SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-6

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ]

PRE-EFFECTIVE AMENDMENT #1 [X]

(Check appropriate box or boxes.)

CONSECO VARIABLE INSURANCE COMPANY SEPARATE ACCOUNT L
-------------------------------------------------
(Exact Name of Registrant)

CONSECO VARIABLE INSURANCE COMPANY (CIVIC)
-----------------------------------------
(Name of Depositor)

11815 N. Pennsylvania Street
Carmel, Indiana 46032-4572
--------------------------------------------------- ----------
(Address of Depositor's Principal Executive Offices) (Zip Code)

Depositor's Telephone Number, including Area Code (317) 817-3700

Name and Address of Agent for Service
Michael A. Colliflower, Esq.
Conseco Variable Insurance Company
11815 N. Pennsylvania Street
Carmel, Indiana 46032-4572
(317) 817-3700

Copies to:
Will D. Davis, Esq.
200 Perry-Brooks Building
720 Brazos Street
Austin, TX 78701

Diane E. Ambler, Esq.
Kirkpatrick & Lockhart, LLP
1800 Massachusetts Ave, NW
Washington. D.C. 20036
(202) 778-9886

The registrant hereby amends this registration statement on such date or dates
as may be necessary to delay its effective date until the registrant shall file
a further amendment which specifically states that this registration statement
shall thereafter become effective in accordance with section 8(a) of the
Securities Act of 1933 or until the registration statement shall become
effective on such date as the Commission acting pursuant to section 8(a), may
determine.

Title of Securities Registered: Interests in Conseco Variable Insurance Company
Separate Account L issued pursuant to Conseco Variable Insurance Company.

Flexible Premium Variable Universal Life Insurance Contracts

PART I

CROSS-REFERENCE SHEET

Pursuant to Rule 404(c) of Regulation C under the Securities Act of 1933 (Form
N-8B-2 Items required by Instruction as to the Prospectus in Form S-6)

Form N-8B-2
Form S-6

Item Number Heading in Prospectus

1. (a) Name of Trust ........................................................ Prospectus Front cover

(b) Title of Securities issued............................................ Prospectus Front cover

2. Name and Address of each Depositor....................................... Prospectus front cover; Back Cover

3. Name and Address of Trustee...............................................N/A

4. Name and Address of each Principal Underwriter........................... N/A

5. State of organization of trust........................................... Conseco Equity Sales

6. Execution and termination of trust agreement..............................Conseco Variable Insurance Company Separate Account L

7. Changes of name...........................................................N/A

8. Fiscal year...............................................................12/31

9. Material Litigation...................................................... Legal Proceedings

10. (a) Registered or bearer securities......................................The Policy

(b) Cumulative or Distributive securities............................... The Policy

(d) Conversion, transfer, etc........................................... Withdrawals, surrenders, and loans

(e) Periodic payment plan............................................... N/A

(f) Voting rights........................................................Voting rights

(g) Notice to security holders.......................................... Reports

(h) Consents required................................................... Voting Rights

(i) Other Provisions.................................................... N/A

11. Types of securities comprising units..................................... The Policy

12. Certain information regarding periodic payment Plan certificates......... N/A

13. (a) Load, fees, expenses................................................ Purchases, Surrenders, Expenses

(b) Certain information regarding periodic plan certificates............ N/A

(d) Difference in price................................................. N/A

(e) Certain other fees.................................................. Purchases, Surrenders, Expenses

(f) Certain other profits or benefits................................ The Death Benefit; Access to your Money

(g) Ratio of annual charges to income.................................N/A

14. Issuance of trust's securities........................................... How to Buy a Policy

15. Receipt and handling of payments from Purchasers......................... Purchases

16. Acquisition and disposition of underlying securities......................Investment Portfolios

17. Withdrawal or redemption ................................................ Withdrawals, Surrenders, and Loans

18. (a) Receipt, custody, and disposition of income......................... Purchases

(b) Reinvestment of distributions....................................... N/A

(d) Schedule of distributions........................................... N/A

19. Records, accounts, and reports........................................... Statements and Reports

20. Certain miscellaneous provisions of trust agreement

(a) Amendment........................................................... N/A

(b) Termination......................................................... N/A

(c), (d) Trustees, removal and successor................................. N/A

(e), (f) Depositors, removal and successor............................... N/A

21. Loans to security holders................................................ Withdrawals, Surrenders, and Loans

22. Limitations on liability................................................. N/A

23. Bonding arrangements..................................................... N/A

24. Other material provisions of the trust agreement......................... N/A

25. Organization of depositor................................................ Conseco Variable Insurance Company

26. Fees received by depositor............................................... See items 13(a) and 13(e)

27. Business of operator..................................................... Conseco Variable
Insurance Company

28. Certain information as to officials and Affiliated persons
of depositor ............................................................ Conseco Variable Insurance Company

29. Voting securities of depositor........................................... N/A

30. Persons controlling depositor............................................ N/A

31. Payments by depositor for certain services rendered to trust............. N/A

32. Payments by depositor for certain other Services rendered to trust....... N/A

33. Remuneration of employees of depositor for Certain services rendered
to trust................................................................. N/A

34. Remuneration of other persons for certain Services rendered to
trust.................................................................... N/A

35. Distributions of trust's securities by states............................ N/A

36. Suspension of sales of trust's securities................................ N/A

37. Revocation of authority to distribute.................................... N/A

38. (a) Method of distribution.............................................. Principal Underwriter

(b) Underwriting agreements............................................. Principal Underwriter

39. (a) Organization of principal underwriters.............................. Principal Underwriter

(b) NASD membership of principal underwriters........................... Principal Underwriter

40. Certain fees received by principal Underwriters.......................... Principal Underwriter

41. (a) Business of each principal underwriter.............................. Principal Underwriter

(b) Branch offices of each principal underwriter........................ N/A

42. Ownership of trust's securities by certain Persons....................... N/A

43. Certain brokerage commissions received by Principal underwriters......... N/A

44. (a) Method of valuation................................................. Units

(b) Schedule as to offering price....................................... Purchases

45. Suspension of redemption rights.......................................... Investment Portfolios

46. (a) Redemption valuation................................................ Withdrawals, Surrenders, and Loans

(b) Schedule as to redemption price..................................... Withdrawals, Surrenders, and Loans

47. Maintenance of position in underlying Securities......................... Investment Portfolios

48. Organization and regulation of trustee................................... N/A

49. Fees and expenses of trustee............................................. N/A

50. Trustee's lien........................................................... N/A

51. Insurance of holders of trust's securities............................... N/A

52. (a) Provisions of trust agreement with respect to selection or
elimination of underlying securities................................ Investment Portfolios

(b) Transactions involving elimination of underlying securities......... Investment Portfolios

(c) Policy regarding substitution or elimination of
underlying securities............................................... Investment Portfolios

(d) Fundamental policy not otherwise covered............................ Investment Portfolios

53. Tax status of trust...................................................... Taxes

54. Trust's securities during the last ten years............................. N/A

55. N/A

56. Certain information regarding periodic Payment plan certificates......... N/A

57. N/A

58. N/A

59. Financial statements (Instruction 1(c) of
"Instructions as to the Prospectus" of Form S-6).......................... Financial Statements

================================================================================

PART I

CONSECO VARIABLE UNIVERSAL LIFE
FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE INSURANCE POLICY

ISSUED BY

CONSECO VARIABLE INSURANCE COMPANY AND ITS SEPARATE ACCOUNT L

This prospectus describes our CONSECO VARIABLE UNIVERSAL LIFE (CVUL) Insurance
Policy. This is a flexible premium variable universal life insurance policy with
variable investment portfolios and a fixed account. This policy is a contract
between you and Conseco Variable Insurance Company (CVIC,us,our,we).

This policy provides for the payment of the death proceeds to the beneficiary
upon the death of the primary insured, or, if a joint life policy, payment will
be made on the second death. The primary insured is the person whose life is
insured under the policy and may be the same person as the owner. The death
proceeds are usually free of federal income tax for the beneficiary. This policy
can be used to create or conserve an estate, for retirement planning, or other
insurance needs of individuals and businesses.

Because this is a flexible premium life insurance policy, you can vary the
amount and frequency of your premium payments. The policy provides an
accumulation value, surrender rights, loan privileges, optional riders and other
features traditionally associated with life insurance. Be sure to consult your
policy for further understanding of its terms and conditions, as well as any
state-specific provisions and variations that might apply.

The Policy offers you a wide variety of investment choices called investment
portfolios. Fifty-nine (59) investment portfolios plus our fixed account are
available. You can put your money in the fixed account, one or more investment
portfolios, or the fixed account and one or more of the investment portfolios.
Your investment in the investment portfolios is not guaranteed. You could lose
your money. Currently, you can have money invested in up to 20 choices with a
minimum of 5% of the premium invested in each choice. In certain states, your
contract may not offer a fixed account option.

Money you direct into the fixed account earns interest at a rate guaranteed by
us. At certain times we may offer enhancements to certain deposits to the fixed
account under terms of a separate enhanced dollar cost averaging service
agreement.

Several differences exist between putting your money into the fixed account and
placing it into one of the many investment portfolios. The fixed account earns a
guaranteed rate of interest each year and, as such, the investment risk is
entirely borne by us. Money invested into the investment portfolios is subject
to each portfolio's performance, thus the investment risk is borne by you, the
owner. Money may be transferred up to 12 times per year among the investment
portfolios or into the fixed account without being assessed a transfer fee. Only
one transfer from the fixed account may be made within any policy year.

The duration or amount of the death benefit may also vary based on the premiums
you pay and the investment performance of the underlying investments. Your
policy will terminate before the death of the insured if your policy's cash
surrender value is not sufficient to pay the monthly deductions. Your policy
contains important provisions to help prevent early terminations; however, the
period of coverage is not guaranteed.

Here is a list of the investment portfolios:

CONSECO SERIES TRUST
Managed by Conseco Capital Management, Inc.
(Conseco Capital Management, Inc. is an affiliate
of Conseco Variable Insurance Company)
Conseco 20 Focus Portfolio
Equity Portfolio
Balanced Portfolio
High Yield Portfolio
Fixed Income Portfolio
Government Securities Portfolio
Money Market Portfolio

THE ALGER AMERICAN FUND
Managed by Fred Alger Management, Inc.
Alger American Growth Portfolio
Alger American Leveraged AllCap Portfolio
Alger American MidCap Growth Portfolio
Alger American Small Capitalization Portfolio

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
Managed by American Century Investment Management, Inc.
VP Income & Growth
VP International
VP Value

BERGER INSTITUTIONAL PRODUCTS TRUST
Managed by Berger LLC (formerly, Berger
Associates, Inc.)
Berger IPT--Growth Fund
Berger IPT--Large Cap Growth Fund
Berger IPT--Small Company Growth Fund
Berger IPT--New Generation Fund

Managed by BBOI Worldwide LLC
Berger/IPT --International Fund

THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
Managed by The Dreyfus Corporation (NCM Capital Management Group, Inc.--
sub-investment adviser)

DREYFUS STOCK INDEX FUND
Managed by The Dreyfus Corporation
(Mellon Equity Associates-index fund manager)

DREYFUS VARIABLE INVESTMENT FUND
Managed by The Dreyfus Corporation
Dreyfus VIF Disciplined Stock Portfolio
Dreyfus VIF International Value Portfolio

FEDERATED INSURANCE SERIES
Managed by Federated Investment Management Company
Federated High Income Bond Fund II
Federated Utility Fund II
Managed by Federated Global Investment Management Corp.
Federated International Equity Fund II
Federated International Small Company Fund II

FIRST AMERICAN FUNDS
Managed by First America Asset Management
First American Large Cap Growth Fund
First American Mid Cap Growth Fund

INVESCO VARIABLE INVESTMENT FUNDS, INC.
Managed by Invesco Fund Groups, Inc.
INVESCO VIF--High Yield Fund
INVESCO VIF--Equity Income Fund
INVESCO VIF--Financial Services Fund
INVESCO VIF--Health Sciences Fund
INVESCO VIF--Real Estate Opportunity Fund
INVESCO VIF--Technology Fund
INVESCO VIF--Telecommunications Fund

JANUS ASPEN SERIES
Managed by Janus Capital Corporation
Aggressive Growth Portfolio
Growth Portfolio
Worldwide Growth Portfolio

LAZARD RETIREMENT SERIES, INC.
Managed by Lazard Asset Management
Lazard Retirement Equity Portfolio
Lazard Retirement Small Cap Portfolio

LORD ABBETT SERIES FUND, INC.
Managed by Lord, Abbett & Co.
Growth & Income Portfolio

NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST
Managed by Neuberger Berman Management Inc.
Limited Maturity Bond Portfolio
Midcap Growth Fund
Partners Portfolio

PIONEER VARIABLE CONTRACTS TRUST, CLASS II SHARES
Managed by Pioneer Investment Management
Pioneer Fund VCT Portfolio
Pioneer Equity-Income VCT Portfolio
Pioneer Europe VCT Portfolio

RYDEX VARIABLE TRUST
Managed by Rydex Global Advisors
OTC Fund
Nova Fund
US Government Money Market Fund

SELIGMAN PORTFOLIOS, INC.
Managed by J. & W. Seligman & Co. Incorporated
Seligman Communications and Information Portfolio
Seligman Global Technology Portfolio

STRONG OPPORTUNITY FUND II, INC.
Advised by Strong Capital Management, Inc.
Opportunity Fund II

STRONG VARIABLE INSURANCE FUNDS, INC.
Advised by Strong Capital Management, Inc.
Strong Mid Cap Growth Fund II

VAN ECK WORLDWIDE INSURANCE TRUST
Managed by Van Eck Associates Corporation
Worldwide Bond Fund
Worldwide Emerging Markets Fund
Worldwide Hard Assets Fund
Worldwide Real Estate Fund

- - ------------------------------------------------------------------------------
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

Please read this prospectus before investing. You should keep it for future
reference. It contains important information about the policy.

THE POLICY:
IS NOT A BANK DEPOSIT
IS NOT FEDERALLY INSURED
IS NOT ENDORSED BY ANY BANK OR GOVERNMENT AGENCY

TABLE OF CONTENTS
- ----------------- PAGE

INDEX OF SPECIAL TERMS ..................................................... 9
SUMMARY .................................................................... 10
CHARGES AND EXPENSES .................................................... 10
Premium Expense Charge ............................................... 10
Monthly Deduction .................................................... 11
Administrative Charge ............................................. 11
Risk Charge ....................................................... 11
Cost of Insurance Charge .......................................... 11
Net Amount at Risk ................................................ 11
Rider Charges ..................................................... 12
Transfer Fee ......................................................... 12
Surrender Charges .................................................... 12
Total Surrenders .................................................. 12
Free Partial Withdrawals .......................................... 13
Withdrawal in Excess of the Free Partial Withdrawal ............... 14
Maximum Surrender Charge per $1,000 .................................. 14
Income Taxes ......................................................... 14
Investment Portfolio Expenses ........................................ 14
Reduction of Charges ................................................. 17
CHART 1- CASH FLOW THROUGH A CONSECO VUL POLICY ......................... 20
THE COMPANY ................................................................ 21
THE POLICY ................................................................. 21
HOW TO BUY A POLICY ........................................................ 21
Issue ages .............................................................. 21
PURCHASES .................................................................. 22
Premiums ................................................................ 22
Waiver of Planned Periodic Premium Rider ................................ 22
WHAT WE WILL DO WITH YOUR MONEY ............................................ 23
When you buy a new policy ............................................... 23
On the policy date ...................................................... 23
Between the policy date and the end of the free look period ............. 23
For cancellations during the free look period ........................... 23
After the free look period has expired .................................. 23
If we decide not to insure you .......................................... 23
GRACE PERIOD ............................................................... 23
NO-LAPSE GUARANTEE ......................................................... 24
ACCUMULATION VALUE ......................................................... 24
INVESTMENT PORTFOLIOS ...................................................... 24
Investment Portfolios .................................................... 25
Voting Rights ............................................................ 26
Substitution ............................................................. 26
THE FIXED ACCOUNT .......................................................... 26
TRANSFERS .................................................................. 26
Transfers from any investment portfolio into the fixed account or
among investment portfolios .............................................. 27
Transfers from the fixed account into the investment portfolios .......... 27
Your rights to make transfers ............................................ 27
Telephone/Internet Transfers ............................................. 27
DOLLAR COST AVERAGING PROGRAM .............................................. 27
REBALANCING PROGRAM ........................................................ 28
ASSET ALLOCATION PROGRAM ................................................... 28
DEATH BENEFIT .............................................................. 28
Changing Your Death Benefit Option ....................................... 28
CHART 2 - DEATH BENEFIT OPTIONS .......................................... 29
Changing Your Specified Amount ........................................... 30
How Death Proceeds are Paid .............................................. 32
Beneficiary .............................................................. 32
Assignment ............................................................... 32
RIDERS ..................................................................... 32
Available riders for single and joint lives .............................. 32
Available riders for single lives only ................................... 32
Available riders for joint lives only .................................... 33
TAXES ...................................................................... 33
Taking money out of the policy ........................................... 33
Diversification .......................................................... 33
ACCESS TO YOUR MONEY ....................................................... 33
Loans .................................................................... 33
Partial Withdrawals ...................................................... 35
Total Surrender .......................................................... 37
ILLUSTRATION OF POLICY VALUES .............................................. 38
OTHER INFORMATION .......................................................... 45
The Separate Account ..................................................... 45
Suspension of payments or transfers ...................................... 45
Distributor .............................................................. 45
Ownership ................................................................ 46
Legal Proceedings ........................................................ 46
Experts .................................................................. 46
Actuary Consent Letter ................................................... 46
Reports to Owners ........................................................ 47
Financial Statements ..................................................... 47
Inquiries ................................................................ 48
APPENDIX A - Participating Investment Portfolios ........................... 48
APPENDIX B - Death Benefit Percentages ..................................... 59
APPENDIX C - Additional Tax Information .................................... 60
APPENDIX D - Financial Statements .......................................... 63

CONSECO VARIABLE INSURANCE COMPANY

INDEX OF SPECIAL TERMS
- ----------------------

We have used some special and technical words or terms in this prospectus to
describe the policy. Some of these special or technical words need to be defined
or explained. This index tells you where to look for the best explanation of a
special word or term. These words and terms are in italics on the indicated
page.

Page

7702 Percentages ........................................................... 10
Accumulation Unit .......................................................... 23
Accumulation Value ......................................................... 23
Assignment ................................................................. 32
Beneficiary ................................................................ 32
Cash Surrender Value ....................................................... 8
Cash Value Accumulation Test ............................................... 31
Charges and Expenses ....................................................... 8
Conditional Receipt ........................................................ 19
Corridor Percentage ........................................................ 10
Cost of Insurance .......................................................... 9
Death Benefit .............................................................. 28
Death Benefit Option ....................................................... 28
Dollar Cost Averaging ...................................................... 27
Fixed Account .............................................................. 26
Free Look .................................................................. 21
Grace Period ............................................................... 22
Guideline Premium Test ..................................................... 31
Investment Portfolios ...................................................... 23
Joint Life Policy .......................................................... 19
Loan Account ............................................................... 34
Modified Endowment Contract ................................................ 58
Monthly Deduction .......................................................... 9
Net Amount at Risk ......................................................... 10
No Lapse Monthly Premium ................................................... 22
Owner(s) ................................................................... 42
Policy Date ................................................................ 21
Premiums ................................................................... 20
Primary Insured ............................................................ 8
Rebalancing ................................................................ 27
Riders ..................................................................... 33
Single Life Policy ......................................................... 19
Specified Amount ........................................................... 8
Surrender Charge ........................................................... 11
Underwriting ............................................................... 19

SUMMARY
- ----------

This policy provides for the payment of the death proceeds to the beneficiary
upon the death of the primary insured or, if a joint life policy, payment will
be made on the second death. The PRIMARY INSURED is the person whose life is
insured under the policy and may be the same person as the owner. The death
proceeds are usually free of federal income tax for the beneficiary. The policy
can be used to create or conserve an estate, for retirement planning, or other
insurance needs of individuals and businesses.

You determine the SPECIFIED AMOUNT at the time the application is taken. It
represents the initial amount of life insurance coverage provided by your
policy. Your registered representative can help you select a specified amount
that matches your budget and financial needs. You may increase or decrease your
policy's specified amount any time after the first policy year. Please refer to
page 33 for the details on how to make changes.

As a flexible premium life insurance policy you can vary the amount and
frequency of your premium payments. The policy provides an ACCUMULATION VALUE
(SEE PAGE 24), surrender rights, loan privileges, optional riders and other
features traditionally associated with life insurance. Be sure to consult your
policy for further understanding of its terms and conditions, as well as any
state-specific provisions and variations that might apply.

The policy offers you a wide variety of investment choices called investment
portfolios. Fifty-nine (59) investment portfolios plus our fixed account are
available. You can put your money in the fixed account, one or more investment
portfolios, or in the fixed account and one or more of the investment
portfolios. Your investment in the portfolios is not guaranteed. You could lose
your money. Currently, you can have money invested in up to 20 choices with a
minimum of 5% of the premium invested in each choice. In certain states, your
policy may not offer a fixed account option.

Several differences exist between putting your money into the fixed account and
placing it into one of the many investment portfolios. The fixed account earns a
guaranteed rate of interest each year and, as such, the investment risk is
entirely borne by Us. Money invested into the portfolios is subject to each
portfolio's performance, thus the investment risk is borne by you, the owner.
Money may be transferred up to 12 times per year among the portfolios without
being assessed a transfer fee. Only one transfer from the fixed account may be
made within any policy year.

The duration or amount of the death benefit may also vary based on the premiums
you pay and the investment performance of the underlying investments. Your
policy will terminate before the death of the insured if your policy's CASH
SURRENDER VALUE is not sufficient to pay the monthly deductions. Your policy
contains important provisions to help prevent early terminations; however, the
period of coverage is not guaranteed. The cash surrender value of a policy is
equal to the accumulation value of the policy less applicable surrender changes
less any outstanding loans and loan interest.

CHARGES AND EXPENSES

Charges against the policy cover EXPENSES associated with the policy. These
charges affect the return on your investment. The policy charges are listed
below.

PREMIUM EXPENSE CHARGES

We deduct premium expense charges from each premium payment made. The premium
expense charges are as follows:

Policy Years
1-10 11+
Premium Tax 2.25% 2.25%
Federal Tax 1.25% 1.25%
Sales Load 2.50% 0.50%

The premium expense charges cover our costs of issuing and administering your
policy. Such costs include sales commissions, premium taxes, deferred
acquisition costs, and administrative costs. Premium expense charges are
deducted from the initial premium on the policy date. For later premium
payments, the premium expense charge is deducted on the date when the premium is
applied to the policy. We guarantee that the rates of premium expense charges
will never increase.

MONTHLY DEDUCTION

The MONTHLY DEDUCTION is the sum of the Administrative Charge, Risk Charge, the
Cost of Insurance (COI) charges, and charges for riders. The initial deduction
accrues beginning on the issue date through the policy date, at which time the
deduction is taken. All monthly deductions after the initial deduction are taken
as of the monthly anniversaries.

The monthly deduction charges will be allocated pro-rata from the fixed account
and the investment portfolios, excluding the loan account. This deduction will
be made on a last-in, first-out basis (LIFO) from the fixed account.

We guarantee that all monthly deductions will cease after the insured reaches
age 100 or, in the case of a joint life policy, after the younger insured
reaches age 100.

ADMINISTRATIVE CHARGE

We deduct an administrative charge each month from the unloaned
accumulation value of the policy. The administrative charge is as
follows:

Policy Year 1: $25/month
Policy Years 2+: $ 5/month

This charge covers administrative costs associated with the policy. We
guarantee that this charge will never increase.

RISK CHARGE

We deduct a risk charge each month from the unloaned accumulation
value of the policy invested in the separate account only. The risk
charges are as follows:

Policy Policy Policy
YEARS 1-10 YEARS 11-20 YEARS 21+
Asset Component 1/12 of .75% 1/12 of .25% 0
per month per month

Specified Amount Component: (see below)

The specified amount Component is assessed on a Per $1,000 of the
specified amount basis and varies by the issue age, sex, specified
amount, and rate class of the primary insured. The maximum amount of
this charge for a standard risk class, single life policy is $.17 per
$1,000 of specified amount per month. There is a new specified amount
component for 10 years following every increase in specified amount.

COST OF INSURANCE CHARGE

We deduct a cost of insurance charge each month based on the Net
Amount at Risk (NAR) under the policy. This charge will depend upon
the specified amount, accumulation value, policy year, gender (unless
you are in a state requiring unisex rates), age, rate class, and
specified amount of the primary insured.

The maximum cost of insurance charges for standard rate classes are
based on the 1980 Commissioner's Standard Ordinary smoker/nonsmoker
mortality table and are expressed as per $1,000 of Net Amount at Risk.
The maximum cost of insurance rates for standard rate classes range
from .08420 to 83.33333 per $1,000. The current COI rates will vary by
policy year.

Current charges for a standard risk class are generally lower than the
maximum rate. We guarantee that the cost of insurance charge for a
standard risk classification will not exceed the maximum charges
indicated in the policy.

We determine the current monthly cost of insurance rates based on our
expectations of future experience. We may, and usually do, charge less
than the maximum cost of insurance rates that are listed in your
policy. If current cost of insurance rates change, the change will
apply to all insureds of the same age, sex, rate class, specified
amount band, and policy year. Cost of insurance rates are higher if
your policy is in a special rate class.

NET AMOUNT AT RISK

The Net Amount at Risk is the insured portion of the death benefit of
your policy. It is the amount, as of each monthly deduction date, used
to calculate the cost of insurance charges for the next month. The
remainder of this section explains how the Net Amount at Risk is
calculated.

The Death Benefit Option chosen and whether the policy exceeds the
percentage corridor set forth in section 7702 of the Internal Revenue
Code of 1986, determine the Net Amount at Risk. The Net Amount at Risk
for each possibility is calculated as follows:

o Option A, Not in Corridor - The Net Amount at Risk is equal to
(Specified Amount) minus (Accumulation Value) plus (Determinate
Charges) divided by (Interest Factor).

o Option B, Not in Corridor - The Net Amount at Risk is equal to
(Specified Amount) divided by (Interest Factor).

o Option C, Not in Corridor - The Net Amount at Risk is equal to
(Specified Amount) plus (Premium paid) minus (Withdrawals not
including surrender charges) minus (Accumulation Value) plus
(Determinate Charges) divided by (Interest Factor).

o Option A, B, or C, in Corridor - The Net Amount at Risk is equal
to the (Accumulation Value) minus (Determinate charges)
multiplied by (7702 percentage) minus (Accumulation Value) plus
(Determinate Charges) divided by (Interest Factor).

DEFINITIONS APPLICABLE TO THE NET AMOUNT AT RISK FORMULAS

o Determinate charges - Monthly deduction charges except for the
COI.

o 7702 PERCENTAGE - THE CORRIDOR PERCENTAGE for policies under the
Guideline Premium Test Option and the Net Single Premium
Percentage for policies under the Cash Value Test Option.

o Interest Factor - The monthly equivalent of the 4% guaranteed
interest rate under the fixed account.

o Accumulation Value - The Accumulation Value at the beginning of
the month before any charges are made.

RIDER CHARGES

We charge separately for any riders that have a cost attached to the
policy as part of the monthly deduction.

TRANSFER FEE

A transfer occurs when the policy owner transfers funds from one or
more investment portfolios or the fixed account and places them into a
combination of other investment portfolios or the fixed account. There
is no charge for each of the first 12 transfers per policy year.
Thereafter, we may charge up to $25 for each additional transfer,
although currently there is no charge for additional transfers.
Transfer charges may be waived for certain third-party transfer
programs authorized by us. The transfers affected by Dollar Cost
Averaging and Asset Rebalancing programs do not count against the 12
free transfers per policy year.

SURRENDER CHARGES

We may assess a SURRENDER CHARGE if you withdraw money in excess of
the free partial withdrawal percentage. Any surrender charge will
depend upon your specified amount, premiums paid, the policy year of
surrender, issue age, sex, rate class, and specified amount band.

The surrender charge for total surrenders is level for the first 5
policy years. It then declines (pursuant to formula and risk factors)
down to zero at the end of policy year 10. Your policy is issued with
a surrender charge schedule that shows the surrender charges by policy
year. The surrender charge schedule is a 10-year schedule from the
date of issue of the segment of insurance, with the percentage varying
by month. The percentages in the surrender charge schedule may vary by
issue age, sex, and rate class. A change in the specified amount may
change your surrender charge schedule.

Surrender charges are charges we make when you take money out of your
policy.

TOTAL SURRENDERS

A total surrender occurs when there is a full surrender of the
policy's cash surrender value.

o The surrender charge compensates us for the costs associated with
the sale, underwriting, and issue of the policy.

o The surrender charge is the actual first-year premium paid up to
the surrender charge premium, multiplied by the percentage found
in the surrender charge schedule in your policy. The surrender
charge premium is shown in your policy.

o The surrender charge is based on the specified amount and will
never be greater than the maximum surrender charge shown in your
policy. The maximum surrender charge varies by the specified
amount, issue age, and rate class.

o We guarantee that the surrender charge rates will not increase.

o There is no surrender charge on the initial specified amount
after 10 policy years.

o Each increase of your policy's specified amount will carry its
own 10-year schedule of surrender charges.

FREE PARTIAL WITHDRAWALS

The policy has a free partial withdrawal provision after the first
policy year for policies with Death Benefit Option A. This feature
allows you to withdraw a portion of the accumulation value without a
surrender charge after the first policy year. Partial withdrawals are
permitted in any amount of $500 or more. For policies under death
benefit option A, the specified amount is reduced by the amount of the
withdrawal.

o The free amount applies to Death Benefit Option A only.

o The free partial withdrawal amount (free amount) each policy year
after the first is 10% of the accumulation value less the free
amount applicable to prior withdrawals made in the policy year.

o Any surrender charge that is not assessed still remains, and the
remaining charge is based on the remaining specified amount.

o The free amount does not apply to Options B and C.

o You may take the free amount in more than one withdrawal.

o The remaining free amount at any time is 10% of the accumulation
value less the amount of free withdrawals taken to date in that
policy year.

o You cannot carry over the free amount if you do not use it in any
given year.

o The remaining surrender charge is not reduced by a free partial
withdrawal.

WITHDRAWAL IN EXCESS OF THE FREE PARTIAL WITHDRAWAL

A withdrawal in excess of the free partial withdrawal occurs when a partial
withdrawal is taken in excess of the free partial withdrawal percentage.

o If you withdraw money in excess of the free partial withdrawal
percentage, we will assess a surrender charge. This charge is
calculated on your initial specified amount, the premiums paid,
the year of surrender, issue age, sex, rate class, and specified
amount band.

o For Death Benefit Option A, a partial withdrawal of cash
surrender value in excess of the free amount will cause a
decrease in your specified amount and a surrender charge. The
specified amount is decreased by the amount that the partial
withdrawal exceeds the free amount. The surrender charge assessed
is a pro-rata portion of the surrender charge based on the
specified amount decrease. This pro-rata surrender charge is
calculated the same way if you specifically request a specified
decrease.

o The surrender charge for any increase in specified amount is
based on the surrender charge premium for the insured at the time
of the increase. There is no surrender charge taken at the time
of the face increase.

o If there was a specified amount increase prior to a decrease, the
surrender charge is assessed on a Last In First Out basis. Any
surrender charges are deducted from the unloaned accumulation
value of the policy. The deduction is made pro-rata from all
investment portfolios and the fixed account.

o You may withdraw any amount, up to the cash surrender value,
without causing a total surrender. Withdrawals of a significant
portion of your cash surrender value put your policy at risk of
entering the grace period and lapsing.

MAXIMUM SURRENDER CHARGES PER $1,000

The table below lists the maximum surrender charge per $1,000 of specified
amount for a standard rate class for all ages within the age range. The maximum
surrender charge for some ages within the range will be smaller.

Maximum Surrender Charges per $1,000

MALE FEMALE
ISSUE AGE NON-SMOKER SMOKER NON-SMOKER SMOKER
--------- ---------- ------ ---------- ------
0-9 7.7368 N/A 7.1803 N/A
10-19 9.3186 10.8152 8.5691 9.2989
20-29 14.2241 16.4843 13.2147 14.3494
30-39 19.3360 22.4727 17.9322 19.5053
40-49 25.4675 30.5441 22.9722 25.2916
50-59 35.7276 43.7651 30.8247 33.9564
60-69 55.4572 67.7685 45.9482 50.2643
70-80 98.3533 116.0200 80.9063 87.2664

INCOME TAXES

As an insurance company we may incur income taxes related to our policies.
Presently, we do not make deductions for income taxes. However, we reserve the
right to deduct any income taxes.

INVESTMENT PORTFOLIO EXPENSES

Investment portfolios have associated investment advisory expenses. Future
expenses may be greater or less than those shown. Please refer to the fund
prospectuses for further explanation. Unless otherwise noted, the amount of
Investment Portfolio Expenses born by each portfolio for the fiscal year ended
December 31, 2000 was as follows:

ACTUAL FUND EXPENSES FOR YEAR 2000

TOTAL ANNUAL
PORTFOLIO
OTHER EXPENSES EXPENSES
(AFTER EXPENSE (AFTER EXPENSE
REIMBURSEMENT, REIMBURSEMENT,
MANAGE- IF ANY, FOR IF ANY, FOR
MENT 12b-1 CERTAIN CERTAIN
FEES FEES PORTFOLIOS) PORTFOLIOS)
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
CONSECO SERIES TRUST (1) (2) (3)
- --------------------------------------------------------------------------------
Conseco 20 Focus Portfolio .... 0.80% -- 0.10% 0.90%
Equity Portfolio .................. 0.75% -- 0.02% 0.77%
Balanced Portfolio ................ 0.75% -- 0.00% 0.75%
High Yield Portfolio .......... 0.80% -- 0.10% 0.90%
Fixed Income Portfolio ............ 0.60% -- 0.07% 0.67%
Government Securities Portfolio ... 0.60% -- 0.06% 0.66%
Money Market Portfolio ........ 0.35% -- 0.05% 0.40%
- --------------------------------------------------------------------------------
THE ALGER AMERICAN FUND
- --------------------------------------------------------------------------------
Alger American Growth Portfolio ... 0.75% -- 0.04% 0.79%
Alger American Leveraged
AllCap Portfolio ............ 0.85% -- 0.05% 0.90%
Alger American Mid Cap
Growth Portfolio ................ 0.80% -- 0.04% 0.84%
Alger American Small
Capitalization Portfolio ........ 0.85% -- 0.05% 0.90%
- --------------------------------------------------------------------------------
AMERICAN CENTURY VARIABLE PORTFOLIOS, INC. (4)
- --------------------------------------------------------------------------------
VP Income & Growth ............. 0.70% -- 0.00% 0.70%
VP International .............. 1.23% -- 0.00% 1.23%
VP Value ....................... 1.00% -- 0.00% 1.00%
- --------------------------------------------------------------------------------
BERGER INSTITUTIONAL PRODUCTS TRUST (5)
- --------------------------------------------------------------------------------
Berger IPT-Growth Fund ....... 0.75% -- 0.25% 1.00%
Berger IPT-Large Cap
Growth Fund ................ 0.75% -- 0.15% 0.90%
Berger IPT-Small Company
Growth Fund ................ 0.85% -- 0.13% 0.98%
Berger IPT-New Generation
Fund (10) ....................... 0.85% -- 0.35% 1.20%
Berger/IPT -International
Fund ....................... 0.90% -- 0.30% 1.20%
- --------------------------------------------------------------------------------
THE DREYFUS SOCIALLY RESPONSIBLE
GROWTH FUND, INC. (6) 0.75% -- 0.03% 0.78%
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
DREYFUS STOCK INDEX FUND (6)....... 0.25% -- 0.01% 0.26%
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
DREYFUS VARIABLE INVESTMENT FUND (6)
- --------------------------------------------------------------------------------
Dreyfus VIF Disciplined
Stock Portfolio ................. 0.75% -- 0.06% 0.81%
Dreyfus VIF International
Value Portfolio ................. 1.00% -- 0.39% 1.39%
- --------------------------------------------------------------------------------
FEDERATED INSURANCE SERIES (7)
- --------------------------------------------------------------------------------
Federated High Income
Bond Fund II .................... 0.60% -- 0.19% 0.79%
Federated International
Equity Fund II (11) ............. 0.54% -- 0.71% 1.25%
Federated Utility Fund II ......... 0.75% -- 0.19% 0.94%
Federated International Small
Company Fund II.................. 1.25% 0.25% 0.00% 1.50%
- --------------------------------------------------------------------------------
FIRST AMERICAN FUNDS (8)
- --------------------------------------------------------------------------------
First American Large Cap
Growth Fund...................... 0.70% 0.25% 0.95%
First American Mid Cap
Growth Fund...................... 0.70% 0.25% 0.20% 1.15%
- --------------------------------------------------------------------------------
INVESCO VARIABLE INVESTMENT FUNDS, INC. (9)
- --------------------------------------------------------------------------------
INVESCO VIF--High Yield
Fund ....................... 0.60% -- 0.47% 1.07%
INVESCO VIF--Equity Income
Fund ....................... 0.75% -- 0.42% 1.17%
INVESCO VIF--Financial
Services Fund.................... 0.75% 0.34% 1.09%
INVESCO VIF--Health Sciences
Fund............................. 0.75% 0.32% 1.07%
INVESCO VIF---Real Estate
Opportunity Fund................. 0.90% 0.83% 1.73%
INVESCO VIF---Technology Fund...... 0.72% 0.30% 1.02%

INVESCO VIF--Telecommunications
Fund............................. 0.75% 0.31% 1.06%
- --------------------------------------------------------------------------------
JANUS ASPEN SERIES (10)
- --------------------------------------------------------------------------------
Aggressive Growth Portfolio ....... 0.65% -- 0.01% 0.66%
Growth Portfolio .................. 0.65% -- 0.02% 0.67%
Worldwide Growth Portfolio ........ 0.65% -- 0.04% 0.69%
- --------------------------------------------------------------------------------
LAZARD RETIREMENT SERIES, INC. (11)
- --------------------------------------------------------------------------------
Lazard Retirement Equity
Portfolio (14) .................. 0.75% 0.25% 0.25% 1.25%
Lazard Retirement Small Cap
Portfolio (14) .................. 0.75% 0.25% 0.25% 1.25%

- --------------------------------------------------------------------------------
LORD ABBETT SERIES FUND, INC.
- --------------------------------------------------------------------------------
Growth & Income Portfolio ......... 0.50% -- 0.37% 0.87%
- --------------------------------------------------------------------------------
NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST
- --------------------------------------------------------------------------------
Limited Maturity Bond Portfolio ... 0.65% -- 0.11% 0.76%
Partners Portfolio ................ 0.80% -- 0.07% 0.87%
Midcap Growth Fund................. 0.84% 0.14% 0.98%
- --------------------------------------------------------------------------------
PIONEER VARIABLE CONTRACTS TRUST, CLASS II SHARES
- --------------------------------------------------------------------------------
Pioneer Fund VCT Portfolio......... 0.65% 0.25% 0.03% 0.93%
Pioneer Equity-Income VCT
Portfolio........................ 0.65% 0.25% 0.06% 0.96%
Pioneer Europe VCT Portfolio(12)... 0.95% 0.25% 0.50% 1.70%
- --------------------------------------------------------------------------------
RYDEX VARIABLE TRUST (13)
- --------------------------------------------------------------------------------
OTC Fund .......................... 0.75% -- 0.71% 1.46%
Nova Fund ......................... 0.75% -- 0.67% 1.42%
US Government Money Market Fund.... 0.50% 0.64% 1.14%
- --------------------------------------------------------------------------------
SELIGMAN PORTFOLIOS, INC. (13)
- --------------------------------------------------------------------------------
Seligman Communications and
Information Portfolio ...... 0.75% 0.25% 0.11% 1.11%
Seligman Global Technology
Portfolio .................. 1.00% 0.15% 0.40% 1.55%
- --------------------------------------------------------------------------------
STRONG OPPORTUNITY FUND II, INC. (14)
- --------------------------------------------------------------------------------
Opportunity Fund II ............... 1.00% -- 0.11% 1.11%
- --------------------------------------------------------------------------------
STRONG VARIABLE INSURANCE FUNDS, INC.
- --------------------------------------------------------------------------------
Strong Mid Cap Growth
Fund II .................... 1.00% -- 0.15% 1.15%
- --------------------------------------------------------------------------------
VAN ECK WORLDWIDE INSURANCE TRUST (15)
- --------------------------------------------------------------------------------
Worldwide Bond Fund ............... 1.00% -- 0.22% 1.22%
Worldwide Emerging Markets Fund ... 1.00% -- 0.54% 1.54%
Worldwide Hard Assets Fund ........ 1.00% -- 0.26% 1.26%
Worldwide Real Estate Fund ........ 1.00% -- 2.23% 3.23%

FOOTNOTES

(1) The Adviser, Conseco Capital Management, Inc., and the Administrator,
Conseco Services, LLC, have contractually agreed to waive a portion of their
fees and/or pay a portion of the Portfolio's expenses through 4/30/02 to ensure
that total annual operating expenses do not exceed: 1.15% for Conseco 20 Focus
Portfolio and High Yield Portfolio; 1.10% for the Equity and Balanced
Portfolios; 0.95% for the Fixed Income and Government Securities Portfolio; and
0.45% for the Money Market Portfolio.

(2) Conseco Capital Management, Inc., in order to meet the expense
limitations above, has waived its management fees in excess of the annual rate
set forth above. Absent such waivers, the management fees would be 0.85% for the
Conseco 20 Focus and High Yield Portfolios; 0.80% for the Equity and Balanced
Portfolios; and 0.65% for the Fixed Income, Government Securities and Money
Market Portfolios.

(3) Expense information has been restated to reflect the new 12b-1
Distribution Fees.

(4) The fund has a stepped fee schedule. As a result, the fund's management
fee rate generally decreases as the fund's assets increase.

(5) The Funds' investment advisers have agreed to waive their advisory fee
and reimburse the Funds for additional expenses to the extent that normal
operating expenses in any fiscal year, including the investment advisory fee but
excluding brokerage commissions, interest, taxes and extraordinary expenses, of
each of the Berger IPT--Growth Fund and the Berger IPT- Large Cap Growth Fund
exceed 1.00%, the normal operating expenses in any fiscal year of each of the
Berger IPT--Small Company Growth Fund and the Berger IPT--New Generation Fund
exceed 1.15%, and the normal operating expenses of the Berger/IPT--International
Fund exceed 1.20% of the respective Fund's average daily net assets. Absent the
waiver and reimbursement, the Other Expenses for the Berger IPT--Growth Fund,
the Berger IPT--New Generation Fund, the Berger IPT-Large Cap Growth Fund, the
Berger IPT--Small Company Growth Fund and the Berger/IPT--International Fund
would have been 0.55%, 2.67%, 0.15%, 0.13% and 1.27%, respectively, and their
Total Annual Portfolio Expenses would have been 1.30%, 3.92%, 0.90%, 0.98%, and
2.12%, respectively. These waivers/reimbursements may not be terminated or
amended except by a vote of the Fund's Board of Trustees.

Effective May 12, 2000, the investment advisory fee charged to the Berger IPT
International Fund was reduced to the following rates of average daily assets:
0.85% of the first $500 million; 0.80% of the next $500 million and 0.75% of all
amounts in excess of $1 billion. The amounts shown reflect the restated advisory
fee.

(6) The expenses for the investment portfolios are for the fiscal year
ended December 31, 2000. Actual expenses in future years may be higher or lower
than those indicated in the fee table.

(7) Absent a voluntary waiver of the management fee and the voluntary
reimbursement of certain other operating expenses by Federated Global Investment
Management Corp., the Management Fee and Total Annual Portfolio Expenses for
International Equity Fund II would have been 0.75% and 1.46%, respectively.

(8) U.S. Bancorp Piper Jaffray Asset Management intends to waive management
fees or otherwise pay other expenses during the current fiscal year so that the
total operating expenses do not exceed 1.05% and 1.15%, respectively, for Class
1B shares of First American Large Cap Growth Portfolio and First American Mid
Cap Growth Portfolio. Fee waivers may be discontinued at any time.

(9) The Fund's actual Other Expenses and Total Operating Expenses were
lower than the figures shown, because their custodian fees were reduced under an
expense offset arrangement. Certain expenses of the Fund were voluntarily
absorbed by INVESCO pursuant to a commitment to the Fund and INVESCO. This
commitment may be changed at any time following the consultation of the Board of
Directors. After absorption, the Fund's Other Expenses and Total Annual Fund
Operating Expenses were 0.83% and 1.73%, respectively.

(10) Expenses are based upon expenses for the fiscal year ended December
31, 2000, restated to reflect a reduction in the management fee for Growth,
Aggressive Growth and Worldwide Growth Portfolios. All expenses are shown
without the effect of expense offset arrangements.

(11) Effective January 1, 2000, Lazard Asset Management, the Fund's
investment adviser voluntarily agreed to reimburse all expenses through December
31, 2000 to the extent total annual portfolio expenses exceed in any fiscal year
1.25% of the Portfolio's average daily net assets. Absent such an agreement with
the adviser, the total annual portfolio expenses for the year ended December 31,
2000 would have been 5.07% for the Lazard Retirement Equity Portfolio and 2.76%
for the Lazard Retirement Small Cap Portfolio.

(12) Expenses are estimated for the fiscal year ended December 31, 2001,
and reflect the expense limitation in effect through December 31, 2001, under
which Pioneer Investment Management, Inc. has agreed not to impose all or a
portion of its management fee and, if necessary, to limit other ordinary
operating expenses to the extent required to reduce the Portfolio's Class 1
expenses to 1.50% of the average daily net assets attributable to Class 1
shares. The portion of the portfolio's expenses attributable to Class II shares
will be reduced only to the extent such expenses are reduced for Class 1 shares.
Absent this arrangement, the management fee would be 1.00% and the estimated
total annual operating expenses of the Portfolio's Class II shares would be
1.75%.

(13) The amount of the Management and 12b-1 Fees and Other Expenses are
annualized expenses for the period ended December 31, 2000. Seligman
Communications and Information Portfolio and Seligman Global Technology
Portfolio began offering Class 2 shares charging 12b-1 fees effective May 1,
2000.

(14) Strong Capital Management, Inc., the fund's advisor of the Strong Mid
Cap Growth Fund II is currently absorbing expenses of 0.02%. Without these
absorptions, the expenses would have been 1.17% for the year ended December 31,
1999. The Advisor has no current intention to, but may in the future,
discontinue or modify any waiver of fees or absorption of expenses at its
discretion with appropriate notification to its shareholders.

(15) Operating Expenses for the Worldwide Hard Assets Fund, the Worldwide
Emerging Markets Fund and the Worldwide Real Estate Fund were reduced by a
brokerage agreement where the Funds direct certain portfolio trades to a broker
that, in return, pays a portion of the Funds' operating expenses. The Advisor
agreed to assume expenses on the Worldwide Emerging Markets Fund and the
Worldwide Real Estate Fund exceeding 1.30% and 1.50%, respectively, of average
daily net assets except Interest, taxes, brokerage commissions and extraordinary
expenses for the year ended December 31, 2000. Without such absorption, Other
Expenses were 0.16% for the Worldwide Hard Assets Fund, 0.33% for the Worldwide
Emerging Markets Fund and 1.27% for the Worldwide Real Estate Fund for the year
ended December 31, 2000 and Total Expenses were 1.16%, 1.33% and 2.27%,
respectively.

REDUCTION OF CHARGES

The policy is available for purchase by individuals, corporations and other
groups. We may reduce or eliminate certain charges (premium expense charge,
surrender charge, monthly deduction, or other charges), where the size or nature
of the group results in savings in sales, underwriting, administrative or other
costs, to us. These charges may be reduced in certain group, sponsored
arrangements or special exchange programs we make available (including our
employees and their families).

CHART 1 - CASH FLOW THROUGH A CONSECO VUL POLICY
- ------------------------------------------------

This flow chart explains how cash normally flows through a Conseco Variable
Universal Life Policy.

[GRAPHIC OMITTED]

Monthly
Deductions

If you make a Withdrawal
or Surrender your Policy

THE COMPANY

We were originally formed as the Great American Reserve Insurance Company. On
October 7, 1998, we changed our name to Conseco Variable Insurance Company.

We are principally engaged in the life insurance business in 49 states and the
District of Columbia. We are a stock company organized under the laws of the
state of Texas and are an indirect wholly-owned subsidiary of Conseco, Inc.
Headquartered in Carmel, Indiana, Conseco Inc. is one of middle America's
leading sources for investment, insurance and lending products. Through its
subsidiaries and a nationwide network of insurance agents and finance dealers,
Conseco, Inc. provides solutions for wealth protection and wealth creation to
more than 13 million customers.

THE POLICY

Our CONSECO VARIABLE UNIVERSAL LIFE policy is a contract between you, the OWNER
(Reference Page 48 for discussion of Owner), and us. The policy can be used to
create or conserve an estate, plan for retirement, or for other insurance needs
of individuals and businesses. Coverage becomes effective under your policy on
the later of the policy date or the payment of the initial premium.

The policy is a variable life insurance policy. The money you put in the
INVESTMENT PORTFOLIOS (see page 24), will increase or decrease depending upon
the investment experience of those investment portfolios and you bear the
investment risk. If the cash surrender value is insufficient to pay the monthly
deductions, the policy may terminate.

The SINGLE LIFE POLICY provides for the payment of the death proceeds to your
selected beneficiary upon the death of the primary insured. The primary insured
is the person whose life is insured under the policy and usually is the same
person as the owner. The death proceeds are usually free of federal income tax
for the beneficiary. If the policy is a JOINT LIFE POLICY, a policy insuring the
lives of two people, we will pay the death proceeds to your selected beneficiary
upon the second death.

The policy also provides an accumulation value, surrender rights, loan
privileges, optional riders and other features traditionally associated with
life insurance. Be sure to consult your policy for further understanding of its
terms and conditions, as well as any state-specific provisions and variations
that might apply.

The duration or amount of the DEATH BENEFIT (see page 28) may also vary based on
the premiums you pay and the investment performance of the underlying
investments. Your policy will terminate before the death of the insured if your
policy's cash surrender value is not sufficient to pay the monthly deductions.
Your policy contains important provisions to help prevent early terminations;
however, the period of coverage is not guaranteed.

HOW TO BUY A POLICY

To buy a policy, you start by sending us a completed, signed application that
provides information about the proposed insured(s). Sometimes we may request
that the proposed insured(s) provide us with medical records or a physician's
statement. We may require other medical tests to be performed.

ISSUE AGES

We currently issue policies to a primary insured ages 0 to 85. The issue ages
for joint life policies are 20 to 90. We use the applicant's age as of their
last birthday to determine their issue age(s).

We will review the information provided and determine whether the insured(s)
meet our standards for issuing a policy. This process is called UNDERWRITING. A
policy may be issued in various risk classes. The underwriting process
determines the appropriate risk class.

The underwriting process could take 60 days or longer from the time the
application is signed. If we receive the initial premium with the application,
your registered representative will give you a CONDITIONAL RECEIPT. If you
receive the conditional receipt, you will be eligible for conditional coverage.
The conditional coverage will be effective from the date of receipt of the
premium to the policy date for the policy, subject to the time limit in the
conditional receipt. The amount of coverage provided by the conditional receipt
is equal to the maximum amount of insurance applied for subject to an amount
determined by us that varies by issue age. The conditional insurance is only
applicable for the proposed insured and subject to being an acceptable risk for
the insurance being applied for. Be sure to consult the conditional receipt for
important restrictions and provisions.

PURCHASES

PREMIUMS
PREMIUMS are the cash you give us to buy the policy and keep it in force. The
policy is a flexible premium policy that allows you to make premium payments at
any time. The initial premium must be at least $50, and all subsequent premiums
paid must be at least $25. The minimum premiums that a particular policy may
require to remain in force will depend on the policy features.

When you apply for coverage you establish a schedule of planned periodic
premiums. You decide the planned periodic premium you want for your policy. You
should consult your registered representative to select an appropriate planned
periodic premium.

The policy will remain in force so long as the cash surrender value is greater
than the monthly deductions. Maintaining a certain level of premium payments
required by the NO LAPSE GUARANTEE, as described (see page 24) will also keep
the policy in force. If on any monthly anniversary the cash surrender value is
less than the monthly deduction or the no-lapse guarantee is not in force, there
will be a GRACE PERIOD (see page 23) of 61 days. During the grace period you
will have to pay at least the amount of the premium due. The amount of the
premium due will be equal to the amount of money required to keep the policy in
force during the grace period plus two additional monthly deductions. We will
notify you by mail what the amount of this premium will be. If at least this
amount is not paid within the grace period, the policy will lapse without value.

Additional premiums may be paid at any time prior to the insured attaining age
100. No premiums may be paid after the insured attains age 100 or, for a joint
life policy, past attained age 100 of the younger insured. However, we reserve
the right to limit the number and amount of additional premiums. No premiums
will be accepted which exceed the guideline premium limits under section 7702 of
the Internal Revenue Code. Under some circumstances we may require evidence that
the primary insured, or insureds, are still insurable.

If a premium payment increases the net amount at risk, we may decide whether or
not to accept the premium based on our underwriting procedures. If we decide to
underwrite, the premium is put into a suspense account until the underwriting
has been completed.

If all or a portion of a premium payment will cause the policy to become a
MODIFIED ENDOWMENT CONTRACT (MEC), we will apply the portion of the premium
which is under the MEC limit. We will inform you that a portion of your premium
will create a MEC. If you are willing to accept a MEC, we will apply the
remaining premium to the policy. If you are not willing to accept a MEC, we will
refund the remaining premium to you. Please see Appendix C for additional tax
information including a discussion of a MEC and its associated tax consequences.

Any premium over $2,000,000 will not be accepted without prior company approval

All premiums are payable at:

Conseco Variable Insurance Co. Service Center
PO Box 952282
St. Louis, MO 63195-2282

WAIVER OF PLANNED PERIODIC PREMIUM RIDER
You can add a Waiver of Planned Periodic Premium Rider at policy issue. This
rider is available to primary insureds aged 15 to 55, although it may not be
available for all risk classifications, in conjunction with other riders, or in
all states. This rider will only pay your planned periodic premium in the event
you become disabled and meet the criteria of the rider. This rider is available
only on a single life policy. This is how the rider works:

o Benefits will apply if the primary insured's total disability
begins before age 65 and continues for at least 6 months.

o Any scheduled planned periodic premium is waived. An equal premium, up
to a maximum of $25,000 per month, will be credited to the policy on
each monthly anniversary date. Premiums paid during the first 6 months
of total disability are refunded to the policy owner or payer.

o Benefits continue only during the insured's disability for a maximum
of two years or to the insured's 65th birthday.

o All monthly deductions will continue to be made while benefits are
being paid under this rider.

o If the cash surrender value is not sufficient to cover the monthly
deductions, the policy will enter the grace period and if no further
premium payments are made, the policy and rider will terminate.

o If the covered insured is no longer disabled, and you do not resume
premium payments, your policy may lapse if the cash surrender value
becomes insufficient to cover the monthly deductions.

o Consult your rider contract for important provisions and restrictions
for this coverage.

WHAT WE WILL DO WITH YOUR MONEY

WHEN YOU BUY A NEW POLICY

o We will temporarily put money in our general account within 2 days of
receiving it.

o Money will remain in the general account through the underwriting
process. We set the POLICY DATE once underwriting is complete and any
policy delivery requirements have been met. The policy date is the
effective date of the coverage.

ON THE POLICY DATE

o The amount of the initial premium, less the premium expense charge and
any monthly deduction that has accrued since the issue date, plus
interest, is credited to the policy's accumulation value.

BETWEEN THE POLICY DATE AND THE END OF THE FREE LOOK PERIOD

o The location of your money depends on the free look provision in your
state.

o If the free look provision permits the refund of your accumulation
value as of the policy date, the money is invested on the policy date
in the investment portfolios you select.

o If the free look provision requires a refund of your premium, then the
money that you allocate to the FIXED ACCOUNT (See page 26 for
description) is put in the fixed account as of the policy date. The
money that you allocate to the investment portfolios is invested in
the Conseco Money Market account as of the policy date. At the end of
the FREE LOOK PERIOD plus five days (to allow for policy delivery),
the money is moved from the Conseco Money Market Account to the
investment portfolios that you select. The free look provision is the
length of time you have to examine the policy and cancel it, if you
wish, without surrender charges.

FOR CANCELLATIONS DURING THE FREE LOOK PERIOD

o If the policy is cancelled within 10 days (a longer time period may
apply in some states) after receiving it, we will return the amount of
money required by your state. Please check your policy for the amount
that will be refunded.

o A surrender charge will not be assessed if the policy is cancelled
during the free look period.

AFTER THE FREE LOOK PERIOD HAS EXPIRED

o We will allocate any premium you pay as you direct as of the business
day we receive it. A business day is any day the New York Stock
Exchange is open until 3:00 PM Central Standard Time.

o The initial premium and each subsequent premium cannot be invested in
more than 20 different portfolios, with a minimum of 5% allocated to
each choice.

o You can have your money invested in as many investment portfolios as
you desire.

o We will allocate future premium payments in the same way as your first
premium payment, unless you direct us otherwise.

o AND REMEMBER, you can always change your future allocations, except
that there are limitations to moving your money out of the fixed
account and you may incur transfer fees for transfers between
portfolios (see page 27).

IF WE DECIDE NOT TO INSURE YOU

o We will return your premium without interest, regardless of how long
we hold it.

GRACE PERIOD

Your policy includes a feature known as the Grace Period. Your policy will stay
in force as long as your cash surrender value is sufficient to pay the monthly
deductions, which are taken out on the monthly anniversary. We will mail you a
notice if the cash surrender value is not enough to pay the deductions. This
notice will specify the premium required to keep the policy in force. You will
have 61 days from the time the notice is mailed to you to send us the required
payment. This is called the Grace Period.

If you do not send in the required payment your policy will lapse without value.
You may be able to reinstate the policy within 5 years after the end of the
grace period if the insureds are still alive. The reinstatement privilege is
subject to our underwriting rules.

NO-LAPSE GUARANTEE

Your policy includes a feature known as the no-lapse guarantee premium
requirement. This feature relates to the Grace Period.

We will establish the appropriate NO-LAPSE MONTHLY PREMIUM at the time you apply
for coverage. This premium may change for subsequent months if certain policy
changes are made. On each monthly anniversary, during the first five years you
own the policy, we will test to make sure that the total premiums paid less any
partial withdrawals, loans and loan interest is greater than the cumulative
no-lapse guarantee premium requirement. If the test is satisfied, your policy
will not lapse during the first five policy years, even if the cash surrender
value is less than the monthly policy deductions.

The purpose of the no-lapse guarantee feature is to protect you from the cash
surrender value of the policy during the early years being insufficient to pay
the monthly policy deductions. This guarantee terminates on the monthly
anniversary when the cumulative premium test first fails.

If, and only if, the policy lapses and is reinstated during the no-lapse period,
the policy owner may reinstate the no-lapse guarantee if the no-lapse guarantee
was in effect three months prior to the date of the lapse and on the date of
reinstatement, the policy owner pays sufficient premiums such that the sum of
premiums paid to date, less and partial withdrawals, loans and loan interest,
equals or exceeds the no-lapse premium multiplied by the number of policy months
between the issue date and the date of the lapse. The effective date of the
reinstatement is the next monthly anniversary following Conseco's approval of
the reinstatement. The accumulation value at the time of termination, less past
due charges during the grace period, plus the premium paid at the time of
reinstatement. The surrender charge will be based on the number of policy years
form the original issue date.

ACCUMULATION VALUE

The Accumulation Value of your policy is the sum of all investments in the
various portfolios, plus the funds in the fixed account, plus the loan account.
ACCUMULATION UNITS, which represent shares in an investment portfolio, are an
accounting technique to keep track of investment portfolios. The Accumulation
Value can increase or decrease depending on the actual performance of the
investment options you choose and the crediting rate on our fixed account.

We determine the value of an accumulation unit any day the New York Stock
Exchange is open. This value is determined by multiplying the accumulation unit
value for an investment portfolio for the previous period by a factor for the
current period. The factor is determined by dividing the value of an investment
portfolio share at the end of the current period (and any charges for taxes) by
the value of an investment portfolio share for the previous period.

The value of an accumulation unit will increase or decrease daily.

We credit your investment portfolios with accumulation units when you allocate a
premium payment to an investment portfolio. We also adjust the accumulation
units for transfers and withdrawals. The number of accumulation units credited
is determined by dividing the amount of the net premium allocated to an
investment portfolio by the value of the accumulation unit for that investment
portfolio.

We deduct accumulation units from your policy to pay monthly policy charges. We
make these deductions pro-rata from the investment portfolios and the fixed
account.

INVESTMENT PORTFOLIOS

Your policy currently offers fifty-nine (59) investment portfolios plus our
fixed account. The portfolios are listed in the next section. We may not always
offer the current portfolios and additional portfolios may be available in the
future.

There is an individual prospectus that describes each portfolio. You should read
the prospectuses for these investment portfolios carefully. If you do not have
the fund prospectuses and need a copy, call us at (866)-479-0552. A summary of
the investment objectives and strategies for each portfolio is in another
section. If you want to read about these now, please turn to Appendix A.

The investment objectives and policies of some investment portfolios are similar
to the investment objectives and policies of other mutual funds managed by the
same investment advisers. Although the policies and objectives may be similar,
the investment results of the investment portfolios may be higher or lower than
the results of other such mutual funds. The investment advisers cannot
guarantee, and make no representation, that the investment results of similar
funds will be comparable even though the portfolios have the same investment
advisers.

A portfolio's performance may be affected by risks specific to certain types of
investments in the portfolio, such as foreign securities, derivative
investments, non-investment grade debt securities, securities invested in
initial public offerings (IPO's), or companies with relatively small market
capitalizations. Purchasing IPO's and other investment techniques may have a
magnified impact on a portfolio with a small asset base. A portfolio may not
experience similar performance as the assets grow.