Press Release
For Immediate Release - April 11, 2001
Contact: Betsy Leondar-Wright
(617) 423-2148 x13

Resolution: FleetBoston CEO Must Share Both Rewards and Sacrifices

Statement of Shareholder Jenny Ladd

Meeting the needs of customers, communities and employees is crucial to the future financial success of FleetBoston, according to a shareholder resolution tying CEO pay to these goals. A member of Responsible Wealth will present the resolution at FleetBoston’s annual meeting on Tuesday, April 17, 2001, at the World Trade Center in Boston.

Last year, FleetBoston’s Terrence Murray received total compensation of $17 million, including a 25% increase in his annual bonus, making him one of the highest-paid CEOs in Massachusetts. These rewards came as the company’s stock trailed its peer group competitors by more than 6%.

2000 was also a year full of serious lapses in customer service for FleetBoston:

• Last summer, the Massachusetts Banking Commission received more than 50 complaints a day from frustrated FleetBoston customers.

• In July, Consumer Reports ranked Fleet the second worst regional bank in the U.S.

• In December, Fleet was sued by Minnesota’s attorney general for illegally selling confidential customer information to telemarketers. This has since expanded to a national class action suit.

• Last year, FleetBoston fell 38% short of its commitments to provide mortgages for low and moderate income families, made to ease regulatory approval for the Fleet-BankBoston merger.

The resolution filed by Responsible Wealth member Jenny Ladd would create positive incentives for executives to improve customer, employee and community relations, which in turn would enhance long-term business success.

Several other corporations — Bristol-Myers Squibb, IBM, and Eastman Kodak — have tied a portion of executive compensation to meeting key employee and customer service objectives.

"Long lines and customer service problems must no longer be treated as business as usual," stated Scott Klinger, co-director of Responsible Wealth. "FleetBoston has long provided its executives incentives for acquisitions; it is time to add some incentives aimed at strengthening customer service."

PHOTO OPPORTUNITY: Activists will set up a satirical toll booth at 8:30 a.m. on April 17 outside of FleetBoston’s 100 Federal Street headquarters and charge mock "user fees" to passers-by attempting to use the newly re-named "Fleet Sidewalk."

Responsible Wealth has filed shareholder resolutions related to executive compensation at seven companies: Disney, Citigroup, Raytheon, Household International, Exxon Mobil and AT&T, as well as FleetBoston. From 1990 to 2000, average worker pay increased 32%, just slightly more than inflation, while CEO pay rose 535%.

Responsible Wealth, a project of United for a Fair Economy, is a growing network of over 450 businesspeople, investors and affluent Americans in the top 5 percent of income and wealth who work to promote widely shared prosperity.

United for a Fair Economy is a national, independent non-profit that spotlights growing economic inequality and inspires action to narrow the wage gap.

Statement of FleetBoston Shareholder Jenny Ladd

FleetBoston Annual Meeting
April 17, 2001
Boston, Massachusetts

Good Morning. My name is Jennifer Ladd. I am a FleetBoston shareholder and a member of Responsible Wealth; a national organization of business leaders and investors working for shared prosperity.

I am here this morning to move this shareholder resolution asking FleetBoston to create a special Executive Compensation Review that would link pay raises and bonuses to excellence in customer satisfaction, community involvement and positive employee relations.

FleetBoston's customer service has come under a great deal of criticism lately. Last summer Consumer Reports studied customer service at 20 large regional banks and found that our bank's service ranked second to last. Also last summer the Massachusetts Banking Commission was receiving more than 50 consumer complaints a day about unresolved problems pertaining to our bank. Last December, the attorney general of Minnesota filed suit against our bank, for failing to disclose to mortgage lending customers of our bank that their personal information would be sold to telemarketers. A nationwide class action suit on this matter is in the process of being organized.

These lapses in service have hurt our loyal customers, but they have also hurt us as shareholders. If you look at the table on page 18 of your proxy statement, you'll see that over the last five years, the performance of FleetBoston stock has trailed the performance of our company's peer group of competitors. This underperformance has also been apparent for each of the last two years. Despite this underperformance relative to our company's peers and despite serious lapses in customer service, our CEO, Mr. Murray, received a pay package of $17 million last year, including a 25% increase in his annual bonus.

We can no longer afford to have long lines in branches and unresolved customer service problems be business as usual at FleetBoston. Our customers deserve better. We need to do more to support our employees so they, in turn, can support our customers and their communities. For many years our officers have received financial incentives to grow our bank. These incentives have proved powerful in building our Company into a large institution. It is time to focus some of our efforts on being better, not just bigger. This resolution asks simply that the quality of customer service, employee satisfaction and community support be factors in determining executive pay. Very few people get pay raises for doing an unsatisfactory job. Please join me in voting for a better, more accountable FleetBoston.

Thank you.