SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 10-K/A

[X]      Annual  report  pursuant  to  Section  13 or  15(d)  of the Securities
         Exchange   Act  of  1934   for   the  period  from September 29,  1999
         (Commencement of Operations) to 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  333-63005-01

                            SSB VEHICLE SECURITIES INC.
             (Exact name of registrant as specified in its charter)

         Delaware                                            N/A
(State or other jurisdiction of                           I.R.S. Employer
incorporation or organization)                            Identification No.)

c/o The Chase Manhattan Bank, as Indenture Trustee
450 West 33rd Street
New York, New York                                        10001
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code : (212) 783-7000

                  SSB VEHICLE SECURITIES INC.
                  BMW VEHICLE OWNER TRUST 1999-A
       (Title of each class of securities covered by this Form)

Securities registered pursuant to Section 12(b) of the Act:  None
Securities registered pursuant to Section 12(g) 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 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. Yes [X] 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 registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference  in Part III of this Form 10-K/A or any  amendment to
this Form 10-K/A. [X]

Documents incorporated by reference:  None

                                   Page 1 of 5
             This report consists 13 of consecutively numbered pages.

<PAGE>
                           AMENDMENT NUMBER 1 OF 1


                                      -2-
<PAGE>

SSB VEHICLE SECURITIES INC.
BMW VEHICLE OWNER TRUST 1999-A
-----------------------------------------------------------------------


PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a) The following documents are filed as part of this report:

    (1) Financial Statements:
         Omitted.

    (2)  Financial Statement Schedules:
         Omitted.

    (3)  Exhibits:

   Annual  Servicer  Statement of  Compliance,  filed as Exhibit 99.1 hereto.
   Annual Statement of  Independent  Accountants  Report for the Servicer,
           filed as Exhibit 99.2 hereto.

(b)   Reports on Form 8-K: The  following  Current  Reports on Form 8-K were
      filed by the Registrant during the last quarter of 1999.

      Current  Reports   on Form 8-K,   dated   October 25,  1999,  November 26,
     1999,  and  December  27,  1999,  were filed for the  purpose of filing the
     Monthly  Statement  sent to the  Holders of the  Offered  Certificates  for
     payments made on the same dates.  The items reported in such Current Report
     were Item 5 (Other Events).


(c)   Exhibits to this report are listed in Item (14)(a)(3) above.

                                      -3-
<PAGE>


SIGNATURE

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


                                    SSB VEHICLE SECURITIES INC.



Date:  May 25, 2000                By:  /s/Ted Yarbrough
                                    -----------------------------
                                    Ted Yarbrough
                                    Assistant Vice President



                                      -4-
<PAGE>




                                 EXHIBIT INDEX

Exhibit     Description                                         Page

 99.1       Servicer's Annual Statement of Compliance             6
 99.2       Servicer's Annual Independent Accountant's Report     8



                                      -5-
<PAGE>


                                EXHIBIT 99.1


                Servicer's Annual Statement of Compliance


                                      -6-

<PAGE>
                        OFFICER'S CERTIFICATE

To: The Chase Manhattan Bank, as Indenture Trustee

     This Compliance  Certificate is furnished  pursuant to Section 4.10 of that
certain Sale and Servicing Agreement dated as of September 1, 1999, among BMW FS
Funding  Corp.,  as  Seller,  BMWFS,  as  Seller,  Servicer,  Administrator  and
Custodian,  Chase Manhattan Bank, as Indenture Trustee,  SSB Vehicle Securities,
Inc., as Depositor,  and the BMW Vehicle Owner Trust 1999-A as Issuer (the "Sale
and Servicing  Agreement") (all capitalized terms used herein without definition
have the respective meanings specified in the Sales and Servicing Agreement).


THE UNDERSIGNED HEREBY CERTIFIES THAT:

     1. I am a duly authorized officer of the Servicer;

     2. I have reviewed the terms of the Sale and Servicing Agreement and I have
made, or have caused to be made under my  supervision,  a detailed review of the
transactions  and  conditions  of  the  Servicer  and  the  performance  of  its
obligations thereunder during the period from September 29, 1999 to December 31,
1999;

     3. The examinations  described in paragraph 2 did not disclose,  and I have
no knowledge  of, the  existence of any  condition or event which  constitutes a
Termination Event or Potential  Termination  Event, as each such term is defined
under the Sale and  Servicing  Agreement,  during the period from  September 29,
1999 to December 31, 1999, except as set forth below.

     Described below are the exceptions,  if any, to paragraph 3 by listing,  in
detail,  the nature of the  condition or event,  the period  during which it has
existed and the action which the Servicer has taken,  is taking,  or proposes to
take with respect to each such condition or event:

     IN WITNESS  WHEREOF,  I have affixed  hereunto set my hand this 10th day of
April, 2000.

By:  BMW Financial Services NA, Inc.

     /s/  John Christman

        John Christman
Title:  Vice President, Finance and Risk




                                    -7-

<PAGE>

                                EXHIBIT 99.2


                Servicer's Annual Independent Accountant's Report


                                      -8-

<PAGE>

KMPG
345 Park Avenue
New York, NY 10154

Telephone 212 758 9700
Fax 212 758 9819


                       Independent Accountant's Report
                     On Applying Agreed-Upon Procedures

Board of Directors
BMW Financial Services NA. Inc.
5515 Parkcenter Circle
Dublin, OH 43017

Ladies and Gentlemen:

We have performed the procedures  enumerated below, which were  agreed to by BMW
Financial  Serivces  NA,  Inc.  (BMW FS or the  Servicer),  solely to assist the
addressee  in  evaluating  the  accuracy  of certain  specified  information  in
connection  with  the  Sales  and  Servicing  Agreement  (the  Agreement)  dated
September 1, 1999 among BMW Vehicle Owner Trust 1999-A,  as Issuer,  SSB Vehicle
Securities,  Inc., as Depositor, BMW FS, as Seller, Servicer,  Administrator and
Custodian, BMW FS Funding Corporation,  as Seller, and The Chase Manhattan Bank,
as Indenture Trustee.

This engagement to apply agreed-upon procedures was performed in accordance with
standards established by the American Institute of Certified Public Accountants.
The  sufficiency  of  the  procedures  is  solely  the   responsibility  of  the
addressees. Consequently, we make no representation regarding the sufficiency of
the procedures  described below either for the purpose for which this report has
been requested or for any other purpose.

For purposes of presenting our procedures  and findings,  the phrase  "compared"
means  compared  and found to be in  agreement  with,  unless  otherwise  noted.
"Recalculated"  means  recomputed  and  found to be in  agreement  with,  unless
otherwise noted.

In connection with the agreed upon procedures:

We are independent  certified public accountants with respect to the Servicer as
contemplated  by Rule 101 of the Code of  Professional  Conduct of the  American
Institute of Certified Public Accountants.

Our procedures and findings were as follows:


1. a) We  obtained  from the  Servicer a copy of the  December  1, 1999  through
December 31, 1999 Monthly  Servicing  Report (the Report) dated January 25, 2000
for BMW Vehicle Owner Trust I999-A. This Report was prepared by the Servicer and
is attached as Exhibit 1.

     b) We compared all amounts and  percentages  appearing on the Report and on
the  monthly  summaries  prepared  by the  Servicer  in support of the Report to
computer  reports and schedules  prepared by the Servicer.  where applicable (as
identified  by the letter A on Exhibit 1), or to the previous  month's  Servicer
Report  (as  identified  by  the  letter  B on  Exhibit  1).  The  Servicer  has
represented  that such computer  reports and schedules  were  extracted  from or
derived  from  the BMW FS  accounting  records.  Other  applicable  amounts  and
percentages  appearing on the Report were  recalculated  (as  identified  by the
letter C on Exhibit 1).

The following exceptions were noted:

     The dollar  amount of  "Receipts of  Scheduled  Principal"  included on the
Report is  $19,290,898  but the  corresponding  dollar  amount  appearing on the
supporting computer report was $19,007,776.  However, management has provided us
with additional  supporting  documentation  for the difference noted between the
dollar  amount  included  on the  Report  and the  corresponding  dollar  amount
appearing on the supporting computer report.

     The dollar  amount of  "Receipts  of  Interest"  included  on the Report is
$6,003,868  but the  corresponding  dollar  amount  appearing on the  supporting
computer  report  was  $6,271,656.  However,  management  has  provided  us with
additional supporting  documentation for the difference noted between the dollar
amount included on the Report and the  corresponding  dollar amount appearing on
the supporting computer report.

     The amount of "Number of Contracts-Ending Period" included on the Report is
50,000 but the corresponding  amount appearing on the supporting computer report
was 49,980.

                                        -9-
<PAGE>


2. We obtained from the Servicer a schedule reflecting the expected last payment
due date for all  accounts in the pool of loans  included  in BMW Vehicle  Owner
Trust  1999-A as of  December  31,  1999.  This  schedule  provided to us by the
Servicer  indicated  that the last expected  payment due date for any individual
loan  account  is May 2005.  Such date is earlier  than six months  prior to the
Final Scheduled  Maturity Date (May 2006), as indicated in the BMW Vehicle Owner
Trust 1999-A Prospectus dated September 22, 1999.

We were not engaged to, and did not,  perform an audit,  the  objective of which
would be the expression of an opinion on the specified  elements,  accounts,  or
items  noted  above.  Accordingly,  we do not express  such an  opinion.  Had we
performed additional procedures,  other matters might have come to our attention
that would have been reported to you.

This report is intended  solely for the use of the  addressees and should not be
used by those who have not agreed to the procedures and taken responsibility for
the  sufficiency  of the  procedures  for  their  purposes.  However,  it is our
understanding  that the Servicer will provide copies of this report to The Chase
Manhattan Bank, as Indenture  Trustee,  and Wilmington  Trust Company,  as Owner
Trustee,  in accordance with Section 4.11 of the Agreement.  The receipt of this
report by such parties  acknowledges the sufficiency of the procedures performed
for their purposes.

The terms of our  engagement  are such that we have no obligation to update this
letter because of events and  transactions  occurring  subsequent to the date of
this letter.


/s/  KPMG

March 8, 2000

                                        -10-
<PAGE>
<TABLE>

<S>       <C>       <C>
EXHIBIT 1

BMW Vehicle Owner Trust 1999-A
Collection Period Ending 12/31/1999
Distribution Date:  01/25/2000

---------------------------------------------------------------------------------------------------------------------------------
Balances
---------------------------------------------------------------------------------------------------------------------------------
                                                                              Initial                Period End
    Receivables                                                 A       $1,000,392,272      A      $980,844,509
    Pre-Funding Account                                         |         $112,777,957      |                $0
    Capitalized Interest Account                                |           $2,509,221      |                $0
    Reserve Account                                             |          $37,514,710      C       $46,078,136
    Certificate Interest Reserve Account                        |           $1,153,970      |        $1,153,970
    Yield Supplement Overcollateralization                      |          $18,170,230      |       $18,170,229
    Class A-1 Notes                                             |         $190,000,000      |       $57,674,286
    Class A-2 Notes                                             |         $400,000,000      |      $400,000,000
    Class A-3 Notes                                             |         $300,000,000      |      $300,000,000
    Class A-4 Notes                                             |         $171,600,000      |      $171,600,000
    Class B Certificates                                        |          $33,400,000      |       $33,400,000


   Current Collection Period
   ------------------------------------------------------------------------------------------------------------
   Beginning Receivables Outstanding                             B         $902,284,105
   Subsequent Receivables Added                                  A         $112,777,951
   Calculation of Total Distribution Amount
     Regular Principal Distributable Amount
       Receipts of Scheduled Principal                           A          $19,290,898
       Receipts of Pre-Paid Principal                            |          $14,739,888
       Principal Balance Allocable to Liquidated Receivables     |             $186,760
       Principal Balance Allocable to Purchased Receivables                          $0
      Total Receipts of Principal                                C          $34,217,547

     Interest Distribution Amount
       Receipts of Interest                                       A          $6,003,868
       Servicer Advances                                          |            $832,499
       Reimbursement of Previous Servicer Advances                |            $985,299
       Interest Allocable to Liquidated Receivables               |            $103,403
       Accrued Interest on Purchased Receivables                  |                  $0
       Recoveries                                                 |             $15,335
       Net Investment Earnings                                    |            $539,742
     Total Receipts of Interest                                   C          $6,509,548

       Release from Yield Supplement Overcollateralization                           $0
       Release from Certificate Interest Reserve Account                             $0
       Release from Pre-Funding Account                           A                  $6

    Total Distribution Amount                                     C          $40,540,341

    Ending Receivables Outstanding                                A,C       $980,844,509

   Servicer Advance Amounts
   ------------------------------------------------------------------------------------------------------------
    Beginning Period Unreimbursed Previous Servicer Advances      B           $1,658,934
    Current Period Servicer Advances                              A             $832,499
    Current Reimbursement of Previous Servicer Advances           |             $985,299
    Ending Period Unreimbursed Previous Servicer Advances         C           $1,506,134

   Collection Account
   ------------------------------------------------------------------------------------------------------------
    Deposits to Collection Account                                 A         $40,540,341
    Withdrawals from Collection Account
       Servicing Fees                                              C            $751,903
       Noteholder Interest Distribution                            |          $5,008,549
       Noteholder Principal Distribution                           |         $32,217,547
       Certificateholder Interest Distribution                     |            $192,328
       Certificateholder Principal Distribution                    |                  $0
       Reserve Account Deposit                                     |            $370,014
       Certificate Interest Reserve Deposit                        |                  $0
       Unpaid Trustee Fees                                         |                  $0
    Total Distributions from Collection Account                    |         $40,540,341


                                                                 -11-
<PAGE>
   Note Distribution Account
   ------------------------------------------------------------------------------------------------------------

      Amount Deposited from the Collection Account                 C         $39,226,095
      Amount Deposited from the Reserve Account                                       $0
      Amount Paid to Noteholders                                   C         $39,226,095

   Certificate Distribution Account
   ---------------------------------------------------------------------------------------------------------------
      Amount Deposited from the Collection Account                 C            $192,328
      Amount Deposited from the Reserve Account                                       $0
      Amount Deposited from the Certificate Interest Reserve Account                  $0
      Amount Paid to Certificateholders                            C            $192,328

Distributions
---------------------------------------------------------------------------------------------------------------------------
    Monthly Principal Distributable Amount                          Current Payment    Ending Balance   Per $1,000      Factor
    Class A-1 Notes                                                 C   $32,217,547  C    $57,674,286  C   $180.09  C   30.35%
    Class A-2 Notes                                                              $0  |   $400,000,000  |     $0.00  |  100.00%
    Class A-3 Notes                                                              $0  |   $300,000,000  |     $0.00  |  100.00%
    Class A-4 Notes                                                              $0  |   $171,600,000  |     $0.00  |  100.00%
    Class B Certificates                                                         $0  |    $33,400,000  |     $0.00  |  100.00%

    Interest Distributable Amount                                   Current Payment        Per $1,000
    Class A-1 Notes                                                 C      $417,495   C         $2.20
    Class A-2 Notes                                                 |    $2,053,333   |         $5.13
    Class A-3 Notes                                                 |    $1,602,500   |         $5.34
    Class A-4 Notes                                                 |      $935,220   |         $5.45
    Class B Certificates                                            |      $192,328   |         $5.76

Carryover Shortfalls
---------------------------------------------------------------------------------------------------------------------------
                                                            Prior Period Carryover    Current Payment  Per $1,000
    Class A-1 Interest Carryover Shortfall                                      $0                 $0          $0
    Class A-2 Interest Carryover Shortfall                                      $0                 $0          $0
    Class A-3 Interest Carryover Shortfall                                      $0                 $0          $0
    Class A-4 Interest Carryover Shortfall                                      $0                 $0          $0
    Certificate Interest Carryover Shortfall                                    $0                 $0          $0

   Receivables Data
   --------------------------------------------------------------------------------------------------------------------------

                                                                   Beginning Period      Ending Period
      Number of Contracts                                           B        46,256     A       50,000
      Weighted Average Remaining Term                               |         41.18     |        42.74
      Weighted Average Annual Percentage Rate                       |         7.87%     |        8.03%
      Aggregate Principal Balance of Deferred Receivables                        $0                 $0
      Number of Deferred Contracts                                                0                  0

      Delinquencies Aging Profile End of Period                       Dollar Amount         Percentage
         Current                                                    A  $856,402,979      A      87.31%
         1-29 days                                                  |  $110,046,559      |      11.22%
         30-59 days                                                 |   $12,039,538      |       1.23%
         60-89 days                                                 |    $1,950,329      |       0.20%
         90 + days                                                  |      $405,105      |       0.04%
         Total                                                      |  $980,844,509      |     100.00%
         Delinquent Receivables +30 days past due                   C   $14,394,972      C       1.47%



                                                                -12-

<PAGE>

      Liquidated Receivables
         Beginning Period Liquidated Receivables                    B       $56,770
         Current Period Liquidated Receivables                      A      $186,760
         Cumulative Liquidated Receivables                          C      $243,531

         Recoveries                                                 A       $15,335

      Realized Losses
         Beginning Period Realized Losses                           B       $32,426
         Current Period Realized Losses                             C      $171,426
         Cumulative Realized Losses                                 |      $203,852

      Repossessions                                                   Dollar Amount              Units
         Beginning Period Repossessed Receivables Balance           B      $787,063        B        31
         Ending Period Repossessed Receivables Balance              A    $1,051,257        A        42
         Principal Balance of 90+ Day Repossessed Vehicles          |       $41,767        |         1


   Yield Supplement Overcollateralization
   --------------------------------------------------------------------------------------------------------------------------
      Beginning Period Required Amount                              B   $16,275,397
      Beginning Period Amount                                       A   $18,170,229
      Ending Period Required Amount                                 |   $15,673,397
      Current Period Release for Deposit to Collection Account                   $0
      Ending Period Amount                                          C   $18,170,229
      Next Distribution Date Required Amount                        A   $15,082,027

   Capitalized Interest Account
   --------------------------------------------------------------------------------------------------------------------------
      Beginning Period Required Amount                              B    $1,488,934
      Beginning Period Amount                                       |    $1,488,934
      Net Investment Earnings                                       A        $7,016
      Current Period Release to BMW FS Receivables Corp             |    $1,488,934
      Ending Period Required Amount                                 C            $0
      Ending Period Amount                                                       $0

   Pre-Funding Account
   --------------------------------------------------------------------------------------------------------------------------
      Beginning Period Amount                                       B  $112,777,957
      Net Investment Earnings                                       A      $365,214
      Release to Servicer for Additional Loans                      |  $112,777,951
      Current Period Release for Deposit to Collection Account      |            $6
      Ending Period Amount                                          C            $0

   Reserve Account
   --------------------------------------------------------------------------------------------------------------------------
      Beginning Period Required Amount                              B   $45,114,205
      Beginning Period Amount                                       |   $41,478,949
      Net Investment Earnings                                       A      $162,885
      Current Period Deposit                                        |    $4,599,187
      Current Period Release to BMW FS Receivables Corp                          $0
      Ending Period Required Amount                                 C   $49,042,225
      Ending Period Amount                                          |   $46,078,136

   Certificate Interest Reserve Account
   --------------------------------------------------------------------------------------------------------------------------
      Beginning Period Required Amount                              B    $1,153,970
      Beginning Period Amount                                       |    $1,153,970
      Net Investment Earnings                                       A        $4,627
      Current Period Deposit                                        |            $0
      Current Period Release for
        Deposit to Certificate Distribution Account                 |            $0
      Ending Period Required Amount                                 C    $1,153,970
      Ending Period Amount                                          |    $1,153,970

             ----------------------------------------------------------------------------------------------------------
                                                                 -13-


</TABLE>