Exhibit 99.2
AMENDMENT NO. 1
TO
POOLING AND SERVICING AGREEMENT
DATED AS OF JUNE 1, 1999 (SERIES 0000-0)
XXXXXXX
XXXXX XXXX FINANCIAL CORPORATION, AS SELLER AND SERVICER
AND
U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE
This Amendment No. 1 to Pooling and Servicing Agreement, dated as of
June 1, 1999 (the "Pooling and Servicing Agreement") between Green Tree
Financial Corporation (the "Company"), as seller and servicer, and U.S. Bank
National Association, as trustee, is entered into between Green Tree and U.S.
Bank National Association as of the 29th day of July, 1999. Any capitalized
terms not otherwise defined herein shall have the meanings attached to them in
the Pooling and Servicing Agreement.
WHEREAS, U.S. Bank National Association is acting as Trustee under the
Pooling and Servicing Agreement.
WHEREAS, Section 12.07(a) of the Pooling and Servicing Agreement
provides that such Pooling and Servicing Agreement may be amended, without the
consent of any of the Certificateholders to correct manifest error.
WHEREAS, it has come to the Company's attention that the Pooling and
Servicing Agreement contains a manifest error in Section 3.03(c) with respect to
the representations and warranties relating to the characteristics of the
Contracts.
NOW THEREFORE, the Pooling and Servicing Agreement is hereby amended as
follows:
1. Section 3.03(c) is hereby amended to state in its entirety as
follows:
"c. Characteristics of All Contracts. The Contracts have the following
characteristics as of the end of the Pre-Funding Period:
(i) the Weighted Average Contract Rate is not less
than 9.50%, and not more than .02% of the Cut-off Date Pool
Principal Balance is attributable to Contracts with a Contract
Rate of less than 4.0%;
(ii) the weighted average (by Cut-off Date Pool
Principal Balance) Loan-to-Value Ratio of the Contracts is not
more than 89%;
(iii) not less than 72% of the Cut-off Date Pool
Principal Balance is attributable to loans for purchases of
new Manufactured Homes;
(iv) not more than 35% of the Cut-off Date Pool
Principal Balance is attributable to loans for the purchase of
single-section Manufactured Homes, and not less than 65% of
the Cut-off Date Pool Principal Balance is attributable to
loans for the purchase of double-section Manufactured Homes;
(v) not less than 16% of the Cut-off Date Pool
Principal Balance is attributable to Land-and-Home Contracts;
and
(vi) not more than 33% of the Cut-off Date Pool
Principal Balance is attributable to loans secured by
Manufactured Homes located in parks."
This Amendment may be executed in two or more counterparts, each of
which shall be an original, but all of which together shall constitute one and
the same instrument.
GREEN TREE FINANCIAL
CORPORATION
By /s/ Xxxx X. Xxxxxxxxx
------------------------------
Senior Vice President,
General Counsel and Secretary
U.S. BANK NATIONAL
ASSOCIATION, as Trustee
By /s/ Xxxxxx X. Xxxxxx
------------------------------
Vice President
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