BANKERS TRUST CORPORATION
One Bankers Trust Plaza
New York, New York 10006
Damian P. Reitemeyer
Principal
Telephone: (212) 250-4599
February 12, 1999
Securities and Exchange Commission
SEC Document Control
450 Fifth Street, N.W.
Washington, DC 20549
Attn: Filing Desk
Dear Sirs:
Re: Filing of Schedule 13G on
Conseco, Inc.
Pursuant to Rule 13d-1 of the General Rules and Regulations under
the Securities Exchange Act of 1934, the following is one copy of
the Schedule 13G with respect to the common stock of the above
referenced corporation.
Please acknowledge your receipt of the Schedule 13G filing
submission through the EDGAR-Link System software, by E-Mail
confirmation.
Sincerely,
Damian P. Reitemeyer
Enclosures
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Conseco, Inc.
_______________________________________
NAME OF ISSUER:
Common Stock (Par Value $.01)
_______________________________________
TITLE OF CLASS OF SECURITIES
208464107
_______________________________________
CUSIP NUMBER
Check the following box if a fee is being paid with
this statement [ ]. (A fee is not required only if
the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five
percent of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto
reporting beneficial ownership of five percent or less
of such class.) (See Rule 13d-7.)
*The remainder of this cover page shall be filled out
for a reporting person's initial filing on this form
with respect to the subject class of securities, and
for any subsequent amendment containing information
which would alter the disclosures provided in a prior
cover page.
The information required in the remainder of this
cover page shall not be deemed to be "filed" for the
purpose of Section 18 of the Securities Exchange Act
of 1934 (the Act) or otherwise subject to the
liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however,
see the Notes).
(Continued on following page(s))
Page 1 of 10 Pages
CUSIP No. 208464107 Page 2 of 10 Pages
1.NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Bankers Trust Corporation; its wholly-owned
subsidiary Bankers Trust Company; its wholly-owned
subsidiary BT Holdings (New York), Inc.; its
indirect wholly-owned subsidiary BT Alex.Brown
Incorporated (BT Alex.Brown); and its indirect 50 percent owned
affiliate Alex. Brown Investment Management. 13-6180473
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(A) [ ]
(B) [ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
Bankers Trust Corporation, BT Holdings (New York), Inc. and
Bankers Trust Company are New York Corporations.
BT Alex.Brown is a Delaware Corporation. Alex.
Brown Investment Management is a Maryland Limited
Partnership.
CUSIP No. 208464107 Page 3 of 10 Pages
NUMBER OF 5. SOLE VOTING POWER
SHARES
Bankers Trust Company 3,509,220 shares
BT Alex.Brown 53,575 shares
Alex.Brown Investment
Management 3,762,020 shares
BT Holdings
(New York), Inc. 27,700 shares
7,352,515 shares
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
Bankers Trust Company 0 shares
BT Alex.Brown 0 shares
Alex.Brown Investment
Management 0 shares
BT Holdings
(New York), Inc. 0 shares
0 shares EACH
7. SOLE DISPOSITIVE POWER
REPORTING
Bankers Trust Company 4,613,945 shares
BT Alex.Brown 52,124 shares
Alex.Brown Investment
Management 12,906,305 shares
BT Holdings
(New York), Inc. 27,700 shares
17,600,074 shares
PERSON 8. SHARED DISPOSITIVE POWER
WITH
Bankers Trust Company 549 shares
BT Alex.Brown 0 shares
Alex.Brown Investment
Management 0 shares
BT Holdings
(New York), Inc. 0 shares
549 shares
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Bankers Trust Company 4,614,494 shares
BT Alex.Brown 52,124 shares
Alex.Brown Investment
Management 12,906,305 shares
BT Holdings
(New York), Inc. 27,700 shares
17,600,623 shares
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN
SHARES *
[]
CUSIP No. 208464107 Page 4 of 10 Pages
11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Bankers Trust Company 1.54%
BT Alex.Brown 0.02%
Alex.Brown Investment
Management 4.08%
BT Holdings
(New York), Inc. 0.01%
5.65%
12.TYPE OF REPORTING PERSON *
Bankers Trust Corporation - HC
Bankers Trust Company - BK
BT Alex.Brown - BD
BT Holdings (New York),Inc. - CO
Alex.Brown Investment Management-IA, PN
CUSIP No. 208464107 Page 5 of 10 Pages
Item 1(a) NAME OF ISSUER:
Conseco, Inc.
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE
OFFICES:
11825 North Pennsylvania
P.O. Box 1911
Carmel, IN 46032
Item 2(a) NAME OF PERSON FILING:
Bankers Trust Corporation; its wholly-owned
subsidiaries BT Holdings (New York), Inc. and Bankers
Trust Company; its indirect wholly-owned subsidiary
BT Alex.Brown; its indirect 50 percent owned
affiliate Alex.Brown Investment Management
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
For Bankers Trust Corporation, BT
Holdings (New York), Inc., Bankers Trust
Company, and BT Alex.Brown
130 Liberty Street
New York, New York 10006
For Alex.Brown Investment Management
One South Street
Baltimore, Maryland 21202
Item 2(c) CITIZENSHIP:
Bankers Trust Corporation, BT
Holdings (New York), Inc. and Bankers Trust
Company are New York Corporations with their
principal business offices located in New York.
BT Alex.Brown is a Delaware Corporation with
its principal business office located in
New York.
Alex.Brown Investment Management is a
Maryland limited partnership with its
principal business office located in
Maryland.
CUSIP No. 208464107 Page 6 of 10 Pages
Item 2(d) TITLE OF CLASS OF SECURITIES:
This statement relates to the Companys Common
Stock $.01 par value per share.
Item 2(e) CUSIP NUMBER:
208464107
Item 3 THE PERSON FILING IS A:
For Bankers Trust Corporation and its wholly owned
subsidiary BT Holdings New York, Inc.
(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
For Bankers Trust Company
(b) [X] Bank as defined in section 3(a)(6) of the Act.
For BT Alex.Brown
(a) [X] Broker or dealer registered under Section 15
15 of the Act.
For Alex.Brown Investment Management
(e) [X] Investment Advisor registered under Section
203 of the Investment Advisors Act of 1940
Item 4 OWNERSHIP:
(a) Amount Beneficially Owned:
Bankers Trust Company 4,614,494 shares
BT Alex.Brown 52,124 shares
Alex.Brown Investment
Management 12,906,305 shares
BT Holdings
(New York), Inc. 27,700 shares
17,600,623 shares
CUSIP No. 208464107 Page 7 of 10 Pages
(b) Percent of Class :
Bankers Trust Company 1.54%
BT Alex.Brown 0.02%
Alex.Brown Investment
Management 4.08%
BT Holdings
(New York), Inc. 0.01%
5.65%
(c) Number of shares as to which the following have:
(i) sole power to vote or to direct the vote -
Bankers Trust Company 3,509,220 shares
BT Alex.Brown 53,575 shares
Alex.Brown Investment
Management 3,762,020 shares
BT Holdings
(New York), Inc. 27,700 shares
7,352,515 shares
(ii) shared power to vote or to direct the vote -
Bankers Trust Company 0 shares
BT Alex.Brown 0 shares
Alex.Brown Investment
Management 0 shares
BT Holdings
(New York), Inc. 0 shares
0 shares
(iii) sole power to dispose or to direct the
disposition of -
Bankers Trust Company 4,613,945 shares
BT Alex.Brown 52,124 shares
Alex.Brown Investment
Management 12,906,305 shares
BT Holdings
(New York), Inc. 27,700 shares
17,600,074 shares
CUSIP No. 208464107 Page 8 of 10 Pages
(iv) shared power to dispose or to direct
the disposition of -
Bankers Trust Company 549 shares
BT Alex.Brown 0 shares
Alex.Brown Investment
Management 0 shares
BT Holdings
(New York), Inc. 0 shares
549 shares
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not applicable.
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF
OF ANOTHER PERSON:
Not applicable.
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE
SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY:
See Exhibits A, B and C.
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not applicable.
Item 9 NOTICE OF DISSOLUTION OF GROUP:
Not applicable.
CUSIP No. 208464107 Page 9 of 10 Pages
Item 10 CERTIFICATION:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired and are held in the ordinary course of
business and were not acquired for the purpose of and do
not have the effect of changing or influencing the control
of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction
having such purpose or effect.
SIGNATURE:
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Date: as of December 31, 1998
Signature: Bankers Trust Corporation
By: /s/ James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
Signature: Bankers Trust Company
By: /s/ James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
Signature: BT Alex.Brown
By: /s/ James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
CUSIP No. 208464107 Page 10 of 10 Pages
Signature: BT Holdings (New York), Inc.
By: /s/ Gordon S. Calder, Jr.
Name: Gordon S. Calder, Jr.
Title: Secretary
Signature: Alex.Brown Investment Management
By: /s/ J. Dorsey Brown, III
Name: J. Dorsey Brown, III
Title: Chief Executive Officer
EXHIBIT A
The chain of ownership from Bankers Trust Corporation to Bankers
Trust Company and BT Holdings (New York), Inc. is shown below:
Bankers Trust Corporation
_________________________________________________________
| |
100% 100%
| |
Bankers Trust Company BT Holdings (New York), Inc.
EXHIBIT B
The chain of ownership from Bankers Trust Corporation to BT
Alex. Brown is shown below:
Bankers Trust Corporation
|
|
100%
|
|
BT Alex.Brown Holdings Incorporated
|
|
100%
|
|
BT Alex. Brown Incorporated
Exhibit C
The chain of ownership from Bankers Trust Corporation to
Alex.Brown Investment Management is shown below:
Bankers Trust Corporation
|
|
100%
|
|
BT Alex.Brown Holdings Incorporated
_________________________|________________
| |
| |
| |
| |
| |
| |
| |
49% 100%
| |
| |
Alex.Brown Investment Management BT Alex. Brown Incorporated
(limited partnership) |
|
1%
|
|
Alex.Brown Investment Management
(limited partnership)
