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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, 1997 or
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: 333-38687-02 (no 1934 Act number)
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Exact name of Registrant as specified in its charter:
GREEN TREE LEASE FINANCE 1997-1, LLC
State or other jurisdiction of incorporation or organization): Delaware
I.R.S. Employer Identification No.: 41-1892359
Address of principal executive offices:
1100 Landmark Towers, 345 St. Peter Street, Saint Paul, Minnesota 55102-1639
Registrant's telephone number, including area code: (651) 293-3400
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Lease-Backed Notes
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 or any amendment to this
Form 10-K. [X]
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PART I
Item 1. BUSINESS.
The sole business of Green Tree Lease Finance 1997-1, LLC (the
"Issuer") is to hold the Leases and to apply the proceeds thereof to
make payments to the Noteholders, as described in the Issuer's
Prospectus dated December 19, 1997, and the related Registration
Statement on Form S-1 (File Nos. 333-38687, 333-38687-01 and
333-38687-02).
Item 2. PROPERTIES.
Not applicable.
Item 3. LEGAL PROCEEDINGS.
Not applicable.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
As of December 31, 1997, the Issuer had 80 holders of record of the
Notes, computed in accordance with Rule 12g5-1 under the Securities
Exchange Act of 1934, as amended.
Item 6. SELECTED FINANCIAL DATA.
Not applicable.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION.
Not applicable.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Not applicable.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
Not applicable.
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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 AND MANAGEMENT.
Not applicable.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Not applicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) The Independent Accountant's Report, delivered pursuant to Section
3.11 of the Contribution and Servicing Agreement dated as of December
1, 1997, is filed herewith.
(b) None.
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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.
GREEN TREE LEASE FINANCE 1997-1, LLC
Date: December 11, 1998 By: /s/ Joel H. Gottesman
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Joel H. Gottesman
Senior Vice President and Secretary
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EXHIBIT INDEX
Item
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99.1 The Independent Accountant's Report, delivered pursuant to Section 3.11
of the Contribution and Servicing Agreement dated as of December 1,
1997.
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Exhibit 99.1
KPMG PEAT MARWICK LLP
4200 Norwest Center
90 South Seventh Street
Minneapolis, MN 55402
INDEPENDENT ACCOUNTANTS' REPORT
The Board of Directors
Green Tree Financial Corporation:
We have examined management's assertion about Green Tree Financial Corporation's
(the Company) compliance with the minimum servicing standards set forth in the
Mortgage Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR
MORTGAGE BANKERS (USAP) as of and for the year ended December 31, 1997 included
in the accompanying management assertion. Management is responsible for Green
Tree Financial Corporation's compliance with those minimum servicing standards.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about Green Tree Financial Corporation's
compliance with the minimum servicing standards and performing such other
procedures as we considered necessary in the circumstances. We believe that our
examination provides a reasonable basis for our opinion. Our examination does
not provide a legal determination on Green Tree Financial Corporation's
compliance with the minimum servicing standards.
In our opinion, management's assertion that Green Tree Financial Corporation has
complied in all material respects with the aforementioned minimum servicing
standards as of and for the year ended December 31, 1997 is fairly stated, in
all material respects.
/s/ KPMG Peat Marwick LLP
January 27, 1998
