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File No. 333-13185
Rule 497 (e)
CONSECO FUND GROUP
SUPPLEMENT DATED FEBRUARY 21, 1997
TO CLASS Y SHARES PROSPECTUS DATED JANUARY 2, 1997
On February 21, 1997, the Board of Trustees met to
a p p r ove, among other things, the investment advisory
agreements for the Equity, Asset Allocation and Fixed Income
Funds (collectively, the Funds ). At its meeting, the Board
of Trustees also voted to approve proxy materials for a
special meeting of shareholders to be held on or about March
28, 1997. Pending shareholder approval of the investment
advisory agreements, the Trust s investment adviser will waive
all fees payable from the Funds under the advisory agreements.
The Trust s Class Y Prospectus should generally be read
in light of the Board s actions and the following changes in
the Fee Table on page 3:
FEE TABLE
The following fee table is provided to assist investors
in understanding the various costs and expenses which may be
borne directly or indirectly by an investment in Class Y
shares of the Funds.
<TABLE>
<CAPTION>
Asset Fixed
Shareholder Transaction Equity Allocat Income
Expenses ion
<S> <C> <C> <C>
Maximum Sales Charge Imposed
on Purchase (as a percentage None None None
of offering price)
Maximum Sales Charge Imposed
on Reinvested Dividends (as a None None None
percentage of offering price)
Deferred Sales Charge None None None
Redemption Fees None None None
Annual Fund Operating Expenses
(as a percentage of average
net assets)
(1)
Management Fees .70% .70% .40%
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Administrative Fees .20% .20% .20%
12b-1 Distribution and Service None None None
Fees
.10% .10% 0%
Other Expenses (less voluntary
fee waivers and
reimbursements)
Total Operating Expenses 1.00% 1.00% .60%
(2) (after reimbursement)
</TABLE>
(1) The Adviser has voluntarily undertaken to reduce its
advisory fee with respect to the Fixed Income Fund to .40% of
the Fund s average daily net assets until April 30, 1998.
Absent such undertaking, the advisory fee would have been .45%
of the Fund s average daily net assets.
(2) The expense information set forth above reflects a
voluntary commitment of Conseco Capital Management, Inc.,
Conseco Services LLC and Conseco Equity Sales, Inc. to waive
their fees and/or reimburse to the Funds a portion of the fees
due them under the Investment Advisory Agreement,
Administration Agreement and/or Distribution and Service Plan
through April 30, 1998. The voluntary commitment provides
that the Total Operating Expenses for the Funds, on an annual
basis, will not exceed the amounts set forth above, which
amounts remain unchanged from the Total Operating Expenses set
forth in the January 2, 1997 prospectus. If the Adviser had
not undertaken to limit Fund expenses as described above, it
is estimated that the Total Operating Expenses would be 1.15%,
1.15% and .85% of the average daily net assets of the Equity,
Asset Allocation and Fixed Income Funds, respectively.
WDC: 7136_1
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