1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): July 29, 1999 ------------------------------ BOSTON EDISON COMPANY - -------------------------------------------------------------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Massachusetts 1-2301 04-1278810 - -------------------------------------------------------------------------------- (STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.) 800 Boylston Street, Boston, MA 02199 - -------------------------------------------------------------------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER: (617) 424-2000 ------------------------------------------------- N/A - -------------------------------------------------------------------------------- (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) 1 2 ITEM 5. OTHER EVENTS On July 29, 1999, BEC Funding LLC, a subsidiary of Boston Edison Company, closed the sale of $725 million of notes to Massachusetts RRB Special Purpose Trust BEC-1, a special purpose trust. The trust in turn sold $725 million of rate reduction bonds to the public. The notes were issued in five classes with varying maturities. The bonds were issued in five identical classes with identical maturities. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (A) NOT APPLICABLE (B) NOT APPLICABLE (C) EXHIBITS: 10.13 Underwriting Agreement 10.14 Transition Property Purchase and Sale Agreement 10.15 Transition Property Servicing Agreement 10.16 Administration Agreement 10.17 Limited Liability Company Agreement of BEC Funding LLC 99.4 Note Indenture 99.5 Certificate Indenture 99.6 Declaration of Trust 99.7 Notes 99.8 Rate Reduction Certificates 99.9 Note Purchase Agreement 99.10 Fee and Indemnity Agreement 99.11 Issuance Advice Letter 99.12 Certificate of Formation of BEC Funding LLC 99.13 Financing Order 2 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Boston Edison Company Date: August 13, 1999 By: /s/ Robert J. Weafer, Jr. ------------------------------------ Name: Robert J. Weafer, Jr. Title: Vice President - Finance, Controller and Chief Accounting Officer 3 4 EXHIBIT INDEX The following designated exhibits are filed herewith: 10.13 Underwriting Agreement 10.14 Transition Property Purchase and Sale Agreement 10.15 Transition Property Servicing Agreement 10.16 Administration Agreement 10.17 Limited Liability Company Agreement of BEC Funding LLC 99.4 Note Indenture 99.5 Certificate Indenture 99.6 Declaration of Trust 99.7 Notes 99.8 Rate Reduction Certificates 99.9 Note Purchase Agreement 99.10 Fee and Indemnity Agreement 99.11 Issuance Advice Letter 99.12 Certificate of Formation of BEC Funding LLC 99.13 Financing Order 4