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Little-Known Executive Gets Huge Bonus

April 10, 1996

MINNEAPOLIS (AP) _ Lawrence M. Coss didn’t get a raise last year, but his $65.1 million bonus should make up for it.

The little-known chief executive of a Minnesota company that lends money to mobile home buyers wound up earning more than four times the compensation of such corporate chieftains as Michael Eisner of Walt Disney Co.

Not bad for a guy who moved from South Dakota to Minneapolis 31 years ago and took a job as a used car salesman. Coss, 57, is chief executive of Green Tree Financial Corp., a St. Paul-based company that finances manufactured housing and home improvement loans.

Over the past five years, Green Tree has been the best performing stock on the New York Stock Exchange, the company said.

A $100 investment in 1990 would have been worth $2,065 by the end of last year, Green Tree said in a filing with the Securities and Exchange Commission. By comparison, an investment in stocks in the Standard & Poor’s 500 index would have slightly more than doubled in that time.

So Green Tree isn’t getting gripes from stockholders about Coss’ compensation, said John Dolphin, Green Tree’s vice president of investor relations.

``Mr. Coss’ contract is entirely performance based. Stockholders are thrilled,″ Dolphin said Wednesday. Coss is the company’s biggest single stockholder with a 4 percent stake.

The company’s bottom line was about four times what its chief pulled in. But Coss appears headed for a pay cut. A new agreement the company is recommending shareholders approve would have left him with a $5 million bonus if it had been in effect this year.

Of his 1995 compensation, $59.2 million is only on paper _ the value of stock he received as a bonus based on the price of the stock in 1991, when he signed his current five-year employment agreement.

``It could go to zero tomorrow″ if the Green Tree stock loses its value, Dolphin said.

Coss would have to sell his bonus stock to convert the $59.2 million to cash, something Dolphin says Coss does not plan to do.

Coss was traveling and unavailable for comment, his office said.

For 1995, Coss received total compensation of $65.5 million. In addition to the stock bonus, the figure included a $5.9 million cash bonus and a salary of $433,608, unchanged since 1985. His total compensation was 116 percent higher than his $29 million 1994 compensation.

Coss receives a salary plus 2.5 percent of pretax earnings. But that bonus is paid in company stock based on the April 1991 stock price of $2.97 per share.

The stock is now worth around $31 _ making the true value of the stock bonus $59.2 million, which Green Tree must take as an expense. That cut earnings per share by 26 cents last year.

Beginning next year, however, Coss could be getting much smaller bonuses if shareholders approve a new five-year agreement at Green Tree’s May 15 annual meeting.

If the new plan had been in effect for 1995, Coss would have received a $5.2 million bonus.

Coss was hired by the former Midwest Federal Savings in 1975 to start Green Tree. Eight years later, Green Tree was spun off as a separate, publicly held company.

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