content: 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: December 15, 1996
  
  
  
                                    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
  
  
  
  J:\8K82396\COVER.
  
  
  <PAGE>
  
  
  
  
                           CONSECO, INC. AND SUBSIDIARIES
  
  
  
  
  
  ITEM 5.  OTHER EVENTS.
  
       On December 15,  1996,  Conseco,  Inc.  ("Conseco")  and Pioneer  Financial
  Services,  Inc.  ("PFS"),  a  provider  of health and life  insurance  products,
  entered  into  a  merger   agreement  whereby   Conseco  will  acquire  PFS  for
  approximately  $477 million.  In the merger,  each of the issued and outstanding
  shares of PFS  common  stock  would be  converted  into the  right to  receive a
  fraction of a share of Conseco  common stock having a value  between  $25.00 and
  $28.00,  depending on the average  closing price of Conseco  common stock in the
  ten trading days immediately  preceding the second trading day prior to closing.
  PFS' outstanding  convertible  subordinated  notes would become convertible into
  shares of Conseco  common stock on an equivalent  basis.  The total value of the
  transaction  would be  approximately  $477  million,  including  $417 million to
  purchase  PFS' 16.7 million  common shares and  equivalents,  and $60 million to
  retire bank debt and pay other costs.  Under the merger agreement,  PFS would be
  merged into Conseco, with Conseco being the surviving corporation. Completion of
  the transaction,  which is subject to customary terms and conditions,  including
  approval by the stockholders of PFS and regulatory approvals, is expected within
  180 days.
  
  
       On December 17, 1996, Conseco completed its merger with American Travellers
  Corporation  ("ATC").  In the merger, each outstanding share of ATC common stock
  was  converted  into the right to receive  .5836  of a share of  Conseco  common
  stock.
  
                                          2
  
  <PAGE>
  
  
                           CONSECO, INC. AND SUBSIDIARIES
  
  
  
  
  
  ITEM 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
  
  
         (c)   EXHIBITS
  
               2.9    Agreement and Plan of Merger dated as of December 15,
                      1996, by and among Conseco, Inc., Rock Acquisition 
                      Company and Pioneer Financial Services, Inc. 
  
  
                                          3
  
  <PAGE>
  
                           CONSECO, INC. AND SUBSIDIARIES
  
  
  
  
                                      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: December 15, 1996
  
                                            CONSECO, INC.
  
  
  
  
                                            By: /s/ ROLLIN M. DICK
                                                ------------------ 
                                                Rollin M. Dick
                                                Executive Vice President
                                                   and Chief Financial Officer
  
  
  J:\8K82396\BODY.896
  
                                          4
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K OF CONSECO, INC. DATED 12/16/96", "secsgml_size_bytes": 3846}]
metadata_filer: {"company-data": {"conformed-name": "CONSECO INC ET AL", "cik": "0000719241", "assigned-sic": "6321", "irs-number": "351468632", "state-of-incorporation": "IN", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-09250", "film-number": "96682025"}, "business-address": {"street1": "11825 N PENNSYLVANIA ST", "city": "CARMEL", "state": "IN", "zip": "46032", "phone": "3175736100"}, "mail-address": {"street1": "11825 N PENNSYLVANIA ST", "city": "CARMEL", "state": "IN", "zip": "46032"}, "former-company": {"former-conformed-name": "SECURITY NATIONAL OF INDIANA CORP", "date-changed": "19840207"}}
text: 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: December 15, 1996
  
                                    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
  
  J:\8K82396\COVER.
  CONSECO, INC. AND SUBSIDIARIES
  
  ITEM 5.  OTHER EVENTS.
  
       On December 15,  1996,  Conseco,  Inc.  ("Conseco")  and Pioneer  Financial
  Services,  Inc.  ("PFS"),  a  provider  of health and life  insurance  products,
  entered  into  a  merger   agreement  whereby   Conseco  will  acquire  PFS  for
  approximately  $477 million.  In the merger,  each of the issued and outstanding
  shares of PFS  common  stock  would be  converted  into the  right to  receive a
  fraction of a share of Conseco  common stock having a value  between  $25.00 and
  $28.00,  depending on the average  closing price of Conseco  common stock in the
  ten trading days immediately  preceding the second trading day prior to closing.
  PFS' outstanding  convertible  subordinated  notes would become convertible into
  shares of Conseco  common stock on an equivalent  basis.  The total value of the
  transaction  would be  approximately  $477  million,  including  $417 million to
  purchase  PFS' 16.7 million  common shares and  equivalents,  and $60 million to
  retire bank debt and pay other costs.  Under the merger agreement,  PFS would be
  merged into Conseco, with Conseco being the surviving corporation. Completion of
  the transaction,  which is subject to customary terms and conditions,  including
  approval by the stockholders of PFS and regulatory approvals, is expected within
  180 days.
  
       On December 17, 1996, Conseco completed its merger with American Travellers
  Corporation  ("ATC").  In the merger, each outstanding share of ATC common stock
  was  converted  into the right to receive  .5836  of a share of  Conseco  common
  stock.
  
                                          2
  CONSECO, INC. AND SUBSIDIARIES
  
  ITEM 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
  
         (c)   EXHIBITS
  
               2.9    Agreement and Plan of Merger dated as of December 15,
                      1996, by and among Conseco, Inc., Rock Acquisition 
                      Company and Pioneer Financial Services, Inc. 
  
                                          3
  CONSECO, INC. AND SUBSIDIARIES
  
                                      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: December 15, 1996
  
                                            CONSECO, INC.
  
                                            By: /s/ ROLLIN M. DICK
                                                ------------------ 
                                                Rollin M. Dick
                                                Executive Vice President
                                                   and Chief Financial Officer
  
  J:\8K82396\BODY.896
  
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