May 6, 2000

Patrick J. Coll
Executive Vice President
Fleet National Bank
Fleet Credit Card Services
P.O. Box 15480
Wilmington, DE 19850

Dear Mr. Coll:

On or about March, 1999, Ms. Hilbert received and accepted the terms of the enclosed

offer [Invitation #: LJ224026401] from Fleet Bank, P.O. Box 15261, Wilmington, DE

19885-5261:

“It doesn’t get better than this! Fixed APR on purchases and balance
transfers.

For a limited time only . . . a fixed rate that starts low—and can stay low!

This Fleet Platinum Mastercard has an exceptional 8.9% fixed APR on

purchases and balance transfers.* This is not an introductory rate. You’ll also
enjoy the premium benefits and services you expect and deserve from a Platinum
Card, including . . .
● A low 8.9% fixed APR on purchases and balance transfers— not an introductory rate
● No annual fee.”

During the phone conversation between Ms. Hilbert and Fleet Bank/Fleet Credit Card

Services, the representative adhered to the terms of Fleet Bank’s unsolicited

quasi-advertisement reiterating that the offer was not an “introductory rate,” carried a

fixed 8.9% APR for the duration of the account and would never be subject to an annual

fee. Pursuant to these objective terms, in a letter dated March 20, 1999, Mr. James Bank,

Credit Department, Fleet Bank, P.O. Box 15480, Wilmington, DE 19850-5480,

acknowledged Ms. Hilbert’s acceptance of Fleet Bank’s offer. See enclosed.

However, on March 1, 2000, Ms. Hilbert received unsolicited correspondence from

Patrick J. Coll, Executive Vice-President, Fleet Credit Card Services. Mr. Coll’s

correspondence contained statements which specifically breach the terms of the contract

established between Ms. Hilbert and Fleet Bank/Fleet Credit Card Services. The letter

provides in part:

“Dear Elizabeth F. Hilbert:

As you may know, over the past several months, the Federal Reserve has been
steadily raising interest rates, making it difficult for credit card issuers, including
Fleet, to maintain products and services at current rates . . . Under these
circumstances, effective with billing cycles closing on or after June 1, 2000, the
rate on your account for existing and future purchases and balance transfers will
change to 11.5% fixed APR—provided your account remains open and in good
standing. A $35 annual membership fee will also apply to your account and will
appear beginning with your monthly statement . . .”

1.) Mr. Coll has speciously used the “can stay low” phrase of the unsolicited

quasi-advertisement to breach the terms of the contract. See enclosed. Mr. Coll

interprets can as “used to indicate possibility or probability.” The American Heritage

Dictionary 232 (Second Edition 1982). Thus, rather than adhering to the agreed

contractual terms, Mr. Coll uses “can” to invoke paragraph 24 of the Fleet Cardholder

Agreement:

“Change in Terms: We have the right to change any of the terms of this
Agreement at any time. You will be given notice of a change as required by
applicable law. Any change in terms governs your Account as of the effective
date, and will, as permitted by law and at our option, apply both to transactions
made on or after such date and to any outstanding Account balance.”

However, at the time of contracting, neither the Fleet representative nor Mr. Bank

stipulated that the phrase “can stay low” would be used as a means to invoke paragraph
24 of the Cardholder Agreement.

Further, the asterisk in the offer specifically leads one to the following superfine,

infinitesimally small qualifying language:

* Offer and account subject to Cardholder Agreement, and Rhode Island and
federal law. Fixed APR for purchases and balance transfers: 8.9% (Platinum
Card). Failure to meet repayment requirements described in your Cardholder
Agreement (including not making any payments on time) immediately increases
rates for all purchases and balance transfers to 21.99% fixed APR, and all cash
advances to a variable APR, 21.99% today. Any closure of your account
immediately increases all rates to a variable APR, 24.9% today. The fixed rate on
purchases and balance transfers is also subject to your Cardholder Agreement
provision that we may amend the terms of your account, and thereby, we may
discontinue that rate if you become delinquent with any of your other creditors.”
(emphasis added). See enclosed.

Although the infinitesimally small superfine footnote states that the offer and account are

subject to the Cardholder Agreement, Ms. Hilbert was never informed that the

Cardholder Agreement contained a paragraph 24. Further, the language stating that the

“offer and account [are] subject to the Cardholder Agreement,” is immediately and

specifically qualified by subsequent language stating that Ms. Hilbert’s account carries a

“Fixed APR for purchases and balance transfers: 8.9% (Platinum Card).” See

Restatement (Second) of Contracts: §20(2)(a)(1981); [and] comment d (“If one party

knows the other’s meaning and manifests assent intending to insist on a different

meaning, he may be guilty of misrepresentation.”)

Ms. Hilbert was not informed that paragraph 24 would permit Fleet Bank/Fleet Credit

Card Services to breach the objective terms of the contract as not only prominently
written on the unsolicited quasi-advertisement, but also agreed to by Fleet Bank/Fleet

Credit Card Services. See Restatement (Second) of Contracts: (§20. Effect of

Misunderstanding: (2) The manifestations of the parties are operative in accordance with

the meaning attached to them by one of the parties if (a) that party does not know of any

different meaning attached by the other, and the other knows the meaning attached by the

first party; or (b) that party has no reason to know of any different meaning attached by

the other, and the other has reason to know the meaning attached by the first party.)

As such, a contract must be interpreted as a whole, while placing appropriate emphasis

upon inconsistent or conflicting provisions. Izadi v. Machado (Gus) Ford, Inc., 550

So.2d 1135 (Fla. App. 1989); see also NLRB v. Federbush Co., 121 F.2d 954, 957 (2d

Cir.1941). (“Words are not pebbles in alien juxtaposition; they have only a communal

existence; and not only does the meaning of each interpenetrate the other; but all in their

aggregate take their purport from the setting in which they are used . . .”) (emphasis

added).

The objective contractual terms on the unsolicited quasi-advertisement and paragraph 24

of the Cardholder Agreement are contradictory and, thus “repugnant” to one another.

Izadi, 550 So.2d 1135. Paragraph 24 of the Cardholder Agreement contradicts the

“prominent thrust” of the advertisement’s plain and unqualified language that 8.9% is not

an introductory rate and that the Platinum Card will not have an annual fee Thus, the

terms must be given an objective interpretation which reconciles the apparent

contradiction. In this case, an “objective consideration of the contractual terms”

mandates that one disregard the “can stay low” phrase and the “asterisk” referencing the

infinitesimally small superfine footnote which speciously permit Mr. Coll to invoke

paragraph 24 of the Cardholder Agreement. Id.; see also Tashof v. Federal Trade

Commission, 437 F.2d 707 (D.C. Cir. 1970). Further, pursuant to the intent of the parties

at the time of contracting, the interest rate has remained at a fixed 8.9%. Notably, as

submitted to Ms. Hilbert, the original Cardholder Agreement states that 9.9% is the

Annual Percentage Rate—not 8.9%. In full, admitting that the quasi-advertisement’s

objective terms and the Cardholder Agreement were repugnant, Fleet Bank/Fleet Credit

Card Services correctly implemented the objective terms of the quasi-advertisement,

enforced the intent of the parties at the time of contracting and nullified the terms of the

Cardholder Agreement.

2.) In full, Fleet Bank and Fleet Credit Card Services have used predatory and deceptive

advertising to deliberately mislead Ms. Hilbert. See Restatement (Second) of Contracts:

§20(2)(a)(1981); [and] comment d (“If one party knows the other’s meaning and

manifests assent intending to insist on a different meaning, he may be guilty of

misrepresentation.”) Fleet Bank, through Mr. Coll’s agency, has opportunistically injured

a sixty-one year old woman. Further, Fleet Bank’s unlawful arrogance is unethical,

intellectually dishonest and a violation of fundamental precepts regarding public policy.

Thus, “There is entirely too much disregard of law and truth in the business, social, and

political world of today. It is time to hold men to their primary engagements to tell the
truth and observe the law of common honesty and fair dealing.” Johnston v. Capital City

Ford Co., 85 So.2d 75 (La.App.1955); see also Izadi, 550 So.2d 1135. Therefore, Ms.

Hilbert now requests that Fleet Bank settle her account in full. She expects that a written

settlement in the amount of [] will be rendered immediately. Further, if Fleet Bank has

engaged in this conduct with other customers, it is reasonable to conclude that a class

action lawsuit will inevitably be filed alleging comprehensive damages for Deceptive and

Unfair Trade Practices and/or misleading advertising.

Sincerely,

Elizabeth Hilbert
MHR

P.S. Mr. Coll’s concern with the Federal Reserve does not concern Ms. Hilbert. If Mr.

Coll is concerned with Mr. Greenspan’s attempt to control the inflated American

economy with interest rate increases, then Mr. Coll should contact Mr. Greenspan, not

Ms. Hilbert.

cc: Legal Department