GREEN TREE FINANCIAL CORP
8-K, 1997-08-29
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): August 15, 1997


            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 August 15, 1997, 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
                                    August 15, 1997


<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: August 15, 1997


                                      SECURITIZED 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 August 15, 1997.

<PAGE>
                          GREEN TREE FINANCIAL CORP.
                       NET INTEREST MARGIN TRUST 1994-B
                                   JULY 1997
                            PAYMENT August 15, 1997
              7.85% SECURITIZED NET INTEREST MARGIN CERTIFICATES

                                              CUSIP# 393534AB8
                                              Trust Account #33-31958-0
                                              Distribution Date: August 15, 1997
        


Securitized Net Interest Margin                                       Per $1,000
- -------------------------------
Certificates                                                            Original
- ------------                                                          ----------
 

1.   Amount Available                           944,252.48

Interest

2.   Aggregate Interest                         236,451.82            2.55900238
                                                            
3.   Amount Applied to:                                     
     (a)  accrued but unpaid Interest                       
                                                            
4.   Remaining:                                             
     (a)  accrued but unpaid Interest           236,451.82  
                                                            
5.   Monthly Interest                                       
                                                            
Principal                                                   
                                                            
6.   Current month's principal                              
     distribution                               707,800.66            7.66018030
                                                            
7.   Remaining outstanding principal                        
     balance                                 35,437,700.54           383.5248976
     Pool Factor                                 .38352490
   
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           55,910,813.14**
  
9.   Aggregate principal balance of
     loans refinanced by Green Tree
     Financial Corp.                          2,148,844.44

10.  Weighted average CPR                           14.51%


<PAGE>
 
                           GREEN TREE FINANCIAL CORP.
                        NET INTEREST MARGIN TRUST 1994-B
                                   JULY 1997
                            PAYMENT August 15, 1997
               7.85% SECURITIZED NET INTEREST MARGIN CERTIFICATES
                                     Page 2

                                          CUSIP# 393534AB8
                                          Trust Account #33-31958-0
                                          Distribution Date: August 15, 1997



11. Weighted average CDR                                     3.42%
                                                  
12. Annualized net loss percentage                           1.82%
                                                  
13. Delinquency            30-59 day                         1.17%
                           60-89 day                         0.32%
                           90+ day                           0.53%
                           Total 30+                         2.02%



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>
 
GREEN TREE FINANCIAL CORP.
NET INTEREST MARGIN TRUST 1994-B
JULY 1997
PAYMENT August 15, 1997
 
                                               Fee Assets
                               ----------------------------------------

                                Guarantee        Inside     Fee Asset
                                   Fees           Refi        Total
                               ------------    ----------  ------------

GTFC 1994-1                     365,201.60      33,594.55    398,796.15
GTFC 1994-2
GTFC 1994-3
GTFC 1994-4                    
                               ------------    ----------  ------------
                                365,201.60      33,594.55    398,796.15

Total amount of Guarantee Fees and Inside                    398,796.15
Refinance Payments

Subordinated Servicing Fees                                  368,079.38
 
Payment on Finance 1 Note                                    766,875.53
 
Allocable to Interest (current)                               72,473.33
 
Allocable to accrued but unpaid Interest                            .00
 
Accrued and unpaid Trustee Fees                                     .00
 
Allocable to Principal                                       694,401.80
 
Finance 1 Note Principal Balance                          10,384,385.57
<PAGE>
 
                           GREEN TREE FINANCIAL CORP.
                        NET INTEREST MARGIN TRUST 1994-B
                                   JULY 1997
                            PAYMENT August 15, 1997


                                               Inside
                                 Residual       Refi         Total
                               ------------  ----------  ------------
GTFC 1994-1                           .00           .00          .00
GTFC 1994-2                           .00     37,825.57    37,825.57
GTFC 1994-3                           .00     24,467.02    24,467.02
GTFC 1994-4                     63,537.65     51,546.71   115,084.36
                               ------------  ----------  ------------    
                                63,537.65    113,839.30   177,376.95

Total Residual and Inside
Refinance Payments                                        177,376.95


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