<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): March 13, 1997
GREEN TREE FINANCIAL CORPORATION
---------------------------------
(Exact name of registrant as specified in its charter)
Delaware 01-08916 41-1807858
-----------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) identification No.)
1100 Landmark Towers, 345 St. Peter Street, Saint Paul, Minnesota 55102-1639
- ------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (612) 293-3400
------------------
Not Applicable
- ------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 1.
Changes in Control of Registrant.
--------------------------------
Not applicable.
Item 2. Acquisition or Disposition of Assets.
------------------------------------
Not applicable.
Item 3. Bankruptcy or Receivership.
--------------------------
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant.
---------------------------------------------
Not applicable.
Item 5. Other Events.
------------
Not applicable.
Item 6. Resignations of Registrant's Directors.
--------------------------------------
Not applicable.
Item 7. Financial Statements and Exhibits.
---------------------------------
Not applicable.
(a) Financial statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
2
<PAGE>
(c) Exhibits.
The following is filed herewith. The exhibit
numbers correspond with Item 601(b) of
Regulation S-K.
Exhibit No. Description
---------- -----------
99 External Computational and
Descriptive Information distributed
in connection with approximately
$250,000,000 Green Tree
Recreational, Equipment & Consumer
Trust 1997-A, issued by Green Tree
Financial Corporation, as Seller and
Servicer.
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 FINANCIAL CORPORATION
By: /s/ Phyllis A. Knight
----------------------------
Phyllis A. Knight
Vice President and Treasurer
3
<PAGE>
Exhibit Number Page
- -------------- ----
99 External Computational and Descriptive Information 5
distributed in connection with approximately
$250,000,000 Green Tree Recreational, Equipment &
Consumer Trust 1997-A, issued by Green Tree Financial
Corporation, as Seller and Servicer.
4
<PAGE>
MORGAN STANLEY [MAP OF WORLD] March 13, 1997
Asset Finance Group
ABS/MBS Capital Markets
- --------------------------------------------------------------------------------
COLLATERAL TERM SHEET
----------------
$250,000,000
(APPROXIMATE)
GREEN TREE FINANCIAL CORPORATION
SELLER AND SERVICER
----------------
GREEN TREE RECREATIONAL, EQUIPMENT & CONSUMER TRUST 1997-A
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
1
<PAGE>
<TABLE>
<CAPTION>
$250,000,000 (Approximate)
Green Tree Recreational, Equipment & Consumer Trust 1997-A
Green Tree Financial Corporation
Seller & Servicer
Transaction Highlights
Expected Average Scheduled Exp. Final
Class Ratings Life Payment Maturity
Size (Moody's to 10% Rate Window to to 10%
Class Class Size (%) /Fitch) Optional Call Index Cap 10% Opt. Call/(1)/ Opt. Call/(1)/
<S> <C> <C> <C> <C> <C> <C> <C> <C>
A-1A $ 65,000,000 26.00% Aaa/AAA 0.93 1-mo. LIBOR 10.75% 23 mos.--4/97-2/99 2/99
A-1B 136,250,000 54.50% Aaa/AAA 2.96 1-mo. LIBOR 12.00% 72 mos.--4/97-3/03 3/03
A-2 12,500,000 5.00% Aa3/AA 2.30 1-mo. LIBOR 10.75% 72 mos.--4/97-3/03 3/03
A-3 11,875,000 4.75% A3/A 2.30 1-mo. LIBOR 10.75% 72 mos.--4/97-3/03 3/03
A-4 9,375,000 3.75% Baa3/BBB 2.30 1-mo. LIBOR 10.75% 72 mos.--4/97-3/03 3/03
B 15,000,000 6.00% Baa1/A 5.99 6.25% of 2/03 UST N/A 1-mo.--3/03 3/03
Note: (1) Assumes pricing prepayment speeds of 28% CPR for motorcycles, 1.0% ABS for trucks, 325% SPA for marine products, and
18% CPR for the remaining assets.
Seller/Servicer: Green Tree Financial Corporation ("Green Tree") is both Seller and Servicer
Indenture Trustee: First Trust National Association (a subsidiary of First Bank System,
Minneapolis, MN)
Owner Trustee: Wilmington Trust Company
Underwriters: MORGAN STANLEY & CO. INCORPORATED (LEAD MANAGER), Merrill Lynch
(co-manager)
Pool Asset Types: Fixed rate, amortizing consumer loans collateralized by Motorcycles,
Trucks, Marine Products, Sport Vehicles, Aircrafts, Recreational Vehicles,
Horse Trailers, and Keyboards
Pricing Prepayment Speed: Motorcycles (28% CPR), Trucks (1% ABS), Marine Products (325% SPA), and
Sport Vehicles, Aircrafts, Horse Trailers, Recreational Vehicles and
Keyboards (each, 18% CPR)
Contract Addition Amount: $53,323,651 (approximately 21% of the financing amount is expected to be
used to purchase contracts on the closing date of the transaction)
Expected Pricing Date: March 14, 1997
Expected Settlement Date: March 20, 1997 (through DTC, CEDEL, or Euroclear for Notes and through DTC
only for the Certificates)
Pricing Structure: Priced to 10% Optional Call
Distribution Dates: The 15th of each month, beginning April 15, 1997. 0-day delay
pricing/payment structure
Day Count Basis: Actual/360 interest accrual on floating rate Notes; 30/360 interest
accrual for fixed rate Certificates
Legal Final Maturity: April 15, 2018
Optional Call Date: On any Distribution Date when the Pool Scheduled Principal Balance is 10%
or less of Cutoff Date Pool Principal Balance
Credit Enhancement: Class A-1A: 19.50% Subordination + Excess Servicing
Class A-1B: 19.50% Subordination + Excess Servicing
Class A-2: 14.50% Subordination + Excess Servicing
Class A-3: 9.75% Subordination + Excess Servicing
Class A-4: 6.00% Subordination + Excess Servicing
Certificates (Class B): Green Tree Limited Guaranty + Excess Servicing
1.50% Reserve Account, available to the Notes only, funded through excess
servicing and reduced to 0.50% when Certificates (Class B) reaches 9.50%
of remaining collateral balance
Trust Tax Status: Owner Trust. The floating rate Notes are debt of the Trust while the
fixed rate Certificates represent ownership interests in the Trust for tax
purposes
ERISA Eligibility: Class A-1A, Class A-1B, Class A-2, Class A-3, and Class A-4 Notes only
- ---------------------------------------------------------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN
ARE TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT.
In the event of any such offering, these materials, including any description of
the consumer loans contained herein, shall be deemed superseded in their entirety
by such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
</TABLE>
2
<PAGE>
Green Tree Recreational, Equipment & Consumer Trust 1997-A
Collateral Description
. The consumer loans (the "Contracts") were originated or purchased by Green
Tree in the ordinary course of business. The information presented below
pertains to Contracts originated through February 26, 1997 (the "Initial
Contracts") as of the Cutoff Date for each such Initial Contract.
Additional Contracts will be purchased by the Trust on the Closing Date
(the "Subsequent Contracts"). Although the Subsequent Contracts sold to
the Trust will have characteristics that differ somewhat from the
characteristics of the Initial Contracts described herein, Green Tree does
not expect that the characteristics of the Subsequent Contracts will vary
materially from those of the Initial Contracts. Additionally, the
Subsequent Contracts will conform to certain criteria specified in the Sale
and Servicing Agreement between Green Tree and the Trust.
. Green Tree expects that, on the Closing Date, the Contract Pool, which will
consist of Initial Contracts and Subsequent Contracts, will have an
aggregate principal balance as of the Closing Date of approximately
$250,000,000. All of the Contracts will be retail installment sales
contracts and promissory notes purchased by Green Tree from dealers who
regularly originate and sell such contracts and notes to Green Tree, or
originated by Green Tree directly. The Contracts are generally prepayable
at any time without penalty.
Initial Contract Pool
<TABLE>
<CAPTION>
% of Cutoff
Date Pool Average
# of % of Scheduled Principal Principal Principal
Asset Type Contracts Contract Pool Balance Balance Balance
- ---------------------- --------- ------------- ------------------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Aircrafts 266 2.42 37,615,755.18 19.13 141,412.61
Trucks 814 7.42 56,340,742.40 8.65 69,214.67
Recreational Vehicles 1,331 12.13 25,158,018.57 2.79 18,901.59
Motorcycles 2,841 25.89 26,236,155.85 3.34 9,234.83
Keyboard Instruments 586 5.34 6,080,821.94 3.09 10,376.83
Marine Products 1,540 14.03 24,153,526.00 2.28 15,684.11
Horse Trailers 837 7.63 8,327,575.56 4.23 9,949.31
Sport Vehicles 2,759 25.14 12,763,753.76 6.49 4,626.22
------ ------- --------------- ------- -----------
Total 10,974 100.00% $196,676,349.26 100.00% $ 17,922.03
====== ======= =============== ======= ===========
Wtd. Avg. Wtd. Avg. Original Wtd. Avg. Wtd. Avg.
Asset Type Contract Rate Scheduled Term Remaining Term/(1)/ LTV Ratio
- --------------------- ------------- ------------------ -------------------- ---------
<S> <C> <C> <C> <C>
Aircrafts 9.72 155.70 155.21 88.82
Trucks 11.26 50.84 50.28 91.93
Recreational Vehicles 10.26 146.11 145.40 80.52
Motorcycles 13.50 65.25 64.25 81.52
Keyboard Instruments 11.49 71.32 70.45 84.64
Marine Products 10.50 138.35 137.04 83.39
Horse Trailers 11.55 115.24 112.76 83.37
Sport Vehicles 15.78 52.13 50.92 83.91
------ ------ ------ -----
Total 11.35% 99.20 98.35 86.33%
============= ================== ==================== =========
Note: (1) Based on scheduled payments due after the Cutoff Date and assuming no prepayments on the Initial Contracts.
</TABLE>
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN
ARE TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT.
In the event of any such offering, these materials, including any description of
the consumer loans contain herein, shall be deemed superseded in their entirety
by such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
3
<PAGE>
Geographic Distribution Of Initial Contracts/(1)/
--------------------------------------------
<TABLE>
<CAPTION>
Aggregate % of Contract Pool by
Number of % of Number Principal Balance Outstanding
State Contracts of Contracts Outstanding Principal Balance
----- --------- ------------ ----------- -----------------
<S> <C> <C> <C> <C>
California 2,190 19.97 31,416,709.65 15.97
Texas 1,392 12.69 25,499,212.11 12.97
Florida 1,230 11.21 24,870,117.62 12.65
North Carolina 612 5.58 9,919,036.00 5.04
Other States(/2)/ 5,550 50.55 104,971,273.88 53.37
----- ------ --------------- ------
Total 10,974 100.00% $196,676,349.26 100.00%
====== ====== =============== ======
</TABLE>
Notes: (1) Based on the address of the Obligor set forth in Green Tree's
records.
(2) Other States category consists of States each of which represented
less than 5.00% by aggregate principal balance outstanding of the
Initial Contracts as of the Cutoff Date.
Years Of Origination Of Initial Contracts
-----------------------------------------
<TABLE>
<CAPTION>
Number of Aggregate Principal % of Contract Pool by
Year of Origination Contracts Balance Outstanding Outstanding Principal Balance
------------------- --------- ------------------- -----------------------------
<S> <C> <C> <C>
1993 3 36,766.97 0.02
1994 47 380,679.57 0.19
1995 105 1,275,853.71 0.65
1996 3,482 51,397,127.06 26.13
1997 7,337 143,585,921.95 73.01
------ --------------- ------
Total 10,974 $196,676,349.26 100.00%
====== =============== ======
</TABLE>
Distribution Of Original Loan-To-Value Ratios
----------------------------------------------
Of Initial Contracts
--------------------
<TABLE>
<CAPTION>
Number of Aggregate Principal % of Contract Pool by
Loan-to-Value Ratio Contracts Balance Outstanding Outstanding Principal Balance
------------------- --------- ------------------- -----------------------------
<S> <C> <C> <C>
(less
than) 61% 896 7,275,259.78 3.70
61 - 65 355 3,559,664.17 1.81
66 - 70 480 5,008,971.47 2.55
71 - 75 776 9,008,738.08 4.58
76 - 80 1,194 19,375,933.16 9.85
81 - 85 1,590 23,254,897.18 11.82
86 - 90 3,901 71,056,860.36 36.13
91 - 95 980 23,932,824.52 12.17
Over 95% 802 34,203,200.54 17.39
------ --------------- ------
Total 10,974 $196,676,349.26 100.00%
====== =============== ======
</TABLE>
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
4
<PAGE>
Distribution of Original Amounts of Initial Contracts
-----------------------------------------------------
<TABLE>
<CAPTION>
% of Contract Pool
Original Contract Number of Aggregate Principal by Outstanding
Amount (in Dollars) Contracts Balance Outstanding Principal Balance
- ----------------------- --------- ------------------- ------------------
<S> <C> <C> <C>
Less than $10,000 6,310 33,352,935.85 16.97
$10,000 - $19,999 2,721 38,493,056.73 19.58
$20,000 - $29,999 813 19,308,637.26 9.82
$30,000 - $39,999 325 11,075,390.59 5.63
$40,000 - $49,999 171 7,491,833.79 3.81
$50,000 - $59,999 105 5,712,668.80 2.90
$60,000 - $69,999 80 5,116,963.34 2.60
$70,000 - $79,999 71 5,265,435.43 2.68
$80,000 - $89,999 104 8,740,163.80 4.44
$90,000 - $99,999 80 7,443,032.92 3.78
$100,000 - $109,999 30 3,099,905.97 1.58
$110,000 - $119,999 24 2,731,221.37 1.39
$120,000 - $129,999 14 1,755,050.62 0.89
$130,000 - $139,999 8 1,069,186.18 0.54
$140,000 - $149,999 12 1,735,024.98 0.88
$150,000 - $159,999 12 1,839,833.05 0.94
$160,000 - $169,999 3 492,013.00 0.25
$170,000 - $179,999 10 1,745,671.09 0.89
$180,000 - $189,999 5 922,949.24 0.47
$190,000 - $199,999 6 1,167,859.19 0.59
$200,000 - $249,999 14 3,011,993.55 1.53
$250,000 - $299,999 16 4,245,797.37 2.16
$300,000 - $349,999 6 1,936,636.90 0.98
$350,000 - $399,999 6 2,271,486.14 1.15
$400,000 - $449,999 5 2,046,725.04 1.04
$450,000 - $499,999 2 926,918.44 0.47
$500,000 - $549,999 5 2,615,531.00 1.33
$550,000 - $599,999 1 553,442.03 0.28
$600,000 - $649,999 1 633,070.00 0.32
$750,000 - $799,999 1 798,526.00 0.41
$850,000 - $899,999 1 883,626.38 0.45
$950,000 - $999,999 1 972,000.00 0.49
$1,000,000 - $1,999,999 9 12,621,397.00 6.42
Over $2,000,000 2 4,600,366.21 2.34
------ --------------- ------
Total 10,974 $196,676,349.26 100.00%
====== =============== ======
</TABLE>
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
5
<PAGE>
Contract Rates Of Initial Contracts
-----------------------------------
<TABLE>
<CAPTION>
% of Contract Pool
Number of Aggregate Principal by Outstanding
Contract Rate Contracts Balance Outstanding Principal Balance
- --------------- --------- ------------------- ------------------
<S> <C> <C> <C>
0.00% - 9.00% 166 21,842,471.23 11.11
9.01% - 10.00% 1,216 53,464,768.94 27.19
10.01% - 11.00% 1,941 40,953,233.58 20.82
11.01% - 12.00% 1,527 28,683,745.21 14.58
12.01% - 13.00% 871 14,443,422.65 7.34
13.01% - 14.00% 1,298 13,148,925.61 6.69
14.01% - 15.00% 1,253 9,308,639.47 4.73
15.01% - 16.00% 993 6,015,367.06 3.06
16.01% - 17.00% 736 3,757,623.46 1.91
Over 17.00% 973 5,058,152.05 2.57
------ --------------- -------
Total 10,974 $196,676,349.26 100.00%
====== =============== =======
</TABLE>
Remaining Months To Maturity Of Initial Contracts
-------------------------------------------------
<TABLE>
<CAPTION>
% of Contract Pool
Number of Aggregate Principal by Outstanding
Contract Rate Contracts Balance Outstanding Principal Balance
- --------------- --------- ------------------- ------------------
<S> <C> <C> <C>
Less-than 31 710 6,881,196.74 3.50
31 - 60 6,042 80,285,193.84 40.83
61 - 90 1,600 25,989,912.44 13.21
91 - 120 1,285 26,993,805.74 13.72
121 - 150 697 13,341,593.40 6.78
151 - 180 596 38,310,803.21 19.48
181 - 210 4 535,724.11 0.27
211 - 240 40 4,338,119.78 2.21
------ --------------- -------
Total 10,974 $196,676,349.26 100.00%
====== =============== =======
</TABLE>
- -------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
6
<PAGE>
SUBSEQUENT CONTRACTS
--------------------
The following are the assumed characteristics of the Subsequent
Contracts as of the Cutoff Date:
<TABLE>
<CAPTION>
Aggregate
Principal % of Subsequent
Balance Pool Principal Weighted Average Weighted Average
Asset Type Outstanding Balance Contract Rate Original Term Age
---------- ----------- ------- ------------- ------------- ---
<S> <C> <C> <C> <C> <C>
Aircrafts 10,198,528.69 19.13 9.72 156 0
Trucks 15,275,319.49 28.65 11.26 51 0
Recreational Vehicles 6,820,939.07 12.79 10.26 146 0
Motorcycles 7,113,247.81 13.34 13.50 65 0
Keyboard Instruments 1,648,655.92 3.09 11.49 71 0
Marine Products 6,548,597.17 12.28 10.50 138 0
Horse Trailers 2,257,804.42 4.23 11.55 115 0
Sport Vehicles 3,460,558.17 6.49 15.78 52 0
-------------- ------
Total $53,323,650.74 100.00%
============== ======
</TABLE>
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN
ARE TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT.
In the event of any such offering, these materials, including any description of
the consumer loans contain herein, shall be deemed superseded in their entirety
by such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
7
<PAGE>
Delinquency Experience
----------------------
<TABLE>
<CAPTION>
At December 31,
---------------------------------------------------
1992 1993 1994 1995 1996
------ ------ ------ ------ -------
<S> <C> <C> <C> <C> <C>
Number of Contracts Outstanding/(1)/........................... 16,215 16,386 21,137 49,965 104,698
Number of Contracts Outstanding/(2)/
30-59 Days................................................... 136 151 181 643 1,390
60-89 Days................................................... 34 34 50 219 494
90 Days or More.............................................. 107 108 134 350 934
------ ------ ------ ------ -------
Total Contracts Delinquent..................................... 277 293 365 1,212 2,818
====== ====== ====== ====== =======
Delinquencies as a Percentage of Contracts Outstanding/(3)/.... 1.71% 1.79% 1.73% 2.43% 2.69%
</TABLE>
- --------------
(1) Excludes contracts already in repossession.
(2) The period of delinquency is based on the number of days payments are
contractually past due (assuming 30-day months). Consequently, a contract
due on the first day of a month is not 30 days delinquent until the first
day of the next month.
(3) By number of contracts.
Loan Loss/Repossession Experience
---------------------------------
<TABLE>
<CAPTION>
At December 31,
------------------------------------------------------
1992 1993 1994 1995 1996
-------- -------- -------- -------- ----------
<S> <C> <C> <C> <C> <C>
Number of Contracts Outstanding/(1)/........................... 16,215 16,386 21,137 49,965 104,698
Number of Contracts Outstanding/(1)/........................... 16,257 16,415 21,184 50,233 105,410
Principal Balance of Contracts/(1)/............................ $128,561 $113,391 $148,734 $506,449 $1,351,220
Contract Liquidations:
Units........................................................ 269 175 160 365 1,968
Percentage/(2)/.............................................. 1.65% 1.07% 0.76% 0.73% 1.87%
Net Losses:
Dollars/(3)/................................................. 1,867 981 884 1,278 9,249
Percentage/(4)/.............................................. 1.45% 0.87% 0.59% 0.25% 0.68%
</TABLE>
- --------------
(1) As of period end. Includes contracts already in repossession.
(2) As a percentage of the total number of contracts being serviced as of
period end.
(3) The calculation of net loss includes unpaid interest to the date of
repossession and all expenses of repossession and liquidation.
(4) As a percentage of the principal balance of contracts being serviced as of
period end.
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
8
<PAGE>
Structural Overview
-------------------
<TABLE>
<S> <C>
DISTRIBUTIONS: Distributions of principal and interest on the
Notes and the Certificates are made to the extent
of the Amount Available (as defined below) on each
Distribution Date.
The Amount Available on each Distribution Date
generally includes: (a) payments on the Contracts
due and received during the preceding month, plus
(b) prepayments and other unscheduled collections
received during the preceding month, plus (c) all
collections in respect of principal on the
Contracts received during the current month up to
and including the third business day prior to such
Distribution Date (but in no event later than the
10th day of the month in which the Distribution
Date occurs), plus (d) any amounts deposited in
respect of the Contracts repurchased by Green Tree
pursuant to the Sale and Servicing Agreement, plus
(e) all earnings from the investment of funds in
the Collection Account, plus (f) payments under the
Limited Guaranty, if any, and minus (g) with
respect to Distribution Dates other than April 15,
1997, all collections of principal on the Contracts
received during the preceding month up to and
including the third business day prior to the
preceding Distribution Date (but in no event later
than the 10th day of the prior month).
On each Distribution Date, the five Classes of
Notes will each receive interest followed by
principal according to their numeric order in a
sequential manner, with the Class A-1A and Class
A-1B Notes (collectively, the "Class A-1 Notes")
receiving interest and principal payments before
the Class A-2, Class A-3 and Class A-4 Notes. The
Class A-1A and Class A-1B Notes will each receive
interest and principal on a pari passu basis, with
the Class A-1A Notes entitled to receive 67% of the
total principal payable on the Class A-1 Notes
(until the Class A-1A Principal Balance has been
reduced to zero) and the Class A-1B Notes entitled
to receive 33% of the total principal payable on
the Class A-1 Notes (100% after the Class A-1A
Principal Balance has been reduced to zero). The
Certificates will not receive any distributions of
interest until the full amount of interest and
principal payable on the Notes on each Distribution
Date has been paid. The Certificates will not be
entitled to receive any distributions of principal
until all of the Notes have been paid in full.
</TABLE>
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contained herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
9
<PAGE>
CLASS A-1A AND CLASS A-1B Interest on the outstanding Class A-1A
INTEREST: Principal Balance will accrue from March 20,
1997, or from the most recent Distribution
Date, to but excluding the following
Distribution Date at the applicable Class
Rate (floating based on 1 month LIBOR subject
to a 10.75% cap for Class A-1A) for such
monthly period.
Interest on the outstanding Class A-1B
Principal Balance will accrue from March 20,
1997, or from the most recent Distribution
Date, to but excluding the following
Distribution Date at the applicable Class
Rate (floating based on 1 month LIBOR subject
to a 12.00% cap for Class A-1B) for such
monthly period.
Should the Available Amount be less than the
amount necessary to pay the full amount of
interest due to both Class A-1A and Class A-
1B Noteholders, interest payments available
for each class will be allocated pro rata on
the outstanding principal balance of each
class.
Any interest shortfalls will be carried
forward, and will bear interest at the
applicable Class Rate, to the extent legally
permissible. Interest on the Class A-1A and
Class A-1B Notes will be calculated on an
actual/360 basis.
CLASS A-1A AND CLASS A-1B After the payment of all interest payable on
PRINCIPAL: the Class A-1A and Class A-1B Notes, to the
extent of funds available, Class A-1A and
Class A-1B Noteholders are entitled to
receive an aggregate amount equal to 85.64%
(approximately) of the Formula Principal
Distribution Amount for such Distribution
Date plus the Unpaid Class A-1 Principal
Shortfall, if any, from prior Distribution
Dates.
The "Formula Principal Distribution Amount"
for each Distribution Date will generally be
equal to the sum of the following: (i) all
scheduled payments of principal due on each
outstanding Contract during the preceding
month; (ii) the scheduled principal balance
of each Contract purchased by Green Tree
during the preceding month pursuant to the
Sale and Servicing Agreement; (iii) all
partial principal prepayments applied and all
principal prepayments in full received during
the preceding month; (iv) the scheduled
principal balance of each Contract that
became liquidated during the preceding month;
(v) all collections in respect of principal
on the Contracts received during the current
month up to and including the third business
day prior to such Distribution Date (but in
no event later than the 10th day of the month
in which Distribution Date occurs), minus
(vi) with respect to all Distribution Dates
except April 15, 1997, all collections of
principal on the Contracts received during
the preceding month up to and including the
third business day prior to the preceding
Distribution Date (but in no event later than
the 10th day of the prior month).
Until the Class A-1A Principal Balance has
been reduced to zero, 67% of the total
principal payable on the Class A-1 Notes will
be paid to the Class A-1A Noteholders and 33%
of the total principal payable on the Class
A-1 Notes will be paid to the Class A-1B
Noteholders. After the Class A-1A Principal
Balance has been reduced to zero, 100% of the
total principal payable on the Class A-1
Notes will be paid to the Class A-1B
Noteholders.
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
10
<PAGE>
CLASS A-2 INTEREST: Interest on the outstanding Class A-2 Principal
Balance will accrue from March 20, 1997, or from
the most recent Distribution Date, to but excluding
the following Distribution Date at the Class A-2
Rate (floating, based on 1 month LIBOR, subject to
a 10.75% cap) for such monthly period. Interest
will be paid to the extent of funds available after
payment of all interest and principal payable on
the Class A-1 Notes on each Distribution Date.
Any interest shortfalls will be carried forward,
and will bear interest at the Class A-2 Rate, to
the extent legally permissible. Interest on the
Class A-2 Notes will be calculated on an actual/360
basis.
CLASS A-2 PRINCIPAL: To the extent of funds available after payment of
all interest and principal on the Class A-1 Notes
and interest on the Class A-2 Notes, Class A-2
Noteholders will be entitled to receive the sum of
5.32% (approximately) of the Formula Principal
Distribution Amount for such Distribution Date plus
the Unpaid Class A-2 Principal Shortfall, if any,
from prior Distribution Dates.
CLASS A-3 INTEREST: Interest on the outstanding Class A-3 Principal
Balance will accrue from March 20, 1997, or from
the most recent Distribution Date, to but excluding
the following Distribution Date at the Class A-3
Rate (floating, based on 1 month LIBOR, subject to
a 10.75% cap) for such monthly period. Interest
will be paid to the extent of funds available after
payment of all interest and principal payable on
the Class A-1 and Class A-2 Notes on each
Distribution Date.
Any interest shortfalls will be carried forward,
and will bear interest at the Class A-3 Rate, to
the extent legally permissible. Interest on the
Class A-3 Notes will be calculated on an actual/360
basis.
CLASS A-3 PRINCIPAL: To the extent of funds available after payment of
all interest and principal on the Class A-1 Notes
and the Class A-2 Notes and interest on the Class
A-3 Notes, the Class A-3 Noteholders will be
entitled to receive the sum of 5.05%
(approximately) of the Formula Principal
Distribution Amount for such Distribution Date plus
the Unpaid Class A-3 Principal Shortfall, if any,
from prior Distribution Dates.
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
11
<PAGE>
CLASS A-4 INTEREST: Interest on the outstanding Class A-4 Principal
Balance will accrue from March 20, 1997, or from
the most recent Distribution Date, to but
excluding the following Distribution Date at the
Class A-4 Rate (floating, based on 1 month LIBOR,
subject to a 10.75% cap) for such monthly period.
Interest will be paid to the extent of funds
available after payment of all interest and
principal payable on the Class A-1, Class A-2 and
Class A-3 Notes on each Distribution Date.
Any interest shortfalls will be carried forward,
and will bear interest at the Class A-4 Rate, to
the extent legally permissible. Interest on the
Class A-4 Notes will be calculated on an
actual/360 basis.
CLASS A-4 PRINCIPAL: To the extent of funds available after payment of
all interest and principal on the Class A-1 Notes,
the Class A-2 Notes and the Class A-3 Notes and
interest on the Class A-4 Notes, Class A-4
Noteholders will be entitled to receive the sum of
3.99% (approximately) of the Formula Principal
Distribution Amount for such Distribution Date
plus the Unpaid Class A-4 Principal Shortfall, if
any, from prior Distribution Dates.
CERTIFICATE INTEREST: Interest on the outstanding Certificate Principal
Balance will accrue from March 20, 1997, or from
the most recent Distribution Date, to but
excluding the following Distribution Date at the
Pass-Through Rate. Interest will be paid to the
extent of funds available after payment of all
interest and principal payable on the Notes on
each Distribution Date.
Any interest shortfalls will be carried forward,
and will bear interest at the Pass-Through Rate,
to the extent legally permissible. Interest on
the Certificates will be calculated on a 30/360
basis.
CERTIFICATE PRINCIPAL: Commencing on the Distribution Date on which the
Notes have been paid in full, principal will be
payable on the Certificates in the amount of 100%
of the Formula Principal Distribution Amount for
such Distribution Date (less any amounts paid on
the Notes in respect of principal), plus the
Unpaid Certificate Principal Shortfall, if any,
from prior Distribution Dates.
RESERVE ACCOUNT (NOTES): Noteholders will have the benefit of the Reserve
Account to cover any interest or principal
shortfalls after payments on each Class of Notes
with a prior numeric designation. The Reserve
Account will be funded with excess spread after
the Closing Date up to an amount equal to 1.5% of
the Cutoff Date Pool Principal Balance. The
Reserve Account reduces to 0.5% of the Cutoff Date
Pool Principal Balance once the Certificates
represent 9.5% of the current outstanding Pool
Principal Balance. The Sale and Servicing
Agreement will specify the circumstances under
which the Reserve Account will be increased or
reduced.
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
12
<PAGE>
LIMITED GUARANTY Green Tree will be obligated under the Limited
(CERTIFICATES): Guaranty to pay on any Distribution Date the
amount, equal to the difference, if any, between
the Certificateholders' Distributable Amount
(generally equal to accrued and unpaid interest on
the Certificates, plus 100% of the Formula
Principal Distribution Amount, if Certificates are
entitled to principal payments, plus any Unpaid
Certificate Principal Shortfall, and plus any
Certificate Principal Liquidation Loss not
previously paid) and the funds available in the
Collection Account after distribution of all
interest and principal payable on the Notes and
any replenishing deposits in the Reserve Account
on such Distribution Date.
LOSSES ON LIQUIDATED If net liquidation proceeds from a liquidated
CONTRACTS: contract are less than the scheduled principal
balance of such liquidated contract, the
deficiency will generally be absorbed by excess
spread, then by the Certificates, and then by each
Class of Notes in inverse numeric order.
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
13
<PAGE>
Prepayment Assumptions
----------------------
<TABLE>
<CAPTION>
<S>
* This transaction will be priced using the following "Base Case" prepayment
rates:
<C>
Horse Trailers, Aircrafts, Sports Vehicles, Keyboard Instruments, RV's 18% CPR
Marine Products 325% SPA
Motorcycles 28% CPR
Trucks 1% ABS
</TABLE>
CPR (Constant Prepayment Rate) represents an assumed constant rate of prepayment
each month, expressed as a per annum percentage of the outstanding principal
balance of the Contracts secured by all Products other than marine products and
trucks; SPA (Standard Prepayment Assumption) represents an assumed rate of
prepayment each month of the outstanding principal balance of the Contracts
secured by marine products; ABS (Absolute Prepayment Model) represents an
assumed rate of prepayment each month relative to the original number of
Contracts secured by trucks.
Average Life Sensitivities at the Respective Percentages of the Base Case
-------------------------------------------------------------------------
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
TO CALL 80% 90% 100% 110% 120% 130%
A-1A Notes -------- -------- -------- -------- -------- --------
Window 26 25 23 22 21 20
Avg. Life 1.05 0.99 0.93 0.88 0.84 0.79
Maturity Date 05/15/1999 04/15/1999 02/15/1999 01/15/1999 12/15/1998 11/15/1998
A-1B Notes
Window 82 77 72 68 64 61
Avg. Life 3.29 3.12 2.96 2.81 2.68 2.56
Maturity Date 01/15/2004 08/15/2003 03/15/2003 11/15/2002 07/15/2002 04/15/2002
A-2-A-4 Notes
Window 82 77 72 68 64 61
Avg. Life 2.57 2.43 2.30 2.19 2.08 1.99
Maturity Date 01/15/2004 08/15/2003 03/15/2003 11/15/2002 07/15/2002 04/15/2002
Certificates
Window 1 1 1 1 1 1
Avg. Life 6.82 6.40 5.99 5.65 5.32 5.07
Maturity Date 01/15/2004 08/15/2003 03/15/2003 11/15/2002 07/15/2002 04/15/2002
-------- -------- -------- -------- -------- --------
To Maturity 80% 90% 100% 110% 120% 130%
A-1A Notes -------- -------- -------- -------- -------- --------
Window 26 25 23 22 21 20
Avg. Life 1.05 0.99 0.93 0.88 0.84 0.79
Maturity Date 05/15/1999 04/15/1999 02/15/1999 01/15/1999 12/15/1998 11/15/1998
A-1B Notes
Window 100 95 89 85 80 76
Avg. Life 3.34 3.16 3.00 2.85 2.72 2.59
Maturity Date 07/15/2005 02/15/2005 08/15/2004 04/15/2004 11/15/2003 07/15/2003
A-2-A-4 Notes
Window 100 95 89 85 80 76
Avg. Life 2.60 2.46 2.33 2.22 2.11 2.01
Maturity Date 07/15/2005 02/15/2005 08/15/2004 04/15/2004 11/15/2003 07/15/2003
Certificates
Window 57 62 68 72 77 81
Avg. Life 10.00 9.66 9.31 8.95 8.59 8.23
Maturity Date 03/15/2010 03/15/2010 03/15/2010 03/15/2010 03/15/2010 03/15/2010
</TABLE>
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN
ARE TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT.
In the event of any such offering, these materials, including any description of
the consumer loans contain herein, shall be deemed superseded in their entirety
by such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
14
<PAGE>
Class A-1A Amortization Schedule at Base Case Pre-Payment Speed
- ---------------------------------------------------------------
1 yr 5.6770 2 yr 6.0958 3 yr 6.2634 5 yr 6.4280 10 yr 6.5963 30 yr 6.8707
<TABLE>
<CAPTION>
Tranche A1A
Average Life: 0.9338
Total Interest: 3,394,493.92
Per Date Balance Principal Interest Coupon
<S> <C> <C> <C> <C> <C>
0 03/15/1997 65,000,000.00 0.00 0.00 5.49750
1 04/15/1997 61,721,677.88 3,278,322.12 258,077.08 5.49750
2 05/15/1997 58,488,513.49 3,233,164.39 282,762.44 5.49750
3 06/15/1997 55,299,628.54 3,188,884.95 276,882.19 5.49750
4 07/15/1997 52,154,189.97 3,145,438.56 253,341.42 5.49750
5 08/15/1997 49,051,409.26 3,102,780.71 246,895.76 5.49750
6 09/15/1997 45,990,541.64 3,060,867.61 232,207.33 5.49750
7 10/15/1997 42,970,885.39 3,019,656.26 210,694.17 5.49750
8 11/15/1997 39,991,780.94 2,979,104.45 203,422.38 5.49750
9 12/15/1997 37,052,610.10 2,939,170.84 183,212.35 5.49750
10 01/15/1998 34,152,795.14 2,899,814.96 175,405.51 5.49750
11 02/15/1998 31,291,797.86 2,860,997.28 161,677.91 5.49750
12 03/15/1998 28,469,118.67 2,822,679.19 133,798.51 5.49750
13 04/15/1998 25,684,295.56 2,784,823.11 134,771.62 5.49750
14 05/15/1998 22,936,903.13 2,747,392.44 117,666.18 5.49750
15 06/15/1998 20,226,551.45 2,710,351.67 108,582.34 5.49750
16 07/15/1998 17,552,885.09 2,673,666.37 92,662.89 5.49750
17 08/15/1998 14,915,581.88 2,637,303.21 83,094.63 5.49750
18 09/15/1998 12,314,351.86 2,601,230.02 70,609.74 5.49750
19 10/15/1998 9,748,936.05 2,565,415.81 56,415.12 5.49750
20 11/15/1998 7,219,105.26 2,529,830.78 46,151.06 5.49750
21 12/15/1998 4,724,658.92 2,494,446.34 33,072.53 5.49750
22 01/15/1999 2,265,423.76 2,459,235.16 22,366.34 5.49750
23 02/15/1999 0.00 2,265,423.76 10,724.42 5.49750
</TABLE>
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
15
<PAGE>
CONTACTS
--------
ASSET FINANCE GROUP ABS/MBS CAPITAL MARKETS
------------------- -----------------------
Phone Phone
-------- -----
NY: David Warren 761-1400
NY: Murray Stoltz 761-1842 Caroline Morrill 761-1971
Jack Kattan 761-1850 Mike Sternberg 761-1976
Brooke Major 761-1854 LN: Tim Drayson 425-7046
Steve White 425-7045
TK: Atsuo Akai 542-7832
DEBT SYNDICATE ASSET BACKED TRADING
-------------- --------------------
Phone Phone
-------- -----
NY: Michael Dillon 761-2068
NY: Raj Dhanda 761-1955 Ron Miao 761-2076
LN: Michael Dee 425-7700 LN: Rob Rooney 425-7043
TK: Al Lord 286-9343 Charlotte Bray 425-7043
HK: Iain Hardie 848-5996
ASSET BACKED RESEARCH
---------------------
Phone
--------
NY: Chip Schorin 761-1452
PLEASE DIRECT
ALL QUESTIONS AND ORDERS TO
ABS/MBS CAPITAL MARKETS
DAVID WARREN (X1400)
CAROLINE MORRILL (X1971)
- --------------------------------------------------------------------------------
This information has been prepared in connection with the issuance of securities
representing obligations of, and beneficial interests in, Green Tree
Recreational, Equipment & Consumer Trust 1997-A, and is based in part on
information provided by the seller/servicer with respect to the expected
characteristics of the pool of consumer loans in which these securities will
represent notes and undivided beneficial interests. The actual characteristics
and performance of the consumer loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that the consumer
loans will prepay at a constant rate or following a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
Additional information is available upon request. These materials do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER, OR SOLICITATION OF AN OFFER, TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE SELLER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the
event of any such offering, these materials, including any description of the
consumer loans contain herein, shall be deemed superseded in their entirety by
such Prospectus and Prospectus Supplement. To our Readers Worldwide: In
addition, please note that this information has been provided by Morgan Stanley
& Co. Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Future Authority, and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investment concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURE AUTHORITY.
16
