GREEN TREE FINANCIAL CORP
8-K, 1997-07-01
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): June 30, 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.
           --------------------------------- 

           (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
               -----------      -----------

                  99.1          Information with respect to certain manufactured
                                housing installment sale contracts and
                                installment loan agreements to be transferred to
                                the trust formed in connection with the
                                $520,000,000 (Approximate) Manufactured Housing
                                Contract Senior/Subordinate Pass-Through
                                Certificates, Series 1997-4, 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


                                  /s/ Scott T. Young
                              By: ________________________________
                                  Scott T. Young
                                  Vice President and Controller

                                       3
<PAGE>
 
                               INDEX TO EXHIBITS



Exhibit Number                                                              Page
- --------------                                                              ----

     99.1   Information with respect to certain manufactured housing
            installment sale contracts and installment loan agreements
            to be transferred to the trust formed in connection with
            the $520,000,000 (Approximate) Manufactured Housing Contract
            Senior/Subordinate Pass-Through Certificates, Series 1997-4,
            issued by Green Tree Financial Corporation, as Seller and
            Servicer.

                                       4

<PAGE>
 
                                                                   EXHIBIT 99.1
 
                          $520,000,000 (APPROXIMATE)
                         MANUFACTURED HOUSING CONTRACT
                 SENIOR/SUBORDINATE PASS-THROUGH CERTIFICATES
                                 SERIES 1997-4
 
              INFORMATION REGARDING CERTAIN SUBSEQUENT CONTRACTS
 
  Set forth below is information regarding manufactured housing installment sale
contracts and installment loan agreements having a principal balance of
$211,598,870.67 as of the Cut-off Date (the "Contracts"). The Contracts
represent all of the Subsequent Contracts which will be conveyed by the Company
to the Trust on the Closing Date in connection with the above-captioned
offering. Information with respect to the Initial Contracts is as set forth in
the Prospectus Supplement dated June 19, 1997 relating to the above-captioned
offering. Unless otherwise defined herein, all capitalized terms have the
meanings set forth in the Prospectus Supplement.
 
  The Contracts have an aggregate principal balance as of the Cut-off Date of
$211,598,870.67. As of the Cut-off Date, a total of 454, or 13.58% by aggregate
principal amount of the Contracts were Land-and-Home Contracts. Of the
Contracts, a total of 319, or 6.42% by aggregate principal amount, are step-up
rate Contracts. The contractual rate of interest (the "Contract Rate") of a
step-up rate Contract steps up on a particular date from its initial Contract
Rate. A total of 208 step-up rate Contracts, or 4.38% of the Contracts by
aggregate principal amount, provide for two increases in the Contract Rate from 
the initial Contract Rate and the remaining step-up rate Contracts provide for a
single increase in the Contract Rate. Of such step-up rate Contracts, all are
still bearing interest at their initial Contract Rate (the period during which
such Contracts bear interest at their initial Contract Rate being referred to
herein as the "Low Rate Period"). During the Low Rate Period, the total amount
and the principal portion of each Scheduled Payment is determined on a basis
that would cause the Contract to be fully amortized over its term if the
Contract were to bear interest during its entire term at its initial Contract
Rate and were to have level payments over its entire term. The total amount and
principal portion of each scheduled payment due after the end of the applicable
Low Rate Period is determined on a basis that would cause the Contract (which
would then be bearing interest at a stepped-up rate) to be fully amortized over
its remaining term on a level-payment basis. Of the Contracts, the Low Rate
Periods for those step-up rate Contracts providing for a single increase in the
Contract Rate will end no earlier than May 1998 and no later than July 1998. The
Contract Rates for such step-up rate Contracts will increase by either 2.26%,
2.51% or 2.76%. Of the Contracts, the Low Rate Periods for those step-up rate
Contracts providing for two increases in the Contract Rate will end in April
1998, and the period with the interim applicable Contract Rate will end in July
1998. The Contract Rates for such step-up rate Contracts will increase first by
1.25% and then by an additional 1.25%. The combined increases in scheduled
payments for all step-up rate Contracts range from $11.69 to $186.39 per month.
The statistical information concerning the Contracts which is set forth below,
to the extent it relates to the Contract Rates of the step-up rate Contracts,
takes into account only their Contract Rates as of the Cut-off Date.
 
  The Contracts were originated between April 1983 and June 1997. Of the
Contracts, approximately 71% of the aggregate principal amount is attributable
to loans to purchase Manufactured Homes which were new and approximately 29% is
attributable to loans to purchase Manufactured Homes which were used at the time
the related Contract was originated. The Contracts consist of 6,286 conventional
Contracts, i.e., not insured or guaranteed by any governmental agency, and
465 Contracts which are insured by the federal government. All Contracts have a
Contract Rate of at least 5.48%. The Contracts have remaining maturities, as of
the Date, of at least 14 months but not more than 360 months and original
maturities of at least 18 months but not more than 360 months, and a weighted
average remaining term to scheduled maturity, as of the Cut-off Date, of 279
months. The average remaining principal balance per Contract as of the Cut-off
Date was $31,343.34 and the outstanding principal balances of the Contracts as
of the Cut-off Date ranged from $2,816.62 to $150,450.00. The Obligors on the
Contracts are located in 48 states. The Obligors on approximately 10.66% of the
Contracts by remaining principal balance are located in Texas, 9.03% in North
Carolina, 6.96% in South Carolina, 5.76% in Florida and 5.62% in Alabama. No
other state represented more than 5% of the Contracts. All of the Contracts had
loan-to-value ratios at the time of origination of 95% or less.
 
                                       1
<PAGE>
 
  Set forth below is a description of certain additional characteristics of the
Contracts.
 
                 GEOGRAPHICAL DISTRIBUTION OF CONTRACT OBLIGORS
<TABLE>
<CAPTION>
                                                              AGGREGATE   
                                                              PRINCIPAL   % OF CONTRACTS 
                                          % OF CONTRACTS       BALANCE     BY OUTSTANDING
                            NUMBER OF      BY NUMBER OF      OUTSTANDING     PRINCIPAL
                         CONTRACTS AS OF  CONTRACTS AS OF    AS OF CUT-    BALANCE AS OF
                          CUT-OFF DATE     CUT-OFF DATE       OFF DATE     CUT-OFF DATE
                         --------------- ----------------- --------------- -------------
<S>                      <C>             <C>               <C>             <C>
Alabama.................        400             5.94%      $ 11,890,110.73      5.62%
Arizona.................        141             2.09          5,369,662.22      2.54
Arkansas................        171             2.53          4,993,332.77      2.36
California..............        129             1.91          4,387,141.85      2.07
Colorado................        127             1.88          4,536,461.35      2.14
Connecticut.............          5              .07            119,451.15       .06
Delaware................         30              .44          1,096,485.25       .52
Florida.................        364             5.39         12,197,776.12      5.76
Georgia.................        316             4.68         10,346,662.63      4.89
Idaho...................         37              .55          1,611,500.43       .76
Illinois................        138             2.04          3,780,259.53      1.79
Indiana.................        136             2.01          3,149,171.38      1.49
Iowa....................         99             1.47          2,645,248.52      1.25
Kansas..................         73             1.08          2,439,194.72      1.15
Kentucky................        171             2.53          4,151,464.09      1.96
Louisiana...............        172             2.55          4,547,642.18      2.15
Maine ..................         59              .87          2,270,438.82      1.07
Maryland................         33              .49          1,080,261.28       .51
Massachusetts...........          2              .03             33,341.25       .02
Michigan................        288             4.27          8,246,603.43      3.90
Minnesota...............        170             2.52          4,502,747.23      2.13
Mississippi.............        150             2.22          4,662,568.45      2.20
Missouri................        206             3.05          5,555,683.26      2.63
Montana.................         61              .90          2,226,050.74      1.05
Nebraska................         42              .62          1,149,243.30       .54
Nevada..................         82             1.21          3,568,783.79      1.69
New Hampshire...........         48              .71          1,229,051.25       .58
New Jersey..............          2              .03             73,580.00       .03
New Mexico..............        131             1.94          4,818,180.73      2.28
New York................        100             1.48          2,767,992.84      1.31
North Carolina..........        596             8.84         19,115,386.29      9.03
North Dakota............         37              .55            982,274.15       .46
Ohio....................        146             2.16          3,700,592.74      1.75
Oklahoma................        152             2.25          4,543,590.02      2.15
Oregon..................         55              .81          2,434,593.44      1.15
Pennsylvania............         68             1.01          1,780,970.60       .84
Rhode Island............          1              .01             30,127.25       .01
South Carolina..........        413             6.13         14,719,265.74      6.96
South Dakota............         59              .87          1,686,091.93       .80
Tennessee...............        194             2.87          5,598,913.66      2.65
Texas...................        675            10.01         22,584,645.50     10.66
Utah....................         24              .36            948,155.87       .45
Vermont.................         15              .22            501,045.51       .24
Virginia................        132             1.96          3,949,805.37      1.87
Washington..............         65              .96          2,943,806.94      1.39
West Virginia...........         82             1.21          1,983,402.80       .94
Wisconsin...............        118             1.75          3,239,224.74      1.53
Wyoming.................         36              .53          1,410,886.91       .67
                              -----           ------       ---------------    ------
Total...................      6,751           100.00%      $211,598,870.67    100.00%
                              =====           ======       ===============    ======
</TABLE>
 
                                       2
<PAGE>
 
                       YEARS OF ORIGINATION OF CONTRACTS
 
<TABLE>
<CAPTION>
                                                                  % OF CONTRACTS BY
                                             AGGREGATE PRINCIPAL OUTSTANDING PRINCIPAL
                         NUMBER OF CONTRACTS BALANCE OUTSTANDING     BALANCE AS OF
YEAR OF ORIGINATION(1)   AS OF CUT-OFF DATE  AS OF CUT-OFF DATE      CUT-OFF DATE
- ----------------------   ------------------- ------------------- ---------------------
<S>                      <C>                 <C>                 <C>
1983....................            2          $     24,862.03             .01%
1984....................            0                      .00             .00 
1985....................            5                49,846.76             .02
1986....................            4                72,890.66             .03
1987....................            5                60,051.49             .03
1988....................           39               659,193.99             .31
1989....................           95             1,989,081.70             .94
1990....................          161             3,428,015.59            1.63
1991....................          148             3,327,845.41            1.57
1992....................           38               896,486.20             .42
1993....................            6               117,406.10             .06
1994....................           31               852,019.82             .40
1995....................           38             1,121,509.55             .53
1996....................           24               680,106.35             .32
1997....................        6,155           198,319,555.02           93.73
                                -----          ---------------          ------
   Total................        6,751          $211,598,870.67          100.00%
                                =====          ===============          ======
</TABLE>
- --------
(1) The Contracts shown in the above table with earlier years of origination
    primarily represent Contracts originated by the Company and subsequently
    refinanced through the Company. The Company retains the first origination
    dates on its records with respect to such refinanced Contracts.
 
                   DISTRIBUTION OF ORIGINAL CONTRACT AMOUNTS
 
<TABLE>
<CAPTION>
                                                                       % OF CONTRACTS BY
                                                 AGGREGATE PRINCIPAL OUTSTANDING PRINCIPAL
    ORIGINAL CONTRACT        NUMBER OF CONTRACTS BALANCE OUTSTANDING     BALANCE AS OF
 AMOUNT (IN DOLLARS)(1)      AS OF CUT-OFF DATE  AS OF CUT-OFF DATE      CUT-OFF DATE
- ----------------------       ------------------- ------------------- ---------------------
    <S>                      <C>                 <C>                 <C>
    Less than $10,000.......          364          $  2,826,453.84            1.34%
    Between $10,000 and
     $19,999................        1,401            21,335,097.44           10.08
    Between $20,000 and
     $29,999................        1,924            47,941,968.00           22.65
    Between $30,000 and
     $39,999................        1,381            47,403,159.04           22.40
    Between $40,000 and
     $49,999................          796            35,659,352.88           16.85
    Between $50,000 and
     $59,999................          462            25,181,682.04           11.90
    Between $60,000 and
     $69,999................          220            14,188,105.56            6.71
    Between $70,000 and
     $79,999................          102             7,570,335.33            3.58
    Between $80,000 and
     $89,999................           52             4,410,657.90            2.08
    Between $90,000 and
     $99,999................           23             2,177,745.11            1.03
    Between $100,000 and
     $109,999...............           17             1,778,189.00             .84
    Between $110,000 and
     $119,999...............            4               460,476.07             .22
    Between $120,000 and
     $129,999...............            3               371,907.06             .18
    Between $130,000 and
     $139,999...............            0                      .00             .00
    Between $140,000 and
     $149,999...............            1               143,291.40             .07
    Between $150,000 and
     $159,999...............            1               150,450.00             .07
                                    -----          ---------------          ------
       Total................        6,751          $211,598,870.67          100.00%
                                    =====          ===============          ======
</TABLE>
- --------
(1) The largest original Contract amount is $150,450.00, which represents .07%
    of the aggregate principal balance of the Contracts as of the Cut-off Date.
 
                                       3
<PAGE>
 
           DISTRIBUTION OF ORIGINAL LOAN-TO-VALUE RATIOS OF CONTRACTS
 
<TABLE>
<CAPTION>
                                             AGGREGATE PRINCIPAL    % OF CONTRACTS BY
                         NUMBER OF CONTRACTS BALANCE OUTSTANDING   OUTSTANDING PRINCIPAL
LOAN-TO-VALUE RATIO (1)  AS OF CUT-OFF DATE  AS OF CUT-OFF DATE  BALANCE AS OF CUT-OFF DATE
- -----------------------  ------------------- ------------------- --------------------------
<S>                      <C>                 <C>                 <C>
Less than 61%...........          257          $  6,279,077.85               2.97%
61% to 65%..............           87             2,306,974.37               1.09
66% to 70%..............          105             2,965,902.44               1.40
71% to 75%..............          209             6,440,586.13               3.04
76% to 80%..............          571            16,458,153.89               7.78
81% to 85%..............          706            21,913,392.75              10.36
86% to 90%..............        2,395            78,609,400.64              37.15
91% to 95%..............        2,421            76,625,382.60              36.21
Over 95%................            0                      .00                .00
                                -----          ---------------             ------
   Total................        6,751          $211,598,870.67             100.00%
                                =====          ===============             ======
</TABLE>
- --------
(1) Rounded to the nearest 1%. The method of calculating loan-to-value ratios
    is described in the Prospectus.
 
                                 CONTRACT RATES
 
<TABLE>
<CAPTION>
                                              AGGREGATE PRINCIPAL    % OF CONTRACTS BY
 RANGE OF CONTRACTS BY    NUMBER OF CONTRACTS BALANCE OUTSTANDING   OUTSTANDING PRINCIPAL
     CONTRACT RATE        AS OF CUT-OFF DATE  AS OF CUT-OFF DATE  BALANCE AS OF CUT-OFF DATE
 ---------------------    ------------------- ------------------- --------------------------
<S>                       <C>                 <C>                 <C>
Less than 6.00001%......            12          $    742,738.52                .35%
6.00001% to 7.00000%....           119             7,689,673.82               3.63
7.00001% to 8.00000%....           243            13,779,424.06               6.51
8.00001% to 9.00000%....           723            33,539,006.83              15.85
9.00001% to 10.00000%...           950            33,014,638.96              15.60
10.00001% to 11.00000%..         1,618            50,975,535.26              24.10
11.00001% to 12.00000%..         1,596            43,812,696.56              20.72
12.00001% to 13.00000%..           762            16,534,320.17               7.81
13.00001% to 14.00000%..           581             9,954,292.58               4.70
14.00001% to 15.00000%..            14               259,361.57                .12
15.00001% to 16.00000%..           119             1,143,445.96                .54
Over 16.00001%..........            14               153,736.38                .07
                                 -----          ---------------             ------
   Total................         6,751          $211,598,870.67             100.00%
                                 =====          ===============             ======
</TABLE>
 
                   REMAINING MONTHS TO MATURITY OF CONTRACTS
 
<TABLE>
<CAPTION>
                                             AGGREGATE PRINCIPAL    % OF CONTRACTS BY
    MONTHS REMAINING     NUMBER OF CONTRACTS BALANCE OUTSTANDING   OUTSTANDING PRINCIPAL
   AS OF CUT-OFF DATE    AS OF CUT-OFF DATE  AS OF CUT-OFF DATE  BALANCE AS OF CUT-OFF DATE
   ------------------    ------------------- ------------------- --------------------------
<S>                      <C>                 <C>                 <C>
Less than 31............            5          $     26,654.51                .01%
31 to 45................           16               112,734.70                .05
46 to 60................          144             1,264,914.62                .60
61 to 75................           54               646,755.20                .31
76 to 90................          283             4,137,906.43               1.96
91 to 105...............          119             1,789,329.61                .85
106 to 120..............          502             7,939,468.99               3.75
121 to 135..............            9               171,633.35                .08
136 to 150..............          244             5,067,477.78               2.39
151 to 165..............          122             3,043,051.91               1.44
166 to 180..............        1,294            29,840,268.35              14.10
181 to 195..............            9               235,584.94                .11
196 to 210..............           13               399,130.18                .19
211 to 225..............           20               650,389.72                .31
226 to 240..............        1,211            36,344,128.94              17.18
241 to 255..............            0                      .00                .00
256 to 270..............            1                35,360.35                .02
271 to 285..............            7               252,190.88                .12
286 to 300..............          591            19,859,504.04               9.39
301 to 315..............            0                      .00                .00
316 to 330..............            0                      .00                .00
331 to 345..............            5               261,555.35                .12
346 to 360..............        2,102            99,520,830.82              47.02
                                -----          ---------------             ------
   Total................        6,751          $211,598,870.67             100.00%
                                =====          ===============             ======
</TABLE>
 
                                       4


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