Multi-target tracking solutions with low computational complexity are required in order to address large-scale tracking problems. Solutions based on statistics determined from point processes, such as the PHD filter, CPHD filter, and newer second-order PHD filter are some examples of these algorithms. There are few solutions of linear complexity in the number of targets and number of measurements, with the PHD filter being one exception. However, the trade-off is that it is unable to propagate beyond first-order moment statistics. In this paper, a new filter is proposed with the same complexity as the PHD filter that also propagates second-order information via the second-order factorial cumulant. The results show that the algorithm is more robust than the PHD filter in challenging clutter environments