SECURITIES AND EXCHANGE COMMISSION


                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported)      April 22, 2002


                         Fleet Credit Card Funding Trust
             (Exact name of registrant as specified in its charter)

                                on behalf of the

                        Fleet Credit Card Master Trust II



       United States               333-73728-01 and             23-3101310
                                     333-73728-02
                                                        
      (State or Other          (Commission File Number)        (IRS Employer
      Jurisdiction of                                         Identification
       Incorporation)                                             Number)



       300 North Wakefield Drive
          Suite: DE EH 60002 P
            Newark, Delaware                               19702
    (Address of Principal Executive                     (Zip Code)
                Office)

Registrant's telephone number, including area code (302) 266-5004

                                       N/A
          (Former Name or Former Address, if Changed Since Last Report)

INFORMATION TO BE INCLUDED IN THE REPORT

Item 1.     Not Applicable.

Item 2.     Not Applicable.

Item 3.     Not Applicable.

Item 4.     Not Applicable.

Item 5.     On April 22, 2002, Orrick, Herrington & Sutcliffe LLP delivered
            its legality opinion with respect to Series 2002-A.

Item 6.     Not Applicable.

Item 7.     Financial Statements, Pro Forma Financial Information and
            Exhibits.

            Exhibits

            5.1   Legality Opinion of Orrick, Herrington & Sutcliffe LLP.

            23.1  Consent of Orrick, Herrington & Sutcliffe LLP (included in
                  opinion filed as Exhibit 5.1)

Item 8.     Not Applicable.

Item 9.     Not Applicable.

                                   SIGNATURES

            Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                          FLEET CREDIT CARD FUNDING TRUST
                                            On behalf of the Fleet Credit Card
                                            Master Trust II



                                          By:  /s/ Jeffrey A. Lipson
                                             ---------------------------------
                                          Name:  Jeffrey A. Lipson
                                          Title: Vice President

                                  EXHIBIT INDEX


Exhibit                       Description

5.1   Legality opinion of Orrick, Herrington & Sutcliffe LLP

23.1  Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion
      filed as Exhibit 5.1)