GREEN TREE FINANCIAL CORP
8-K, 1996-12-20
ASSET-BACKED SECURITIES
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<PAGE>
 
                      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): December 16, 1996


            GREEN TREE SECURITIZED NET INTEREST MARGIN TRUST 1994-B
            -------------------------------------------------------
             (Exact name of registrant as specified in its charter)



          MINNESOTA                   33-53527              41-1786620
- -------------------------------------------------------------------------------
(State or other jurisdiction        (Commission           (IRS employer
     of incorporation)              file numbers)       identification no.)



1100 LANDMARK TOWERS, 345 ST. PETER STREET, SAINT PAUL, MINNESOTA  55102-1639
- -------------------------------------------------------------------------------
 (Address of principal executive offices)                          (Zip code)


      Registrant's telephone number, including area code: (612) 293-3400
                                                          ---------------


                                NOT APPLICABLE
- -------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)
<PAGE>
 
ITEM 5.   OTHER EVENTS.

          Pursuant to the Pooling and Servicing Agreement between Green Tree
          Financial Corporation (the "Servicer") and First Bank National
          Association (the "Trustee"), on December 16, 1996, the Trustee made
          distributions to the holders of the certificates representing
          interests in the Trust (the "Certificateholders") and delivered to
          the Certificateholders the Monthly Report required by Section 1.01 of
          the Servicing Agreement attached hereto as Exhibit 99.1.

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

          (c)  Exhibits.

               The following is filed herewith.  The exhibit number corresponds
               with Item 601(b) of Regulation S-K.

               Exhibit No.        Description
               -----------        -----------

                  99.1            Monthly Report delivered to 
                                  Certificateholders on
                                  December 16, 1996
<PAGE>
 
     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.

Dated:  December 16, 1996


                                       SECUTIZED NET INTEREST MARGIN
                                       TRUST 1994-B

                                       By  GREEN TREE FINANCIAL CORPORATION
                                           as Servicer with respect to the Trust

 
                                       By: /s/Phyllis A. Knight
                                           ----------------------------------
                                              PHYLLIS A. KNIGHT
                                              Vice President and Treasurer
<PAGE>
 
                               INDEX TO EXHIBITS



EXHIBIT
NUMBER                                                           PAGE
- ------                                                           ----

 99.1     Monthly Report delivered to Certificateholders           5
          on December 16, 1996.

<PAGE>
 
                          GREEN TREE FINANCIAL CORP.
                       NET INTEREST MARGIN TRUST 1994-B
                                 November 1996
                           PAYMENT December 16, 1996
              7.85% SECURITIZED NET INTEREST MARGIN CERTIFICATES

                                        CUSIP#393534AB8
                                        Trust Account #33-31958-0
                                        Distribution Date: December 16, 1996
<TABLE>
<CAPTION>
 
SECURITIZED NET INTEREST MARGIN                                   PER $1,000
CERTIFICATES                                                       ORIGINAL
- -------------------------------                                   ----------
<S>          <C>                        <C>                       <C>
 
1.   Amount Available                        2,307,118.41
 
Interest
 
2.   Aggregate Interest                        304,670.52         3.29730000
 
3.   Amount Applied to:
     (a)  accrued but unpaid Interest
 
4.   Remaining:
     (a)  accrued but unpaid Interest          304,670.52
 
5.   Monthly Interest
 
Principal
 
6.   Current month's principal
     distribution                            2,002,447.89        21.67151396
 
7.   Remaining outstanding principal
     balance                                44,571,389.83        482.3743488
     Pool Factor                                .48237435
 
8.   Present value of the projected
     remaining aggregate cashflows of
     the Finance I Assets and the
     Residual Assets, as of the immediately
     preceding Distribution Date          66,858,772.20**
 
9.   Aggregate principal balance of
     loans refinanced by Green Tree
     Financial Corp.                         1,269,564.10

10.  Weighted average CPR                           8.91%
</TABLE>
<PAGE>
 
                          GREEN TREE FINANCIAL CORP.
                       NET INTEREST MARGIN TRUST 1994-B
                                 November 1996
                           PAYMENT December 16, 1996
              7.85% SECURITIZED NET INTEREST MARGIN CERTIFICATES
                                    Page 2

                                     CUSIP#393534AB8
                                     Trust Account #33-31958-0
                                     Distribution Date: December 16, 1996



<TABLE>
<CAPTION>
 
 
<S>           <C>                           <C>         
11.   Weighted average CDR                  1.79%
      
12.   Annualized net loss percentage         .78%
      
13.   Delinquency               30-59 day   1.11%
                                60-89 day   0.34%
                                90+ day     0.85%  
                                Total 30+   2.30%
 
</TABLE>


First Trust N.A. Paying Agent/Bondholder Relations (612) 973-6700

**Present value of the projected remaining cashflows is based on estimated
future performance of the underlying loans. These projections are subject to
ongoing evaluation based upon a number of factors, including historical
performance. As such, this projected value may change periodically, not only as
a result of actual experience but also as a result of revisions made to the
assumptions upon which such projections are based.

The assumptions utilized in projecting this value are in the process of being
re-assessed at the time of publication of this report. The amount shown
represents the present value of projected remaining cashflows based on
assumptions similar to those used in the previous period.
<PAGE>
 
<TABLE>
<CAPTION>
 
 
GREEN TREE FINANCIAL CORP.
NET INTEREST MARGIN TRUST 1994-B
November, 1996
PAYMENT December 16, 1996
 
                                                  Fee Assets
                                   ----------------------------------------
 
                                    Guarantee       Inside      Fee Asset
                                      Fees           Refi         Total
                                   ----------     -----------  ------------
<S>                                <C>            <C>          <C> 
GTFC 1994-1                        760,716.50      19,297.86    780,014.36
GTFC 1994-2
GTFC 1994-3
GTFC 1994-4
                                   ----------     -----------  ------------
                                   760,716.50      19,297.86    780,014.36
 
 
Total amount of Guarantee Fees and Inside                       780,014.36
Refinance Payments
 
Subordinated Servicing Fees                                     228,241.58
 
Payment on Finance 1 Note                                     1,008,255.94
 
Allocable to Interest (current)                                 109,605.14
 
Allocable to accrued but unpaid Interest                               .00
 
Accrued and unpaid Trustee Fees                                        .00
 
Allocable to Principal                                          898,650.80
 
Finance 1 Note Principal Balance                             15,856,274.83
 
</TABLE>
<PAGE>
 
                           GREEN TREE FINANCIAL CORP.
                        NET INTEREST MARGIN TRUST 1994-B
                                 November 1996
                           PAYMENT December 16, 1996
<TABLE>
<CAPTION>
 
                                            Inside
                               Residual      Refi        Total
                             ------------  ---------  ------------
<S>                          <C>           <C>        <C>
 
GTFC 1994-1                           .00        .00           .00
GTFC 1994-2                    482,771.45  11,815.79    494,587.24
GTFC 1994-3                    260,337.06  20,228.32    280,565.38
GTFC 1994-4                    484,460.79  39,249.06    523,709.85
                             -------------------------------------
                             1,227,569.30  71,293.17  1,298,862.47
 
Total Residual and Inside
Refinance Payments                                    1,298,862.47
 
</TABLE>


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