<PAGE>   1

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K

     (Mark One)
     [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934
                   For the fiscal year ended December 31, 1999

     [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934
                 For the transition period from_______to______.

                       Commission File Number 333-74671-01

                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

           Delaware                                              13-2555119
-------------------------------                              -------------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

c/o BEC Funding LLC, 800 Boylston Street, 17th Floor, Boston MA       02199
---------------------------------------------------------------     ----------
        (Address of principal executive offices)                    (Zip Code)

     Registrant's telephone number, including area code 617-369-6000

     SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE

     Indicate by check mark whether the registrant (1) has filed all reports
     required to be filed by Section 13 or 15 (d) of the Securities and Exchange
     Act of 1934 during the preceding 12 months (or for such shorter period that
     the registrant was required to file such reports), and (2) has been subject
     to such filing requirements for the past 90 days.

     [x] Yes        [ ] No

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
     405 of Regulation S-K is not contained herein, and will not be contained,
     to the best of the registrant's knowledge, in definitive proxy or
     information statements incorporated by reference in Part III of this Firm
     10-K or any amendment to this Form 10-K. [X]

     The aggregate market value of the voting and non-voting common equity held
     by non-affiliates of the registrant as of March 15, 2000 was $0.

     Information required to be filed pursuant to the requirements of Section 13
     or 15(d) of the Securities and Exchange Act of 1934 was previously filed,
     on a timely basis, in a combined report with BEC Funding LLC (Commission
     File Number 333-74671). In response to a recent request from the SEC staff,
     the information of the registrant is now being refiled under a separate and
     distinct Commission file number.


<PAGE>   2


                                     PART I

ITEM 1.
BUSINESS.

The Massachusetts RRB Special Purpose Trust BEC-1 ("the Trust") was established
on July 27, 1999 as a Delaware business trust. The Massachusetts Development
Finance Agency and the Massachusetts Health and Educational Facilities Authority
formed the Trust to issue bonds pursuant to certain provisions of Chapter 164 of
the Acts of the Massachusetts General Court of 1997 (the "Electric Industry
Restructuring Act"). The Trust issued $725,000,000 of Rate Reduction
Certificates ("certificates") on July 29, 1999 for the purpose of acquiring
related notes from BEC Funding LLC (the "Note Issuer"). The Massachusetts
Development Finance Agency, the Massachusetts Health and Educational Facilities
Authority and The Bank of New York (Delaware), a Delaware banking corporation,
acting as the Delaware Trustee, entered into a Declaration of Trust to form the
Trust. The Trust is not an agency nor instrumentality of The Commonwealth of
Massachusetts. The Trust has minimal assets other than the notes. The
Declaration of Trust does not permit the Trust to engage in any activities other
than holding the notes, issuing the certificates, and engaging in other related
activities.

Each class of certificates represents a fractional undivided beneficial interest
in a related class of notes issued by BEC Funding LLC, including all amounts due
and to become due under the related class of notes, and represents the right to
receive the payments on the related class of notes.

The Note Issuer, the Massachusetts Development Finance Agency, the Massachusetts
Health and Educational Facilities Authority, the Trust, the Delaware Trustee and
the certificate trustee have entered into a fee and indemnity agreement under
which the Note Issuer pays the Delaware trustee's and the certificate trustee's
reasonable compensation and reasonable fees and expenses. The fee and indemnity
agreement further provides that the Note Issuer will indemnify the Trust, the
Delaware trustee, the certificate trustee, the Massachusetts Development Finance
Agency, the Massachusetts Health and Educational Facilities Authority and the
Executive Office for Administration and Finance of The Commonwealth of
Massachusetts for, and hold them harmless against, among other things, any loss,
liability or expense incurred by them arising from the failure of any party to
perform its obligations under various transaction documents. Neither the
certificates, the notes or the property securing the notes is an obligation of
The Commonwealth of Massachusetts or any governmental agency, authority or
instrumentality of The Commonwealth of Massachusetts or of Boston Edison Company
or any of its affiliates, except for BEC Funding LLC, which is an affiliate of
Boston Edison Company.

The fiscal year of the Trust is the calendar year. Substantially all expenses of
the Trust are paid by the Note Issuer, BEC Funding LLC.

ITEM 2.
PROPERTIES

The Trust has no physical property. Its primary assets are the notes issued by
BEC Funding LLC.


ITEM 3.
LEGAL PROCEEDINGS.

None.


ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.


                                       2
<PAGE>   3


                                     PART II

ITEM 5.
MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

The Trust does not have equity securities.


ITEM 6.
SELECTED FINANCIAL DATA.

The Trust was established on July 27, 1999 and commenced operations on July 29,
1999.

Total assets at December 31, 1999 amounted to $745,133,819.

Total Certificate obligations outstanding at December 31, 1999 amounted to
$725,000,000, of which $78,441,458 of Certificates are due within one year; of
this latter amount, $40,000,000 of Class A-1 certificates were redeemed in full
on their scheduled maturity date together with all accrued interest.


ITEM 7.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATION FOR THE PERIOD JULY 29, 1999 (DATE OF INCEPTION) TO DECEMBER 31, 1999.

The Massachusetts RRB Special Purpose Trust BEC-1 was formed on July 27, 1999,
and issued certificates in the amount of $725,000,000 on July 29, 1999. The net
proceeds from the issuance of certificates were remitted to BEC Funding LLC in
exchange for $725,000,000 of Notes. BEC Funding LLC then remitted net proceeds
of approximately $719,837,000 to BECo in exchange for certain transition
property.

As of February 29, 2000, BECo has remitted to BEC Funding LLC approximately
$72,940,000 of non-bypassable reimbursable transition cost ("RTC") charges
collected. Such funds are held by the Note Trustee and are restricted in their
ultimate use for the debt service of BEC Funding LLC. Collections of RTC charges
billed by BECo and remitted to BEC Funding LLC are in accordance with original
estimates and are in an amount sufficient to meet debt service requirements due
on March 15, 2000. BEC Funding LLC redeemed $40,000,000 of its outstanding Class
A-1 certificates on their scheduled maturity date and simultaneously, the Trust
redeemed $40,000,000 of its outstanding Class A-1 Notes on their scheduled
maturity date. The Trust relies on timely remittances of adequate RTC
collections from BEC Funding LLC (which in turn relies on timely remittances of
RTC collections from BECo) in order to meet its debt service obligations; the
Trust believes it will continue to receive timely and adequate remittances of
RTC funds in order to meet all debt service obligations.

BEC Funding LLC is a special purpose, single member limited liability company
whose sole member is BECo, a provider of electric distribution services. BEC
Funding LLC is a wholly-owned subsidiary of BECo, which is a wholly-owned
subsidiary of BEC Energy, which is a wholly-owned subsidiary of NSTAR. NSTAR is
a holding company that was created through a merger between BEC Energy,
headquartered in Boston, Massachusetts, and Commonwealth Energy System,
headquartered in Cambridge, Massachusetts, effective August 25, 1999. BEC
Funding LLC had no significant activities in the period January 29, 1999 to July
29, 1999.

BEC Funding LLC was organized on January 29, 1999 under the laws of the State of
Delaware for the sole purpose of acquiring and holding transition property and
issuing notes secured by the transition property. The transition property is a
property right created under Massachusetts law that includes the right to access
and collect a non-bypassable charge, called an RTC charge, from customers of
BECo. The acquisition of such transition property was accomplished by BEC
Funding LLC issuing $725,000,000 of Notes to the Trust on July 29, 1999. The
notes were issued under an indenture between


                                       3
<PAGE>   4


BEC Funding LLC and The Bank of New York, as note trustee (the "Note Trustee").

The separate financial statements of BEC Funding LLC present results of
operations and its financial condition as it operated as a subsidiary of BECo.
Those financial statements may not be indicative of the results that would have
been achieved had BEC Funding LLC operated as an unaffiliated entity.

BEC Funding LLC's is limited by its organizational documents from engaging in
any activities other than owning the transition property, issuing the notes
secured by the transition property and other limited collateral, and related
activities thereto. Accordingly, income statement effects were limited primarily
to income generated from the transition property, interest expense on the notes
and incidental interest income. The Trust is limited by its organizational
documents from engaging in any activities other than owning the notes, issuing
Rate Reduction Certificates secured by the notes, and activities related
thereto. Accordingly, income statement effects were limited primarily to income
generated from the notes and interest expense on the certificates.

The organizational documents and note indenture covenants also require that BEC
Funding LLC be operated in a manner intended to reduce the likelihood that it
would be consolidated in BECo's bankruptcy estate if BECo became a debtor in a
bankruptcy case.

ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

The Trust has exposure to credit risk for its notes receivable from the Note
Issuer, BEC Funding LLC, which is a wholly-owned subsidiary of BECo, which is a
wholly-owned subsidiary of BEC Energy, which is a wholly-owned subsidiary of
NSTAR. Neither the notes nor the property securing the notes is an obligation of
The Commonwealth of Massachusetts, or any governmental agency, authority or
instrumentality of The Commonwealth of Massachusetts or of BECo or any of its
affiliates, except for BEC Funding LLC. BEC Funding LLC is legally separate from
BECo. The assets and revenues of BEC Funding LLC, including, without limitation,
the transition property, are not available to creditors of BECo, BEC Energy or
NSTAR.


                                       4
<PAGE>   5


ITEM 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                           (A SPECIAL PURPOSE ENTITY)

             STATEMENT OF NET ASSETS AVAILABLE FOR TRUST ACTIVITIES

                                December 31, 1999

<TABLE>
<CAPTION>
<S>                                                              <C>
                                     ASSETS

Current Assets:
   Due from BEC Funding LLC:
     Interest receivable                                         $ 20,359,814
     Notes receivable - current portion due in one year            78,441,458
                                                                 ------------
   Total current assets                                            98,801,272

   Due from BEC Funding LLC:
           Long Term Notes receivable                             646,332,547
                                                                 ------------

   Total Assets                                                  $745,133,819
                                                                 ============

                                   LIABILITIES

Current Liabilities:
   Current Portion of Certificates outstanding                   $ 78,441,458
   Interest Payable on Certificates outstanding                    20,359,814
                                                                 ------------
   Total current liabilities                                       98,801,272

Long Term Certificates outstanding, net
   of unamortized debt discount                                   646,332,547
                                                                 ------------

   Total Liabilities                                             $745,133,819
                                                                 ------------

Net Assets Available for Trust Activities                        $          0
                                                                 ============
</TABLE>

    The accompanying notes are an integral part of the financial statements.


                                       5
<PAGE>   6


                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                           (A SPECIAL PURPOSE ENTITY)

        STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR TRUST ACTIVITIES

   for the period from July 27, 1999 (date of inception) to December 31, 1999

<TABLE>
<CAPTION>
<S>                                                                        <C>
   Additions:

      Due from BEC Funding LLC                                             $ 724,774,005
      Interest Income                                                         20,359,814

   Deductions:

      Certificates Outstanding                                             $(724,774,005)
      Interest Expense                                                       (20,359,814)
                                                                           -------------

   Net Assets Available for Trust Activities at December 31, 1999          $         -0-
                                                                           =============
</TABLE>


    The accompanying notes are an integral part of the financial statements.


                                       6
<PAGE>   7


                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                           (A SPECIAL PURPOSE ENTITY)

                          NOTES TO FINANCIAL STATEMENTS

A.   OVERVIEW

     The Massachusetts RRB Special Purpose Trust BEC-1 ("the Trust") was
     established on July 27, 1999 as a Delaware business trust. The
     Massachusetts Development Finance Agency and the Massachusetts Health and
     Educational Facilities Authority formed the Trust to issue bonds pursuant
     to certain provisions of Chapter 164 of the Acts of the Massachusetts
     General Court of 1997 (the "Electric Industry Restructuring Act"). The
     Trust issued $725,000,000 of Rate Reduction Certificates ("certificates")
     on July 29, 1999 for the purpose of acquiring related notes from BEC
     Funding LLC (the "Note Issuer"). The Massachusetts Development Finance
     Agency, the Massachusetts Health and Educational Facilities Authority and
     The Bank of New York (Delaware), a Delaware banking corporation, acting as
     the Delaware Trustee, entered into a Declaration of Trust to form the
     Trust. The Trust is not an agency nor instrumentality of The Commonwealth
     of Massachusetts. The Trust has minimal assets other than the notes. The
     Declaration of Trust does not permit the Trust to engage in any activities
     other than holding the notes, issuing the certificates, and engaging in
     other related activities.

     Each class of certificates represents a fractional undivided beneficial
     interest in a related class of notes issued by BEC Funding LLC, including
     all amounts due and to become due under the related class of notes, and
     represents the right to receive the payments on the related class of notes.

     The Note Issuer, the Massachusetts Development Finance Agency, the
     Massachusetts Health and Educational Facilities Authority, the Trust, the
     Delaware Trustee and the certificate trustee have entered into a fee and
     indemnity agreement under which the Note Issuer pays the Delaware trustee's
     and the certificate trustee's reasonable compensation and reasonable fees
     and expenses. The fee and indemnity agreement further provides that the
     Note Issuer will indemnify the Trust, the Delaware trustee, the certificate
     trustee, the Massachusetts Development Finance Agency, the Massachusetts
     Health and Educational Facilities Authority and the Executive Office for
     Administration and Finance of The Commonwealth of Massachusetts for, and
     hold them harmless against, among other things, any loss, liability or
     expense incurred by them arising from the failure of any party to perform
     its obligations under various transaction documents. Neither the
     certificates, the notes or the property securing the notes is an obligation
     of The Commonwealth of Massachusetts or any governmental agency, authority
     or instrumentality of The Commonwealth of Massachusetts or of BEco or any
     of its affiliates, except for BEC Funding LLC, which is an affiliate of
     BECo.

     The fiscal year of the Trust is the calendar year.

     BASIS OF PRESENTATION

     Substantially all expenses of the Trust are paid by the Note Issuer, BEC
     Funding LLC. Revenues and expense are recorded on the accrual basis.

B.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

     REVENUE AND EXPENSE RECOGNITION

     The Trust recognizes revenues, interest income and interest expense on the
     notes, which are the only assets and liabilities of the Trust, on the
     accrual basis.


                                       7
<PAGE>   8


                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                           (A SPECIAL PURPOSE ENTITY)

                    NOTES TO FINANCIAL STATEMENTS, CONTINUED

     INCOME TAXES

     The Trust is considered to be a grantor trust for income tax purposes and
     accordingly there is no provision for income taxes.

     USE OF ESTIMATES

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts of assets and liabilities and
     disclosure of contingent assets and liabilities at the date of the
     financial statements and the reported amounts of revenues and expenses
     during the reporting period. Actual results could differ from those
     estimates.

     CONCENTRATION OF CREDIT RISK

     The Trust has exposure to credit risk for its notes receivable from the
     Note Issuer. BEC Funding LLC is a wholly-owned subsidiary of BECo, which is
     a wholly-owned subsidiary of BEC Energy, which is a wholly-owned subsidiary
     of NSTAR. Neither the notes nor the property securing the notes is an
     obligation of The Commonwealth of Massachusetts, or any governmental
     agency, authority or instrumentality of The Commonwealth of Massachusetts
     or of BECo or any of its affiliates, except for BEC Funding LLC.

C.   CERTIFICATES

     The Trust issued $725,000,000 of Rate Reduction Certificates on July 29,
     1999 pursuant to the certificate indenture among the Trust, the Delaware
     trustee, and the certificate trustee. The certificates were issued in
     minimum denominations of $1,000 and in integral multiples of that amount.
     The certificates consist of five classes as summarized in the table below:

<TABLE>
<CAPTION>
                                                                                                      Scheduled
                                    Initial             Certificate         Final                       Final
                                   Principal             Interest        Distribution                Termination
     Class                          Amount                 Rate              Date                        Date
     -----                         ---------            -----------      ------------                -----------

<S>                              <C>                      <C>              <C>                         <C>
      A-1                        $108,500,000             5.99%            3/15/01                     3/15/03
      A-2                         170,609,837             6.45%            9/15/03                     9/15/05
      A-3                         103,390,163             6.62%            3/15/05                     3/15/07
      A-4                         170,875,702             6.91%            9/15/07                     9/15/09
      A-5                         171,624,298             7.03%            3/15/10                     3/15/12
                                 ------------
             Total               $725,000,000
                                 ============
</TABLE>

     The scheduled final distribution date for a class of certificates is the
     date by which the Trust expects to distribute in full all interest on and
     principal of that class of certificates. The final termination date for a
     class of certificates is the legal maturity date of that class. The failure
     to distribute principal of any class of certificates in full by the final
     termination date for that class is an event of default, and the certificate
     trustee may, and with the written direction of the holders of at least a
     majority in principal amount of all outstanding certificates shall, declare
     the unpaid principal amount of all outstanding notes and accrued interest
     to be due and payable.


                                       8
<PAGE>   9


                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                           (A SPECIAL PURPOSE ENTITY)

                    NOTES TO FINANCIAL STATEMENTS, CONTINUED

     Interest on each class of certificates will accrue from its issuance date
     at the interest rate set forth in the table above. Beginning March 15,
     2000, the trust is required to distribute interest semiannually on March 15
     and September 15 (or, if any distribution date is not a business day, the
     following business day) of each year. On each distribution date, the
     certificate trustee will distribute interest to the extent paid on the
     related class of notes to the holders of each class of certificates as of
     the close of business on the record date. The record date for any
     distribution of interest on and principal of the certificates will be the
     business day immediately before the distribution date. Each distribution
     date will also be a payment date for interest on and principal of the
     notes.

     On each distribution date, the certificate trustee will distribute
     principal as paid on the related class of notes to the holders of each
     class of certificates as of the close of business on the record date.

     Long-term Rate Reduction Certificate redemptions due in the years ended
     December 31 in each of the next five years ended December 31, 2000, 2001,
     2002, 2003, and 2004, are scheduled to be $78,441,458 (of which a scheduled
     $40,000,000 payment was made on the scheduled maturity date), $62,428,264,
     $70,225,942, $68,014,173, and $68,740,411, respectively. The estimated fair
     market values at December 31, 1999 of the Class A-1, Class A-2, Class A-3,
     Class A-4 and Class A-5 Rate Reduction Certificates was $108,022,600,
     $168,613,702, $101,436,089, $168,022,077 and $167,659,776, respectively,
     based upon quoted market prices for similar issues.

D.   NOTES RECEIVABLE

     BEC Funding LLC, the Note Issuer, has issued to the Trust notes in the
     principal amount of $725,000,000, in exchange for the net proceeds from the
     sale of the certificates by the Trust. Each class of notes secures the
     payment of the related class of certificates and has the same principal
     balance, interest rate, amortization schedule and legal maturity date as
     its related class of certificates. The notes consist of five classes, in
     the initial principal amounts and bearing the interest rates and having the
     scheduled maturity and final maturity dates set forth in the table below:

<TABLE>
<CAPTION>
                                   Initial                Note            Scheduled                     Final
                                  Principal             Interest           Maturity                    Maturity
     Class                          Amount                Rate               Date                        Date
     -----                        ---------             --------          ---------                    --------

<S>                              <C>                      <C>              <C>                         <C>
      A-1                        $108,500,000             5.99%            3/15/01                     3/15/03
      A-2                         170,609,837             6.45%            9/15/03                     9/15/05
      A-3                         103,390,163             6.62%            3/15/05                     3/15/07
      A-4                         170,875,702             6.91%            9/15/07                     9/15/09
      A-5                         171,624,298             7.03%            3/15/10                     3/15/12
                                 ------------
           Total                 $725,000,000
                                 ============
</TABLE>

     The scheduled maturity date for a class of notes is the date by which the
     note issuer expects to distribute in full all interest on and principal of
     that class of notes. The final maturity date for a class of notes is the
     legal maturity date of that class.

     INTEREST

     Interest on each class of notes accrues from its issuance date at the
     interest rate set forth in the table above. Beginning March 15, 2000, the
     Note Issuer is required to pay interest semiannually on March 15


                                       9
<PAGE>   10

                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                           (A SPECIAL PURPOSE ENTITY)

                    NOTES TO FINANCIAL STATEMENTS, CONTINUED

     and September 15 (or, if any payment date is not a business day, the
     following business day) of each year, to the Trust. The Note Issuer will
     pay interest on the notes prior to paying principal of the notes.

     On each payment date, the Note Issuer will pay interest as follows:

     -    if there has been a payment default, any unpaid interest payable on
          any prior payment dates, together with interest at the applicable note
          interest rate on any of this unpaid interest; and

     -    accrued interest on the principal balance of each class of notes as of
          the close of business on the preceding payment date, or the date of
          the original issuance of the class of notes if applicable, after
          giving effect to all payments made on the preceding payment date, or
          the date of the original issuance of the class of notes if applicable.

     If there is a shortfall in the amounts necessary to make these interest
     payments, the note trustee will distribute interest pro rata to each class
     of notes based on the outstanding principal amount of that class and the
     applicable interest rate. The Note Issuer will calculate interest on the
     basis of a 360-day year of twelve 30-day months.

     PRINCIPAL

     The Note Issuer will pay principal on each payment date to the holders of
     the notes in accordance with the expected amortization schedule as set
     forth in the prospectus.

     The Note Issuer will not, however, pay principal on a payment date on any
     class of notes if making the payment would reduce the principal balance of
     a class to an amount lower than that specified in the expected amortization
     schedule for that class on that payment date. If an event of default under
     the note indenture has occurred and is continuing, the note trustee may
     declare the unpaid principal amount of all outstanding notes and accrued
     interest to be due and payable.

     The expected amortization schedule for the principal of each class of notes
     gives effect to the payments expected to be made on each payment date and
     is based upon the issuance date of the notes on July 29, 1999 and also the
     following:

     -    payments on the certificates are made on each distribution date,
          commencing March 15, 2000;

     -    the servicing fee equals 0.05 percent annually of the initial
          principal amount of the notes, or $362,500;

     -    there are no net earnings on amounts on deposit in the collection
          account;

     -    the administration fee (which is $75,000 per year, payable
          semiannually) and other ongoing operating expenses are estimated to be
          approximately $220,000 per annum, and these amounts are payable in
          arrears, and;

     -    payments arising from the property securing the notes are deposited in
          the collection account as expected.

     There can be no assurance that the principal balances of the classes of
     notes receivable and the related classes of certificates outstanding will
     be reduced at the rates expected. The actual rates of reduction in class
     principal balances may be slower (but cannot be faster) than the expected
     amortization schedule.


                                       10
<PAGE>   11


                  MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                           (A SPECIAL PURPOSE ENTITY)

                    NOTES TO FINANCIAL STATEMENTS, CONTINUED

     UNAMORTIZED DEBT DISCOUNT

     Unamortized debt discount in the amount of $225,995 is included (net) in
     both Notes receivable and Certificates outstanding on the accompanying
     Statement of Net Assets Available for Trust Activities.

     The note trustee has established a collection account to hold amounts
     remitted by the servicer of the property securing the notes. The notes are
     secured primarily by transition property of the note issuer, which is the
     right to assess and collect all revenues arising from a portion of the
     transition charge included in the bills of all classes of retail users of
     BECo's electric distribution system within its geographic service territory
     as in effect on July 1, 1997. This portion of the transition charge, which
     is a usage-based charge, is referred to as the reimbursable transition
     costs ("RTC") charge. As of December 31, 1999, the RTC charge is
     approximately 1.10 cents per kilowatt-hour.

     THE NOTE ISSUER

     BEC Funding LLC is a special purpose, single member limited liability
     company whose sole member is BECo. BEC Funding LLC is a wholly-owned
     subsidiary of BECo, which is a wholly-owned subsidiary of BEC Energy, which
     is a wholly-owned subsidiary of NSTAR.

     BEC Funding LLC was organized on January 29, 1999 under the laws of the
     State of Delaware for the sole purpose of acquiring and holding transition
     property which BEC Funding LLC acquired on July 29, 1999 from BECo. The
     purchase price of such transition property was paid from net proceeds of
     the notes issued to the Trust. The assets of BEC Funding LLC consist
     primarily of transition property acquired from BECo.

     Both BEC Funding LLC's organizational documents and covenants in the note
     indenture restrict its business activities to financing, purchasing, owning
     and managing transition property. The organizational documents and note
     indenture covenants also require that BEC Funding LLC be operated in a
     manner intended to reduce the likelihood that it would be consolidated in
     BECo's bankruptcy estate if BECo became a debtor in a bankruptcy case.

     BEC Funding LLC is legally separate from BECo. The assets and revenues of
     BEC Funding LLC, including, without limitation, the transition property,
     are not available to creditors of BECo nor BEC Energy nor NSTAR.

     ITEM 9.
     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON FINANCIAL DISCLOSURE

     None.


                                       11
<PAGE>   12


                                    PART III

ITEM 10.
DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The Bank of New York (Delaware), a Delaware banking corporation, acts as the
Delaware Trustee, pursuant to the Declaration of Trust that formed the Trust in
July 1999. The Trust has no executive officers or directors.


ITEM 11.
EXECUTIVE COMPENSATION

Not applicable.


ITEM 12.
SECURITY OWNERSHIP OF BENEFICIAL OWNERS AND MANAGEMENT

Not applicable.


ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Not applicable.



                                     PART IV


                                       12
<PAGE>   13


ITEM 14.
EXHIBITS, FINANCIAL STATEMENTS SCHEDULES, AND REPORTS ON FORM 8-K.

     a)   The following designated documents and exhibits are filed herewith
          and/or incorporated by reference:

          Statement of Net Assets Available for Trust Activities as of December
          31, 1999; and Statement of Changes in Net Assets Available for Trust
          Activities for the period July 27, 1999 (date of inception) to
          December 31, 1999.

          Exhibit 3.1  - Declaration of Trust (A)

          Exhibit 4.1  - Note Indenture of BEC Funding LLC (A)

          Exhibit 4.2  - Certificate Indenture (A)

          Exhibit 4.3  - Rate Reduction Certificates (A)

          Exhibit 10.1 - Transition Property Purchase and Sale Agreement (A)

          Exhibit 10.2 - Transition Property Servicing Agreement (A)

          Exhibit 10.3 - Note Purchase Agreement (A)

          Exhibit 10.4 - Administration Agreement (A)

          Exhibit 10.5 - Fee and Indemnity Agreement (A)

          Exhibit 27.1 - Financial Data Schedule for the period July 27, 1999
                         (date of inception) to December 31, 1999.

          Exhibit 99.1 - Issuance Advice Letter (A)

          Exhibit 99.2 - Report of Independent Accountants

          ------------
          (A) Incorporated by reference to the similarly titled exhibit to the
              current report on Form 8-K filed by BEC Funding LLC on August 13,
              1999.

     b)   Reports on Form 8-K


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<PAGE>   14


          There were no reports on Form 8-K filed in the fourth quarter of 1999.







                                       14
<PAGE>   15
                                SIGNATURE

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



                                   MASSACHUSETTS RRB SPECIAL PURPOSE TRUST BEC-1
                                   ---------------------------------------------
                                                   (Registrant)


                                          By: The Bank of New York (Delaware),
                                              as Delaware Trustee

Date: March 28, 2000                          /s/ Thomas J. Provenzano
                                              ---------------------------------
                                              Name: Thomas J. Provenzano
                                              Title: Vice President


                                       15