GREEN TREE FINANCIAL CORP
8-K, 1999-01-28
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): January 26, 1999



                       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:        (651) 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 $700,000,000
                                (Approximate) Manufactured Housing Contract
                                Senior/Subordinate Pass-Through Certificates,
                                Series 1999-1, to be 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                                                              
- --------------                                                              

     99.1   Computational materials prepared by underwriter in connection with
            the $700,000,000 (Approximate) Manufactured Housing Contract
            Senior/Subordinate Pass-Through Certificates, Series 1999-1, to be 
            issued by Green Tree Financial Corporation, as Seller and Servicer.

                                       4

<PAGE>
                                                                    EXHIBIT 99.1
 
                                Lehman Brothers


                              DERIVED INFORMATION
                              -------------------
                                January 26, 1999
                                        
                    $700,000,000 Certificates (Approximate)



                 Green Tree Manufactured Housing Series 1999-1

                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>
 
Sensitivity Analysis (incl. Senior Enhancement and Loss Triggers)
- -----------------------------------------------------------------

                             Projected Performance
                             ---------------------
                       Under Varying Default Assumptions

To Maturity:

<TABLE>
<CAPTION>
 
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                             <C>           <C>           <C>           <C>           <C>           <C>
Class M-1 (% CDR)                                      3.00%         4.00%         4.70%         5.00%         5.50%         5.52%
- -----------------                              
 
Avg. Life (yrs.)                                      12.29         15.27         19.76         21.03         25.50         25.85
Window (begin-end) (mths)                           136-161       160-216       188-362       207-362       274-362       280-362
Expected Final Maturity                              7/1/12        2/1/17        4/1/29        4/1/29        4/1/29        4/1/29
Yield @ 99.97311%                                      6.93%         6.93%         6.70%         5.32%         0.51%         0.15%
Collateral Loss Amount ($)                      132,584,509   168,052,530   190,808,538   200,084,445   214,949,952   215,529,670
Collateral Loss Amount (%)                            18.94%        24.01%        27.26%        28.58%        30.71%        30.79%
Aggregate Class M-1 Loss Amount ($)                       0             0     3,337,552    14,195,456    31,586,210    32,260,236
Aggregate Class M-1 Loss Amount (%)                    0.00%         0.00%         9.08%        38.63%        85.95%        87.78%
 
Class M-2 (% CDR)                                      3.00%         4.00%         4.10%         4.20%         4.50%         4.59%
- -----------------
 
Avg. Life (yrs.)                                      14.19         21.20         22.46         23.22         26.98         29.36
Window (begin-end) (mths)                           161-181       216-325       225-362       236-362       298-362       345-362
Expected Final Maturity                              3/1/14        3/1/26        4/1/29        4/1/29        4/1/29        4/1/29
Yield @ 99.98804%                                      7.68%         7.68%         7.50%         6.92%         3.19%         0.40%
Collateral Loss Amount ($)                      132,584,509   168,052,530   171,402,643   174,718,922   184,469,284   187,337,608
Collateral Loss Amount (%)                            18.94%        24.01%        24.49%        24.96%        26.35%        26.76%
Aggregate Class M-2 Loss Amount ($)                       0             0     2,003,287     5,989,341    17,298,295    20,436,936
Aggregate Class M-2 Loss Amount (%)                    0.00%         0.00%         9.54%        28.52%        82.37%        97.32%
 
Class B-1 (% CDR)                                      2.00%         3.00%         3.30%         3.35%         4.00%         4.07%
- -----------------                             
 
Avg. Life (yrs.)                                       9.21         16.41         16.28         15.06         27.06          0.00
Window (begin-end) (mths)                            73-227       181-216       179-215       181-181       325-325             0
Expected Final Maturity                              1/1/18        2/1/17        1/1/14        3/1/14        3/1/26             0
Yield @ 99.98369%                                      8.95%         8.94%         8.94%         6.96%         2.73%         0.34%
Collateral Loss Amount ($)                       93,171,055   132,584,509   143,614,403   145,419,285   168,052,530   170,401,183
Collateral Loss Amount (%)                            13.31%        18.94%        20.52%        20.77%        24.01%        24.34%
Aggregate Class B-1-Loss Amount ($)                       0             0             0    24,494,696    24,483,319    24,500,000
Aggregate Class B-1 Loss Amount (%)                    0.00%         0.00%         0.00%        99.98%        99.93%       100.00%
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>


Assumptions
- -----------
(1)  Voluntary prepayments (CRR) are 175% MHP.
(2)  The Current Realized Loss Ratio Trigger Amount is 2.75% of the Cut-off Date
     Pool Balance.
(3)  The Cumulative Realized Loss Ratio Trigger Amount is 5.50% in year 5, 7.00%
     in year 6, 9.00% in year 7 and 10.50% thereafter of the Cut-off Date
     Balance.
(4)  The Crossover Percentage for Class M-1 is 24.375%; the Crossover Percentage
     for Class M-2 is 16.50%; the Crossover Percentage for Class B is 12.00%.
(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).


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