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) May 8, 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 23-3101310 and 333-73728-02 (State or Other Jurisdiction of (Commission File Number) (IRS Employer Incorporation) Identification Number) 300 North Wakefield Drive Suite: DE EH 60002 P Newark, Delaware 19702 (Address of Principal Executive Office) (Zip Code) 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 1, 2002, Fleet Credit Card Funding Trust and Fleet Bank (RI), National Association entered into Amendment No. 1 to the Receivables Purchase Agreement. On April 1, 2002, Fleet Credit Card Funding Trust, as transferor, Fleet Bank (RI), National Association, as servicer and The Bank of New York, as trustee entered into Amendment No. 1 to the Amended and Restated Pooling and Servicing Agreement. On May 8, 2002 the Fleet Credit Card Master Trust II issued its Class A Floating Rate Asset Backed Certificates and its Class B Floating Rate Asset Backed Certificates. Item 6. Not Applicable. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Exhibits 4.1 Amendment Number 1 to the Receivables Purchase Agreement dated as of April 1, 2002. 4.2 Amendment Number 1 to the Amended and Restated Pooling and Servicing Agreement dated as of April 1, 2002. 4.3 Series 2002-A Supplement dated as of May 8, 2002. 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 4.1 Amendment Number 1 to the Receivables Purchase Agreement dated as of April 1, 2002. 4.2 Amendment Number 1 to the Amended and Restated Pooling and Servicing Agreement dated as of April 1, 2002. 4.3 Series 2002-A Supplement dated as of May 8, 2002.