Rule:  424(b)3
                                                    File No: 333-00701



                                             
                      PRICING SUPPLEMENT NO. 3 DATED May 6, 1996
                      (To Prospectus Supplement dated March 27, 1996
                           and Prospectus dated March 25, 1996)
                                             
                               FLEET FINANCIAL GROUP, INC.
                         DUE 9 MONTHS OR MORE FROM DATE OF ISSUE
                                     FIXED RATE NOTE
                                     ---------------
                 Series J (Senior) [ ]    Series K (Subordinated)  [X]

                                                                  
Principal Amount:     $15,000,000.00      Original Issue Discount Note:    Yes [ ]  NO [X]
                                          ----------------------------
Price to Public:      See below           Total Amount Of OID
                                          Yield to Maturity
Net Proceeds:         97.9%               Initial Accrual Period OID

Trade Date:           May 6, 1996         IF OTHER THAN USD:
                                          -----------------
Issue Date:           May 15, 1996        Specified Currency:
                                          Authorized Denominations
Maturity Date:        May 15, 2011        Option to Receive Payments in Specified Currency:
                                          [ ] Yes    [ ] NO
Interest Rate:        7.75% per annum     Place of Payment:

Interest Payment Dates:
- ----------------------
Monthly on the 15th of each month commencing June 15, 1996
- --------------------------------------------------------------------------------------------




Record Dates: The first calendar day of each month

AGENT: MERRILL LYNCH & CO.
- -----
Agent's Capacity: [X] As Principal   [ ] As Agent

REDEMPTION:
- ----------

[ ] The Notes may not be redeemed prior to maturity.

[X] The Notes may be redeemed prior to maturity.


Terms of Redemption:
- -------------------

The Notes will be subject to redemption at the option of the Company, in 
whole, on the Interest Payment Date occurring on May 15, 2000 and each 
Interest Payment Date occurring in May or November thereafter at a redemption 
price equal to 100% of the principal amount of the Notes upon at least 30 days 
notice.


Additional Terms:
- ----------------

The Notes may be sold at varying prices related to prevailing market conditions.