**UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D. C. 20549**

**FORM 10-K**

**(Mark One)**

**[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**For the fiscal year ended March 31, 2005**

**or**

**[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**For the transition period from ________ to _________**

**Commission file number 333-53662**

**Fleet Home Equity Loan, LLC**

***as Depositor on behalf of***

***Fleet Home Equity Loan Trust2003-1***

*** (Exact name of registrantas specified in its charter)***

 

| Delaware                                                        | 04-3544150                            |
|-----------------------------------------------------------------|---------------------------------------|
| (State or other jurisdiction of  incorporation or organization) | (I.R.S. Employer Identification  No.) |

 

100 Federal Street, Boston,Massachusetts 02110*(Address of principal executive offices) (Zip Code)*

 

Registrant's telephone number,including area code (617) 434-2200.

 

 

Securities registered pursuant to Section 12(b) of the Act:

| Title of each class  None | Name of each exchange on which  registered  N/A |
|---------------------------|-------------------------------------------------|

Securities registered pursuant to Section 12(g) of the Act:

| Title of each class  None | Name of each exchange on which  registered  N/A |
|---------------------------|-------------------------------------------------|

 

Indicate by check mark whether the registrant (1) has filed all reports requiredto be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934during the preceding 12 months (or for such shorter period that the registrantwas required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item405 of Regulation S-K is not contained herein, and will not be contained, tothe best of registrant's knowledge, in definitive proxy or information statementsincorporated by reference in Part III of this Form 10-K or any amendment tothis Form 10-K [ ].    Not applicable.

Indicate by check mark whether the registrant is an accelerated filer (asdefined in Rule 12b-2 of the Act.) Yes[ ] No [X]

State the aggregate market value of the voting and non-voting common equityheld by non-affiliates computed by reference to the price at which the commonequity was last sold, or the average bid and asked prices of such commonequity, as of the last business day of the registrant’s most recently completedsecond fiscal quarter: None

Indicate the number of shares outstanding of the registrant's classes ofcommon stock, as of the latest practicable date: None.

  

Documents Incorporated By Reference:

List hereunder the following documents if incorporated by reference and thePart of the Form 10-K (e.g., Part I, Part II, etc.) into which the document isincorporated: (1) Any annual report to security holders; (2) Any proxy orinformation statement; and (3) Any prospectus filed pursuant to Rule 424(b) or(c) under the Securities Act of 1933. The listed documents should be clearlydescribed for identification purposes (e.g. annual report to security holdersfor fiscal year ended December 24, 1980).

 No documents incorporated by reference.

  

 

 **PART I**

***Item 1. Business.***

Not Applicable.

 

***Item 2. Properties.***

Information concerning Fleet Home Equity Loan Trust 2003-1 (the"Trust") is set forth in the Current Reports on Form 8-K dated May20, 2004 through April 20, 2005, as filed by the Registrant.

As of March 31, 2005, approximately 0.49% of the accounts and 0.74% of thePrincipal Receivables in the Trust were 30 days or more delinquent. Of suchamount, Accounts designated to the Trust having a principal balance of$2,163,300 or approximately 0.58% of all Principal Receivables were delinquent30-59 days; Accounts designated to the Trust having a principal balance of$290,210 or approximately 0.08% of all Principal Receivables were delinquent60-89 days; and Accounts designated to the Trust having a principal balance of$302,255, or approximately 0.08% of all Principal Receivables were delinquent90 days or more.

The aggregate Investor Charge-off Amount was $163,721 for the year ended March31, 2005.

Supplemental Trust Information is presented in Exhibit 99.1 to this AnnualReport.

  

  ***Item 3. Legal Proceedings.***

There are no material pending legal proceedings with respect to the Trustinvolving either the Trust, Wilmington Trust Company, a Delaware bankingcorporation, as owner trustee (the "Owner Trustee"), U.S. BankNational Association, as indenture trustee (the "Indenture Trustee"),Fleet Home Equity Loan, LLC (the "Depositor") or Fleet National Bankother than ordinary or routine litigation incidental to the Owner Trustee's,the Indenture Trustee's, the Depositor's, or Fleet National Bank's duties underthe Sale and Servicing Agreement dated as of April 15, 2003 (the "Sale andServicing Agreement"), among the Depositor, the Trust, Fleet NationalBank, as Seller and Servicer, and the Indenture Trustee.

 

***Item 4. Submission of Matters to a Vote of Security Holders.***

None. 

 

**PART II**

***Item 5. Market for the Registrant's Common Equity, Related StockholderMatters and Issuer Purchases of Equity Securities.***

(a) There is no established public trading market for the Securities.

(b) At March 31, 2005 there were 22 holders of record of the Fleet HomeEquity Loan Asset-Backed Notes, Series 2003-1 (the"Securities"). 

(c) Not applicable.

 

 ***Item 6. Selected Financial Data.***

Not applicable.

 

***Item 7. Management's Discussion and Analysis of Financial Conditionand Results of Operation.***

Not applicable.

*** ***

***Item 7A. Quantitative and Qualitative Disclosures About Market Risk.***

Not applicable***.***

*** ***

***Item 8. Financial Statements and Supplementary Data.***

Not applicable.

 

***Item 9. Changes in and Disagreements with Accountants on Accountingand Financial Disclosure.***

None.

 

***Item 9A. Controls and Procedures.***

Not applicable.

 

***Item 9B. Other Information.***

Not applicable.

 

**PART III**

***Item 10. Directors and Executive Officers of the Registrant.***

Not applicable.

 

***Item 11. Executive Compensation.***

Not applicable.

 

 

***Item 12. Security Ownership of Certain Beneficial Owners andManagement and Related Stockholder Matters.***

(a).  The Securities are represented by one or more securitiesregistered in the name of Cede & Co., the nominee of the Depository TrustCompany, and an investor holding an interest in the Trust is not entitled toreceive a certificate representing such interest except in limitedcircumstances set forth in the Sale and Servicing Agreement. Accordingly, Cede& Co. is the sole holder of record of the Securities, which it holds onbehalf of brokers, dealers, banks and other direct participants in theDepository Trust Company system. Such direct participants may hold securitiesfor their own accounts or for the accounts of their customers. The name andaddress of Cede & Co. is Cede & Co., c/o the Depository Trust Company,55 Water Street, New York, New York 10041. At March 31, 2005, the followingdirect Depository Trust Company participants held positions in Securitiesrepresenting interests in the Trust equal to or exceeding 5% of the totalprincipal amount of the Securities of each Series outstanding on the date. Theinformation on positions held by the Depository Trust Company participants hasbeen provided by the Depository Trust Company.

(a) (i).  Each holder of record at March 31, 2005 of more than fivepercent (5%) of the Securities is indicated below:
| **Name and Address of Holder**                                           | **Percent of  Securities Held** | **Dollar Amount of  Securities Held (000’s)** |
|--------------------------------------------------------------------------|---------------------------------|-----------------------------------------------------|
| State Street Bank & Trust   1776 Heritage Dr.   No. Quincy, MA 02171 | 34.54%                          | $267,946                                            |
| JPMorgan Chase Bank   14201 Dallas Parkway   Dallas, TX 75254            | 22.51%                          | $174,594                                            |
| Bank of New York   One Wall Street   New York, NY 10286                  | 8.87%                           | $68,826                                             |
| Harris Trust and Savings Bank   111 W. Monroe Street   Chicago, IL 60603 | 7.09%                           | $55,000                                             |
| Northern Trust   801 S. Canal   Chicago, IL 60607                        | 5.81%                           | $45,075                                             |
| Citibank, N.A.   3800 Citibank Center B3-15   Tampa, FL 33610            | 5.25%                           | $40,767                                             |
| UBS AG   677 Washington Blvd   Stamford, CT 06901                        | 5.16%                           | $40,000                                             |

 

 

(b) Not applicable.

(c) Not applicable.

 

***Item 13. Certain Relationships and Related Transactions.***

Not applicable.

*** ***

***Item 14. Principal Accounting Fees and Services.***

Not applicable.

   

**PART IV**

 

***Item 15. Exhibits, Financial Statement Schedules, and Reports on Form8-K.***

(a) 
| (1)    | None         |                                                                                                                                            |
|--------|--------------|-------------------------------------------------------------------------------------------------------------------------------------------------|
| (2)    | None         |                                                                                                                                            |
| (3)    | Exhibit 31.1 | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  and relevant rules and regulations of the Commission                   |
|   | Exhibit 99.1 | Supplementary Trust Data relating to performance of the Trust                                                                                   |
|   | Exhibit 99.2 | Annual Officer's Certificate                                                                                                                    |
|   | Exhibit 99.3 | Report of Independent Accountants                                                                                                               |
|   | Exhibit 99.4 | Management Report on Internal Control over the Servicing of Securitized  Mortgage Loans and on Compliance with Specified Servicing Requirements |

 

(b) Reports on Form 8-K

The following reports on Form 8-K were filed by the registrant with respect toMonthly Periods and events occurring during the year ended March 31, 2005:
| **Date** | **Items** | **Description**                    |
|----------|-----------|------------------------------------|
| 05/20/04 | 2         | Monthly Reports for April 2004     |
| 06/21/04 | 2         | Monthly Reports for May 2004       |
| 07/20/04 | 2         | Monthly Reports for June 2004      |
| 08/20/04 | 2         | Monthly Reports for July 2004      |
| 09/20/04 | 9.01      | Monthly Reports for August 2004    |
| 10/20/04 | 9.01      | Monthly Reports for September 2004 |
| 11/22/04 | 9.01      | Monthly Reports for October 2004   |
| 12/20/04 | 9.01      | Monthly Reports for November 2004  |
| 01/20/05 | 9.01      | Monthly Reports for December 2004  |
| 02/22/05 | 9.01      | Monthly Reports for January 2005   |
| 03/21/05 | 9.01      | Monthly Reports for February 2005  |
| 04/20/05 | 9.01      | Monthly Reports for March 2005     |

 

 (c) Exhibits
| **Exhibit No.** | **Description of Exhibit**                                                                                                                      |
|-----------------|-------------------------------------------------------------------------------------------------------------------------------------------------|
| 31.1            | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  and relevant rules and regulations of the Commission                   |
| 99.1            | Supplementary Trust Data                                                                                                                        |
| 99.2            | Annual Officer’s Certificate                                                                                                              |
| 99.3            | Report of Independent Accountants                                                                                                               |
| 99.4            | Management Report on Internal Control over the Servicing of Securitized  Mortgage Loans and on Compliance with Specified Servicing Requirements |

 

**SIGNATURES**

Pursuant to the requirements of Section 13 or 15(d) of the SecuritiesExchange Act of 1934, the registrant has duly caused this report to be signedon its behalf by the undersigned, thereunto duly authorized.

| *Fleet Home Equity Loan, LLC*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| *As Depositor on behalf of Fleet  Home Equity Loan Trust 2003-1*

*Date: May 30, 2005*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| *By:*/s/ Gretchen Hefner

Gretchen Hefner

Senior Vice President

 

   **INDEX TO EXHIBITS**

**Exhibit Number**

**Description of Exhibit**

31.1

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  and relevant rules and regulations of the Commission

99.1

Supplementary Trust Data

99.2

Annual Officer’s Certificate

99.3

Report of Independent Accountants

99.4

Management Report on Internal Control over the Servicing of Securitized  Mortgage Loans and on Compliance with Specified Servicing Requirements

  |