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 11, 1996 THE BOSTON BANCORP (Exact name of registrant as specified in its charter) Massachusetts 0-13795 04-2850710 (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) 460 West Broadway, South Boston, Massachusetts 02127 (Address of principal executive officer) (Zip Code) Registrant's telephone number, including area code: (617) 268-2500 Not applicable (Former name or former address, if changed since last report) Page 1 Item 5. Other Events The Annual Meeting of the stockholders of The Boston Bancorp was held on February 11, 1996. At that meeting, the Merger Agreement with Bank of Boston Corporation was approved by more than the required two-thirds of the outstanding shares of The Boston Bancorp. The Merger, which remains subject to regulatory approval, is expected to be consummated in June 1996. In addition, Robert E. Lee and Frank G. Neal, Jr. were elected directors of the The Boston Bancorp to serve for a term of three years or, if earlier, until the effective date of the Merger. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits A list of exhibits required is given in the Exhibit Index that precedes the exhibits filed with this report. Page 2 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 thereunto duly authorized. THE BOSTON BANCORP By: /s/David L. Smart David L. Smart Vice President and Treasurer Date: April 11, 1996 Page 3 EXHIBIT INDEX The following exhibits are filed with the Current Report on Form 8-K. Sequential Page Exhibit No. Description Number 99a Press Release re: 1996 Annual Meeting 5 of Stockholders of Bank of Boston Corporation Page 4