<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): MARCH 16, 1998
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE
PASS-THROUGH CERTIFICATE TRUST 1998-1
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 33-55855 APPLIED FOR
- ------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS employee
of incorporation) file numbers) identification no.)
1100 LANDMARK TOWERS, 345 ST. PETER STREET, SAINT PAUL, MINNESOTA 55102-1639
- ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (612) 293-3400
NOT APPLICABLE
- -------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE>
ITEM 5. OTHER EVENTS.
Pursuant to the Pooling and Servicing Agreement between Green Tree
Financial Corporation (the "Servicer") and Firstar Trust Company (the
"Trustee"), on March 16, 1998, the Trustee made distributions to the
holders of the certificates representing interests in the Trust (the
"Certificateholders") and delivered to the Certificateholders the
Monthly Report required by Section 6.02 of the Pooling and Servicing
Agreement attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
The following is filed herewith. The exhibit number corresponds
with Item 601(b) of Regulation S-K.
EXHIBIT NO. DESCRIPTION
----------- ------------
99.1 Monthly Report delivered to Certificateholders
on March 16, 1998.
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated:March 16, 1998
MANUFACTURED HOUSING CONTRACT
SENIOR/SUBORDINATE PASS-THROUGH
CERTIFICATE TRUST 1998-1
By GREEN TREE FINANCIAL CORPORATION
as Servicer with respect to the Trust
By: /S/ PHYLLIS A. KNIGHT
------------------------------------
PHYLLIS A. KNIGHT
Senior Vice President and Treasurer
<PAGE>
INDEX TO EXHIBITS
EXHIBIT
NUMBER PAGE
- ------- ----
99.1 Monthly Report delivered to Certificateholders 5
on March 16, 1998.
<PAGE>
GREEN TREE FINANCIAL CORP.
CERTIFICATE OF SERVICING OFFICER
The undersigned certifies that she is Senior Vice President and Treasurer of
Green Tree Financial Corp., a Delaware corporation (the "Company"), and that as
such she is duly authorized to execute and deliver this certificate on behalf of
the Company pursuant to Section 6.02 of the Pooling and Servicing Agreement (the
"Agreement") dated January 1, 1998, (98-1), between the Company and Firstar
Bank, Minnesota, National Association, as Trustee (all capitalized terms used
herein without definition having the respective meanings specified in the
Agreement), and further certifies that:
1. The Monthly Report for the period from January 15, 1998 to February 15,
1998 attached to this certificate is complete and accurate in accordance
with the requirements of Sections 6.01 and 6.02 of the Agreement; and
2. As of the date hereof, no Event of Termination or event that with notice
or lapse of time or both would become an Event of Termination has
occurred.
IN WITNESS WHEREOF, I have affixed hereunto my signature this 2nd day of March,
1998.
GREEN TREE FINANCIAL CORP.
BY: /S/ PHYLLIS A. KNIGHT
--------------------------------
Phyllis A. Knight
Senior Vice President and Treasurer
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE
5.575%, 5.85%, 5.95%, 6.04%, 6.68%, 6.33%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS A1, A2, A3, A4, A5, A6, CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998
CUSIP#'S 393505-YZ9,ZA3,ZB1,ZC9,ZD7,ZE5
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
TOTAL $ PER $1,000
AMOUNT ORIGINAL
CLASS A CERTIFICATES ------------- --------------
- --------------------
(1a) Amount available (including Monthly
Servicing Fee) $7,993,635.82
(b) Class M-1 Interest Deficiency Amount
(if any) and Class B-1 Interest
Deficiency Amount (if any) withdrawn
for prior Remittance Date 0.00
(c) Amount Available after giving effect
to withdrawal of Class M-1
Interest Deficiency Amount and B-1
Interest Deficiency Amount for prior
Remittance Date 7,993,635.82
A. Interest
(2) Aggregate Interest
a. Class A-1 Remittance Rate(5.575%) 5.575%
b. Class A-1 Interest 105,615.28 4.80069455
c. Class A-2 Remittance Rate(5.85%) 5.85%
d. Class A-2 Interest 521,381.25 5.03750000
e. Class A-3 Remittance Rate(5.95%) 5.95%
f. Class A-3 Interest 99,910.42 5.12361128
g. Class A-4 Remittance Rate(6.04%,
unless the Weighted Average
Contract Rate is less than 6.04%) 6.04%
h. Class A-4 Interest 288,661.67 5.20111117
i. Class A-5 Remittance Rate
(6.68%,unless the Weighted
Average Contract Rate is less
than 6.68%) 6.68%
j. Class A-5 Interest 788,054.44 5.75222219
k. Class A-6 Remittance Rate
(6.33%,unless the Weighted
Average Contract Rate is less
than 6.33%) 6.33%
l. Class A-6 Interest 245,287.50 5.45083333
(3) Amount applied to:
a. Unpaid Class A Interest
Shortfall .00 .00
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE
5.575%, 5.85%, 5.95%, 6.04%, 6.68%, 6.33%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS A1, A2, A3, A4, A5, A6, CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 2
CUSIP#'S 393505-YZ9,ZA3,ZB1,ZC9,ZD7,ZE5
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
TOTAL $ PER $1,000
AMOUNT ORIGINAL
------------ ----------
(4) Remaining:
a. Unpaid Class A Interest
Shortfall .00 .00
B. Principal
(5) Formula Principal Distribution
Amount 5,530,720.25 N/A
a. Scheduled Principal 608,036.96 N/A
b. Principal Prepayments 4,071,037.58 N/A
c. Liquidated Contracts .00 N/A
d. Repurchases .00 N/A
e. Current Month Advanced Principal 851,645.71 N/A
f. Prior Month Advanced Principal .00 N/A
(6) Pool Scheduled Principal Balance 445,320,925.46
(6b) Adjusted Pool Principal Balance 444,469,279.75 987.70951056
(6c) Pool Factor 0.98770951
(7) Unpaid Class A Principal Shortfall
(if any)following prior Remittance date .00
(8) Class A Percentage for such Remittance
Date 92.50%
(9) Class A Percentage for the following
Remittance Date 92.41%
(10) Class A Principal Distribution:
a. Class A-1 5,530,720.25 251.39637500
b. Class A-2 .00 .00
c. Class A-3 .00 .00
d. Class A-4 .00 .00
e. Class A-5 .00 .00
f. Class A-6 .00 .00
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE
5.575%, 5.85%, 5.95%, 6.04%, 6.68%, 6.33%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS A1, A2, A3, A4, A5, A6, CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 3
CUSIP#'S 393505-YZ9,ZA3,ZB1,ZC9,ZD7,ZE5
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
TOTAL $ PER $1,000
AMOUNT ORIGINAL
-------------- --------------
(11) Class A-1 Principal Balance 16,469,279.75 748.60362500
(11a) Class A-1 Pool Factor .74860363
(12) Class A-2 Principal Balance 103,500,000.00 1000.0000000
(12a) Class A-2 Pool Factor 1.000000000
(13) Class A-3 Principal Balance 19,500,000.00 1000.0000000
(13a) Class A-3 Pool Factor 1.00000000
(14) Class A-4 Principal Balance 55,500,000.00 1000.0000000
(14a) Class A-4 Pool Factor 1.00000000
(15) Class A-5 Principal Balance 137,000,000.00 1000.0000000
(15a) Class A-5 Pool Factor 1.00000000
(16) Class A-6 Principal Balance 45,000,000.00 1000.0000000
(16a) Class A-6 Pool Factor 1.00000000
(17) Unpaid Class A Principal Shortfall
(if any) following current
Remittance Date .00
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE
5.575%, 5.85%, 5.95%, 6.04%, 6.68%, 6.33%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS A1, A2, A3, A4, A5, A6, CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 4
CUSIP#'S 393505-YZ9,ZA3,ZB1,ZC9,ZD7,ZE5
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
C. Aggregate Scheduled Balances and Number of Delinquent
Contracts as of Determination Date
(18) 31-59 days 377,926.10 9
(19) 60 days or more .00 0
(20) Current Month Repossessions .00 0
(21) Repossession Inventory .00 0
Class M-1 Distribution Test and Class B Distribution Test (applicable on and
after the Remittance Date occurring in March 2002)
(22) Average Sixty-Day Delinquency Ratio Test
(a) Sixty-Day Delinquency Ratio for
current Remittance Date .00%
(b) Average Sixty-Day Delinquency Ratio
(arithmetic average of ratios for this
month and two preceding months; may not
exceed 3.5%) n/a
(23) Average Thirty-Day Delinquency Ratio Test
(a) Thirty-Day Delinquency Ratio for
current Remittance Date .08%
(b) Average Thirty-Day Delinquency Ratio
(arithmetic average of ratios for this
month and two preceding months; may not
exceed 5.5%) n/a
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE
5.575%, 5.85%, 5.95%, 6.04%, 6.68%, 6.33%
PASS-THROUGH CERTIFICATES,
SERIES 1998-1 CLASS A1, A2, A3,
A4, A5, A6, CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 5
CUSIP#'S 393505-YZ9,ZA3,ZB1,ZC9,ZD7,ZE5
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
(24) Cumulative Realized Losses Test
(a) Cumulative Realized Losses for the current Remittance Date (as
a percentage of Cut-off Date Pool Principal Balance; may not
exceed 5.5% from March 1, 2001 to February 28, 2002, 6.5% from
March 1, 2002 to February 28, 2003, 8.5% from March 1, 2003 to
February 28, 2004 and and 9.5% thereafter) .00
(25) Current Realized Losses Test
(a) Current Realized Losses for current Remittance Date .00
(b) Current Realized Loss Ratio (total Realized Losses for the most
recent three months, multiplied by 4, divided by arithmetic
average of Pool Scheduled Principal Balances for third
preceding Remittance and for current Remittance Date; may
not exceed 2.25%) .00%
(26) Class M-1 Principal Balance Test
(a) The sum of Class M-1 Principal Balance and Class B Principal
Balance (before distributions on current Remittance Date)
divided by Pool Scheduled Principal Balance as of preceding
Remittance Date (must equal or exceed 22.5%) 15.00%
(27) Class B Principal Balance Test
(a) Class B Principal Balance (before any distributions
on current Remittance Date) as of such Remittance date
greater than $9,000,000.00 .00
(b) Class B Principal Balance (before any distributions on current
Remittance Date) divided by pool Scheduled Principal Balance as
of preceding Remittance Date is equal to or greater than 11.25% 7.50%
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE 6.77%,6.92%,8.11%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS M1 CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 6
CUSIP#'S 393505-ZF2,ZG0,ZH8
TRUST ACCOUNT #80-3336258-0
REMITTANCE DATE: 3/2/98
TOTAL $ PER $1,000
AMOUNT ORIGINAL
CLASS M1 CERTIFICATES ---------- ---------------
(28) Amount available (including Monthly
Servicing Fee) 414,005.01
A. Interest
(29) Aggregate interest
a. Class M-1 Remittance Rate (6.77%,
unless Weighted Average Contract
Rate is below 6.77%) 6.77%
b. Class M-1 Interest 196,753.13 5.82972237
(30) Amount applied to Class M-1 Interest
Deficiency Amount .00 0
(31) Remaining unpaid Class M-1 Interest
Deficiency Amount .00 0
(32) Amount Applied to:
a. Unpaid Class M-1 Interest Shortfall .00 0
(33) Remaining:
a. Unpaid Class M-1 Interest Shortfall .00 0
B. Principal
(34) Formula Principal Distribution Amount .00 N/A
a. Scheduled Principal .00 N/A
b. Principal Prepayments .00 N/A
c. Liquidated Contracts .00 N/A
d. Repurchases .00 N/A
(35) Class M-1 Principal Balance 33,750,000.00 1000.00000000
(35a)Class M-1 Pool Factor 1.00000000
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE 6.77%,6.92%,8.11%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS B CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 7
CUSIP#'S 393505-ZF2,ZG0,ZH8
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
(36) Class M-1 Percentage for such Remittance
Date .00%
TOTAL $ PER $1,000
AMOUNT ORIGINAL
--------- -----------
(37) Class M-1 Principal Distribution:
a. Class M-1 (current) .00 0.00000000
b. Unpaid Class M-1 Principal
Shortfall (if any) following
prior Remittance Date .00
(38) Unpaid Class M-1 Principal Shortfall
(if any) following current Remittance Date .00
(39) Class M-1 Percentage for the following
Remittance Date .00%
(40) Class M-1 Liquidation Loss Interest
(a) Class M-1 Liquidation Loss Amount .00
(b) Amount Applied toClass M-1 Liquidation
Loss Interest Income .00
(c) Remaining Class M-1 Liquidation Loss
Interest Amount .00
(d) Amount applied to Unpaid Class M-1 Loss
Interest Shortfall .00
(e) Remaining Unpaid Class M-1 Liquidation
Loss Interest Shortfall .00
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE 6.77%,6.92%,8.11%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS B CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 8
CUSIP#'S 393505-ZF2,ZG0,ZH8
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
CLASS B1 CERTIFICATES
- ---------------------
(1) Amount Available less the Class A
Distribution Amount and Class M-1
Distribution amount (including Monthly
Servicing Fee) 217,251.88
(2) Class B-1 Adjusted Principal Balance .00
(3) Class B-1 Remittance Rate (6.92% unless
Weighted Average Contract Rate
is below 6.92%) 6.92%
(4) Interest on Class B-1 Adjusted
Principal Balance .00
(5) Aggregate Class B1 Interest 107,260.00 5.95888889
(6) Amount applied to Unpaid Class
B1 Interest Shortfall .00 .00
(7) Remaining unpaid Class B1
Interest Shortfall .00 .00
(8) Amount applied to Class B1 Interest
Deficiency Amount .00
(9) Remaining Unpaid Class B-1 Interest
Deficiency Amount .00
(10) Unpaid Class B1 Principal Shortfall
(if any) following prior Remittance Date .00
(10a) Class B Percentage for such Remittance Date .00
(11) Current Principal (Class B Percentage of
Formula Principal Distribution Amount) .00 .00
(12) Class B1 Principal Shortfall .00
(12a)Unpaid Class B1 Principal Shortfall .00
(13) Class B Principal Balance 33,750,000.00
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE 6.77%,6.92%,8.11%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS B CERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 9
CUSIP#'S 393505-ZF2,ZG0,ZH8
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
(14) Class B1 Principal Balance 18,000,000.00
(14a)Class B1 Pool Factor 1.00000000
(15) Class B-1 Liquidation Loss Interest
(a) Class B-1 Liquidation Loss Amount .00
(b) Amount Applied to Class B-1 Liquidation
Loss Interest Income .00
(c) Remaining Class B-1 Liquidation Loss
Interest Amount .00
(d) Amount applied to Unpaid Class B-1 Loss
Interest Shortfall .00
(e) Remaining Unpaid Class B-1 Liquidation
Loss Interest Shortfall .00
CLASS B2 CERTIFICATES
- ---------------------
(16) Remaining Amount Available 109,991.88
(17) Class B-2 Remittance Rate (8.11%
unless Weighted Average Contract Rate
is less than 8.11%) 8.11%
(18) Aggregate Class B2 Interest 109,991.88 6.98361143
(19) Amount applied to Unpaid Class
B2 Interest Shortfall .00 .00
(20) Remaining Unpaid Class B2 Interest Shortfall .00 .00
(21) Unpaid Class B2 Principal Shortfall
(if any) following prior Remittance Date .00
(22) Class B2 Principal Liquidation Loss Amount .00
(23) Class B2 Principal (zero until Class B1
paid down; thereafter, Class B
Percentage of Formula Principal
Distribution Amount) .00
(24) Guarantee Payment .00
(25) Class B2 Principal Balance 15,750,000.00
(25a)Class B2 Pool Factor 1.00000000
<PAGE>
GREEN TREE FINANCIAL CORPORATION
MANUFACTURED HOUSING CONTRACT SENIOR/SUBORDINATE 6.77%,6.92%,8.11%
PASS-THROUGH CERTIFICATES, SERIES 1998-1
CLASS BCERTIFICATES
MONTHLY REPORT
FEBRUARY 1998 - Page 10
CUSIP#'S 393505-ZF2,ZG0,ZH8
TRUST ACCOUNT #3336258-0
REMITTANCE DATE: 3/2/98
TOTAL $ PER $1,000
AMOUNT ORIGINAL
--------- -----------
(26) Monthly Servicing Fee (Deducted from
Certificate Account balance to arrive
at Amount Available if the Company or
Green Tree Financial Corporation is
not the Servicer; deducted from funds
remaining after payment of Class A
Distribution Amount, Class M-1 Distribution
Amount, Class B-1 Distribution Amount
and Class B-2 Distribution Amount; if
the Company or Green Tree Financial
Corporation is the Servicer) .00
(27) 3% Guarantee .00
(28) Class B-31 Distribution Amount .00
(29) Class B-31 Formula Distribution Amount
(all Excess Interest plus Unpaid Class B-31
Shortfall) .00
(30) Class B-31 Distribution Amount
(Remaining Amount Available) .00
(31) Class B-31 Shortfall (26-27) .00
(32) Unpaid Class B-31 Shortfall .00
(33) Class M-1 Interest Deficiency on such
Remittance Date .00
(34) Class B-1 Interest Deficiency on such
Remittance Date .00
(35) Repossessed Contracts .00
(36) Repossessed Contracts Remaining in Inventory .00
(37) Weighted Average Contract Rate 9.70303
Please contact Bondholder Services Department of U.S. Bank National Association,
1-800-934-6802 with any questions regarding this statement or your Distribution.
