File Nos. 333-13185; 811-7839
Rule 497(e)
CONSECO FUND GROUP
CLASS A SHARES
SUPPLEMENT DATED MAY 28, 1997
TO PROSPECTUS DATED JANUARY 2, 1997
1. The second from the last sentence in the first paragraph on page 1
has been modified with respect to the description Class Y shares as
follows: Class Y shares are offered to certain institutional investors
and qualifying individual investors by a separate prospectus.
2. The sales charge applicable to Class A shares set forth under How to
Buy Shares on page 14 has been revised as follows:
Sales Charge
Dealer
As % of Public Reallowance
Offering As % of Net As % of Offering
Price Amount Price
Invested
On purchases of:
$500-50,000 5.0% 5.56% 4.5%
$50,000-100,000 4.5% 4.71% 4.0%
$100,000-500,000 3.5% 3.63% 3.0%
Over $500,000 None None 1.0%
3. The section entitled Class Y Shares on page 25 has been modified to
clarify the definition of institutional investors and to include a
definition of qualifying individual investors. The last two paragraphs in
this section are unchanged and the first two paragraphs of the section now
read as follows:
In order to buy class Y shares you must qualify as an
institutional investor or a qualifying individual investor.
Institutional investors may include, but are not limited to,
the following: (i) tax qualified retirement plans which have
(a) at least $10 million in plan assets, or (b) have 250 or
more employees eligible to participate at the time of purchase,
(ii) banks and insurance companies purchasing shares for their
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own account, (iii) investment companies not affiliated with the
Adviser, (iv) tax-qualified retirement plans of the Adviser or
b r o ker-dealer wholesalers and their affiliates, or (v)
endowments, foundations and other charitable organizations. A
qualifying individual investor is an investor who is a client
of the Adviser and is making a purchase of over $500,000 or
whose purchase together with his current holdings of Class Y
shares exceeds $500,000.
Class Y shares are available to eligible institutional
investors and qualifying individual investors at net asset
value without the imposition of an initial or deferred sales
charge and are not subject to ongoing distribution fees imposed
under a plan adopted pursuant to Rule 12b-1 under the 1940 Act.
The minimum initial investment in Class Y shares is $500,000,
but this requirement may be waived at the discretion of the
Trust s officers.
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