GREEN TREE FINANCIAL CORP
8-K, 1998-05-20
ASSET-BACKED SECURITIES
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<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                         -------------------------------


                                   FORM 8-K  

                                CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934



Date of Report (Date of earliest event reported):  May 19, 1998



                        GREEN TREE FINANCIAL CORPORATION
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
 
          Delaware                      01-08916                41-1807858
- ----------------------------    ------------------------    -------------------
(State or other Jurisdiction    (Commission File Number)     (I.R.S. Employer
     of incorporation)                                      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 Accounting.
- -------  --------------------------------------------- 

         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             Term Sheet distributed in connection with
                                  $500,000,000 (Approximate) Certificates for
                                  Home Equity Loans, Series 1998-C, 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.

Date:  May 19, 1998                 GREEN TREE FINANCIAL CORPORATION
 

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


                                       3
<PAGE>
 
  INDEX TO EXHIBITS


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

   99            Term Sheet distributed in connection with                    5 
                 $500,000,000 (Approximate) Certificates for
                 Home Equity Loans, Series 1998-C, issued by 
                 Green Tree Financial Corporation, as Seller 
                 and Servicer.


                                       4




<PAGE>
 
                          TERM SHEET DATED MAY 19, 1998



                        GREEN TREE FINANCIAL CORPORATION
                CERTIFICATES FOR HOME EQUITY LOANS, SERIES 1998-C
                           $500,000,000 (APPROXIMATE)
















- --------------------------------------------------------------------------------

        This information does not constitute either an offer to sell or a
    solicitation of an offer to buy any of the securities referred to herein.
    Offers to sell and solicitations of offers to buy the securities are made
    only by, and this information must be read in conjunction with, the final
     Prospectus Supplement and the related Prospectus or, if not registered
     under the securities laws, the final Offering Memorandum (the "Offering
    Document"). Information contained herein does not purport to be complete
    and is subject to the same qualifications and assumptions, and should be
       considered by investors only in light of the same warnings, lack of
       assurances, and representations and other precautionary matters, as
    disclosed in the Offering Document. Information regarding the underlying
    assets has been provided by the issuer of the securities or an affiliate
   thereof and has not been independently verified by Lehman Brothers Inc. or
     any affiliate. The analyses contained herein have been prepared on the
     basis of certain assumptions (including, in certain cases, assumptions
     specified by the recipient hereof) regarding payments, interest rates,
    losses and other matters, including, but not limited to, the assumptions
    described in the Offering Document. Lehman Brothers Inc., and any of its
     affiliates, make no representation or warranty as to the actual rate or
      timing of payments on any of the underlying assets or the payments or
     yield on the securities. This information supersedes any prior versions
      hereof and will be deemed to be superseded by any subsequent versions
        (including, with respect to any descriptions of the securities or
     underlying assets, the information contained in the Offering Document).

                                       1
<PAGE>
 
                          TERM SHEET DATED MAY 19, 1998

                        GREEN TREE FINANCIAL CORPORATION
                CERTIFICATES FOR HOME EQUITY LOANS, SERIES 1998-C
                           $500,000,000 (APPROXIMATE)

                               Subject to Revision

SELLER/SERVICER:     Green Tree Financial Corporation ("Green Tree")
TRUSTEE:             U.S. Bank Trust National Association
UNDERWRITERS:        Lehman Brothers (Lead), Merrill Lynch (Co), and First
                      Union (Co)
 
                                  Ratings             WAL at           Exp Final
                   Amount       (S&P/Fitch)  100% Prepayment Model(1)  Maturity
                   ------       -----------  ------------------------  --------
To Call:
    A-1A ARM      $14,000,000    AAA / AAA              2.03             10/00
    A-1B ARM     $106,000,000    AAA / AAA              2.59             04/05
    A-1          $105,000,000    AAA / AAA              0.85             11/99
    A-2           $79,700,000    AAA / AAA              2.00             01/01
    A-3           $41,900,000    AAA / AAA              3.03             12/01
    A-4            31,000,000    AAA / AAA              4.08             03/03
    A-5            19,900,000    AAA / AAA              5.45             09/04
    A-6            20,000,000    AAA / AAA              4.70             07/04
    A-7 IO                 (2)   AAAr / AAA             2.96             05/01
    M-1            32,500,000    AA / AA                7.42             12/05
    M-2            18,750,000    A / A+                 7.55             12/05
    B-1            20,000,000    BBB / BBB              4.38             09/04
    B-2            11,250,000    BBB- / BBB             7.44             12/05
To Maturity
    M-1            32,500,000    AA / AA                7.95             11/07
    M-2            18,750,000    A / A+                11.81             06/28
    B-1            20,000,000    BBB / BBB              4.38             09/04
    B-2            11,250,000    BBB- / BBB            11.36             06/28
TOTAL BALANCE    $500,000,000
                 ------------
- ---------------
(1)The Certificates will be priced, with respect to the Fixed Rate Loans, using
   125% of the Base Prepayment Assumption. The Base Prepayment Assumption
   assumes a conditional prepayment rate of 4% per annum of the then outstanding
   principal balance of the Fixed Rate Loans in the first month of the life of
   the Fixed Rate Loans and an additional 1.45% (precisely, 16/11%) per annum in
   each month thereafter until the twelfth month. Beginning in the twelfth month
   and in each month thereafter, the conditional prepayment rate is 20%. The
   Certificates will be priced, with respect to the Adjustable Rate Loans, using
   a constant prepayment rate of 30% CPR.

(2)Interest will be based on a notional principal amount which will equal
   $25,000,000 (or the Class A Principal Balance for such Payment Date, if less)
   for the first 36 Payment Dates, and will thereafter, equal zero. The Class
   A-7 IO Certificates are interest-only Certificates and are not entitled to
   receive distributions of principal.


      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       2
<PAGE>
 
CUT-OFF DATE:           April 30, 1998 (or the date of origination, if later)
                        for loans other than Subsequent Loans. For each
                        Subsequent Loan, the date of purchase by the Trust.

EXPECTED PRICING:       Week of May 18, 1998

EXPECTED SETTLEMENT:    May 28, 1998

LEGAL FINAL:            November 2029

INTEREST/PRINCIPAL:     The 15th day of each month (or if such 15th day is not a
                        business day, the next succeeding business day)
                        commencing on June 15, 1998.

ERISA:                  Only the Class A Certificates are ERISA eligible.

TAX STATUS:             The Trust will elect to be treated as a separate "real
                        estate mortgage investment conduit" (a "REMIC") for
                        federal income tax purposes.

OPTIONAL REDEMPTION:    10% cleanup call.

ADDITIONAL COLLATERAL:  The data set forth below with respect to the Pool is
                        based solely on the loans identified for inclusion in
                        the Pool as of the related Cut-off Date ("Original
                        Loans"). Certain additional loans will be identified for
                        inclusion in the Pool prior to the Closing Date
                        ("Additional Loans"). During a limited period following
                        the Closing Date, the Trust will purchase subsequent
                        loans ("Subsequent Loans"). It is expected that the
                        Additional Loans and Subsequent Loans will have
                        characteristics which are substantially similar to the
                        related group of original loans.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       3
<PAGE>
 
                        HOME EQUITY CERTIFICATE STRUCTURE

CREDIT ENHANCEMENT:     Class A:   16.50% subordination (Class M-1, M-2, B-1 and
                                   B-2) & Residual (Class C)
                        Class M-1: 10.00% subordination (Class M-2, B-1, and
                                   B-2) & Residual (Class C)
                        Class M-2: 6.25% subordination (Class B-1 and B-2) &
                                   Residual (Class C)
                        Class B-1: 2.25% subordination (Class B-2) & Residual
                                   (Class C)
                        Class B-2: Limited Guaranty & Residual (Class C)

DISTRIBUTIONS:          The Pool includes adjustable-rate closed-end home equity
                        loans subject to interest rate adjustments after an
                        initial period of up to 36 months (the "Adjustable Rate
                        Loans"; all Loans other than the Adjustable Rate Loans
                        are referred to herein as the "Fixed Rate Loans").

                        The Amount Available will generally consist of payments
                        made on or in respect of the Loans, and will include
                        amounts otherwise payable to the Servicer (as long as
                        Green Tree is the Servicer) as the Monthly Servicing Fee
                        with respect to the Loans, and to the Class C
                        Certificateholder.

                        The Amount Available will generally be distributed first
                        to the distributions to the Class A Certificateholders,
                        then to the Class M-1 Certificateholders, then to the
                        Class M-2 Certificateholders, then to the Class B-1
                        Certificateholders, and then to the Class B-2
                        Certificateholders.

                        Class A Certificates are senior to Class M and Class B
                        Certificates. Class M Certificates are senior to the
                        Class B Certificates.

PRE-FUNDING FEATURE:    On the Closing Date, a portion of the proceeds from the
                        sale of the Certificates (the "Pre-Funded Amount") will
                        be deposited with the Trustee in a segregated account
                        (the "Pre-Funding Account") and used by the Trust to
                        purchase Subsequent Loans during the Pre-Funding Period.
                        The Pre-Funded Amount will be reduced during the
                        Pre-Funding Period by the amounts thereof used to fund
                        such purchases. Any amounts remaining in the Pre-Funding
                        Account following the Pre-Funding Period which had been
                        allocated to the purchase of Subsequent Adjustable Rate
                        Loans will be paid to the Class A-1B ARM
                        Certificateholders and any amounts remaining which had
                        been allocated to the purchase of Subsequent Fixed-Rate
                        Loans will be paid to the Class A-1 Certificateholders.

LOSSES ON LIQUIDATED
 LOANS:                 If Net Liquidation Proceeds from Liquidated Loans in the
                        respective collection period are less than the Scheduled
                        Principal Balance of such Liquidated Loans plus accrued
                        and unpaid interest thereon, the deficiency will be
                        absorbed by the Class C Certificateholder, then the
                        Guaranty Fee otherwise payable to the Company, then the
                        Monthly Servicing Fee otherwise payable to the Servicer
                        (as long as Green Tree is the Servicer), then the Class
                        B-2 Certificateholders, then the Class B-1
                        Certificateholders, then the Class M-2
                        Certificateholders and then the Class M-1
                        Certificateholders.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       4
<PAGE>
 
CLASS A INTEREST:       Interest will be paid concurrently on each Class of
                        Class A Certificates at the related Pass-Through Rate on
                        the then outstanding related Class Principal Balance (in
                        the case of Class A Certificates other than the Class
                        A-7 IO Certificates) or based on the "Notional Principal
                        Amount" (in the case of the Class A-7 IO Certificates).
                        Interest will be calculated on the Class A-7 IO
                        Certificates on the basis of a "Notional Principal
                        Amount" equal to the lesser of (a) the principal balance
                        of the Class A Certificates and (b) $25,000,000
                        (reference to the Notional Principal Amount is solely
                        for convenience in certain calculations and does not
                        represent the right to receive any distribution
                        allocable to principal). The Class A-7 IO Certificates
                        are entitled to receive interest payments only through
                        the Payment Date in May 2001. Interest will initially
                        accrue from the Settlement Date and thereafter will
                        accrue from the most recent Payment Date on which
                        interest has been paid, in each case, to but excluding
                        the following Payment Date.

                        The Class A-1B ARM Certificates will bear interest at a
                        variable Pass-Through Rate calculated on an actual/360
                        basis. The Pass Through Rate for the Class A-1B ARM
                        Certificates will be floating and will equal the lesser
                        of :

                              i.   one-month LIBOR plus the Pass-Through Margin;
                              ii.  the Available Funds Pass-Through Rate; or
                              iii. [14.00%].

                        The Pass-Through Margin will equal [___%] per annum
                        through the Payment Date on which the principal balance
                        of the Loans is 10% or more of the Principal Balance of
                        the Loans as of the Cut-off Date, and [2 x initial
                        pricing margin] per annum on each Payment Date on which
                        the principal balance of the Loans is less than 10% of
                        the Principal Balance of the Loans as of the Cut-off
                        Date. The Available Funds Pass-Through Rate for any
                        Payment Date will be a rate per annum equal to the
                        weighted average of the Expense Adjusted Mortgage Rates
                        on the then outstanding Adjustable Rate Loans. The
                        Expense Adjusted Mortgage Rate on any Adjustable Rate
                        Loan is equal to the then applicable Loan Interest Rate
                        thereon, minus the Expense Fee Rate, which is 0.75% per
                        annum and equal to the sum of the servicing fee and the
                        trustee fee.

                        Each other Class of Class A Certificates and the Class
                        A-1A ARM Certificates will bear interest at a fixed
                        Pass-Through Rate calculated on a 30/360 basis. Interest
                        shortfalls will be carried forward, and will bear
                        interest at the applicable Class A Pass-Through Rate, to
                        the extent legally permissible.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       5
<PAGE>
 
CLASS A PRINCIPAL:      After payment of all interest distributable to the Class
                        A Certificateholders, holders of the Class A-1A ARM
                        Certificates and the Class A-1B ARM Certificates will be
                        entitled to receive, as payments of principal, an amount
                        equal to the Class A-1A ARM Percentage and the Class
                        A-1B ARM Percentage, respectively, of the Class A-1 ARM
                        Formula Principal Distribution Amount. The Senior
                        Percentage of the Formula Principal Distribution Amount
                        will be distributed, to the extent of the Amount
                        Available after payment of interest on each Class of
                        Class A Certificates (other than the Class A-7 IO
                        Certificates) as follows: (i) that portion, if any, of
                        the Senior Percentage of the Formula Principal
                        Distribution Amount equal to the Class A-6 Lockout Pro
                        Rata Distribution Amount will be distributed to the
                        Class A-6 Certificateholders; and (ii) the remainder of
                        the Senior Percentage of the Formula Principal
                        Distribution Amount will be distributed in the following
                        order: first to the Class A-1 Certificateholders, until
                        the Class A-1 Principal Balance has been reduced to
                        zero, then to the Class A-2 Certificateholders until the
                        Class A-2 Principal Balance has been reduced to zero,
                        and then to the Class A-3 Certificateholders until the
                        Class A-3 Principal Balance has been reduced to zero,
                        and then to the Class A-4 Certificateholders until the
                        Class A-4 Principal Balance has been reduced to zero,
                        and then to the Class A-5 Certificateholders until the
                        Class A-5 Principal Balance has been reduced to zero,
                        and then to the Class A-6 Certificateholders until the
                        Class A-6 Principal Balance has been reduced to zero.

                        The "Formula Principal Distribution Amount" will
                        generally be equal to (A) the sum of (i) all scheduled
                        payments of principal due on each outstanding Loan
                        during the related Due Period, (ii) the Scheduled
                        Balance of each Loan which, during the related Due
                        Period, was repurchased by the Company, (iii) all
                        partial principal prepayments applied and all principal
                        prepayments in full received during such Due Period in
                        respect of Loans, (iv) the scheduled principal balance
                        of each Loan that became a liquidated loan during such
                        related Due Period and (v) any amount described in
                        clauses (i) through (iv) above that was not previously
                        distributed because of an insufficient amount of funds
                        available if (a) the Payment Date occurs on or after the
                        Payment Date on which the Class B-2 Principal Balance
                        has been reduced to zero, or (b) such amount was not
                        covered by a Class B-2 Guaranty Payment and
                        corresponding reduction in the Class B-2 Principal
                        Balance, minus (B) the Class A-1 ARM Formula Principal
                        Distribution Amount.

                        The "Class A-1 ARM Formula Principal Distribution
                        Amount" on or before the Payment Date on which the Class
                        A-1A ARM and Class A-1B ARM Certificates have been paid
                        in full will generally be equal to the lesser of (A) the
                        sum of (i) the Class A-1A ARM Principal Balance and (ii)
                        the Class A-1B ARM Principal Balance or (B) the sum of
                        the following: (i) all scheduled payments of principal
                        due on each outstanding Adjustable Rate Loan during the
                        related Due Period; (ii) all partial principal
                        prepayments and principal prepayments in full received
                        on each Adjustable Rate Loan during the related Due
                        Period; (iii) the scheduled principal balance of each
                        Adjustable Rate Loan that became a liquidated loan
                        during the related Due Period; (iv) the scheduled
                        principal balance of each Adjustable Rate Loan
                        repurchased by the Company during the related Due
                        Period; and (v) on any Payment Date which is on or after
                        the Payment Date on which the Class A-1, A-2, A-3, A-4,
                        A-5, and A-6 Certificates have been paid in full, (a)
                        the Senior Percentage times (x) the sum of the amounts
                        described in clauses (i) through (v) of the definition
                        of the Formula Principal Distribution Amount less (y)
                        the sum of the amounts described in clauses (i) through
                        (iv) of the definition of the the Class ARM Formula
                        Principal Distribution Amount less (b) the amount, if
                        any, distributed in payment of principal on the Class
                        A-1, A-2, A-3, A-4, A-5, and A-6 Certificates on such
                        Payment Date.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       6
<PAGE>
 
CLASS A PRINCIPAL
  (continued):          The Class A-1A ARM Percentage for any Payment Date will
                        be (i) 0% prior to the Payment Date in February 2000
                        (unless the Class A-1B ARM Principal Balance has been
                        reduced to zero), (ii) 90% on the Payment Date in
                        February 2000 and each Payment Date thereafter (unless
                        the Class A-1B ARM Principal Balance has been reduced to
                        zero), and (iii) on and after any Payment Date on which
                        the Class A-1B ARM Principal Balance has been reduced to
                        zero (until the Class A-1A ARM Principal Balance has
                        been reduced to zero), 100%. The Class A-1B ARM
                        Percentage for any Payment Date will equal 100% minus
                        the Class A-1A ARM Percentage.

                        The "Class A-6 Lockout Pro Rata Distribution Amount," as
                        to any Payment Date, is an amount equal to the lesser
                        of:

                        (a) the product of (1) the Class A-6 Lockout Percentage,
                        and (2) the product of (A) a fraction, the numerator of
                        which is the Class A-6 Principal Balance immediately
                        preceding such Payment Date and the denominator of which
                        is the Class A Principal Balance less the sum of the
                        Class A-1A ARM Principal Balance and the Class A-1B ARM
                        Principal Balance immediately preceding such Payment
                        Date, and (B) the Senior Percentage of the Formula
                        Principal Distribution Amount for such Payment Date, and

                        (b) the Class A-6 Principal Balance immediately
                        preceding such Payment Date.

                        The "Class A-6 Lockout Percentage" for each Payment Date
                        shall be as follows:

                        Payment Dates                       Lockout Percentage

                        June 1998 - May 2000                      0%
                        June 2000 - May 2002                      20%
                        June 2002 - May 2003                      80%
                        June 2003 - May 2004                      100%
                        June 2004 and thereafter                  300%

                        The Senior Percentage will equal 100% on each Payment
                        Date on which the Class B Principal Distribution Test
                        (as described below) is not satisfied. On each Payment
                        Date on which the Class B Principal Distribution Test
                        has been satisfied, the Senior Percentage will equal a
                        fraction, expressed as a percentage, the numerator of
                        which is the sum of the Class A Principal Balance
                        (excluding the Class A-1A ARM Principal Balance and the
                        Class A-1B ARM Principal Balance) and the Class M
                        Principal Balance for such Payment Date, and the
                        denominator of which is the Pool Scheduled Balance of
                        the Fixed Rate Loans for the immediately preceding
                        Payment Date.

                        The Class A-7 IO Certificates are interest-only
                        Certificates and are not entitled to receive
                        distributions of principal.

CLASS M-1 INTEREST:     After payment of the Class A Distribution Amount,
                        interest will be paid to the Class M-1
                        Certificateholders in an amount equal to the product of
                        (a) the Class M-1 Pass-Through Rate and (b) the then
                        outstanding Class M-1 Principal Balance (less the Class
                        M-1 Liquidation Loss Principal Amount, if any). Interest
                        will initially accrue from the Settlement Date and
                        thereafter will accrue from the most recent Payment Date
                        on which interest has been paid to, in each case, but
                        excluding the following Payment Date. Interest will be
                        computed on a 30/360 basis. Interest shortfalls will be
                        carried forward, and will bear interest at the Class M-1
                        Pass-Through Rate, to the extent legally permissible.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       7
<PAGE>
 
CLASS M-1 PRINCIPAL:    Class M-1 Certificateholders will not receive principal
                        until the Class A Principal Balance has been reduced to
                        zero. At that time the Class M-1 Certificateholders will
                        be entitled to receive the Senior Percentage of the
                        Formula Principal Distribution Amount, until the Class
                        M-1 Principal Balance has been reduced to zero.

CLASS M-2 INTEREST:     After payment of the Class A and Class M-1 Distribution
                        Amount, interest will be paid to the Class M-2
                        Certificateholders in an amount equal to the product of
                        (a) the Class M-2 Pass-Through Rate and (b) the then
                        outstanding Class M-2 Principal Balance (less the Class
                        M-2 Liquidation Loss Principal Amount, if any). Interest
                        will initially accrue from the Settlement Date and
                        thereafter will accrue from the most recent Payment Date
                        on which interest has been paid to, in each case, but
                        excluding the following Payment Date. Interest will be
                        computed on a 30/360 basis. Interest shortfalls will be
                        carried forward, and will bear interest at the Class M-2
                        Pass-Through Rate, to the extent legally permissible.

CLASS M-2 PRINCIPAL:    Class M-2 Certificateholders will not receive principal
                        until the Class A and Class M-1 Principal Balances have
                        been reduced to zero. At that time Class M-2 will be
                        entitled to receive the Senior Percentage of the Formula
                        Principal Distribution Amount, until the Class M-2
                        Principal Balance has been reduced to zero.

CLASS B-1 INTEREST:     After payment of the Class A, Class M-1 and Class M-2
                        Distribution Amounts, interest will be paid to the Class
                        B-1 Certificateholders in an amount equal to the product
                        of (a) the Class B-1 Pass-Through Rate and (b) the then
                        outstanding Class B-1 Principal Balance (less the Class
                        B-1 Liquidation Loss Principal Amount, if any). Interest
                        will initially accrue from the Settlement Date and
                        thereafter will accrue from the most recent Payment Date
                        on which interest has been paid to, in each case, but
                        excluding the following Payment Date. Interest will be
                        computed on a 30/360 basis. Interest shortfalls will be
                        carried forward, and will bear interest at the Class B-1
                        Pass-Through Rate, to the extent legally permissible.

CLASS B-1 PRINCIPAL:    On each Payment Date on which the Class B Distribution
                        Test is satisfied, the Class B Percentage of the Formula
                        Principal Distribution Amount will be paid to the Class
                        B-1 Certificateholders to the extent of the Class B-1
                        Remaining Amount Available after payment of interest on
                        the Class B-1 Certificates, until the Class B-1
                        Principal Balance has been reduced to zero.

                        The Class B Percentage will be equal to 100% minus the
                        Senior Percentage. The Class B Percentage after the
                        Class A and Class M Principal Balances have been reduced
                        to zero will be equal to 100%.

CLASS B PRINCIPAL       The Class B Principal Distribution Test will be deemed
 DISTRIBUTION TESTS:    to be satisfied on a Payment Date if either (a) the
                        Class A Principal Balance and the Class M Principal
                        Balance have each been reduced to zero or (b) each of
                        the following conditions is met (i) the average
                        sixty-day delinquency ratio as of the Payment Date and
                        the prior two Payment Dates must not exceed 6%; (ii) the
                        average thirty-day delinquency ratio as of the Payment
                        Date and the prior two Payment Dates must not exceed
                        12%; (iii) the cumulative realized losses as of the
                        Payment Date must not exceed 7.5%; (iv) the current
                        realized losses as of the Payment Date must not exceed
                        2.0%; (v) the Payment Date is on or after June 2001; and
                        (vi) the Class B Principal Balance divided by the Pool
                        Scheduled Balance as of the immediately preceding
                        Payment Date must be equal to or greater than 12.5%.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       8
<PAGE>
 
CLASS B-2 INTEREST:     After payment of Class A, Class M-1, Class M-2 and Class
                        B-1 Distribution Amounts, interest will be paid to the
                        Class B-2 Certificateholders in an amount equal to the
                        product of (a) the Class B-2 Pass-Through Rate and (b)
                        the then outstanding Class B-2 Principal Balance (less
                        the Class B-2 Liquidation Loss Principal Amount, if
                        any). The Class B-2 Limited Guaranty will be available
                        to pay interest to the Class B-2 Certificateholders if
                        the Class B-2 Remaining Amount Available is not
                        sufficient. Interest will initially accrue from the
                        Settlement Date and thereafter will accrue from the most
                        recent Payment Date on which interest has been paid to,
                        in each case, but excluding the following Payment Date.
                        Interest will be computed on a 30/360 basis. Interest
                        shortfalls will be carried forward, and will bear
                        interest at the Class B-2 Pass-Through Rate, to the
                        extent legally permissible.

CLASS B-2 PRINCIPAL:    Except as described below, the Class B-2
                        Certificateholders will not receive principal payments
                        until the Class B-1 Principal Balance has been reduced
                        to zero. At that time, if the Class B Principal
                        Distribution Test is satisfied (unless the Class A and
                        Class M Principal Balances have been reduced to zero),
                        to the extent of the amount available after payment of
                        the Class A, the Class M and the Class B-1 Distribution
                        Amounts and any amounts actually paid under the Class
                        B-2 Limited Guaranty, the Class B-2 Certificateholders
                        will receive the Class B Percentage of the Formula
                        Principal Distribution Amount until the Class B-2
                        Principal Balance has been reduced to zero.

                        On each Payment Date, the Class B-2 Certificateholders
                        will also be entitled to receive, pursuant to the Class
                        B-2 Limited Guaranty, the Class B-2 Liquidation Loss
                        Principal Amount until the Class B-2 Principal Balance
                        has been reduced to zero.

CLASS B-2 LIMITED
 GUARANTY:              The Class B-2 Limited Guaranty will be available to pay
                        the Class B-2 Liquidation Loss principal Amount and the
                        Class B-2 Distribution Amount. The Class B-2 Limited
                        Guaranty will be an unsecured general obligation of the
                        Company.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       9
<PAGE>
 
                                HOME EQUITY LOANS

         The Loans consist of both fixed rate and adjustable rate closed-end
home equity loans. The adjustable rate closed-end loans are subject to interest
rate adjustments after an initial period of up to 36 months (the "Adjustable
Rate Loans"). All Loans which are not Adjustable Rate Loans are referred herein
as "Fixed Rate Loans." The obligations of the Obligor under each Home Equity
Loan are secured by the related real estate.

         The information concerning the Initial Loans presented below is based
on a pool originated through April 30, 1998. Green Tree intends to acquire and
sell Additional Loans to the Trust by the Closing Date and Subsequent Loans to
the Trust thereafter. Although the characteristics of the final pool of Loans
will differ from the characteristics of the Initial Loans shown below, Green
Tree does not expect that the characteristics of the Additional and Subsequent
Loans sold to the Trust will vary materially from those of the Initial Loans
herein.

                            INITIAL FIXED RATE LOANS

             Number of Loans in Pool:                      5,581
             Wgt. Avg. Loan Rate:                         11.565%
             Range of Rates:                     7.450% - 18.939%
             Wgt. Avg. Orig. Maturity:                       242
             Wgt. Avg. Rem. Maturity:                        241
             Avg. Rem. Princ. Balance:               $ 54,996.63
             Wgt. Avg. CLTV:                               87.61%

                 GEOGRAPHIC DISTRIBUTION OF MORTGAGED PROPERTIES
                            INITIAL FIXED RATE LOANS

<TABLE>
<CAPTION>
                                                                          % of Pool by
                  Number of  % of Pool by Number  Aggregate Principal     Outstanding
State               Loans         of Loans        Balance Outstanding  Principal Balance
- ----------------- ---------  -------------------  -------------------  -----------------
<S>                  <C>             <C>             <C>                     <C>  
OH                   377             6.76%           $20,637,620.56          6.72%
PA                   357             6.40%            19,576,926.94          6.38%
IL                   324             5.81%            18,894,058.71          6.16%
NC                   336             6.02%            17,707,987.56          5.77%
MI                   307             5.50%            17,378,181.65          5.66%
CA                   252             4.52%            16,757,404.32          5.46%
Other*             3,628            65.01%           195,984,034.38         63.85%
                   -----            ------           --------------         ------

      Total(1)     5,581           100.00%          $306,936,214.12        100.00%
                   =====           =======          ===============        =======
</TABLE>
- ---------------
* No one State in this category constitutes more than 5% of the Initial Fixed
Rate Loans Outstanding Principal Balance.
(1) Percentages do not add to 100% due to rounding.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       10
<PAGE>
 
                YEARS OF ORIGINATION OF INITIAL FIXED RATE LOANS

                                                           % of Pool by
                     Number of  Aggregate Principal   Outstanding Principal
Year of Origination    Loans    Balance Outstanding          Balance
- -------------------  ---------  -------------------  ------------------------
       1995                1           $39,093.06               0.01%
       1996                6           217,002.33               0.07%
       1997              256        12,644,910.16               4.12%
       1998            5,318       294,035,208.57              95.80%
                       -----       --------------              ------

      Total            5,581      $306,936,214.12             100.00%
                       =====      ===============             =======

                          INITIAL FIXED RATE LOAN RATES

                                                               % of Pool by
Range of Loans by         Number of  Aggregate Principal   Outstanding Principal
Loan Rates                  Loans    Balance Outstanding         Balance
- ----------------------    ---------  -------------------   ---------------------
      7.001% - 8.000%           4         $518,427.37               0.17%
      8.001% - 9.000%          60        5,602,087.61               1.83%
      9.001% - 10.000%        415       39,463,901.86              12.86%
     10.001% - 11.000%      1,188       97,494,313.37              31.76%
     11.001% - 12.000%        944       55,585,129.34              18.11%
     12.001% - 13.000%      1,296       54,033,551.80              17.60%
     13.001% - 14.000%      1,087       36,497,920.05              11.89%
     14.001% - 15.000%        387       12,185,235.23               3.97%
     15.001% - 16.000%        119        3,739,032.51               1.22%
     16.001% - 17.000%         53        1,318,181.71               0.43%
Greater than   17.000%         28          498,433.27               0.16%
                            -----     ---------------             -------

   Total                    5,581     $306,936,214.12             100.00%
                            =====     ===============             =======



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       11
<PAGE>
 
            DISTRIBUTION OF ORIGINAL INITIAL FIXED RATE LOAN AMOUNTS

                                                               % of Pool by
Original Loan            Number of  Aggregate Principal    Outstanding Principal
Amount (in Dollars)        Loans    Balance Outstanding           Balance
- -----------------------  ---------  -------------------    ---------------------
      0.00 - 9,999.99        24          $173,027.41                0.06%
 10,000.00 - 19,999.99      930        13,642,987.23                4.44%
 20,000.00 - 29,999.99      848        20,779,089.78                6.77%
 30,000.00 - 39,999.99      654        22,459,423.26                7.32%
 40,000.00 - 49,999.99      610        27,175,688.38                8.85%
 50,000.00 - 59,999.99      586        31,947,464.29               10.41%
 60,000.00 - 69,999.99      445        28,544,957.91                9.30%
 70,000.00 - 79,999.99      321        23,855,288.73                7.77%
 80,000.00 - 89,999.99      264        22,154,495.01                7.22%
 90,000.00 - 99,999.99      205        19,369,099.07                6.31%
100,000.00 - 109,999.99     146        15,240,464.64                4.97%
110,000.00 - 119,999.99     140        15,986,334.52                5.21%
120,000.00 - 129,999.99     102        12,689,057.45                4.13%
130,000.00 - 139,999.99      61         8,209,309.92                2.67%
140,000.00 - 149,999.99      61         8,825,232.21                2.88%
150,000.00 - 159,999.99      42         6,464,756.04                2.11%
160,000.00 - 169,999.99      29         4,725,067.76                1.54%
170,000.00 - 179,999.99      24         4,195,797.48                1.37%
180,000.00 - 189,999.99      14         2,579,528.05                0.84%
190,000.00 - 199,999.99      16         3,127,943.86                1.02%
200,000.00 - 249,999.99      36         8,023,167.39                2.61%
250,000.00 - 299,999.99      13         3,533,754.77                1.15%
300,000.00 - 349,999.99       9         2,884,278.96                0.94%
350,000.00 - 399,999.99       1           350,000.00                0.11%
                          -----      ---------------              -------

 Total                    5,581      $306,936,214.12              100.00%
                          =====      ===============              =======



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       12
<PAGE>
 
            REMAINING MONTHS TO MATURITY OF INITIAL FIXED RATE LOANS

                                                           % of Pool by
                  Number of  Aggregate Principal      Outstanding Principal
Months Remaining    Loans    Balance Outstanding             Balance
- ----------------    -----    -------------------     ----------------------
Less than   31          2          $70,717.56                   0.02%
       31 - 60         52          794,803.95                   0.26%
       61 - 90         38        1,014,180.21                   0.33%
       91 - 120       358       10,102,554.88                   3.29%
      121 - 150        33          980,243.41                   0.32%
      151 - 180     2,095      100,799,790.25                  32.84%
      181 - 210        27          755,043.82                   0.25%
      211 - 240     1,768       99,625,692.18                  32.46%
      241 - 270         3          150,800.00                   0.05%
      271 - 300       663       46,024,655.42                  14.99%
      301 - 330         2          142,999.24                   0.05%
      331 - 360       540       46,474,733.20                  15.14%
                      ---       -------------                  ------

Total               5,581     $306,936,214.12                 100.00%
                    =====     ===============                 =======

                    LIEN POSITION OF INITIAL FIXED RATE LOANS

              Number of   Aggregate Principal      % of Pool by Outstanding
   Lien         Loans     Balance Outstanding         Principal Balance
- -----------     -----     -------------------      ------------------------
First           3,228       $240,258,963.86                78.28%
Second          2,333         66,225,503.00                21.58%
Third              20            451,747.26                 0.15%
                -----       ---------------               ------ 

   Total(1)     5,581       $306,936,214.12               100.00%
                =====       ===============               =======



            COMBINED LOAN-TO-VALUE RATIO OF INITIAL FIXED RATE LOANS

                                                                 % of Pool by
                              Number of   Aggregate Principal     Outstanding
Combined Loan-to-Value Ratio    Loans     Balance Outstanding  Principal Balance
- ----------------------------    -----     -------------------  -----------------
      0.01% - 10.00%                4           $49,079.01            0.02%
     10.01% - 20.00%               16           335,708.83            0.11%
     20.01% - 30.00%               36           998,976.78            0.33%
     30.01% - 40.00%               64         2,221,884.77            0.72%
     40.01% - 50.00%               68         2,602,841.15            0.85%
     50.01% - 60.00%              118         4,846,182.28            1.58%
     60.01% - 70.00%              212         9,912,707.26            3.23%
     70.01% - 80.00%              715        36,902,115.09           12.02%
     80.01% - 90.00%            1,929       110,061,489.17           35.86%
  More than   90.00%            2,419       139,005,229.78           45.29%
                                -----       --------------           ------

   Total(1)                     5,581      $306,936,214.12          100.00%
                                =====      ===============          =======
(1) Percentages do not add to 100% due to rounding.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       13
<PAGE>
 
                          INITIAL ADJUSTABLE RATE LOANS

             Number of Loans in Sub-pool:                        785
             Wgt. Avg. Loan Rate:                              9.107%
             Range of Rates:                         6.990% - 16.890%
             Wgt. Avg. Orig. Maturity:                           360
             Wgt. Avg. Rem. Maturity:                            359
             Avg. Rem. Princ. Balance:                  $ 118,504.78
             Wgt. Avg. CLTV:                                   85.53%

                 GEOGRAPHIC DISTRIBUTION OF MORTGAGED PROPERTIES
                          INITIAL ADJUSTABLE RATE LOANS

                                                                 % of Pool by
          Number of  % of Pool by Number  Aggregate Principal     Outstanding
State       Loans         of Loans        Balance Outstanding  Principal Balance
- ------      -----    -------------------  -------------------  -----------------
 CA           80           10.19%           $14,417,129.18           15.50%
 WA           69            8.79%             9,960,863.48           10.71%
 OH           94           11.97%             9,258,027.90            9.95%
 MD           49            6.24%             7,229,643.22            7.77%
 OR           36            4.59%             4,674,446.77            5.02%
Other*       457           58.22%            47,486,144.50           51.05%
             ---           ------            -------------           ------

     Total   785          100.00%           $93,026,255.05          100.00%
             ===          =======           ==============          =======
- ---------------
* No one State in this category constitutes more than 5% of the Initial
Adjustable Rate Loans Outstanding Principal Balance.

              YEARS OF ORIGINATION OF INITIAL ADJUSTABLE RATE LOANS

                                                             % of Pool by 
                       Number of   Aggregate Principal   Outstanding Principal
Year of Origination      Loans     Balance Outstanding          Balance
- -------------------      -----     -------------------   ---------------------
     1997                 107        $11,173,749.21              12.01%
     1998                 678         81,852,505.84              87.99%
                          ---         -------------              ------

       Total              785        $93,026,255.05             100.00%
                          ===        ==============             =======



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       14
<PAGE>
 
          DISTRIBUTION OF ORIGINAL INITIAL ADJUSTABLE RATE LOAN AMOUNTS

                                                                % of Pool by
Original Loan             Number of   Aggregate Principal  Outstanding Principal
Amount (in Dollars)         Loans     Balance Outstanding         Balance
- -------------------------   -----     -------------------  ---------------------
   10,000.00 - 19,999.99       1            $19,500.00              0.02%
   20,000.00 - 29,999.99      10            251,184.62              0.27%
   30,000.00 - 39,999.99      14            480,498.22              0.52%
   40,000.00 - 49,999.99      38          1,725,572.39              1.85%
   50,000.00 - 59,999.99      62          3,403,092.37              3.66%
   60,000.00 - 69,999.99      48          3,090,390.59              3.32%
   70,000.00 - 79,999.99      50          3,700,182.75              3.98%
   80,000.00 - 89,999.99      69          5,822,450.12              6.26%
   90,000.00 - 99,999.99      54          5,111,354.30              5.49%
  100,000.00 - 109,999.99     59          6,163,965.35              6.63%
  110,000.00 - 119,999.99     62          7,097,316.22              7.63%
  120,000.00 - 129,999.99     60          7,449,691.82              8.01%
  130,000.00 - 139,999.99     41          5,512,533.31              5.93%
  140,000.00 - 149,999.99     24          3,460,464.41              3.72%
  150,000.00 - 159,999.99     32          4,962,825.80              5.33%
  160,000.00 - 169,999.99     35          5,749,252.17              6.18%
  170,000.00 - 179,999.99     20          3,463,263.42              3.72%
  180,000.00 - 189,999.99     21          3,862,154.87              4.15%
  190,000.00 - 199,999.99     14          2,715,700.91              2.92%
  200,000.00 - 209,999.99      8          1,624,593.04              1.75%
  210,000.00 - 219,999.99      4            849,531.37              0.91%
  220,000.00 - 229,999.99      7          1,573,678.78              1.69%
  230,000.00 - 239,999.99      8          1,865,704.08              2.01%
  240,000.00 - 249,999.99      8          1,960,594.32              2.11%
  250,000.00 - 259,999.99      4          1,021,246.14              1.10%
  260,000.00 - 269,999.99      6          1,580,889.81              1.70%
  270,000.00 - 279,999.99      5          1,367,399.38              1.47%
  280,000.00 - 289,999.99      1            289,492.02              0.31%
  290,000.00 - 299,999.99      1            292,105.35              0.31%
  300,000.00 - 309,999.99      2            609,547.64              0.66%
  310,000.00 - 319,999.99      3            943,104.83              1.01%
  320,000.00 - 329,999.99      2            645,661.20              0.69%
  340,000.00 - 349,999.99      5          1,723,106.10              1.85%
  350,000.00 - 359,999.99      3          1,050,468.09              1.13%
  390,000.00 - 399,999.99      2            786,883.39              0.85%
Greater than   399,999.99      2            800,855.87              0.86%
                             ---        --------------            ------ 
                                                              
       Total                 785        $93,026,255.05            100.00%
                             ===        ==============            =======



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       15
<PAGE>
 
          REMAINING MONTHS TO MATURITY OF INITIAL ADJUSTABLE RATE LOANS

                                                            % of Pool by
                   Number of   Aggregate Principal      Outstanding Principal
Months Remaining     Loans     Balance Outstanding             Balance
- ----------------     -----     -------------------      ---------------------
   331 - 360           785       $93,026,255.05                100.00%
                       ---       --------------                -------

  Total                785       $93,026,255.05                100.00%
                       ===       ==============                =======

                       INITIAL ADJUSTABLE RATE LOAN RATES

                                                             % of Pool by
Range of  Loans by    Number of   Aggregate Principal    Outstanding Principal
Loan Rates              Loans     Balance Outstanding           Balance
- ------------------      -----     -------------------    ---------------------
 6.001% -  7.000%          8         $1,091,156.59                1.17%
 7.001% -  8.000%        160         22,817,879.78               24.53%
 8.001% -  9.000%        239         30,479,530.19               32.76%
 9.001% -  10.000%       195         23,264,748.41               25.01%
10.001% -  11.000%        97          8,835,778.41                9.50%
11.001% -  12.000%        43          3,507,397.90                3.77%
12.001% -  13.000%        21          1,707,100.23                1.84%
13.001% -  14.000%        16            960,254.51                1.03%
14.001% -  15.000%         4            307,064.69                0.33%
15.001% -  16.000%         1             30,348.27                0.03%
16.001% -  17.000%         1             24,996.07                0.03%
                         ---        --------------              -------

   Total                 785        $93,026,255.05              100.00%
                         ===        ==============              =======

                 LIEN POSITION OF INITIAL ADJUSTABLE RATE LOANS

                                                          % of Pool by
               Number of       Aggregate Principal     Outstanding Principal
    Lien         Loans         Balance Outstanding           Balance
- -------------    -----         -------------------     ---------------------
First             785             $93,026,255.05             100.00%
                  ---             --------------             -------

   Total          785             $93,026,255.05             100.00%
                  ===             ==============             =======


          COMBINED LOAN-TO-VALUE RATIO OF INITIAL ADJUSTABLE RATE LOANS

<TABLE>
<CAPTION>
                                                                    % of Pool by
                               Number of   Aggregate Principal  Outstanding Principal
Combined Loan-to-Value Ratio     Loans     Balance Outstanding         Balance
- ----------------------------     -----     -------------------  ---------------------
<S>                               <C>         <C>                     <C>  
        30.01% - 40.00%             2           $142,887.26             0.15%
        40.01% - 50.00%             9            626,963.05             0.67%
        50.01% - 60.00%             4            395,702.67             0.43%
        60.01% - 70.00%            30          2,967,327.07             3.19%
        70.01% - 80.00%           187         19,354,054.77            20.80%
        80.01% - 90.00%           473         60,257,369.97            64.77%
  Greater than   90.00%            80          9,281,950.26             9.98%
                                  ---        --------------           ------ 

       Total(1)                   785        $93,026,255.05           100.00%
                                  ===        ==============           =======
</TABLE>

(1) Percentages do not add to 100% due to rounding



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       16
<PAGE>
 
         MONTH OF NEXT RATE ADJUSTMENT OF INITIAL ADJUSTABLE RATE LOANS

<TABLE>
<CAPTION>

                               Number of  Aggregate Principal  % of Pool by Outstanding
Month of Next Rate Adjustment    Loans    Balance Outstanding     Principal Balance
- -----------------------------    -----    -------------------  ------------------------
<S>                                <C>       <C>                      <C>  
1998-05                              3          $290,720.97             0.31%
1998-06                              5           614,024.58             0.66%
1998-07                              1            59,737.76             0.06%
1998-08                              7           638,060.18             0.69%
1998-09                              8           911,423.32             0.98%
1999-02                              3           562,996.76             0.61%
1999-03                              2           325,250.00             0.35%
1999-05                              3           248,519.54             0.27%
1999-06                             11           828,946.90             0.89%
1999-07                              6           711,276.18             0.76%
1999-08                              1            31,550.34             0.03%
1999-09                              3           239,340.67             0.26%
1999-10                             11         1,315,277.19             1.41%
1999-11                             18         1,851,370.82             1.99%
1999-12                             36         4,276,134.34             4.60%
2000-01                            118        12,138,879.53            13.05%
2000-02                            226        26,807,438.52            28.82%
2000-03                            273        35,636,565.94            38.31%
2000-04                             34         4,043,638.57             4.35%
2000-05                              1            25,000.00             0.03%
2000-12                              1            22,979.03             0.02%
2001-01                              1            32,864.93             0.04%
2001-02                              8           862,618.98             0.93%
2001-03                              5           551,640.00             0.59%
                                   ---       --------------           ------ 

       Total (1)                   785       $93,026,255.05           100.00%
                                   ===       ==============           =======
</TABLE>

(1) Percentages do not add to 100% due to rounding



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       17
<PAGE>
 
          DISTRIBUTION OF GROSS MARGIN OF INITIAL ADJUSTABLE RATE LOANS

                    Number of  Aggregate Principal    % of Pool by Outstanding
Gross Margin (%)      Loans    Balance Outstanding        Principal Balance
- ------------------    -----    -------------------    ------------------------
 2.001% -  4.000%        2           $292,235.72                 0.31%
 4.001% -  6.000%      267         31,312,568.67                33.66%
 6.001% -  8.000%      486         59,027,564.42                63.45%
 8.001% -  10.000%      28          2,315,966.53                 2.49%
10.001% -  12.000%       2             77,919.71                 0.08%
                       ---        --------------               ------ 

   Total (1)           785        $93,026,255.05               100.00%
                       ===        ==============               =======

               MAXIMUM LOAN RATE OF INITIAL ADJUSTABLE RATE LOANS

                        Number of  Aggregate Principal  % of Pool by Outstanding
Maximum Loan Rate         Loans    Balance Outstanding      Principal Balance
- ----------------------    -----    -------------------  ------------------------
     10.001% - 12.000%       2           $325,562.97               0.35%
     12.001% - 14.000%     119         16,086,994.17              17.29%
     14.001% - 16.000%     426         54,549,124.33              58.64%
     16.001% - 18.000%     181         17,992,304.57              19.34%
     18.001% - 20.000%      51          3,709,859.98               3.99%
     20.001% - 22.000%       5            337,412.96               0.36%
Greater than   22.000%       1             24,996.07               0.03%
                             -             ---------               -----

    Total                  785        $93,026,255.05             100.00%
                           ===        ==============             =======

               MINIMUM LOAN RATE OF INITIAL ADJUSTABLE RATE LOANS

                    Number of  Aggregate Principal     % of Pool by Outstanding
Minimum Loan Rate     Loans    Balance Outstanding         Principal Balance
- ------------------     -----    -------------------    ------------------------
  4.001% - 6.000%        2           $175,006.59                  0.19%
  6.001% - 8.000%      185         25,780,100.84                 27.71%
  8.001% - 10.000%     422         52,106,058.27                 56.01%
 10.001% - 12.000%     134         11,995,446.60                 12.89%
 12.001% - 14.000%      36          2,607,233.72                  2.80%
 14.001% - 16.000%       5            337,412.96                  0.36%
 16.001% - 18.000%       1             24,996.07                  0.03%
                         -             ---------                  -----

Total (1)              785        $93,026,255.05                100.00%
                       ===        ==============                =======

(1) Percentages do not add to 100% due to rounding



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       18
<PAGE>
 
                          CPR PREPAYMENT SENSITIVITIES

<TABLE>
<CAPTION>
                 50% of          75% of          100% of          125% of          150% of
               Prepayment      Prepayment       Prepayment       Prepayment       Prepayment
                 Model*          Model*           Model*           Model*            Model*
              WAL/Maturity    WAL/Maturity     WAL/Maturity     WAL/Maturity      WAL/Maturity
              ------------    ------------     ------------     ------------      ------------
<S>            <C>   <C>      <C>      <C>      <C>   <C>        <C>   <C>       <C>      <C>  
To Call
A - 1A ARM     2.21  03/01    2.08     12/00    2.03  10/00      2.01  10/00     2.01     10/00
A - 1B ARM     5.59  05/11    3.64     08/07    2.59  04/05      1.93  09/03     1.47     08/02
A - 1          1.38  12/00    1.04     03/00    0.85  11/99      0.74  08/99     0.65     06/99
A - 2          3.65  05/03    2.57     10/01    2.00  01/01      1.65  07/00     1.42     03/00
A - 3          6.13  12/05    4.09     04/03    3.03  12/01      2.43  03/01     2.03     09/00
A - 4          8.62  03/08    5.77     04/05    4.08  03/03      3.10  12/01     2.54     03/01
A - 5         10.64  01/10    7.59     09/06    5.45  09/04      3.93  02/03     3.03     10/01
A - 6          6.04  10/09    5.32     07/06    4.70  07/04      4.04  04/03     3.32     03/02
A-7 IO         2.96  05/01    2.96     05/01    2.96  05/01      2.96  05/01     2.96     05/01
M - 1         13.72  04/12    9.77     04/08    7.42  12/05      5.83  05/04     4.70     04/03
M - 2         13.88  04/12    9.88     04/08    7.55  12/05      5.96  05/04     4.88     04/03
B - 1          7.35  03/09    5.18     02/06    4.38  09/04      4.12  05/04     3.92     04/03
B - 2         13.36  04/12    9.52     04/08    7.44  12/05      5.96  05/04     4.88     04/03

To Maturity
M - 1         14.28  12/13   10.54     10/10    7.95  11/07      6.20  10/05     4.93     05/04
M - 2         18.21  06/28   14.78     06/28   11.81  06/28      9.46  06/28     7.68     06/28
B - 1          7.35  03/09    5.18     02/06    4.38  09/04      4.13  08/04     3.99     01/04
B - 2         19.45  06/28   14.26     06/28   11.36  06/28      9.45  06/28     7.99     06/28
</TABLE>
- ---------------

*  The Certificates will be priced, with respect to the Fixed Rate Loans, using
   125% of the Base Prepayment Assumption. The Base Prepayment Assumption
   assumes a conditional prepayment rate of 4% per annum of the then outstanding
   principal balance of the Fixed Rate Loans in the first month of the life of
   the Fixed Rate Loans and an additional 1.45% (precisely, 16/11%) per annum in
   each month thereafter until the twelfth month. Beginning in the twelfth month
   and in each month thereafter, the conditional prepayment rate is 20%. The
   Certificates will be priced, with respect to the Adjustable Rate Loans, using
   a constant prepayment rate of 30% CPR.



      Recipients must read the statement printed on the attached cover. Do
        not use or rely on this information if you have not received and
        reviewed this statement. If you have not received this statement,
          call your Lehman Brothers account executive for another copy.

                                       19


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