 127,672,040 19,498,768
Guaranteed investment contracts,
at contract value 0 148,969,503 0 0
------------ ------------ ------------ -----------
Total investments 52,935,447 231,298,418 127,672,040 19,498,768
Receivables:
Dividends and interest receivable 0 1,155,070 1,123,411 88,451
Interfund receivable (payable) (69,502) 268,397 (35,014) (84,764)
------------ ------------ ------------ -----------
Total receivables (69,502) 1,423,467 1,088,397 3,687
Cash 374,263 5,676,352 468,625 156,031
------------ ------------ ------------ -----------
Total assets 53,240,208 238,398,237 129,229,062 19,658,486
Liabilities
Forfeitures payable 9,401 18,741 14,592 4,208
------------ ------------ ------------ -----------
Net assets available for benefits $53,230,807 $238,379,496 $129,214,470 $19,654,278
============ ============ ============ ===========
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Net Assets Available for Benefits, With Fund Information
December 31, 1993
(continued)
Galaxy Asset
Allocation Loan
Fund Fund Total
------------ ------------ ------------
Assets
Investments, at fair value
(Notes 11 and 13):
<S> <C> <C> <C>
Common stock $0 $0 $123,711,931
Government and agency obligations 0 0 48,898,662
Mutual/commingled funds 17,208,841 0 123,073,309
Short-term investments 0 0 3,960,109
Participant notes receivable 0 15,467,011 15,467,011
------------ ------------ ------------
17,208,841 15,467,011 315,111,022
Guaranteed investment contracts,
at contract value 0 0 148,969,503
------------ ------------ ------------
Total investments 17,208,841 15,467,011 464,080,525
Receivables:
Dividends and interest receivable 40,674 0 2,407,606
Interfund receivable (payable) (79,117) 0 0
------------ ------------ ------------
Total receivables (38,443) 0 2,407,606
Cash 197,346 0 6,872,617
------------ ------------ ------------
Total assets 17,367,744 15,467,011 473,360,748
Liabilities
Forfeitures payable 2,156 0 49,098
------------ ------------ ------------
Net assets available for benefits $17,365,588 $15,467,011 $473,311,650
============ ============ ============
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Changes in Net Assets Available for Benefits, With Fund Information
Year ended December 31, 1994
Galaxy High-
Galaxy Equity Fixed Rate Fleet Common Quality
Growth Fund Fund Stock Fund Bond Fund
------------ ------------ ------------ -----------
Additions to net assets attributed to:
Investment income:
<S> <C> <C> <C> <C>
Dividends $1,298,923 $0 $5,426,194 $1,045,445
Interest 5 14,982,334 156,214 0
Net realized and unrealized
appreciation(depreciation)in
investments (931,110) (4,505,527) (3,608,649) (2,215,619)
Less: Investment expenses 0 (246,012) (148,230) 0
------------ ------------ ------------ -----------
367,818 10,230,795 1,825,529 (1,170,174)
Addition of assets of new employees
rolling over non-Company plans 374,990 1,049,013 335,032 205,947
Interest on participant loans 142,453 512,828 276,084 61,857
Other income 19,646 63,280 14,908 2,623
Contributions:
Participating employees' voluntary
contributions 5,696,936 13,968,383 8,573,149 2,252,342
Employer contributions 3,297,367 8,486,767 4,999,172 1,339,001
------------ ------------ ------------ -----------
8,994,303 22,455,150 13,572,321 3,591,343
------------ ------------ ------------ -----------
Total additions 9,899,210 34,311,066 16,023,874 2,691,596
Deductions from net assets attributed
to:
Participants' withdrawals (5,331,136) (30,846,501) (14,054,149) (2,183,434)
------------ ------------ ------------ -----------
Net increase prior to transfers from
other plans and between funds 4,568,074 3,464,565 1,969,725 508,162
Transfers from other plans
(Note 10) 0 0 0 0
Transfers between funds at
participant's election, net (6,304,623) (6,499,866) 10,713,756 (5,449,003)
------------ ------------ ------------ -----------
Net transfers (6,304,623) (6,499,866) 10,713,756 (5,449,003)
------------ ------------ ------------ -----------
Net increase (1,736,549) (3,035,301) 12,683,481 (4,940,841)
Net assets available for benefits at
beginning of year 53,230,807 238,379,496 129,214,470 19,654,278
------------ ------------ ------------ -----------
Net assets available for benefits at
end of year $51,494,258 $235,344,195 $141,897,951 $14,713,437
============ ============ ============ ===========
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Changes in Net Assets Available for Benefits, With Fund Information
Year ended December 31, 1994
(continued)
Galaxy Asset Galaxy Small Galaxy Galaxy
Allocation Company International Equity Value
Fund Equity Fund Equity Fund Fund
------------ ------------ ------------ -----------
Additions to net assets attributed to:
Investment income:
<S> <C> <C> <C> <C>
Dividends $446,504 $61,891 $86,979 $226,242
Interest 0 0 0 0
Net realized and unrealized
appreciation (depreciation) in
investments (911,769) (95,097) (392,766) (181,651)
Less: Investment expenses 0 0 0 0
------------ ------------ ------------ -----------
(465,265) (33,206) (305,787) 44,591
Addition of assets of new employees
rolling over non-Company plans 203,991 105,842 111,179 129,557
Interest on participant loans 66,632 15,576 19,117 6,000
Other income 11,211 39,385 14,860 115
Contributions:
Participating employees' voluntary
contributions 2,975,125 691,427 976,377 341,215
Employer contributions 1,738,159 370,085 514,261 189,868
------------ ------------ ------------ -----------
4,713,284 1,061,512 1,490,638 531,083
------------ ------------ ------------ -----------
Total additions 4,529,853 1,189,109 1,330,007 711,346
Deductions from net assets attributed
to:
Participants' withdrawals (2,130,647) (236,124) (475,061) 0
------------ ------------ ------------ -----------
Net increase prior to transfers from
other plans and between funds 2,399,206 952,985 854,946 711,346
Transfers from other plans
(Note 10) 0 0 0 0
Transfers between funds at
participant's election, net (2,516,994) 3,090,950 4,569,086 1,536,163
------------ ------------ ------------ -----------
Net transfers (2,516,994) 3,090,950 4,569,086 1,536,163
------------ ------------ ------------ -----------
Net increase (117,788) 4,043,935 5,424,032 2,247,509
Net assets available for benefits at
beginning of year 17,365,588 0 0 0
------------ ------------ ------------ -----------
Net assets available for benefits at
end of year $17,247,800 $4,043,935 $5,424,032 $2,247,509
============ ============ ============ ===========
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Changes in Net Assets Available for Benefits, With Fund Information
Year ended December 31, 1994
(continued)
Loan
Fund Total
------------ ------------
Additions to net assets attributed to:
Investment income:
<S> <C> <C>
Dividends $0 $8,592,178
Interest 0 15,138,553
Net realized and unrealized
appreciation (depreciation) in
investments 0 (12,842,188)
Less: Investment expenses 0 (394,242)
------------ ------------
0 10,494,301
Addition of assets of new employees
rolling over non-Company plans 0 2,515,551
Interest on participant loans 0 1,100,547
Other income 0 166,028
Contributions:
Participating employees' voluntary
contributions 0 35,474,954
Employer contributions 0 20,934,680
------------ ------------
0 56,409,634
------------ ------------
Total additions 0 70,686,061
Deductions from net assets attributed
to:
Participants' withdrawals 0 (55,257,052)
------------ ------------
Net increase prior to transfers from
other plans and between funds 0 15,429,009
Transfers from other plans
(Note 10) 0 0
Transfers between funds at
participant's election, net 860,531 0
------------ ------------
Net transfers 860,531 0
------------ ------------
Net increase 860,531 15,429,009
Net assets available for benefits at
beginning of year 15,467,011 473,311,650
------------ ------------
Net assets available for benefits at
end of year $16,327,542 $488,740,659
============ ============
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Changes in Net Assets Available for Benefits, With Fund Information
Year ended December 31, 1993
Galaxy Fleet Galaxy High-
Equity Fixed Rate Common Quality
Growth Fund Fund Stock Fund Bond Fund
------------ ------------ ------------ -----------
Additions to net assets attributed to:
Investment income:
<S> <C> <C> <C> <C>
Dividends $1,145,836 $0 $3,752,063 $719,241
Interest 35,194 10,817,543 51,262 653,640
Net realized and unrealized
appreciation in investments 1,019,865 2,699,878 3,716,716 530,592
------------ ------------ ------------ -----------
2,200,895 13,517,421 7,520,041 1,903,473
Addition of assets of new employees
rolling over non-Company plans 963,511 1,323,092 603,953 394,035
Interest on participant loans 138,349 444,271 237,195 44,925
Other income 13,780 6,122 6,820 9,307
Contributions:
Participating employees' voluntary
contributions 6,496,039 15,260,781 5,762,097 2,418,274
Employer contributions 2,637,428 5,973,544 4,120,600 1,004,008
------------ ------------ ------------ -----------
9,133,467 21,234,325 9,882,697 3,422,282
------------ ------------ ------------ -----------
Total additions 12,450,002 36,525,231 18,250,706 5,774,022
Deductions from net assets attributed
to:
Participants' withdrawals (3,442,094) (17,931,222) (8,636,871) (1,053,882)
------------ ------------ ------------ -----------
Net increase prior to transfers from
other plans and between funds 9,007,908 18,594,009 9,613,835 4,720,140
Transfers from other plans
(Note 10) 10,060,047 73,742,959 1,820,483 5,706
Transfers between funds at
participant's election, net (4,114,647) (810,996) 676,703 1,284,128
------------ ------------ ------------ -----------
Net transfers 5,945,400 72,931,963 2,497,186 1,289,834
------------ ------------ ------------ -----------
Net increase 14,953,308 91,525,972 12,111,021 6,009,974
Net assets available for benefits at
beginning of year 38,277,499 146,853,524 117,103,449 13,644,304
------------ ------------ ------------ -----------
Net assets available for benefits at
end of year $53,230,807 $238,379,496 $129,214,470 $19,654,278
============ ============ ============ ===========
See accompanying notes.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Statements of Changes in Net Assets Available for Benefits, With Fund Information
Year ended December 31, 1993
(continued)
Galaxy Asset
Allocation Loan
Fund Fund Total
------------ ------------ ------------
Additions to net assets attributed to:
Investment income:
<S> <C> <C> <C>
Dividends $321,713 $0 $5,938,853
Interest 104,061 0 11,661,700
Net realized and unrealized
appreciation in investments 497,080 0 8,464,131
------------ ------------ ------------
922,854 0 26,064,684
Addition of assets of new employees
rolling over non-Company plans 614,817 0 3,899,408
Interest on participant loans 56,843 0 921,583
Other income 3,761 0 39,790
Contributions:
Participating employees' voluntary
contributions 3,475,104 0 33,412,295
Employer contributions 1,038,346 0 14,773,926
------------ ------------ ------------
4,513,450 0 48,186,221
------------ ------------ ------------
Total additions 6,111,725 0 79,111,686
Deductions from net assets attributed
to:
Participants' withdrawals (1,056,043) 0 (32,120,112)
------------ ------------ ------------
Net increase prior to transfers from
other plans and between funds 5,055,682 0 46,991,574
Transfers from other plans
(Note 10) 6,779 3,772,057 89,408,031
Transfers between funds at
participant's election, net 923,722 2,041,090 0
------------ ------------ ------------
Net transfers 930,501 5,813,147 89,408,031
------------ ------------ ------------
Net increase 5,986,183 5,813,147 136,399,605
Net assets available for benefits at
beginning of year 11,379,405 9,653,864 336,912,045
------------ ------------ ------------
Net assets available for benefits at
end of year $17,365,588 $15,467,011 $473,311,650
============ ============ ============
See accompanying notes.
</TABLE>
Fleet Financial Group, Inc. Savings Plan
Notes to Financial Statements
December 31, 1994 and 1993
1. Description of the Plan
The Fleet Financial Group, Inc. Savings Plan (the Plan) was adopted by
Fleet Financial Group, Inc. (the Company), effective January 1, 1989, by
amendment to the Norstar Savings Plan (the prior Plan). The Plan was
amended to effect a combination of the following benefit plans: the Fleet
National Bank Employees' Profit Sharing Plan and Trust, the First
Connecticut Bancorp, Inc. Thrift Plan, the Fleet Bank of Maine Profit
Sharing Plan for Employees and the Fleet Financial Group, Inc. Thrift Plan
and Trust.
The Plan is a trusteed contributory defined contribution plan sponsored by
the Company. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974. Fleet Investment Services, a
subsidiary of the Company, serves as trustee for the Plan.
The subsidiaries of the Company that are participating employers in the
Plan are:
Fleet Bank Fleet Credit Corp.
Fleet Bank, N.A. Fleet Private Equity
Fleet Bank of Maine Fleet Finance, Inc.
Fleet Bank of Massachusetts, N.A. Fleet Investment Advisors
Fleet Bank - NH Fleet Investment Services
Fleet Bank - RI Fleet Mortgage Group, Inc.
AFSA Data Corp. Fleet Securities, Inc.
Fleet Brokerage Securities Fleet Services Corp.
Fleet Capital, Inc. RECOLL Management Corp.
Investment Valuation
Marketable securities are stated at fair value. Securities traded on
national securities exchanges are valued at the last reported sales price
on the last business day of the year. Securities traded in the over-the-
counter market and listed securities for which no sale was reported on
that date are valued at the mean between the last reported bid and asked
prices. Investments in mutual funds are valued at the redemption price
established by the trustee of the fund generally based on the fair value
of the underlying assets. Short-term investments are valued at cost which
approximates fair value.
2. Summary of Significant Accounting Policies
Guaranteed investment contracts are valued at contract value. Contract
value represents the initial investment plus interest at the contract
rate, less funds used to pay retirement benefits and administrative
expenses. The contracts may be subject to certain penalties, if
discontinued prior to its maturity date.
Security Transactions
Securities purchased and sold are recorded on the respective trade dates.
Realized profits and losses are computed based on the average cost of
securities sold.
Dividend income is recorded on the ex-dividend date. Interest income is
accounted for on the accrual basis.
In the event of withdrawal, participants in the Fleet Common Stock Fund
(see Note 3) may receive shares of the common stock of the Company. The
realized gain or loss resulting from distributions in kind is based on the
difference between the average cost and the value of the stock on the
effective date of the distribution.
Expenses
All expenses associated with the administration of the Plan, with the
exception of investment management fees for investments other than mutual
funds, are paid directly by the Company and accordingly, are not reflected
in the accompanying statements. Beginning January 1, 1994 investment
management fees for investments other than mutual funds are paid by the
respective investment fund.
Reclassification
Certain amounts reported in the 1993 financial statements have been
reclassified to conform with the 1994 presentation.
3. Investment Programs
The Company has a Trust Agreement with Fleet Investment Services as
Trustee, providing for the management, investment and reinvestment of Plan
assets. The investment provisions by fund, as stated in the Plan
agreement are as follows:
The Galaxy Equity Growth Fund holds stock in large high-quality companies.
The Fixed Rate Fund owns interest paying investments issued by banks and
insurance companies as well as government and agency obligations.
Investments typically will be limited to issues with maturities of five
years or less.
The Fleet Common Stock Fund primarily invests in the common stock of the
Company.
The Galaxy High-Quality Bond Fund holds both government and high-quality
corporate issues.
The Galaxy Asset Allocation Fund holds equity and fixed income
investments.
The Galaxy Small Company Equity Fund holds equity investments in companies
with capitalizations of $500 million or less.
The Galaxy International Equity Fund holds equity securities of foreign
issuers.
The Galaxy Equity Value Fund holds investments in common and preferred
stock and convertible debt securities.
Loan Fund represents segregated accounting for loans made directly by each
of the other funds and does not represent a separate investment portfolio
(see Note 7).
At the discretion of the Trustee, a portion of the assets of any of the
investment funds may be maintained in cash or invested in short-term
repurchase agreements and money market securities.
Each participant chooses the fund or funds in which contributions are to
be invested. Contributions can be put entirely into one fund or they can
be split between two or more funds in ten percent multiples. A
participant may change the fund or funds into which current contributions
are being invested daily. A participant may convert the amount in any
fund into any one or more of the other funds so that after the conversion
the participant's total account is invested in one or more of the funds in
multiples of ten percent.
Conversions can be made daily, with the exception of the Fleet Common
Stock Fund, where conversions are limited to one per calendar month.
4. Contributions
Each participant may elect to contribute not less than one
percent nor more than twelve percent of his/her compensation to
the Plan by regular payroll deductions. For purposes of the
Plan, compensation is defined as the regular base salary of a
participant and does not include bonuses, overtime, incentive
compensation and employer contributions under the Plan or any
other employee benefit plan. A participant may change his/her
rate of contribution quarterly on fifteen days' notice effective
on the first day of the following calendar quarter.
The employers contribute an amount equal to seventy-five percent
(fifty percent in 1993) of the participants' contributions up to
six percent of compensation for employees hired on or before
December 31, 1994. Participant contributions in excess of
six percent of compensation are not matched by the employer.
An employee is eligible to become a participant following
completion of one year of service and 1,000 hours. An employee
is credited with a year of service when the employee completes 12
months of employment. Special rules apply for participants
transferring in from other plans.
5. Vesting
The following table sets forth the basic vesting schedule for the
Plan, which is subject to the special rules for participants
transferred in from other plans:
Full years of Percentage of employer
vesting service account vested
- --------------- ----------------------
0-2 0%
3 50%
4 75%
5 or more 100%
A participant becomes fully vested if employment is terminated
due to death, long-term disability or retirement.
Forfeitures of account balances which are not vested will be used
to decrease future matching contributions by the employer. If a
participant terminates employment and receives the vested portion
of the employer account immediately following such termination,
the nonvested portion is forfeited as of December 31 of the year
in which such distribution is received.
A forfeiture of the nonvested portion of a participant's employer
account will also occur after six consecutive years of absence.
If a participant is rehired prior to such six consecutive years
of absence, the forfeited portion of his/her employer account
will be restored; provided, however, that if such participant
received a distribution of his/her vested account, he/she must
repay to the Plan all amounts in his/her company matching account
previously distributed to him/her from the Plan.
6. Plan Earnings
Plan earnings are computed daily for each fund. The earnings
are credited to participants' accounts daily based upon the
proportion of each participant's weighted average account balance
to the total value of the fund. Loan interest is credited to the
investment funds of the participant making the payment.
7. Loans to Participants
Participants may borrow from their account. The minimum amount
of any loan is $1,000. The maximum amount of any loan is one-
half of the participant's account balance, but no loan may exceed
$50,000 reduced by the highest outstanding loan balance of any
loan outstanding in the previous twelve months. Applications for
such loans must be made to and approved by the Administrative
Committee of the Plan (the Committee). Loans are made for a
period of 3 to 54 months and bear interest at the rate determined
in advance of each calendar quarter by the Committee. Such rate
was 8.25% at December 31, 1994, and 6.9% at December 31, 1993.
Each loan is treated as a separate investment of the borrowing
participant's account. The cash for the loan is withdrawn from
the participant's investment funds pro rata and is transferred to
the loan fund. The principal and interest payments made are
credited to the participant's investment funds.
The entire balance of each loan becomes due and payable in full
at the time of the termination of the participant's participation
in the Plan and is deducted from the participant's vested account
balance.
8. Distributions
A participant who retires has the following choices as to the
distribution of his or her account:
a) Lump sum distribution in cash.
b) Lump sum distribution in cash of the amount in all funds
plus shares of the Company's common stock, minimum 100
shares, representing his/her account in the Fleet Common
Stock Fund.
c) Quarterly payments over a period not to exceed fifteen
years. Until paid out, the participant's account remains
invested in the designated investment funds and continues to
be credited with fund earnings and losses. The funds will
be liquidated pro rata.
d) Annual payments over a period not to exceed fifteen years.
Beneficiaries of participants have the same distribution
alternatives as a participant does upon retirement. In the event
of termination of employment for any other reason, the
participant's account will be distributed as of the next
valuation date in cash as a lump sum.
A participant may apply for a withdrawal up to his/her total
account balance, excluding pre-1988 earnings, in the event of
financial hardship. All such withdrawals are subject to the
approval of the Committee. Financial hardship is determined by
the Committee in accordance with uniform non-discriminatory
standards. In addition, a participant may elect to make
discretionary withdrawals from the vested portion of his/her
account subject to certain limitations. The minimum amount of
discretionary withdrawals is $1,000 or the total account balance
if less, and can be made once every twelve months.
9. Federal Income Tax Status
The Internal Revenue Service ruled on March 1, 1995 that the Plan
qualifies under Section 401(a) of the Internal Revenue Code (IRC)
and, therefore, the related trust is not subject to tax under
present income tax law. Once qualified, the Plan is required to
operate in conformity with the IRC to maintain its qualification.
The Pension Administrative Committee is not aware of any course
of action or series of events that have occurred that might
adversely affect the Plans qualified status.
10. Plan Transfers
There were no transfers to or from other plans during 1994. The
following amounts were transferred during 1993:
<TABLE>
Fund A Fund B Fund C Fund D
------------ ------------ ------------ ---------
From:
<S> <C> <C> <C> <C>
Fleet Finance $737,673 $3,448,300 $1,842,630 $0
Newco Savings Plan 9,308,062 70,297,285 0 0
AFSA Savings Plan 14,312 57,403 18,090 5,706
To:
AFSA 0 (60,029) (40,237) 0
------------ ------------ ------------ ---------
$10,060,047 $73,742,959 $1,820,483 $5,706
============ ============ ============ =========
</TABLE>
<TABLE>
Loan
Fund E Fund Total
------------ ------------ ------------
From:
<S> <C> <C> <C>
Fleet Finance $0 $212,409 $6,241,012
Newco Savings Plan 0 3,559,648 83,164,995
AFSA Savings Plan 6,779 0 102,290
To:
AFSA 0 0 (100,266)
------------ ------------ ------------
$6,779 $3,772,057 $89,408,031
============ ============ ============
</TABLE>
11. Investments
The fair value of individual investments that represent 5% or
more of the Plan's net assets is as follows:
December 31,
1994 1993
------------ -------------
Cigna, Guaranteed Investment
Contract, 8.83%, due 12/31/95 $28,486,337 $26,175,078
Fleet Financial Group, Inc. common
stock (4,172,829 and 3,706,725 shares 135,095,354 123,711,931
Galaxy Equity Growth Fund, Class
H, (3,750,923 and 3,816,542 shares) 51,087,568 52,935,447
Galaxy Guaranteed Investment
Contract Pooled Fund (3,343,025 shares) 0 33,430,253
Hartford Life Insurance, Guaranteed
Investment Contract, 7.47%, due 12/31/99 24,722,999 0
New York Life Insurance,
Guaranteed Annuity Contract, 7.43%,
due 9/30/99 30,857,389 0
Stable Asset Fund (3,445,293 shares) 34,452,933 0
During 1994 and 1993, the Plan's investments, including
investments bought and sold, as well as held during the
year, appreciated (depreciated) in fair value by $(12,832,759)
and $8,464,131, as follows:
1994 1993
------------- -------------
Fleet Financial Group, Inc. common
stock ($3,608,648) $3,603,707
Other common stocks 0 (672,709)
Preferred stock 0 165,830
Mutual funds (4,718,584) 1,965,004
Government obligations (4,505,527) 3,402,299
Guaranteed investment contracts 0 0
------------- -------------
($12,832,759) $8,464,131
============= =============
The market value of Fleet Financial Group, Inc. common stock
increased from $32.375 per share at December 31, 1994, to $34.875
per share at June 1, 1995.
Financial instruments that potentially subject the Plan to
significant concentrations of credit risk consist principally of
guaranteed investment contracts. The Plan places its guaranteed
investment contracts with high-quality institutions and, by
policy, limits the amount of credit exposure to any one
institution. The Plan is exposed to credit loss in the event of
nonperformance by the other parties to the guaranteed investment
contracts. However, the Plan does not anticipate nonperformance
by the other parties. The Plan does not require collateral or
other security to support these guaranteed investment contracts.
12. Right to Terminate
Although it has not expressed any intent to do so, the Company
has the right under the Plan to discontinue its contributions at
any time and to terminate the Plan subject to the provisions of
ERISA. In the event of plan termination, participants will
become 100% vested in their accounts.
13. Differences Between Financial Statements and Form 5500
The following is a reconciliation of net assets available for
benefits per the financial statements to the Form 5500:
December 31,
1994 1993
------------ ------------
Net assets available for benefits
per the financial statements $488,740,659 $473,311,650
Amounts allocated to withdrawn
participants (5,902,582) (3,487,737)
------------ ------------
Net assets available for benefits
per the Form 5500 $482,838,077 $469,823,913
============ ============
The following is a reconciliation of benefits paid to
participants per the financial statements to the Form 5500:
Year Ended
December 31
1994
--------------
Benefits paid to participants per the
financial statements $55,257,052
Add: Amounts allocated to withdrawn
participants at December 31, 1994 5,902,582
Less: Amounts allocated to withdrawn
participants at December 31, 1993 (3,487,737)
--------------
Benefits paid to participants per the
Form 5500 $57,671,897
==============
Amounts allocated to withdrawn participants are recorded on the
Form 5500 for benefit claims that have been processed and
approved for payment prior to year end but not yet paid.
14. Transactions With Parties-In-Interest
<TABLE>
Year ended December 31
---------------------------------------------------------------
1994 1993
Shares or Shares or
units of units of
participation Amount participation Amount
------------- ----------- ------------- ----------
Fleet Financial Group, Inc. Common Stock:
<S> <C> <C> <C> <C>
Purchases 880,077 $30,271,700 106,454 $3,374,970
Sales 413,972 15,279,628 190,904 6,461,285
Dividend income 5,426,194 3,754,021
Realized gain on sale of investments 7,285,908 3,174,021
Distributions to participants 211,202 7,797,647 155,002 5,080,588
Realized gain on distribution to participants 3,672,305 2,274,839
Transfers from other plans, at cost 54,138 1,074,109
Fleet Bank Upstate New York Personal
MMDA:
Purchases 251,044 251,044 23,215,326 23,215,326
Sales 251,044 251,044 26,667,319 26,667,319
Interest income 12 61,510
Galaxy Equity Growth Fund, Class H:
Purchases 816,035 11,227,080 4,144,931 56,014,966
Sales 881,654 12,143,693 1,150,983 15,661,280
Dividend income 1,298,923 999,916
Realized gain on sale of investment 362,537 1,002,271
Transfer from other plan, at cost 54,711 614,186
Galaxy High Quality Bond, Class J:
Purchases 495,844 5,019,930 2,007,998 21,984,498
Sales 768,618 7,808,609 560,217 6,167,441
Interest and dividend income 1,045,445 767,068
Realized gain (loss) on sale of investment (557,724) 261,149
Stable Asset Fund:
Purchases 202,268 2,022,680 1,405,946 14,059,461
Sales 100,000 1,000,000
Interest income 2,040,187 1,284,751
Transfer from other plan, at cost 1,200,697 12,375,790
Galaxy Treasury Fund, Class F:
Purchases 2,964,727 2,964,727
Sales 4,904,302 4,904,302
Interest income 7,732
Galaxy Asset Allocation Fund
Purchases 566,376 6,093,495 1,752,316 19,138,328
Sales 498,781 5,329,975 198,927 2,180,820
Interest and dividend income 487,175 287,341
Realized gain (loss) (100,305) 21,085
Galaxy Money Market Fund
Purchases 165,520,762 165,520,762 52,530,691 52,530,691
Sales 162,634,872 162,634,872 48,570,582 48,570,582
Interest income 320,116 117,477
Galaxy Small Company Equity Fund
Purchases 425,441 5,227,982
Sales 97,568 1,142,671
Realized gain (loss) on sales (66,072)
Interest and dividend income 61,891
Galaxy International Equity Fund
Purchases 569,404 7,435,662
Sales 133,690 1,701,040
Realized gain (loss) on sales (53,985)
Interest and dividend income 86,979
Galaxy Equity Value Fund
Purchases 213,232 2,742,639
Sales 27,070 351,245
Realized gain (loss) on sales 1,576
Interest and dividend income 226,242
</TABLE>
Supplemental Schedules
Fleet Financial Group, Inc.
Savings Plan
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Schedule of Assets Held for Investment Purposes
December 31, 1994
Shares or Current
Description Face Value Cost Value
- ---------------------------------------------------------------------------------------
Galaxy Equity Growth Fund
Galaxy Mutual Funds
- -------------------
<S> <C> <C> <C>
Galaxy Growth Class H* 3,750,923 50,282,422 51,087,568
Fixed Rate Fund
Cash Management Assets
- ----------------------
Galaxy Money Market Fund* 2,377,056 2,377,056 2,377,056
U.S. Government Obligations
- ---------------------------
U.S. Treasury Notes, 5.125% 7,000,000 6,871,406 6,450,920
U.S. Treasury Notes, 5.625% 1,500,000 1,473,594 1,422,660
---------- ---------
Total U.S. Government Obligations 8,345,000 7,873,580
Commingled Funds
- ----------------
Stable Asset Fund* 3,445,293 34,452,933 34,452,933
Guaranteed Investment Contracts
- -------------------------------
AIG GIC #865, 9.05%, 12/31/95 4,038,918 4,038,918 4,038,918
CIGNA, FMIC #22028, 3.65%, 12/31/95 16,613,031 16,613,031 16,613,031
CIGNA GIC, 8.83%, 12/31/95 28,486,337 28,486,337 28,486,337
John Hancock #7482, 7.38%, 9/30/99 10,288,910 10,288,910 10,288,910
John Hancock #7621, 7.88%, 11/30/98 10,047,910 10,047,910 10,047,910
Lehman Govt. Sec. GIC, 7.085%,
9/2/98 15,262,735 15,262,735 15,262,735
New York Life #GA-30007, 7.43%,
9/30/99 30,857,389 30,857,389 30,857,389
New York Life #GA-30007-002, 7.07%,
9/1/98 10,164,841 10,164,841 10,164,841
Hartford Life Ins. GIC, 7.47%,
12/31/99 24,722,999 24,722,999 24,722,999
Provident National, 8.9%, 12/31/94 20,438,444 20,438,444 20,438,444
Prudent Life GIC, 7.19%, 12/31/97 17,404,809 17,404,808 17,404,808
----------- -----------
Total Notes and Annuities 188,326,322 188,326,322
----------- -----------
Total Fixed Rate Fund 233,501,311 233,029,891
Fleet Common Stock Fund
Cash Management Assets
- ----------------------
Galaxy Money Market Fund* 4,468,943 4,468,943 4,468,943
Common Equities
- ---------------
Fleet Financial Group, Inc.* 4,172,829 89,744,173 135,095,354
----------- -----------
Total Fleet Common Stock Fund 94,213,116 139,564,297
Galaxy High-Quality Bond Fund
Galaxy Mutual Funds
- -------------------
Galaxy High Quality Bond Class J* 1,517,746 16,272,734 14,494,470
Galaxy Asset Allocation Fund
Galaxy Mutual Funds
- -------------------
Galaxy Asset Allocation Fund* 1,626,367 17,641,807 17,060,592
Galaxy Small Company Equity Fund
Galaxy Mutual Funds
- -------------------
Galaxy Small Company Equity Fund* 327,873 4,019,239 3,990,214
Galaxy International Equity Fund
Galaxy Mutual Funds
- -------------------
Galaxy International Equity Fund
Class G* 435,714 5,680,637 5,341,856
Galaxy Equity Value Fund
Galaxy Mutual Funds
- -------------------
Galaxy Equity Value Fund* 186,162 2,392,970 2,209,743
Loan Fund
Participant notes receivable,
6.85%-12% 16,327,542 16,327,542 16,327,542
------------ ------------
$440,331,778 $483,106,173
============ ============
* Indicates party-in-interest to the Plan.
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Schedule of Reportable Transactions
Year ended December 31, 1994
Identity of Party Description Purchase Price
- -------------------------------------------------------------------------------------------------------
Category (i)--Individual Transactions in Excess of 5% of Plan Assets
- --------------------------------------------------------------------
<S> <C> <C>
John Hancock GAC $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units
New York Life GAC $30,000,000 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,000,000 units $30,000,000
Galaxy Money Market* $24,309,188 face amount, Galaxy Money Market Fund,
24,309,188 units 24,309,188
Galaxy Money Market* $25,279,619 face amount, Galaxy Money Market Fund,
25,279,619 units
Galaxy Money Market* $25,000,000 face amount, Galaxy Money Market Fund,
25,000,000 units
Category (iii)--Series of Transactions in Excess of 5% of Current Value of Plan Assets
- --------------------------------------------------------------------------------------
Galaxy Money Market* $165,520,762 face amount, Galaxy Money Market,
165,520,762 units in 259 transactions 165,520,762
Galaxy Money Market* $162,634,872 face amount, Galaxy Money Market Fund,
162,634,872 units in 231 transactions
U.S. Treasury Notes $41,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 43,300,000 units in 4 transactions 41,860,941
U.S. Treasury Notes $55,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 57,300,000 units in 3 transactions
John Hancock GAC #5464 $1,430,008 face amount, John Hancock GAC, 8.70%,
9/1/94, 1,430,008 units in 9 transactions, 1,430,008
John Hancock GAC #5464 $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units in 1 transaction
New York Life GAC $30,857,389 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,857,389 units in 6 transactions 30,857,389
Fleet Financial Group* $30,271,700 face amount, Fleet Financial Group
Common Stock, 880,077 shares in 26 transactions 30,271,700
Fleet Financial Group* $15,279,628 face amount, Fleet Financial Group
Common Stock, 413,972 shares in 109 transactions
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Schedule of Reportable Transactions
Year ended December 31, 1994
(continued)
Identity of Party Description Selling Price
- --------------------------------------------------------------------------------------------------------
Category (i)--Individual Transactions in Excess of 5% of Plan Assets
- --------------------------------------------------------------------
<S> <C> <C>
John Hancock GAC $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units $23,837,870
New York Life GAC $30,000,000 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,000,000 units
Galaxy Money Market* $24,309,188 face amount, Galaxy Money Market Fund,
24,309,188 units
Galaxy Money Market* $25,279,619 face amount, Galaxy Money Market Fund,
25,279,619 units 25,279,619
Galaxy Money Market* $25,000,000 face amount, Galaxy Money Market Fund,
25,000,000 units 25,000,000
Category (iii)--Series of Transactions in Excess of 5% of Current Value of Plan Assets
- --------------------------------------------------------------------------------------
Galaxy Money Market* $165,520,762 face amount, Galaxy Money Market,
165,520,762 units in 259 transactions
Galaxy Money Market* $162,634,872 face amount, Galaxy Money Market Fund,
162,634,872 units in 231 transactions 162,634,872
U.S. Treasury Notes $41,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 43,300,000 units in 4 transactions
U.S. Treasury Notes $55,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 57,300,000 units in 3 transactions 53,121,391
John Hancock GAC #5464 $1,430,008 face amount, John Hancock GAC, 8.70%,
9/1/94, 1,430,008 units in 9 transactions,
John Hancock GAC #5464 $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units in 1 transaction 23,837,870
New York Life GAC $30,857,389 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,857,389 units in 6 transactions
Fleet Financial Group* $30,271,700 face amount, Fleet Financial Group
Common Stock, 880,077 shares in 26 transactions
Fleet Financial Group* $15,279,628 face amount, Fleet Financial Group
Common Stock, 413,972 shares in 109 transactions 15,279,628
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Schedule of Reportable Transactions
Year ended December 31, 1994
(continued)
Identity of Party Description Cost of Assets
- --------------------------------------------------------------------------------------------------------
Category (i)--Individual Transactions in Excess of 5% of Plan Assets
- --------------------------------------------------------------------
<S> <C> <C>
John Hancock GAC $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units $23,837,870
New York Life GAC $30,000,000 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,000,000 units 30,000,000
Galaxy Money Market* $24,309,188 face amount, Galaxy Money Market Fund,
24,309,188 units 24,309,188
Galaxy Money Market* $25,279,619 face amount, Galaxy Money Market Fund,
25,279,619 units 25,279,619
Galaxy Money Market* $25,000,000 face amount, Galaxy Money Market Fund,
25,000,000 units 25,000,000
Category (iii)--Series of Transactions in Excess of 5% of Current Value of Plan Assets
- --------------------------------------------------------------------------------------
Galaxy Money Market* $165,520,762 face amount, Galaxy Money Market,
165,520,762 units in 259 transactions 165,520,762
Galaxy Money Market* $162,634,872 face amount, Galaxy Money Market Fund,
162,634,872 units in 231 transactions 162,634,872
U.S. Treasury Notes $41,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 43,300,000 units in 4 transactions 41,860,941
U.S. Treasury Notes $55,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 57,300,000 units in 3 transactions 55,860,941
John Hancock GAC #5464 $1,430,008 face amount, John Hancock GAC, 8.70%,
9/1/94, 1,430,008 units in 9 transactions, 1,430,008
John Hancock GAC #5464 $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units in 1 transaction 23,837,870
New York Life GAC $30,857,389 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,857,389 units in 6 transactions 30,857,389
Fleet Financial Group* $30,271,700 face amount, Fleet Financial Group
Common Stock, 880,077 shares in 26 transactions 30,271,700
Fleet Financial Group* $15,279,628 face amount, Fleet Financial Group
Common Stock, 413,972 shares in 109 transactions 7,993,720
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Schedule of Reportable Transactions
Year ended December 31, 1994
(continued)
Carrying Value
of the Asset on
Identity of Party Description Transaction Date
- --------------------------------------------------------------------------------------------------------
Category (i)--Individual Transactions in Excess of 5% of Plan Assets
- --------------------------------------------------------------------
<S> <C> <C>
John Hancock GAC $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units $23,837,670
New York Life GAC $30,000,000 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,000,000 units 30,000,000
Galaxy Money Market* $24,309,188 face amount, Galaxy Money Market Fund,
24,309,188 units 24,309,188
Galaxy Money Market* $25,279,619 face amount, Galaxy Money Market Fund,
25,279,619 units 25,279,619
Galaxy Money Market* $25,000,000 face amount, Galaxy Money Market Fund,
25,000,000 units 25,000,000
Category (iii)--Series of Transactions in Excess of 5% of Current Value of Plan Assets
- --------------------------------------------------------------------------------------
Galaxy Money Market* $165,520,762 face amount, Galaxy Money Market,
165,520,762 units in 259 transactions 165,520,762
Galaxy Money Market* $162,634,872 face amount, Galaxy Money Market Fund,
162,634,872 units in 231 transactions 162,634,872
U.S. Treasury Notes $41,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 43,300,000 units in 4 transactions 41,860,941
U.S. Treasury Notes $55,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 57,300,000 units in 3 transactions 53,121,391
John Hancock GAC #5464 $1,430,008 face amount, John Hancock GAC, 8.70%,
9/1/94, 1,430,008 units in 9 transactions, 1,430,008
John Hancock GAC #5464 $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units in 1 transaction 23,837,870
New York Life GAC $30,857,389 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,857,389 units in 6 transactions 30,857,389
Fleet Financial Group* $30,271,700 face amount, Fleet Financial Group
Common Stock, 880,077 shares in 26 transactions 30,271,700
Fleet Financial Group* $15,279,628 face amount, Fleet Financial Group
Common Stock, 413,972 shares in 109 transactions 15,279,628
</TABLE>
<TABLE>
Fleet Financial Group, Inc. Savings Plan
Schedule of Reportable Transactions
Year ended December 31, 1994
(continued)
Identity of Party Description Net Gain (Loss)
- -------------------------------------------------------------------------------------------------------
Category (i)--Individual Transactions in Excess of 5% of Plan Assets
- --------------------------------------------------------------------
<S> <C> <C>
John Hancock GAC $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units
New York Life GAC $30,000,000 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,000,000 units
Galaxy Money Market* $24,309,188 face amount, Galaxy Money Market Fund,
24,309,188 units
Galaxy Money Market* $25,279,619 face amount, Galaxy Money Market Fund,
25,279,619 units
Galaxy Money Market* $25,000,000 face amount, Galaxy Money Market Fund,
25,000,000 units
Category (iii)--Series of Transactions in Excess of 5% of Current Value of Plan Assets
- --------------------------------------------------------------------------------------
Galaxy Money Market* $165,520,762 face amount, Galaxy Money Market,
165,520,762 units in 259 transactions
Galaxy Money Market* $162,634,872 face amount, Galaxy Money Market Fund,
162,634,872 units in 231 transactions
U.S. Treasury Notes $41,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 43,300,000 units in 4 transactions
U.S. Treasury Notes $55,860,941 face amount, U.S. Treasury Notes, 5.125%,
12/31/98, 57,300,000 units in 3 transactions $(2,739,550)
John Hancock GAC #5464 $1,430,008 face amount, John Hancock GAC, 8.70%,
9/1/94, 1,430,008 units in 9 transactions,
John Hancock GAC #5464 $23,837,870 face amount, John Hancock GAC, 8.70%,
9/1/94, 23,837,870 units in 1 transaction
New York Life GAC $30,857,389 face amount, New York Life #GA-30007,
7.43%, 9/30/99, 30,857,389 units in 6 transactions
Fleet Financial Group* $30,271,700 face amount, Fleet Financial Group
Common Stock, 880,077 shares in 26 transactions
Fleet Financial Group* $15,279,628 face amount, Fleet Financial Group
Common Stock, 413,972 shares in 109 transactions 7,285,908
</TABLE>
There were no category (ii) or (iv) reportable transactions during the year.
* Indicates party-in-interest to the Plan.
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 33-19425) pertaining to the Fleet
Financial Group, Inc. Savings Plan of Fleet Financial Group,
Inc. of our report dated June 2, 1995, with respect to the
financial statements and schedules of the Fleet Financial Group,
Inc. Savings Plan included in this Annual Report (Form 11-K) for
the year ended December 31, 1994.
ERNST & YOUNG LLP
Providence, RI
June 26, 1995
