Rule: 424 (b)(3)
File No: 333-72912
PRICING SUPPLEMENT NO. 14 DATED NOVEMBER 18, 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: $250,000,000.00 CUSIP Number: 33900QBE3
Price to Public: Variable price reoffer - Original Issue Discount (OID) Note: [ ] Yes [X] No
initially at par -----------------------------------
Total Amount of OID:
Issue Price (as% of Principal): 99.734%
Yield to Maturity:
Net Proceeds: $249,335,000.00 Initial Accrual Period OID:
Trade Date: 11/18/02
IF OTHER THAN USD:
Issue Date: 11/21/02 Specified Currency:
Authorized Denominations:
Maturity Date: 11/30/07 Option to Receive Payments in Specified Currency: [ ] Yes [X] No
Place of Payment:
Interest Rate: 4.20% per annum
Interest Rate Calculation Method: 30/360
Interest Payment Dates: Semi-annual on the 30th of November and May commencing
May 30, 2003
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).
Record Dates: The date 15 calendar days immediately preceding the
particular interest payment date.
Agent: Morgan Stanley & Co. Incorporated
Agent's Capacity: [X] As Principal [ ] As Agent
Delivery: DTC # 0050
Redemption: The Notes may not be redeemed prior to maturity.
Repayment: The Notes may not be repaid prior to maturity.
Listing: The Notes will not be listed on any securities exchange.
Additional Terms:
ISIN: US33900QBE35
Common Code: 015871261
Book-Entry, Delivery And Form
The Notes will be issued in one or more fully registered global securities (the
"Global Notes") which will be deposited with, or on behalf of, The Depository
Trust Company, New York, New York (the "Depository") and registered in the name
of Cede & Co., the Depository's nominee. We will not issue Notes in certificated
form. Beneficial interests in the Global Notes will be represented through
book-entry accounts of financial institutions acting on behalf of beneficial
owners as direct and indirect participants in the Depository. Investors may
elect to hold interests in the Global Notes through either the Depository (in
the United States), or Clearstream Banking, societe anonyme ("Clearstream,
Luxembourg") or Euroclear Bank S.A./N.V., as operator of the Euroclear System
("Euroclear"), if they are participants of such systems, or, indirectly, through
organizations that are participants in such systems. Euroclear and Clearstream,
Luxembourg will hold interests on behalf of their participants through
customers' securities accounts in Euroclear's and Clearstream, Luxembourg's
names on teh books of their respective depositaries, which in turn will hold
such interests in customers' securities accounts in the depositaries' names on
the books of the Depository. At the present time, The Chase Manhattan Bank acts
as U.S. depositary for Euroclear and Citibank, N.A. acts as U.S. depositary for
Clearstream, Luxembourg (the "U.S. Depositaries"). Beneficial interests in the
Global Notes will be held in denominations of $1,000 and integral multiples
thereof. Except as set forth below or in the accompanying prospectus, the Global
Notes may be transferred, in whole and not in part, only to another nominee of
the Depository or to a successor of the Depository or its nominee.
Euroclear advises that it was created in 1968 to hold securities for its
participants ("Euroclear Participants") and to clear and settle transactions
between Euroclear Participants through simultaneous electronic book-entry
delivery against payment, thereby eliminating the need for physical movement of
certificates and any risk from lack of simultaneous transfers of securities and
cash. Euroclear provides various other services, including securities lending
and borrowing, and interfaces with domestic markets in several countries.
Euroclear is operated by Euroclear Bank S.A./N.V., as operator of the Euroclear
System (the "Euroclear Operator"), under contract with Euroclear Clearance
Systems S.C., a Belgian cooperative corporation (the "Cooperative"). All
operations are conducted by the Euroclear Operator, and all Euroclear securities
clearance accounts and Euroclear cash accounts are accounts with the Euroclear
Operator, not the Cooperative. The Cooperative establishes policy for Euroclear
on behalf of Euroclear Participants. Euroclear Participants include banks
(including central banks), securities brokers and dealers and other professional
financial intermediaries and may include the underwriters or their affiliates.
Indirect access to Euroclear is also available to or maintain a custodial
relationship with a Euroclear Participant, either directly or indirectly.
Securities clearance accounts and cash accounts with the Euroclear Operator are
governed by the Terms and Conditions Governing Use of Euroclear and the related
Operating Procedures of the Euroclear System, and applicable Belgian law (the
"Terms and Conditions"). The Terms and Conditions govern transfers of securities
and cash within Euroclear, withdrawals of securities and cash from Euroclear,
and receipts of payments with respect to securities in Euroclear. All securities
in Euroclear are held on a fungible basis without attribution of specific
certificates to specific securities clearance accounts. The Euroclear Operator
acts under the Terms and Conditions only on behalf of Euroclear Participants,
and has no record of, or relationship with, persons holding through Euroclear
Participants.
Distributions with respect to Notes held beneficially through Euroclear will be
credited to the cash accounts of Euroclear Participants in accordance with the
Terms and Conditions, to the extent received by the U.S. Depositary for
Euroclear.
Clearstream, Luxembourg advises that it is incorporated under the laws of
Luxembourg as a professional depositary. Clearstream, Luxembourg holds
securities for its participating organizations ("Clearstream Luxembourg
Participants") and facilitates the clearance and settlement of securities
transactions between Clearstream Luxembourg Participants through electronic
book-entry changes in accounts of Clearstream Luxembourg Participants, thereby
eliminating the need for physical movement of certificates. Clearstream,
Luxembourg provides to Clearstream Luxembourg Participants, among other things,
services for safekeeping, administration, clearance and settlement of
internationally traded securities and securities lending and borrowing.
Clearstream, Luxembourg interfaces with domestic markets in several countries.
As a professional depositary, Clearstream, Luxembourg is subject to regulation
by the Luxembourg Monetary Institute. Clearstream Luxembourg Participants are
recognized financial institutions around such as banks, brokers, dealers and
trust companies that clear through, or maintain a custodial relationship with, a
Clearstream Luxembourg Participant either directly or indirectly.
Distributions with respect to Notes held beneficially through Clearstream,
Luxembourg will be credited to cash accounts of Clearstream Luxembourg
Participants in accordance with its rules and procedures, to the extent received
by the U.S. Depositary for Clearstream, Luxembourg.
Global Clearance and Settlement Procedures
Initial settlement for the Notes will be made in immediately available funds.
Secondary market trading between Depository Participants will occur in the
ordinary way in accordance with the Depository's rules and will be settled in
immediately available funds. Secondary market trading between Euroclear
Participants and/or Clearstream Luxembourg Participants will occur in the
ordinary way in accordance with the applicable rules and operating procedures of
Euroclear and Clearstream, Luxembourg and will be settled using the procedures
applicable to conventional Eurobonds in immediately available funds.
Cross-market transfers between persons holding directly or indirectly through
the Depository on the one hand, and directly or indirectly through Euroclear
Particttants or Clearstream Luxembourg Participants, on the other, will be
effected within the Depository in accordance with the Depository's rules on
behalf of the relevant European international clearing system by its U.S.
Depository. However, such cross-market transactions will require delivery of
instructions to the relevant European international clearing system by the
counterparty in such system in accordance with its rules and procedures and
within its established deadlines (European time). The relevant European
international clearing system will, if the transaction meets its settlement
requirements, deliver instructions to its U.S. Depositary to take action to
effect final settlement on its behalf by delivering or receiving notes to or
from the Depository, and making or receiving payment in accordance with normal
procedures for same-day funds settlement applicable to the Depository. Euroclear
Participants and Clearstream Luxembourg Particpants may not deliver instructions
directly to their respective U.S. Depositaries.
Because of time-zone differences, credits of Notes received in Euroclear or
Clearstream, Luxembourg as a result of a transaction with a Depository
participant will be made during subsequent securities settlement processing and
dated the business day following the Depository settlement date. Such credits or
any transactions in such Notes settled during such processing will be reported
to the relevant Euroclear Participants or Clearstream Luxembourg Participants on
such business day. Cash received in Euroclear or Clearstream, Luxembourg as a
result of sales of Notes by or through a Euroclear Participant or a Clearstream
Luxembourg Participant to a Depository participant will be received with value
on the Depository settlement date but will be available in the relevant
Euroclear or Clearstream, Luxembourg cash account only as of the business day
following settlement in the Depository.
Although the Depository, Euroclear and Clearstream, Luxembourg have agreed to
the foregoing procedures in order to facilitate transfers of securities among
participants of the Depository, Euroclear and Clearstream, Luxembourg, they are
under no obligation to perform or continue to perform such procedures and such
procedures may be changed or discontinued at any time.