Barnett Banks joins mortgage joint venture with Thomas H. Lee Company, Madison Dearborn Partners and Bank of Boston.

JACKSONVILLE, Fla.--(BUSINESS WIRE)--March 4, 1996--Bank of Boston Corp. (NYSE:BKB), Thomas H. Lee Company and Madison Dearborn Partners Inc. announced today that Barnett Banks Inc. (NYSE:BBI) has entered into an agreement to participate in their previously announced mortgage banking joint venture creating the seventh largest mortgage servicing company in the U.S. The ownership of this new venture will be split equally, with Barnett owning one-third, Bank of Boston owning one-third and Thomas H. Lee Company and Madison Dearborn Partners collectively owning one-third.

This venture will combine BancBoston Mortgage Corp. with Barnett's $33 billion servicing portfolio, proprietary technology systems and certain other functions. The venture will have approximately $75 billion in mortgage servicing, ranking it seventh among U.S. mortgage companies and $14.6 billion of combined 1995 production, ranking it among the nation's top five mortgage originators. The combination will provide the venture with a powerful origination franchise encompassing the mortgage production capabilities of Barnett, Florida's leading mortgage originator and operator of nationwide mortgage offices, and a merged Bank of Boston/BayBanks, the leading originator in Massachusetts.

Bank of Boston chairman Chad Gifford said, "We view mortgage banking as a business in which scale is vital to long-term success. The joint venture arrangement with these partners will give the new company the ability to grow and the chance to be a major player in the mortgage banking industry. The size of the venture's servicing portfolio will provide the basis for increased technology advancements resulting in servicing cost reductions and enhanced profitability."

The day-to-day operations of the venture will be handled by Joe K. Pickett, serving as chairman and CEO and Hugh R. Harris, serving as president and COO. Pickett and Harris have 25 years and 22 years respectively of experience in the mortgage banking industry - including Pickett's recently completed term as president of the Mortgage Bankers Association of America.

"One of the most important factors in our decision to invest in this venture was the quality and capabilities of our partners and the management team," said David V. Harkins, the Senior Managing Director of Thomas H. Lee Company. "We are pleased to be a part of this exciting venture which immediately creates a mortgage company with servicing scale, diverse origination channels, proven risk management capabilities, technological strength and experienced management."

"Our intent is to be one of the leading mortgage companies in the country in customer service, mortgage servicing efficiency, and overall profitability," said Pickett. "Backed by the financial strength of our shareholders, we will continue to seek other potential partners to provide additional servicing scale and originations capabilities."

Bank of Boston Corp. (NYSE:BKB), with assets of $47.4 billion as of December 31, 1995, is a focused financial institution engaged primarily in commercial and consumer banking in southern New England, financing to selected corporations and individuals nationally and internationally, and indigenous banking in Latin America. New England's only global bank, the corporation and its subsidiaries operate through a network of 500 offices in the U.S. and through more than 100 offices in 22 countries in Latin America, Europe and Asia, the third-largest overseas network of any U.S. Bank. The corporation's common and preferred stocks are listed on the New York and Boston stock exchanges.

Thomas H. Lee company is a private equity investments firm founded in 1974. The firm focuses on identifying and acquiring substantial ownership stakes in growth companies and has recently raised its fifth investment fund, Thomas H. Lee Equity Fund III, L.P. with $1.35 billion in commitments, bringing total capital under management to over $3 billion.

Madison Dearborn Partners, Inc. was started in 1993 by the former professional staff of First Chicago Venture Capital, a division of First Chicago Corp. Madison Dearborn's investment professionals manage Dearborn Capital Partners, L.P., a $550 million investment fund, and oversee a portfolio of equity investments valued at more than $1.5 billion.

CONTACT: Joe K. Pickett

904/281-3233