TAUNUS CORPORATION
31 West 52nd Street
New York, New York 10019
Jeffrey A. Ruiz
Vice President
Telephone: (212) 469-3667
February 8, 2002
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 Ease System software, by E-Mail confirmation.
Sincerely,
Jeffrey A. Ruiz
Enclosures
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.4)
Conseco, Inc.
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NAME OF ISSUER:
Common Stock (No Par Value)
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TITLE OF CLASS OF SECURITIES
208464107
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CUSIP NUMBER
December 31, 2001
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[X] Rule 13d-I(b)
[ ] Rule 13d-I(c)
[ ] Rule 13d-I(d)
CUSIP NO 208464107 f
1.NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Taunus Corporation
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(A) [ ]
(B) [ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 8. SHARED DISPOSITIVE POWER
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN SHARES *
[]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.TYPE OF REPORTING PERSON
Item 1(a). Name of Issuer:
Conseco Inc. (the Issuer )
Item 1(b). Address of Issuer's Principal Executive Offices:
The address of the Issuer's principal executive offices is 118
North Pennsylvania Street, Carmel, IN 46032
Item 2(a). Name of Person Filing:
This statement is filed on behalf of Taunus Corporation (the
Reporting Person ).
Item 2(b). Address of Principal Business Office or, if none, Residence:
The principal place of business of the Reporting Person is 31
West 52nd Street, New York, New York, 10019.
Item 2(c). Citizenship:
The citizenship of the Reporting Person is set forth on the
cover page.
Item 2(d). Title of Class of Securities:
The title of the securities is common stock(the Common Stock).
Item 2(e). CUSIP Number:
The CUSIP number of the Common Stock is set forth on each
cover page.
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
A. Taunus Corporation:
(a) [ ]Broker or dealer registered under section 15 of the
Act;
(b) [ ]Bank as defined in section 3(a)(6) of the Act;
(c) [ ]Insurance Company as defined in section 3(a)(19) of
the Act;
(d) [ ]Investment Company registered under section 8 of
the Investment Company Act of 1940;
(e) [ ]An investment adviser in accordance with Rule
13d-1 (b)(1)(ii)(E);
(f) [ ]An employee benefit plan, or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [X] A parent holding company or control person in
accordance with Rule 13d-1 (b)(1)(ii)(G);
(h) [ ]A savings association as defined in section 3(b) of
the Federal Deposit Insurance Act;
(i) [ ]A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of
the Investment Company Act of 1940;
(j) [ ]Group, in accordance with Rule 13d-1 (b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1 (c), check
this box. [ ]
Item 4. Ownership.
(a) Amount beneficially owned:
(b) Percent of class:
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
(ii) shared power to vote or to direct the vote:
(iii) sole power to dispose or to direct the
disposition of:
(iv) shared power to dispose or to direct the
disposition of:
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [X].
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.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
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 and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that 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.
Dated: February 8, 2002
TAUNUS CORPORATION
By: /s/ James T. Byrne, Jr.
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Name: James T. Byrne, Jr.
Title: Secretary