CONSECO INC ET AL
8-K, 1997-05-02
ACCIDENT & HEALTH INSURANCE
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K

              Current Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                        Date of Report: April 30, 1997



                                  CONSECO, INC.

                             State of Incorporation:
                                     Indiana


       Commission File Number                        IRS Employer Id. Number
            No. 1-9250                                    No. 35-1468632

                     Address of Principal Executive Offices:
                         11825 North Pennsylvania Street
                              Carmel, Indiana 46032

                                  Telephone No.
                                 (317) 817-6100





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<PAGE>




ITEM 5.  OTHER EVENTS.

     On  April  30,  1997,  Conseco,  Inc.  ("Conseco")  and  Leucadia  National
Corporation  ("Leucadia")  entered  into an agreement  under which  Conseco will
acquire Leucadia's  Colonial Penn Life Insurance Company unit, a direct marketer
of whole life insurance to senior citizens,  for $460 million in cash and notes.
The transaction,  which is subject to customary terms and conditions,  including
regulatory approvals,  is expected to be completed in the third quarter of 1997.
Leucadia's  Colonial  Penn  Life  Insurance  Company  unit has  total  assets of
approximately $1.0 billion.
















                                        2

<PAGE>







                                    SIGNATURE

     Pursuant to  the  requirements of the Securities Exchange Act of 1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


Date: April 30, 1997

                                         CONSECO, INC.




                                          By:  /s/ ROLLIN M. DICK
                                               ----------------------
                                               Rollin M. Dick
                                               Executive Vice President
                                                 and Chief Financial Officer











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