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File No. 333-13185
Rule 497 (e)
CONSECO FUND GROUP
SUPPLEMENT DATED FEBRUARY 21, 1997
TO STATEMENT OF ADDITIONAL INFORMATION
DATED JANUARY 2, 1997
On February 21, 1997, the Board of Trustees met to
approve an increase in the distribution fee payable under the
Distribution and Service Plans (the 12b-1 Plans ) for Class A
shares of the Funds described in the Funds January 2, 1997
Statement of Additional Information and to approve proxy
materials for a special meeting of shareholders to be held on
or about March 28, 1997. The Board of Trustees also voted to
a p p r ove, among other things, the investment advisory
agreements (the Agreements ) for the Equity, Asset Allocation
and Fixed Income Funds (collectively, the Funds ). Pending
shareholder approval of the Agreements and the 12b-1 Plans,
the Trust s investment adviser and principal underwriter will
waive all fees payable from the Funds under the Agreements and
12b-1 Plans.
B a s ed upon the Board s actions, and subject to
shareholder approval of the new Agreements and 12b-1 Plans,
the effective date of the Agreements, as noted on page 22 of
the Statement of Additional Information ( SAI ), will be
revised to reflect the date that the new Agreements are
adopted, and the disclosure on page 25 of the SAI under the
h e a ding entitled DISTRIBUTION ARRANGEMENTS and the
subheading entitled Distribution and Service Plan will be
revised to read as follows:
Pursuant to the Class A Plans, a Fund may compensate
the Distributor for its expenditures in financing
any activity primarily intended to result in the
sale of Fund shares and for maintenance and personal
service provided to existing Class A shareholders.
The expenses of a Fund pursuant to its Class A Plan
are currently being accrued on a fiscal year basis
with respect to the Class A Shares of each Fund at
an annual rate of 0.25% of the Fund s average daily
net assets attributable to Class A shares. The
Equity Fund s Plan and the Asset Allocation Fund s
Plan authorize payments to Conseco Equity Sales,
Inc. (the Distributor ) up to 0.50%, and the Fixed
Income Fund s Plan up to 0.65%, annually of each
Fund s average daily net assets attributable to its
Class A shares. Up to 0.25% of the fee may be paid
to dealers in the form of a trail or maintenance fee
after the first full year of investment in an amount
equal to an annual rate of 0.25% of Class A s daily
net assets owned by clients of such dealers.
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WDC: 7137_1
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