Shareholders must now approve the merger, which is expected to be completed by early next month.
The new institution, to be called Bank of America Corp., will have 5,700 branches and holdings of nearly $1 trillion in assets, trailing only Citigroup and the new entity being created by the merger of Bank One and J.P. Morgan Chase.
The Fed found no evidence the merger would hamper competition. It's creating anxiety in Boston, though. The onetime financial center would lose its last major hometown bank in the $47 billion deal.
Bay State consumers may find reasons to cheer the change. Bank of America generally gets good marks for customer service. It offers free online banking and bill-paying. Fleet, on the other hand, gets demerits for its credit card practices and customer service.
At public hearings held by the Fed in January in Boston and San Francisco, witnesses expressed concerns about predatory lending, possible closing of rural bank branches and the trend toward big banks getting bigger.
The banks maintain that the merger will benefit consumers by giving them an expanded choice of ATMs, branches and banking products.
Bank of America got its start in California 100 years ago. Among other things, it financed the Golden Gate Bridge. It was bought by NationsBank, which adopted its name and moved it to North Carolina in 1998.
FleetBoston is the product of a lengthy series of mergers. It has been known at various times as First National Bank of Boston, Baystate Corp. and Bank of Boston. It became FleetBoston Fiinancial following a 1999 merger with Fleet Bank of Rhode Island.