Exhibit 4(s)(iv)

                              CERTIFICATE OF TRUST

                                       OF

                             FLEET CAPITAL TRUST XI

         This Certificate of Trust of Fleet Capital Trust XI dated November 6,
2001, is hereby duly executed and filed by the undersigned, as trustees of Fleet
Capital Trust XI, for the purpose of forming a business trust under the Delaware
Business Trust Act, 12 Del. C. Section 3801 et. seq. The undersigned hereby
certify as follows:

         1. Name. The name of the business trust formed hereby (the "Trust") is
"Fleet Capital Trust XI."

         2. Delaware Trustee. The name and business address of the trustee of
the Trust which has its principal place of business in the State of Delaware, as
required by 12 Del. C. Sec. 3807 (a), is The Bank of New York (Delaware), a
Delaware corporation, White Clay Center, Route 273, Newark, Delaware 19711.

         3. Effective Date. This Certificate of Trust shall be effective as of
the date of its filing.

         IN WITNESS WHEREOF, the undersigned, being the trustees of the Trust at
the time of filing of this Certificate of Trust, have executed this Certificate
of Trust as of the date first above written.

                                /s/ WILLIAM C. MUTTERPERL
                                ________________________________________________
                                Name: William C. Mutterperl
                                Title:  Trustee

                                /s/ DOUGLAS L. JACOBS
                                ________________________________________________
                                Name: Douglas L. Jacobs
                                Title:  Trustee

                                /s/ JOHN R. RODEHORST
                                ________________________________________________
                                Name: John R. Rodehorst
                                Title:  Trustee

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                                THE BANK OF NEW YORK (DELAWARE),
                                as Trustee

                                By:  WILLIAM T. LEWIS
                                   _____________________________________________
                                Name: William T. Lewis
                                Title: Senior Vice President





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