The information in this preliminary pricing supplement is not complete and may
be changed. This preliminary pricing supplement and the accompanying
prospectus supplement and prospectus are not an offer to sell these securities
and are not soliciting an offer to buy these securities in any jurisdiction
where the offer or sale is not permitted.
Subject to Completion
Preliminary Pricing Supplement dated November 12, 2002
[LOGO] Rule 424(b)(3)
File No.: 333-72912
PRICING SUPPLEMENT NO. 13 DATED NOVEMBER , 2002
(To Prospectus Supplement dated November 27, 2001 and
Prospectus dated November 21, 2001)
FLEETBOSTON FINANCIAL CORPORATION
SENIOR MEDIUM-TERM NOTES, SERIES T (The "Senior Notes") and
SUBORDINATED MEDIUM-TERM NOTES, SERIES U (The "Subordinated Notes")
DUE 9 MONTHS OR MORE FROM DATE OF ISSUE
FIXED RATE NOTE
Series T (Senior) [ X ] Series U (Subordinated) [ ]
Principal Amount: $ CUSIP Number:
Price to Public: % Original Issue Discount (OID) Note: [ ]Yes [ X ]No
----------------------------------
Total Amount of OID:
Price to Issuer (as % of
Principal): %
Yield to Maturity:
Net Proceeds to Issuer: $ Initial Accrual Period OID:
Trade Date: IF OTHER THAN USD:
-----------------
Specified Currency:
Issue Date: Authorized Denominations:
Option to Receive Payments in Specified Currency: [ ]Yes [ X ]No
Maturity Date: Place of Payment:
Interest Rate: % per annum
Interest Rate Calculation 30/360
Method:
Interest Payment Dates: Semiannually on and and commencing .
If any interest payment date or the maturity date falls on a day that is not a
business day, the related payment of principal or interest will be made on the next
business day (without any interest or other payment in respect of such delay).
Regular Record Dates: The close of business on the 15th day preceding the particular interest payment date.
Placement Agent(s): Banc of America Securities LLC, J.P. Morgan Securities Inc. and Fleet Securities, Inc.
Placement Agents' Capacity: [ ] as Principal [ X ] as Agent
Delivery: DTC
Redemption: [ ] The Notes cannot be redeemed prior to maturity.
[ X ] The Notes can be redeemed prior to maturity.
Initial Redemption Date: See "Additional Terms" below.
Initial Redemption Percentage: See "Additional Terms" below.
Annual Redemption Percentage Reduction: See "Additional Terms" below.
Optional Repayment: [ X ] The Notes cannot be repaid prior to maturity.
[ ] The Notes can be repaid prior to maturity, at the option of the holder(s) of the Notes.
Holder's Optional Repayment Date(s):
Ratings: Moody's: A1
S&P: A
Form: Book-entry only through DTC.
Additional Terms:
Neither the Securities and Exchange Commission nor any state securities
commission or other regulatory body has approved or disapproved of these
securities or determined if this pricing supplement or the accompanying
prospectus and prospectus supplement is truthful or complete. Any
representation to the contrary is a criminal offense.
We are offering these Notes ultimately to purchasers of pass-through
certificates (the "pass-through certificates") of the Core Investment Grade
Bond Trust I (the "trust"). We have been advised by Banc of America Securities
LLC, J.P. Morgan Securities Inc. and Fleet Securities, Inc. (the "Agents")
that they are placement agents of the pass-through certificates and are
statutory underwriters (within the meaning of the Securities Act of 1933, as
amended) of the pass-through certificates and the Notes. Fleet Securities,
Inc. is our wholly-owned subsidiary. The pass-through certificates are being
offered by the trust through the Agents and are separate securities from the
Notes being offered hereby.
We have authorized the Agents to deliver a copy of this pricing supplement and
the attached prospectus supplement and prospectus relating to the Notes
offered hereby to purchasers of the trust's pass-through certificates. This
pricing supplement and the attached prospectus supplement and prospectus
relate only to us and the Notes and do not relate to the trust or the trust's
pass-through certificates. You should only rely on this pricing supplement and
the attached prospectus supplement and prospectus for a description of us and
the Notes.
We have not been involved in the creation of the trust or the preparation of
the registration statement, the related prospectus or any other document
relating to the offering and sale of the trust's pass-through certificates nor
have we participated in the offering and sale of the pass-through
certificates. We also have not participated in the preparation of any
prospectus, prospectus supplement or any other document related to the
securities of any other issuer that may be deposited into the trust, nor have
we participated in the offering and sale of any such securities. We are not
partners, joint venturers or otherwise affiliated with the trust or any of the
other issuers whose securities may be deposited in the trust nor do we own any
interest in the trust. Accordingly, we are not making any representation or
assuming any responsibility for or any liability or obligations with respect
to the trust, the pass-through certificates, the securities of any other
issuer that may be deposited into the trust or the registration statements and
prospectuses relating to the pass-through certificates or any such other
securities. Our responsibilities, liabilities and obligations are limited
solely to the information contained, or specifically incorporated by
reference, in this pricing supplement and the attached prospectus supplement
and prospectus and to our obligations under the Notes and the indenture under
which the Notes are being issued.
We have the right to redeem the Notes, in whole or in part at any time and
from time to time, at a redemption price equal to the greater of (1) 100% of
the principal amount of the Notes to be redeemed and (2) the sum of the
present values of the remaining scheduled payments of principal and interest
on such Notes (exclusive of interest accrued to the redemption date)
discounted to the redemption date on a semiannual basis (assuming a 360-day
year consisting of twelve 30-day months) at the Treasury Rate plus basis
points, plus, in either case, accrued and unpaid interest on the principal
amount being redeemed to such redemption date.
"Comparable Treasury Issue" means the United States Treasury security selected
by the Reference Treasury Dealer as having a maturity comparable to the
remaining term of the Notes to be redeemed that would be utilized, at the time
of selection and in accordance with customary financial practice, in pricing
new issues of corporate debt securities of comparable maturity to the
remaining term of such Notes.
"Comparable Treasury Price" means, with respect to any redemption date for
Notes, the Reference Treasury Dealer Quotation for such redemption date.
"Reference Treasury Dealer" means a primary U.S. Government securities dealer
in New York City appointed by us.
"Reference Treasury Dealer Quotation" means, with respect to the Reference
Treasury Dealer and any redemption date, the average, as determined by the
Trustee, of the bid and asked prices for the Comparable Treasury Issue
(expressed in each case as a percentage of its principal amount) quoted in
writing to the Trustee by such Reference Treasury Dealer at 5:00 p.m., New
York City time, on the third business day preceding such redemption date.
"Treasury Rate" means, with respect to any redemption date, the rate per year
equal to the semi-annual equivalent yield to maturity of the Comparable
Treasury Issue, calculated using a price for the Comparable Treasury Issue
(expressed as a percentage of its principal amount) equal to the Comparable
Treasury Price for such redemption date. The Treasury Rate will be calculated
on the third business day preceding the redemption date.
We will provide not less than 30 nor more than 60 days' notice mailed to each
registered holder of the Notes to be redeemed. If the redemption notice is
given and funds deposited as required, then interest will cease to accrue on
and after the redemption date on the Notes or portions of such Notes called
for redemption. In the event that any redemption date is not a business day,
we will pay the redemption price on the next business day without any interest
or other payment due to the delay.