EXHIBIT 10.16

                                                                       2/14/94


    STATE STREET BOSTON CORPORATION

    1994 SENIOR EXECUTIVES ANNUAL INCENTIVE PLAN


I.  Purpose:

    The purpose of the Plan is to provide additional incentive and reward to
Senior Executives of State Street Boston Corporation (the "Company") to achieve
targeted levels of earnings per share and return on equity.

II. Eligibility:

    The Chief Executive Officer and members of the Chairman's Office are
designated as Participants in the Plan.

III. Performance Goals:

    The 1994 performance goals and bonus opportunities are as follows:

         1.   Earnings per share.  The performance goal is $2.78 per fully
diluted share of the Company ("EPS") at which each Participant will receive his
or her maximum bonus.  The maximum bonus on account of EPS is 37.5% of salary
for the Chief Executive Officer and 25% of salary for each of the other
Participants.  The minimum goal is $1.79 EPS at which no bonus on account of
EPS is payable.  On EPS between $2.78 and $1.79 the bonus will be appropriately
pro rated on a straight line basis.

         2.   Return on equity.   The performance goal is an 18% average return
on common stockholders' equity (ROE) at which each Participant will receive his
or her maximum bonus.  The maximum bonus on account of ROE is 37.5% of salary
for the Chief Executive Officer and 25% of salary for each of the other
Participants.  The minimum goal is 12% ROE at which no bonus on account of ROE
is payable.  On ROE between 18% and 12% the bonus will be appropriately pro
rated on a straight line basis.  The average common stockholders' equity will
be determined using the methodology regularly employed by the Company in its
published reports.


IV. Terms:

    A.   This Plan is subject to the approval of the performance goals by
stockholders at the 1994 Annual Meeting of Stockholders.

    B.   Payment of bonuses will be made in cash after certification by the
Committee that the payments conform to the performance goals.  The Committee
may defer the payment of all or a portion of any Participant's bonus. 
Determinations by the Committee shall be final and binding on the Company and
the Participants.

    C.   Extraordinary Items:  Extraordinary items are those items treated as
extraordinary in accordance with generally accepted accounting principles and,
to the extent consistent with Section 162(m) of the Internal Revenue Code of
1986, shall be eliminated in determining net income under this Plan.

    D.   The Committee may reduce or eliminate any bonus otherwise payable
hereunder for any one or more of the Participants.

    E.   To receive a bonus, a Participant must be an employee of the Company
or one of its subsidiaries, at the time bonuses are approved by the Committee.