<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): September 14, 1998
GREEN TREE FINANCIAL CORPORATION
--------------------------------
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 Computational materials prepared by underwriter
in connection with the $850,000,000
(Approximate) Manufactured Housing Contract
Senior/Subordinate Pass-Through Certificates,
Series 1998-7, 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
Senior Vice President and Controller
3
<PAGE>
INDEX TO EXHIBITS
Exhibit Number Page
- -------------- ----
99.1 Computational materials prepared by underwriter in connection with
the $850,000,000 (Approximate) Manufactured Housing Contract
Senior/Subordinate Pass-Through Certificates, Series 1998-7, issued
by Green Tree Financial Corporation, as Seller and Servicer.
4
<PAGE>
Exhibit 99.1
LEHMAN BROTHERS
DERIVED INFORMATION
-------------------
SEPTEMBER 14, 1998
$850,000,000 CERTIFICATES (APPROXIMATE)
GREEN TREE MANUFACTURED HOUSING SERIES 1998-7
MANUFACTURED HOUSING CONTRACT BACKED SECURITIES
- --------------------------------------------------------------------------------
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 THE 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 AND
DELIVERED BY LEHMAN BROTHERS INC. AND THE CONTENTS AND ACCURACY THEREOF HAVE NOT
BEEN REVIEWED BY THE ISSUER. THIS INFORMATION WAS PREPARED ON THE BASIS OF
CERTAIN ASSUMPTIONS (INCLUDING, IN CERTAIN CASES, ASSUMPTIONS SPECIFIED BY THE
RECIPIENT HEREOF) REGARDING PAYMENTS, INTEREST RATES, WEIGHTED AVERAGE LIVES,
WEIGHTED AVERAGE LOAN AGE, 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 DESCRIPTION OF THE SECURITIES OR UNDERLYING ASSETS, THE
INFORMATION CONTAINED IN THE OFFERING DOCUMENT).
<PAGE>
LEHMAN BROTHERS
SENSITIVITY ANALYSIS (INCL. SENIOR ENHANCEMENT AND LOSS TRIGGERS)
-----------------------------------------------------------------
PROJECTED PERFORMANCE
---------------------
UNDER VARYING DEFAULT ASSUMPTIONS
TO MATURITY:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Class M-1 (% CDR) 3.00% 4.00% 4.60% 4.80% 5.00% 5.50%
- -----------------
<S> <C> <C> <C> <C> <C> <C>
Avg. Life (yrs.) 12.55 15.40 19.21 19.89 20.74 24.85
Window (begin-end) (mths) 137-165 160-219 181-362 191-362 203-362 263-362
Expected Final Maturity 07/01/12 01/01/17 12/01/28 12/01/28 12/01/28 12/01/28
Yield @ 99.95075% 6.749% 6.748% 6.679% 5.960% 4.891% 0.071%
Collateral Loss Amount ($) 159,010,655 201,688,393 225,302,523 232,867,742 240,286,529 258,217,541
Collateral Loss Amount (%) 18.71% 23.73% 26.51% 27.40% 28.27% 30.38%
Aggregate Class M-1 Loss Amount ($) 0 0 1,454,733 10,180,075 18,774,859 39,435,230
Aggregate Class M-1 Loss Amount (%) 0 0 3.11% 21.78% 40.16% 84.35%
Class M-2 (% CDR) 3.00% 4.00% 4.10% 4.30% 4.40% 4.52%
- -----------------
Avg. Life (yrs.) 14.64 21.90 22.61 24.40 25.72 28.29
Window (begin-end) (mths) 165-187 219-356 228-362 255-362 277-362 322-362
Expected Final Maturity 05/01/14 06/01/28 12/01/28 12/01/28 12/01/28 12/01/28
Yield @ 99.94008% 7.048% 7.047% 6.585% 4.726% 3.215% 0.076%
Collateral Loss Amount ($) 159,010,655 201,688,393 205,722,769 213,671,515 217,586,948 222,234,560
Collateral Loss Amount (%) 18.71% 23.73% 24.20% 25.14% 25.60% 26.15%
Aggregate Class M-2 Loss Amount ($) 0 0 4,468,372 13,735,171 18,235,391 23,504,980
Aggregate Class M-2 Loss Amount (%) 0 0 17.52% 53.86% 71.51% 92.18%
Class B-1 (% CDR) 2.00% 3.00% 3.60% 3.70% 3.80% 3.98%
- -----------------
Avg. Life (yrs.) 15.44 16.92 22.35 23.63 25.17 29.14
Window (begin-end) (mths) 73-230 187-221 222-362 242-362 267-362 340-362
Expected Final Maturity 12/01/17 03/01/17 12/01/28 12/01/28 12/01/28 12/01/28
Yield @ 99.96903% 8.035% 8.035% 7.960% 7.082% 5.509% 0.196%
Collateral Loss Amount ($) 111,657,614 159,010,655 185,138,079 189,338,702 193,496,916 200,876,648
Collateral Loss Amount (%) 13.14% 18.71% 21.78% 22.28% 22.76% 23.63%
Aggregate Class B-1-Loss Amount ($) 0 0 1,218,931 8,486,211 15,241,570 24,426,680
Aggregate Class B-1 Loss Amount (%) 0 0 4.78% 33.28% 59.77% 95.79%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
ASSUMPTIONS
- -----------
(1) VOLUNTARY PREPAYMENTS (CRR) ARE 175% MHP.
(2) THE CURRENT REALIZED LOSS RATIO TRIGGER AMOUNT IS 2.50% OF THE CUT-OFF DATE
POOL BALANCE.
(3) THE CUMULATIVE REALIZED LOSS RATIO TRIGGER AMOUNT IS 5.50% IN YEAR 5, 6.50%
IN YEAR 6, 8.50% IN YEAR 7 AND 9.50% THEREAFTER OF THE CUT-OFF DATE
BALANCE.
(4) THE CROSSOVER PERCENTAGE FOR CLASS M-1 IS 23.25%; THE CROSSOVER PERCENTAGE
FOR CLASS M-2 IS 15.00%; THE CROSSOVER PERCENTAGE FOR CLASS B IS 10.50%.
(5) DEFAULTS ARE IMMEDIATE (I.E. NO LAGS) AND NO RECOVERIES ON DEFAULTED
AMOUNTS ARE RECEIVED.
- --------------------------------------------------------------------------------
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 the 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 and
delivered by Lehman Brothers Inc. and the contents and accuracy thereof have not
been reviewed by the issuer. This information was prepared on the basis of
certain assumptions (including, in certain cases, assumptions specified by the
recipient hereof) regarding payments, interest rates, weighted average lives,
weighted average loan age, 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 description of the securities or underlying assets, the
information contained in the Offering Document).
