1

                                                                    Exhibit 99.2

                        REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors
of Massachusetts RRB Special Purpose Trust BEC-1:

In our opinion, the accompanying statement of net assets available for trust
activities and statement of changes in net assets available for trust activities
present fairly, in all material respects, the net assets available for trust
activities of Massachusetts RRB Special Purpose Trust BEC-1 at December 31, 1999
and the changes in net assets available for trust activities for the period from
July 27, 1999 (date of inception) to December 31, 1999 in conformity with
accounting principles generally accepted in the United States. These financial
statements are the responsibility of the Company's management; our
responsibility is to express an opinion on these financial statements based on
our audit. We conducted our audit of these statements in accordance with
auditing standards generally accepted in the United States, which require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for the opinion expressed above.


PricewaterhouseCoopers LLP


Boston, Massachusetts
January 26, 2000