Green Tree Financial Corporation Stock and Options Litigation

This Notice is given pursuant to Rule 23 of the Federal Rules of Civil Procedure and Orders of the Court dated June 13, 2002 and August 26, 2003. The purpose of this Notice is to inform you: (i) that the above-captioned actions (the "Actions") have been brought against Green Tree Financial Corporation ("Green Tree") and the Individual Stock Defendants, defined in paragraph 7 herein and the Individual Options Defendants, defined in paragraph 8 herein and have been certified to proceed as class actions, affecting all Class Members' rights, and (ii) to inform you of a proposed Settlement with the Defendants. This Notice describes the rights of Class Members, the rights you may have under the proposed Settlement, and the steps you may take in relation to the Actions and the Settlement. This Notice is not an expression of any opinion by the Court as to the merits of any claims or any defenses asserted by any party in these Actions, or the fairness or adequacy of the proposed Settlement.

Statement of Plaintiff Recovery: Pursuant to the Settlement described herein, a Settlement Fund consisting of $12,450,000 in cash, plus interest, has been established. Plaintiffs estimate that there were approximately 48.1 million shares of Green Tree common stock traded from July 15, 1995 through January 27, 1998 (the "Class Period") which may have been damaged as a result of the alleged wrongdoing described below. Stock Lead Plaintiffs estimate that the average recovery per damaged share of Green Tree common stock under the Settlement is $0.26 per damaged share, exclusive of any recovery from the Settlement by members of the Option Class and before deduction of Court-awarded attorneys' fees and expenses. Depending on the number of claims submitted, the amount of interest that has accrued in the Settlement Fund as of the time of distribution, when during the Class Period a Class Member purchased his or her shares of Green Tree common stock, and whether those shares were held at the end of the Class Period or sold during the Class Period, and if sold, when they were sold, an individual Class Member may receive more or less than this average amount.

Under the relevant securities laws, a claimant's recoverable damages are limited to the losses attributable to the alleged fraud. Losses which resulted from factors other than the alleged fraud are not compensable from the Settlement Fund.

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