FLEET FINANCIAL GROUP INC
8-K, 1995-08-30
NATIONAL COMMERCIAL BANKS
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       SECURITIES AND EXCHANGE COMMISSION

              Washington, D.C. 20549

                    FORM 8-K

                 CURRENT REPORT
                        
      Pursuant to Section 13 or 15(d) of the
         Securities Exchange Act of 1934
                        
                        
Date of Report (Date of earliest event reported)
August 23, 1995

           FLEET FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)

                  RHODE ISLAND
(State or other jurisdiction of incorporation)

1-6366                          05-0341324
(Commission File Number)       (IRS Employer
                             Identification No.)

50 Kennedy Plaza, Providence, Rhode Island 02903
(Address of principal executive offices)   (Zip
                                           Code)

Registrant's telephone number, including area
code:   401-278-5800

(Former name or former address, if changed since
last report)

Item 5. Other Events.

     Pending Merger.  As previously reported,
Fleet Financial Group, Inc. ("Fleet") and Shawmut
National Corporation ("Shawmut") have
entered into an Agreement and Plan of Merger'
dated February 20, 1995 (the "Merger
Agreement") providing for the merger of
Shawmut with and into Fleet (the "Merger"). 

     On August 23, 1995, Fleet and Shawmut issued
joint press releases announcing their detailed
divestiture proposal following extensive
negotiations with regulators.  The plan is
subject to final approval by the Federal
Reserve Board when it finally considers Fleet's
application to merge with Shawmut later this
year.  Copies of the press releases are filed
as exhibits hereto and are incorporated by
reference.

     For Additional information regarding the 
Merger, see Fleet's Current Reports on Form 8-K
dated February 20, 1995, February 21, 1995,
May 11, 1995, June 21, 1995, and August 11, 1995.

Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits.

     (a)  Financial Statements of Business Acquired.
            Not applicable.

     (b)  Pro Forma Financial Information.
           Not applicable.

     (c)  Exhibits

     Exhibit No.         Description

     Exhibit 99.1        Joint Press Release of
                                FleetFinancial Group,
                                Inc. and Shawmut
                                National Corporation
                                Dated August 23, 1995
                                 (General)

     Exhibit 99.2        Joint Press Release of
                                 Fleet Financial  Group,
                                 Inc. and Shawmut
                                 National Corporation
                                Dated August 23, 1995
                                (Connecticut)

     Exhibit 99.3       Joint Press Release of
                               Fleet Financial Group,
                               Inc. and Shawmut
                               National Corporation
                              Dated August 23, 1995
                              (Massachusetts)

     Exhibit 99.4       Joint Press Release of
                              Fleet Financial Group,
                              Inc. and Shawmut
                              National Corporation
                              Dated August 23, 1995
                             (New Hampshire)

     Exhibit 99.5     Joint Press Relase of
                             Fleet Financial Group,
                             Inc. and Shawmut
                             National Corporation
                             Dated August 23, 1995
                            (Rhode Island)

                   SIGNATURES

     Pursuant to the requirements of theSecurities 
Exchange Act of 1934, as amended, the 
Registrant has duly caused this report to be
signed in its behalf by the undersigned hereunto
duly authorized.

                  FLEET FINANCIAL GROUP, INC.
                  Registrant

                  By /s/ William C. Mutterperl
                  William C. Mutterperl
                  Senior Vice President and
                  General Counsel


Dated:  August 23, 1995


                        Exhibit 99.1
                   N E W S  R E L E A S E

Contacts:  Meg Pier             Vincent Loporchio
          Fleet Financial Group Shawmut National
                                   Corporation
           401/278-3003            617/292-3239

Fleet and Shawmut Announce Divestiture Proposal
Following Discussions with Regulators

Plan Guidelines Developed that Foster Competition, Preserve
Jobs and Continue Meeting Customer Needs Throughout Region


     Providence, Rhode Island, August 23, 1995 -- Fleet
Financial Group and Shawmut National Corporation today
announced their detailed divestiture proposal following
extensive negotiations with the Federal Reserve, U.S.
Department of Justice, Connecticut Attorney General Richard
Blumenthal and Massachusetts Attorney General Scott
Harshbarger.
     The plan is subject to final approval by the Federal
Reserve Board when it finally considers Fleet's application
to merge with Shawmut later this year. It addresses the
issues previously raised by Blumenthal and Harshbarger that
the package be fair and beneficial to consumers and
businesses in Connecticut and Massachusetts, where there is
substantial overlap.
     "The divestiture discussions centered around three
primary objectives:  first, to foster a strong competitive
environment; secondly, to ensure the availability of robust
resources for small and medium-sized businesses; and third,
in cooperation with Attorneys General Blumenthal and
Harshbarger, to enhance the overall marketplace commitments
to community reinvestment and local economic development
initiatives," said Anne Slattery, Fleet Financial Group
senior vice president and head of  consumer and small
business activities for the new entity.
        "Our selection of buyers will be based on preservation
 of jobs and several other points, including price
 and ease of systems conversion.  We are
especially interested in identifying buyers who exhibit a
concern for the community and sensitivity to customer and
employee needs," said Slattery. In addition, buyers must be
acceptable to the Federal Reserve Board and the Department
of Justice.
    In addition to these objectives, Fleet believes that the
plan also meets concerns on the part of the Department of
Justice, that primarily Shawmut branches be divested, and
that the packages be divested to a single buyer in most
markets, if possible. The Justice Department believes that
if Shawmut branches rather than Fleet are divested, there
will be less customer runoff at the divested branches. Many
potential buyers have expressed interest in the proposed
divestitures since the institutions announced the merger.
Divestiture Figures
Following is a summary by state of the deposits to be
divested:

                        Number                   Estimated
                    of Branches              Deposits
                             (6/30/94--000 omitted)
                                 
Massachusetts      18                   $884,300
Connecticut        28                 $1,641,500
Rhode Island       13                   $504,300
New Hampshire       5                   $210,200
                   64                 $3,240,300

Community Dialogue

     Fleet and Shawmut will continue discussions with the
Attorneys General in Connecticut and Massachusetts on issues
of concern relating to the merged institution.
   Agnes J. Bundy, Fleet's director of community
development, explained that community involvement would
remain a primary objective now and after the merger
transaction is completed and branches are divested.  "Even
though we are divesting some branches, we remain committed
to our state and local communities, and our record will
remain strong," said Bundy. "In fact, Fleet has committed to
maintain the same combined Fleet-Shawmut levels of low- to
middle-income lending (LMI) and charitable contributions in
these markets for the next two years."
Customer Concerns
     "We would like nothing more than to continue to serve
all of the current customers now served by Fleet and
Shawmut. However, that is not possible due to the
divestiture," Slattery said. "We are committed to working
very closely with the prospective buyers to ensure a smooth
transition for all customers involved -- whether retail, small
business, community or commercial.  Our customers will
receive an update on the situation shortly."
     After the merger with Shawmut National Corporation, the
Fleet Financial Group (FFG) will be a New England-based $81
billion diversified financial services company listed on the
New York Stock Exchange (NYSE-FLT). FFG's lines of business
will include commercial and consumer banking, mortgage
banking, consumer finance, asset-based lending, equipment
leasing, investment management services and student loan
processing.
#  #  #







                        Exhibit   99.2
                N E W S   RE L E A S E
Contacts: Meg Pier                Vincent Loporchio
          Fleet Financial Group   Shawmut National
                                              Corporation
          401/278-3003             617/292-3239

Fleet and Shawmut Announce Divestiture Proposal
Following Discussions with Federal Reserve, U. S.
Department of Justice, and Attorney General

Plan Guidelines Developed that Foster Competition,
Preserve Jobs and Continue Meeting Customer Needs
Throughout Connecticut

     Providence, Rhode Island, August 23, 1995 -- Fleet
Financial Group and Shawmut National Corporation today
announced their detailed divestiture proposal for
Connecticut following extensive negotiations with the
Federal Reserve, Justice Department officials, and
Connecticut Attorney General Richard Blumenthal.
     The plan is subject to final approval by the
Federal Reserve Board when it finally considers Fleet's
application to merge with Shawmut later this year. It
addresses the issues raised by Blumenthal that the
package be fair and beneficial to consumers and
businesses in Connecticut.
     Connecticut is one of four New England states in
which a combined total of $3.2 billion (as of 6/30/94)
of deposits will be sold to allow the merged
institution to meet federal fair competition rules.  In
Connecticut, 28 branches with a total of $1.64 billion
in deposits will be divested.
     "The divestiture discussions centered
around three primary objectives:  first, to foster a
strong competitive environment; secondly, to ensure the
availability of robust resources for small- and medium-
sized businesses; and third, in cooperation with
Attorney General Blumenthal, to enhance the overall
marketplace commitments to community reinvestment and
local economic development initiatives," said Anne
Slattery, Fleet Financial Group senior vice president
and head of consumer and small business activities for
the new entity.
     "Our selection of buyers will be based on
preservation of jobs and several other points,
including price and ease of systems conversion. We are
especially interested in identifying buyers who exhibit
concern for the community and sensitivity to customer
and employee needs," said Slattery. In addition,buyers
must be acceptable to the Federal Reserve Board and the
Department of Justice.
     In addition to these objectives, Fleet believes
that the plan also meets concerns on the part of the
Department of Justice, that primarily Shawmut branches
be divested, and that the packages be divested to a
single buyer in most markets, if possible. The Justice
Department believes that if Shawmut branches rather
than Fleet are divested, there will be less customer
run-off at the divested branches. Many potential buyers
have expressed interest in the proposed divestitures
since the institutions announced the merger.
     "This plan takes into consideration the special
needs of Connecticut.  By addressing the need to
preserve jobs and see to it that small- to medium-sized
businesses have access to sufficient credit and related
financial services, Fleet and Shawmut are demonstrating
our continuing support for the state," said Eileen S.
Kraus, president of Shawmut Bank Connecticut and,
following the merger, chairman of Fleet Bank CT.
"During the divestiture process, we are looking for
buyers who exhibit our same concern for the community
and have the ability and desire to meet customer and 
employee needs." 
Community Support
     "Although we are divesting some branches in
Connecticut, we are maintaining our commitment to the
communities of the state," said Kraus.  "In fact, Fleet
has committed to maintain current combined Fleet-
Shawmut levels of low- to middle-income lending (LMI)
and charitable contributions in Connecticut for the
next two years."
     In addition to these commitments, Fleet and
Shawmut will continue discussions with Attorney General
Blumenthal to ensure his satisfaction with the
institution's continuing commitment to economic
development and community reinvestment initiatives in
the state.
Customer Concerns
  "We are committed to working very closely with the
prospective buyers to ensure a smooth transition for
all customers involved -- whether retail, small
business, community or commercial," Slattery said. "Our
customers will receive an update on the situation
shortly, but until then, we are happy to answer any
questions customers may have."
     After the merger with Shawmut National Corporation, the
Fleet Financial Group (FFG) will be a New England-based
$81 billion diversified financial services company
listed on the New York Stock Exchange (NYSE-FLT). FFG's
lines of business will include commercial and consumer
banking, mortgage banking, consumer finance, asset-
based lending, equipment leasing, investment management
services and student loan processing.
#  #  #
EDITOR'S NOTE:  Attached is a list of Connecticut
branches scheduled to be divested.

FLEET FINANCIAL GROUP/SHAWMUT NATIONAL CORPORATION
Connecticut Divestiture News Release Attachment
List of Connecticut Branches to be Sold
8/23/95

Branch (Fleet/Shawmut)    Address & Town

BRANCH NAME (F/S)         ADDRESS

Bishops Corner (F)        726 North Main St., West Hartford
Brooklyn (F)              580 Providence Rd., Route 6, Brooklyn
Essex (F)                 20 Main St., Essex
Westbrook (F)             1238 Boston Post Rd., Westbrook
Bloomfield (S-NE*)        782 Park Ave., Bloomfield
Burr Corners (S-NE*)      1147 Tolland Turnpike, Manchester
Farmington Valley Mall (S-NE*) 530 Bushy Hill Rd.,
                                                    Simsbury
Northeast Plaza (S-NE*)  50 State House Square, Hartford
Berlin (S)               40 Webster Square Rd., Berlin
Bristol (S)              594 Farmington Ave., Bristol
City Place (S)           185 Asylum St., Hartford
Cromwell (S)             5 Coles Rd., Cromwell
East Hartford (S)        1085 Main St., East Hartford
Elmwood (S)              1114 New Britain Ave., West
                                    Hartford
Enfield (S)               50 Freshwater Blvd., Enfield
Farmington Village (S)    High Street, Farmington
Glastonbury (S)           141 Hebron Dr., Glastonbury
Middle Turnpike (S)       320 Middle Turnpike West,
                                      Manchester
Middletown Central (S)    363 Main St., Middletown
Newington Plaza (S)       3180 Berlin Turnpike,
                                     Newington
Northwest (S)             410 Homestead Ave., Hartford
Silas Deane (S)           1039 Silas Deane Highway,
                                   Wethersfield
Simsbury (S)              690 Hopmeadow St., Simsbury
Southington (S)           132 Main St., Southington
West Hartford Center (S)  65 LaSalle Rd., West Hartford
West Main (S)             741 West Main St., New
                                   Britain
Wethersfield Avenue (S)   655 Wethersfield Ave.,
                                        Hartford
Windsor Center (S)        270 Broad St., Windsor

* NE - Former Northeast Savings






                       Exhibit   99.3
                   N E W S   R E L E A S E
                              
Contacts: Meg Pier                Vincent Loporchio
          Fleet Financial Group  Shawmut National
                                              Corporation
          401/278-3003           617/292-3239

Fleet and Shawmut Announce Divestiture Proposal
Following Discussions with Federal Reserve, U. S. Department
of Justice and Attorney General

Plan Guidelines Developed that Foster Competition, Preserve
Jobs and Continue Meeting Customer Needs Throughout
Massachusetts

     Providence, Rhode Island, August 23, 1995 -- Fleet
Financial Group and Shawmut National Corporation today
announced their detailed divestiture proposal for
Massachusetts following extensive negotiations with the
Federal Reserve, Justice Department officials, and
Massachusetts Attorney General Scott Harshbarger.
     The plan is subject to final approval by the Federal
Reserve Board when it finally considers Fleet's application
to merge with Shawmut later this year. It addresses the
issues raised by Harshbarger that the package be fair and
beneficial to consumers and businesses in Massachusetts.
     Massachusetts is one of four New England states in
which a combined total of $3.2 billion (as of 6/30/94) of
deposits will be sold to allow the merged institution to
meet federal fair competition rules.  In Massachusetts, 18
branches with a total of $884.3 million in deposits will be
divested.
     "The divestiture discussions centered around three
primary objectives:  first, to foster a strong competitive
environment; secondly, to ensure the availability of robust
resources for small- and medium-sized businesses; and third,
to enhance in cooperation with Attorney General Harshbarger
the overall marketplace commitments to community
reinvestment and local economic development initiatives,"
said Anne Slattery, Fleet Financial Group senior vice
president and head of consumer and small business activities
for the new entity.
     "Our selection of buyers will be based on preservation
of jobs and several other points, including price and ease
of systems conversion. We are especially interested in
identifying buyers who exhibit concern for the community and
sensitivity to customer and employee needs," said Slattery.
In addition, buyers must be acceptable to the Federal
Reserve Board and the Department of Justice.
     In addition to these objectives, Fleet believes that
the plan also meets concerns on the part of the Department
of Justice, that primarily Shawmut branches be divested, and
that the packages be divested to a single buyer in most
markets, if possible. The Justice Department believes that
if Shawmut branches rather than Fleet are divested, there
will be less customer run-off at the divested branches. Many
potential buyers have expressed interest in the proposed
divestitures since the institutions announced the merger.
     "This plan takes into consideration the special needs
of Massachusetts.  By addressing the need to preserve jobs
and see to it that small- to medium-sized businesses have
access to sufficient credit and related financial services,
Fleet and Shawmut are demonstrating our continuing support
for the state," said John P. Hamill,  president, Fleet Bank
of Massachusetts. "During the divestiture process, we are
looking for buyers who exhibit our same concern for the
community and have the ability and desire to meet customer
and employee needs."
Community Support
     "Although we are divesting some branches in
Massachusetts, we are maintaining our commitment to the
communities of the state," said Hamill.  "In fact, Fleet has
committed to maintain current combined Fleet-Shawmut levels
of low- to middle-income lending (LMI) and charitable
contributions in Massachusetts for the next two years."
     In addition to these commitments, Fleet and Shawmut
will continue discussions with Attorney General Harshbarger
to ensure his satisfaction with the institution's continuing
commitment to economic development and community
reinvestment initiatives in the state.
Customer Concerns
     "We are committed to working very closely with the
prospective buyers to ensure a smooth transition for all
customers involved -- whether retail, small business,
community or commercial," Slattery said. "Our customers will
receive an update on the situation shortly, but until then,
we are happy to answer any questions customers may have."
     After the merger with Shawmut National Corporation, the
Fleet Financial Group (FFG) will be a New England-based $81
billion diversified financial services company listed on the
New York Stock Exchange (NYSE-FLT). FFG's lines of business
will include commercial and consumer banking, mortgage
banking, consumer finance, asset-based lending, equipment
leasing, investment management services and student loan
processing.
#  #  #
EDITOR'S NOTE:  Attached is a list of Massachusetts branches
scheduled to be divested.

FLEET FINANCIAL GROUP/SHAWMUT NATIONAL CORPORATION
Massachusetts Divestiture News Release Attachment
List of Massachusetts Branches to be Sold 
8/23/95

Branch (Fleet/Shawmut)          Address & Town

BRANCH NAME (F/S)               ADDRESS

Mattapoisett (F)                28 County Rd., Mattapoisett
Hadley (S)                      140 Russell St., Hadley
Hampshire Plaza (S)             North King Street,
                                            Northampton
Triangle Street (S)             243 Triangle St., Amherst
John Fitch Highway (S)          420 John Fitch Highway,
                                             Fitchburg
Leominster-Main Street (S)      15 North Main St.,
                                            Leominster
Greenfield (S)                  324 Main St., Greenfield
Lund's Corner (S)               2206 Acushnet Ave., New
                                          Bedford
New Bedford-Pleasant Street (S) 545 Pleasant St., New
                                                   Bedford
South Dartmouth (S)             686 Dartmouth St., South
                                              Dartmouth
Sturbridge (S)                  Route 131, Sturbridge
Plaza 44 (S)                    280 Winthrop St., Taunton
Auburn (S-NE*)                  56 Auburn St., Auburn
Greendale (S)                   460 West Boylston St.,
                                        Worcester
Park Avenue (S)               295 Park Ave., Worcester
Rice Square (S)                 11 Massasoit Rd., Worcester
Shrewsbury (S)                  200 Boston Turnpike,
                                         Shrewsbury
Webster Square (S)              1227 Main St., Worcester

* NE - Former Northeast Savings





                       Exhibit   99.4
                   N E W S   R E L E A S E
                              
Contacts: Meg Pier               Vincent Loporchio
          Fleet Financial Group  Shawmut National
                                              Corporation
          401/278-3003           617/292-3239

Divestiture Proposal for New Hampshire Announced by Fleet
and Shawmut

Plan Guidelines Developed that Foster Competition, Preserve
Jobs and Continue Meeting Customer Needs Throughout New
Hampshire

     Providence, Rhode Island, August 23, 1995 -- Fleet
Financial Group and Shawmut National Corporation today
announced a detailed divestiture proposal for New Hampshire
following discussions with regulators on the branch
divestitures needed to meet antitrust guidelines. The plan
is also subject to final approval by the Federal Reserve
Board when it finally considers Fleet's application to merge
with Shawmut later this year.
     New Hampshire is one of four New England states in
which a combined total of $3.2 billion (as of 6/30/94) of
deposits will be sold to allow the merged institution to
meet federal fair competition rules.  In New Hampshire, 5
branches with a total of $210.2 million in deposits will be
divested.
     "The divestiture discussions centered around three
primary objectives:  first, to foster a strong competitive
environment; secondly, to ensure the availability of robust
resources for small- and medium-sized businesses; and third,
to enhance the overall marketplace commitments to community
reinvestment and local economic development initiatives,"
said Anne Slattery, Fleet Financial Group senior vice
president and head of consumer and small business activities
for the new entity.
     "Our selection of buyers will be based on the
preservation of jobs and several other points, including
price and ease of systems conversion. We are especially
interested in identifying buyers who exhibit concern for the
community and sensitivity to customer and employee needs,"
said Slattery. In addition, buyers must be acceptable to the
Federal Reserve Board and the Department of Justice.
     In addition to these objectives, Fleet
believes that the plan also meets concerns on the part of
the Department of Justice, that primarily Shawmut branches
be divested, and that the packages be divested to a single
buyer in most markets, if possible. The Justice Department
believes that if Shawmut branches rather than Fleet are
divested, there will be less customer run-off at the
divested branches. Many potential buyers have expressed
interest in the proposed divestitures since the institutions
announced the merger.
     "This plan takes into consideration the special needs
of New Hampshire.  By addressing the need to preserve jobs
and see to it that small- to medium-sized businesses have
access to sufficient credit and related financial services,
Fleet and Shawmut are demonstrating our continuing support
for the state," said George Russell, president of Shawmut
Bank of New Hampshire.  "During the divestiture process, we
are looking for buyers who exhibit our same concern for the
community and have the ability and desire to meet customer
and employee needs."
Community Support
     "Although we are divesting some branches in New
Hampshire, we are maintaining our commitment to the
communities of the state," said Russell.  "In fact, Fleet
has committed to maintain current combined Fleet-Shawmut
levels of low- to middle-income lending (LMI) and charitable
contributions in New Hampshire for the next two years."
Customer Concerns
     "We are committed to working very closely with the
prospective buyers to ensure a smooth transition for all
customers involved -- whether retail, small business,
community or commercial," Slattery said. "Our customers will
receive an update on the situation shortly, but until then,
we are happy to answer any questions customers may have."
     After the merger with Shawmut National Corporation, the
Fleet Financial Group (FFG) will be a New England-based $81
billion diversified financial services company listed on the
New York Stock Exchange (NYSE-FLT). FFG's lines of business
will include commercial and consumer banking, mortgage
banking, consumer finance, asset-based lending, equipment
leasing, investment management services and student loan
processing.
#  #  #
EDITOR'S NOTE:  Attached is a list of New Hampshire branches
scheduled to be divested.

FLEET FINANCIAL GROUP/SHAWMUT NATIONAL CORPORATION
New Hampshire Divestiture News Release Attachment
List of New Hampshire Branches to be Sold 
8/23/95

Branch (Fleet/Shawmut)          Address & Town

BRANCH NAME (F/S)               ADDRESS

Northwest Boulevard-Nashua (S)  4 Northwest Blvd., Nashua
Littleton-Main (S)                        85 Main St.,Littleton
Bedford (S)                                   Route 101 & Chestnut St.,
                                                     Bedford
Hanover Street (S)                        156 Hanover St., Manchester
South Willow (S)                         1255 South Willow St.,
                                                    Manchester


                 Exhibit   99.5
             N E W S   R E L E A S E
                        
Contacts: Meg Pier               Vincent Loporchio
          Fleet Financial Group  Shawmut National
                                              Corporation
          401/278-3003               617/292-3239

Divestiture Proposal for Rhode Island Announced
by Fleet and Shawmut

Plan Guidelines Developed that Foster
Competition, Preserve Jobs and Continue Meeting
Customer Needs Throughout Rhode Island

     Providence, Rhode Island, August 23, 1995 --
Fleet Financial Group and Shawmut National
Corporation today announced a detailed
divestiture proposal for Rhode Island following
discussions with regulators on the branch
divestitures needed to meet antitrust guidelines.
The plan is also subject to final approval by the
Federal Reserve Board when it finally considers
Fleet's application to merge with Shawmut later
this year.
     Rhode Island is one of four New England
states in which a combined total of $3.2 billion
(as of 6/30/94) of deposits will be sold to allow
the merged institution to meet federal fair
competition rules.  In Rhode Island, 13 branches
with a total of $504.3 million in deposits will
be divested.
     "The divestiture discussions centered around
three primary objectives:  first, to foster a
strong competitive environment; secondly, to
ensure the availability of robust resources for
small- and medium-sized businesses; and third, to
enhance the overall marketplace commitments to
community reinvestment and local economic
development initiatives," said Anne Slattery,
Fleet Financial Group senior vice president and
head of consumer and small business activities
for the new entity.
  "Our selection of buyers will be based on the
preservation of jobs and several other points,
including price and ease of systems conversion.
We are especially interested in identifying
buyers who exhibit concern for the community and
sensitivity to customer and employee needs," said
Slattery. In addition, buyers must be acceptable
to the Federal Reserve Board and the Department
of Justice.
 In addition to these objectives, Fleet believes
that the plan also meets concerns on the part of
the Department of Justice, that primarily Shawmut
branches be divested, and that the packages be
divested to a single buyer in most markets, if
possible. The Justice Department believes that if
Shawmut branches rather than Fleet are divested,
there will be less customer run-off at the
divested branches. Many potential buyers have
expressed interest in the proposed divestitures
since the institutions announced the merger.
 "This plan takes into consideration the special
needs of Rhode Island.  By addressing the need to
preserve jobs and see to it that small- to medium-
sized businesses have access to sufficient credit
and related financial services, Fleet and Shawmut
are demonstrating our continuing support for the
state," said Eileen S. Kraus, president of
Shawmut Bank Connecticut, with responsibility for
Shawmut's Rhode Island franchise. "During the
divestiture process, we are looking for buyers
who exhibit our same concern for the community
and have the ability and desire to meet customer
and employee needs."
Community Support
     "Although we are divesting some branches in
Rhode Island, we are maintaining our commitment
to the communities of the state," said Kraus.
"In fact, Fleet has committed to maintain current
combined FleetShawmut levels of low- to middle-
income lending (LMI) and charitable contributions
in Rhode Island for the next two years."
Customer Concerns
     "We are committed to working very closely
with the prospective buyers to ensure a smooth
transition for all customers involved -- whether
retail, small business, community or commercial,"
Slattery said. "Our customers will receive an
update on the situation shortly, but until then,
we are happy to answer any questions customers
may have."

     After the merger with Shawmut National
Corporation, the Fleet Financial Group (FFG) will
be a New England-based $81 billion diversified
financial services company listed on the New York
Stock Exchange (NYSE-FLT).  FFG's lines of
business will include commercial and consumer
banking, mortgage banking, consumer finance,
asset-based lending, equipment leasing,
investment management services and student loan
processing.
#  #  #
EDITOR'S NOTE:  Attached is a list of Rhode
Island branches scheduled to be divested.

FLEET FINANCIAL GROUP/SHAWMUT NATIONAL
CORPORATION Rhode Island Divestiture News Release
Attachment
List of Rhode Island Branches to be Sold
8/23/95

Branch (Fleet/Shawmut)          Address & Town

BRANCH NAME (F/S)           ADDRESS

Atwood Avenue (S)                 383 Atwood Ave.,
                                               Cranston
Barrington (S)                         326 County Rd.,
                                               Barrington
Centreville (S)                        1062 Centreville
                                              Rd.,Warwick
Coventry (S)                           Route 117, Coventry
East Providence (S)               195 Taunton Ave., East
                                              Providence
Governor Francis (S)            1300 Warwick Ave.,
                                             Warwick
Johnston (S)                          1440 Hartford Ave.,
                                             Johnston
Park Avenue (S)                   1047 Park Ave.,
                                            Cranston
Smithfield (S)                      445 Putnam Pike,
                                            Smithfield
South Broadway (S)             999 South Broadway,
                                           East Providence
Turks Head (S)                   1 Turks Head Place,
                                            Providence
Warwick Mall (S)               233 Lambert Lind
                                            Highway, Warwick
Wayland Square (S)            144 Medway St.,
                                            Providence



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