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Conseco Inc.

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$38	Preview Full Doc	2003	Restricted Stock Agreements Restricted Stock Agreements (3K) Doc #290231: Click preview link for longer preview. SECOND AMENDMENT TO EMPLOYMENT AND RESTRICTED STOCK AGREEMENTS This Second Amendment, dated as of the 16th day of December, 2002, is between Conseco, Inc., an Indiana corporation ("Company"), and William J. Shea ("Executive"). Recitals A. The Company and Executive previously entered into an Amended Employment Agreement dated as of June 1, 2002 (the "Employment Agreement"), . . . 290231	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreements: Conseco, Inc – 44 SECOND AMENDMENT TO EMPLOYMENT AND RESTRICTED STOCK AGREEMENTS This Second Amendment, dated as of the 16th day of December, 2002, is between Conseco, Inc ., an Indiana corporation ("Company"), and William J. Shea ("Executive"). Recitals A. The Company and Executive previously entered into an Amended Employment Agreement _____________ CONSECO, INC – expressly altered by this Amendment, the Employment Agreement and the Restricted Stock Agreement shall remain unchanged and in full force and effect. "Company" CONSECO, INC . By: /s/ David K. Herzog ---------------------------------- Printed: David K. Herzog Title: Executive Vice President, General Counsel and Secretary "Executive" /s/ William J. Shea --------------------------------- _____________ dt 248117
$32	Preview Full Doc	2002	Restricted Stock Agreements Restricted Stock Agreements (3K) Doc #290259: Click preview link for longer preview. AMENDMENT TO EMPLOYMENT AND RESTRICTED STOCK AGREEMENTS This Amendment, dated as of the 16th day of September, 2002, is between Conseco, Inc., an Indiana corporation ("Company"), and William J. Shea ("Executive"). Recitals A. The Company and Executive previously entered into an Amended Employment Agreement dated as of June 1, 2002 (the "Employment Agreement") and a . . . 290259	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreements: Conseco, Inc – 10.1.41 AMENDMENT TO EMPLOYMENT AND RESTRICTED STOCK AGREEMENTS This Amendment, dated as of the 16th day of September, 2002, is between Conseco, Inc ., an Indiana corporation ("Company"), and William J. Shea ("Executive"). Recitals A. The Company and Executive previously entered into an Amended Employment Agreement _____________ CONSECO, INC – expressly altered by this Amendment, the Employment Agreement and the Restricted Stock Agreement shall remain unchanged and in full force and effect. "Company" CONSECO, INC . By: /s/ David K. Herzog ---------------------------------- Printed: David K. Herzog Title: Executive Vice President, General Counsel and Secretary "Executive" /s/ William J. Shea --------------------------------- _____________ dt 248140
$36	Preview Full Doc	2002	Restricted Stock Agreements Restricted Stock Agreements (4K) Doc #290280: Click preview link for longer preview. AMENDMENT TO EMPLOYMENT AND RESTRICTED STOCK AGREEMENTS This Amendment, dated as of the 26th day of June, 2002, is between Conseco, Inc., an Indiana corporation ("Company"), and Gary C. Wendt ("Executive"). Recitals A. The Company and Executive previously entered into an Employment Agreement dated as of June 28, 2000 (the "Employment Agreement") and a Restricted Stock Agreement dated as of June 28, 2000 (the "Restricted . . . 290280	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreements: Conseco, Inc – 10.1.27 AMENDMENT TO EMPLOYMENT AND RESTRICTED STOCK AGREEMENTS This Amendment, dated as of the 26th day of June, 2002, is between Conseco, Inc ., an Indiana corporation ("Company"), and Gary C. Wendt ("Executive"). Recitals A. The Company and Executive previously entered into an Employment Agreement dated _____________ CONSECO, INC – expressly altered by this Amendment, the Employment Agreement and the Restricted Stock Agreement shall remain unchanged and in full force and effect. "Company" CONSECO, INC . By: --------------------------------- Printed: ---------------------------- Title: ------------------------------ "Executive" By: /s/ Gary C. Wendt ------------------------------ Gary C. Wendt {/TEXT} {/DOCUMENT} _____________ dt 248160
$32	Preview Full Doc	2001	Restricted Stock Agreement Restricted Stock Agreement (11K) Doc #290332: Click preview link for longer preview. RESTRICTED STOCK AGREEMENT -------------------------- This Restricted Stock Agreement ("Agreement"), dated as of September 17, 2001, between CONSECO, INC., an Indiana corporation (the "Company"), and William J. Shea, an employee of the Company (the "Employee"). RECITALS -------- WHEREAS, the Employee has not previously been an employee of the Company and as a material inducement to the Employee entering into an Employment Agreement, dated September 10, 2001, (the "Employment Agreement") with the Company, the Compensation Committee of the Board of Directors of the Company (the "Board") has determined to grant to the Employee an award of shares of common stock of the Company which is subject to certain restrictions; WHEREAS, the award hereunder is pursuant to and governed by the Conseco, Inc. 1994 Stock and Incentive Plan (the "Plan"); and WHEREAS, the Company and the Employee desire to set forth the terms and conditions of the award. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereto agree as follows: 1. Grant of Award. As of the date of this Agreement, the Company hereby grants to the Employee an award of fifty thousand (50,000) shares (the "Restricted Shares") of the Company's common stock (the "Common Stock"), upon the terms and conditions set forth in this Agreement and in the Plan, which Plan is incorporated herein by reference as a part of this Agreement; provided, that, the Employment Agreement shall govern with respect to matters involving vesting as provided in paragraph 3 of this Agreement. 2. Representations of Employee. The Employee hereby (i) accepts the award of the Restricted Shares described in paragraph 1; (ii) agrees that the Restricted Shares will be held by him and his successors subject to (and will not be disposed of except in accordance with) all of the restrictions, terms and conditions contained in this Agreement; (iii) represents that he is acquiring the Restricted Shares for investment and not with a view to or for resale or distribution thereof; and (iv) agrees that any certificates issued for the Restricted Shares may bear the following legend or such other legend as the Company, from time to time, deems appropriate: {PAGE} "The transfer of the Shares represented by this certificate is restricted by the terms of a Restricted Stock Agreement dated as of September 17, 2001, a copy of which is on file at the Company's principal office; no transfer of the Shares represented by this certificate shall be valid or effective until the conditions with respect to such transfer contained in the Agreement have been met." 3. Vesting. Subject to paragraph 4, twenty percent (20%) of the Restricted Shares shall become fully vested and nonforfeitable if Employee still is, and since the date of this Agreement has continuously been, employed by the Company on September 17, 2002, and forty percent (40%) of the Restricted Shares shall become fully vested and nonforfeitable if Employee still is, and since the date of this Agreement has continuously been, employed by the Company on each of September 17, 2003 and September 17, 2004; provided, however, that all Restricted Shares shall vest earlier as provided in the Employment Agreement. Except as otherwise provided in this Agreement, the Employee may not sell, assign, transfer, pledge or otherwise dispose of or encumber any of the Restricted Shares, or any interest therein, until his rights in such Shares have vested in accordance with this Agreement or the Employment Agreement (the period of time until the Restricted Shares have vested is referred to as the "Restriction Period"). Any purported sale, assignment, transfer, pledge or other 290332	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreement: CONSECO, INC – 39 {TEXT} Exhibit 10.1.39 Annex 1 RESTRICTED STOCK AGREEMENT -------------------------- This Restricted Stock Agreement ("Agreement"), dated as of September 17, 2001, between CONSECO, INC ., an Indiana corporation (the "Company"), and William J. Shea, an employee of the Company (the "Employee"). RECITALS -------- WHEREAS, the Employee has not _____________ Conseco, Inc – of common stock of the Company which is subject to certain restrictions; WHEREAS, the award hereunder is pursuant to and governed by the Conseco, Inc . 1994 Stock and Incentive Plan (the "Plan"); and WHEREAS, the Company and the Employee desire to set forth the terms and conditions _____________ CONSECO, INC – context so indicates. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written. CONSECO, INC . By:/s/ Gary C. Wendt -------------------------------------- Gary C. Wendt, Chairman of the Board and Chief Executive Officer /s/ William J. Shea ------------------------------------ William J. _____________ dt 248193 ;	William J. Shea
$39	Preview Full Doc	2001	Restricted Stock Agreement Restricted Stock Agreement (17K) Doc #290342: Click preview link for longer preview. RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement ("Agreement"), dated as of July 31, 2001, between CONSECO, INC., an Indiana corporation (the "Company"), and Gary C. Wendt, Chairman of the Board and Chief Executive Officer of the Company, and Rosemarie Wendt, his wife (collectively, "Wendt"). RECITALS WHEREAS, Wendt currently owns approximately 2,424,108 shares of ExlService.com, Inc., a Delaware corporation ("Exl"); WHEREAS, simultaneously with the execution of this Agreement, a newly formed, wholly-owned subsidiary of the Company will merge (the "Merger") with and into Exl, with Exl being the surviving corporation (the "Surviving Entity") pursuant to that certain Agreement and Plan of Merger dated as of July 27, 2001 (the "Merger Agreement"); WHEREAS, in the Merger, each share of Exl will be exchanged for .2857 shares of the Company; WHEREAS, Wendt and the Company desire to eliminate any appearance of a potential conflict of interest in Wendt's receipt of the Company's common stock in the Merger; and WHEREAS, as a condition to the consummation of the Merger by the Company, the Company and Wendt desire to set forth certain restrictions on the shares of common stock of the Company to be issued to Wendt in the Merger. NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the parties hereto agree as follows: 1. Issuance of Restricted Shares. As of the date of this Agreement, the Company has issued to Wendt six hundred ninety-two thousand six hundred and two (692,567.66) shares (the "Restricted Shares") of the Company's common stock (the "Common Stock") in connection with the Merger, upon the terms and conditions set forth in this Agreement. 2. Representations of Wendt. Wendt hereby (i) accepts the Restricted Shares described in paragraph 1; (ii) agrees that the Restricted Shares will be held by Wendt and Wendt's successors subject to (and will not be disposed of except in accordance with) all of the restrictions, terms and conditions contained in this Agreement; (iii) represents that Wendt is acquiring the Restricted Shares for investment and not with a view to or for resale or distribution thereof; (iv) understands that the issuance of the Restricted Shares has not been registered under the Securities Act of 1933, as amended (the "Act"), or any applicable state securities laws and that any transfer or resale of the Restricted Shares will be subject to restriction under such laws; and (v) agrees that any certificates issued for the Restricted Shares may bear the following legend or such other legend as the Company, from time to time, deems appropriate: {PAGE} "The transfer of the Shares represented by this certificate is restricted by the terms of a Restricted Stock Agreement dated as of July 31, 2001, a copy of which is on file at the Company's principal office; no transfer of the Shares represented by this certificate shall be valid or effective until the conditions with respect to such transfer contained in the Agreement have been met." 3. Vesting. Except as otherwise provided in this Agreement, Wendt may not sell, assign, transfer, pledge or otherwise dispose of or encumber any of the Restricted Shares, or any interest therein, unless and until Wendt's rights in such Shares have vested in accordance with this Agreement (the period of time until the Restricted Shares have vested is referred to as the "Restriction Period"). Any purported sale, assignment, transfer, pledge or other disposition or encumbrance in violation of this Agreement shall be void and of no effect. The Restricted Shares shall vest upon the Vesting Event (as defined below). The "Vesting Event" shall be deemed to have occurred on the earlier of (i) such date as the Identifiable Cost Reductions (as defined below) realized by the Company equals or exceeds $52.6 million as approved by a special committee of the Board of Directors of the Company whose members are independent directors 290342	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreement: CONSECO, INC – DESCRIPTION}RESTRICTED STOCK AGREEMENT {TEXT} Exhibit 10.51 RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement ("Agreement"), dated as of July 31, 2001, between CONSECO, INC ., an Indiana corporation (the "Company"), and Gary C. Wendt, Chairman of the Board and Chief Executive Officer of the Company, and Rosemarie _____________ CONSECO, INC – WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written. /s/ Gary C. Wendt CONSECO, INC . --------------------------- Gary C. Wendt By: /s/ David Gubbay ---------------------------------- Name: David Gubbay Title: Executive Vice President, Strategic /s/ Rosemarie Wendt Business Development --------------------------- Rosemarie Wendt _____________ dt 248201
$31	Preview Full Doc	2001	Restricted Stock Agreement Restricted Stock Agreement (13K) Doc #290350: Click preview link for longer preview. RESTRICTED STOCK AGREEMENT -------------------------- This Restricted Stock Agreement ("Agreement"), dated as of March 13, 2001, between CONSECO, INC., an Indiana corporation (the "Company"), and David Gubbay, an employee of the Company (the "Employee"). RECITALS -------- WHEREAS, the Employee has not previously been as an employee of the Company and as a material inducement to the Employee entering into an Employment Agreement, dated February 21, 2001, (the "Employment Agreement") with the Company, the Compensation Committee of the Board of Directors of the Company (the "Board") has determined to grant to the Employee an award of shares of common stock of the Company which is subject to certain restrictions; WHEREAS, the award hereunder is pursuant to and governed by the Conseco, Inc. 1994 Stock and Incentive Plan (the "Plan"); and WHEREAS, the Company and the Employee desire to set forth the terms and conditions of the award. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereto agree as follows: 1. Grant of Award. As of the date of this Agreement, the Company hereby grants to the Employee an award of fifty thousand (50,000) shares (the "Restricted Shares") of the Company's common stock (the "Common Stock"), upon the terms and conditions set forth in this Agreement and in the Plan, which Plan is incorporated herein by reference as a part of this Agreement; provided, that, the Employment Agreement shall govern with respect to matters involving vesting as provided in Section 3 of this Agreement. 2. Representations of Employee. The Employee hereby (i) accepts the award of the Restricted Shares described in paragraph 1; (ii) agrees that the Restricted Shares will be held by her and her successors subject to (and will not be disposed of except in accordance with) all of the restrictions, terms and conditions contained in this Agreement; (iii) represents that he is acquiring the Restricted Shares for investment and not with a view to or for resale or distribution thereof; (iv) understands that the issuance of the Restricted Shares has not been registered under the Securities Act of 1933, as amended (the "Act"), or any applicable state securities laws and that any transfer or resale of the Restricted Shares will be subject to restriction under such laws; and (v) agrees that any certificates issued for the Restricted Shares may bear the following legend or such other legend as the Company, from time to time, deems appropriate: "The transfer of the Shares represented by this certificate is restricted by the terms of a Restricted Stock Agreement dated as of March 13, 2001, a copy of which is on file at the Company's principal office; no transfer of the Shares {PAGE} represented by this certificate shall be valid or effective until the conditions with respect to such transfer contained in the Agreement have been met." 3. Vesting. Subject to paragraph 4, twenty percent (20%) of the Restricted Shares shall become fully vested and nonforfeitable if Employee still is, and since the date of this Agreement has continuously been, employed by the Company on each of March 13, 2002, March 13, 2003, March 13, 2004, March 13, 2005 and March 13, 2006; provided, however, that all Restricted Shares shall vest earlier as provided in the Employment Agreement. Except as otherwise provided in this Agreement, the Employee may not sell, assign, transfer, pledge or otherwise dispose of or encumber any of the Restricted Shares, or any interest therein, until her rights in such Shares have vested in accordance with this Agreement or the Employment Agreement (the period of time until the 290350	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreement: CONSECO, INC – 10.1.35 {TEXT} Exhibit 10.1.35 RESTRICTED STOCK AGREEMENT -------------------------- This Restricted Stock Agreement ("Agreement"), dated as of March 13, 2001, between CONSECO, INC ., an Indiana corporation (the "Company"), and David Gubbay, an employee of the Company (the "Employee"). RECITALS -------- WHEREAS, the Employee has not previously _____________ Conseco, Inc – of common stock of the Company which is subject to certain restrictions; WHEREAS, the award hereunder is pursuant to and governed by the Conseco, Inc . 1994 Stock and Incentive Plan (the "Plan"); and WHEREAS, the Company and the Employee desire to set forth the terms and conditions _____________ CONSECO, INC – context so indicates. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written. CONSECO, INC . By: /s/ Gary C. Wendt ----------------------------------------- Gary C. Wendt, Chairman of the Board and Chief Executive Officer /s/ David Gubbay ----------------------------------------- David Gubbay 4 {/ _____________ dt 248209 ;	David Gubbay
$31	Preview Full Doc	2001	Restricted Stock Agreement Restricted Stock Agreement (13K) Doc #290352: Click preview link for longer preview. RESTRICTED STOCK AGREEMENT -------------------------- This Restricted Stock Agreement ("Agreement"), dated as of March 16, 2001, between CONSECO, INC., an Indiana corporation (the "Company"), and Charles B. Chokel, an employee of the Company (the "Employee"). RECITALS -------- WHEREAS, the Employee has not previously been as an employee of the Company and as a material inducement to the Employee entering into an Employment Agreement of even date herewith (the "Employment Agreement") with the Company, the Compensation Committee of the Board of Directors of the Company (the "Board") has determined to grant to the Employee an award of shares of common stock of the Company which is subject to certain restrictions; WHEREAS, the award hereunder is pursuant to and governed by the Conseco, Inc. 1994 Stock and Incentive Plan (the "Plan"); and WHEREAS, the Company and the Employee desire to set forth the terms and conditions of the award. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereto agree as follows: 1. Grant of Award. As of the date of this Agreement, the Company hereby grants to the Employee an award of five hundred thousand (500,000) shares (the "Restricted Shares") of the Company's common stock (the "Common Stock"), upon the terms and conditions set forth in this Agreement and in the Plan, which Plan is incorporated herein by reference as a part of this Agreement; provided, that, the Employment Agreement shall govern with respect to matters involving vesting as provided in Section 3 of this Agreement. 2. Representations of Employee. The Employee hereby (i) accepts the award of the Restricted Shares described in paragraph 1; (ii) agrees that the Restricted Shares will be held by her and her successors subject to (and will not be disposed of except in accordance with) all of the restrictions, terms and conditions contained in this Agreement; (iii) represents that he is acquiring the Restricted Shares for investment and not with a view to or for resale or distribution thereof; (iv) understands that the issuance of the Restricted Shares has not been registered under the Securities Act of 1933, as amended (the "Act"), or any applicable state securities laws and that any transfer or resale of the Restricted Shares will be subject to restriction under such laws; and (v) agrees that any certificates issued for the Restricted Shares may bear the following legend or such other legend as the Company, from time to time, deems appropriate: "The transfer of the Shares represented by this certificate is restricted by the terms of a Restricted Stock Agreement dated as of March 16, 2001, a copy of which is on file at the Company's principal office; no transfer of the Shares represented by this certificate shall be valid or effective until the conditions {PAGE} with respect to such transfer contained in the Agreement have been met." 3. Vesting. Subject to paragraph 4, one-third of the Restricted Shares shall become fully vested and nonforfeitable if Employee still is, and since the date of this Agreement has continuously been, employed by the Company on March 16, 2002, an additional one-third of the Restricted Shares shall become fully vested and nonforfeitable if Employee still is, and since the date of this Agreement has continuously been, employed by the Company on March 16, 2003, and the remaining Restricted Shares shall become fully vested and nonforfeitable if Employee still is, and since the date of this Agreement has continuously been, employed by the Company on March 16, 2004; provided, however, that all Restricted Shares shall vest earlier as provided in the Employment Agreement. 290352	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreement: CONSECO, INC – 10.1.37 {TEXT} Exhibit 10.1.37 RESTRICTED STOCK AGREEMENT -------------------------- This Restricted Stock Agreement ("Agreement"), dated as of March 16, 2001, between CONSECO, INC ., an Indiana corporation (the "Company"), and Charles B. Chokel, an employee of the Company (the "Employee"). RECITALS -------- WHEREAS, the Employee has not _____________ Conseco, Inc – of common stock of the Company which is subject to certain restrictions; WHEREAS, the award hereunder is pursuant to and governed by the Conseco, Inc . 1994 Stock and Incentive Plan (the "Plan"); and WHEREAS, the Company and the Employee desire to set forth the terms and conditions _____________ CONSECO, INC – context so indicates. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written. CONSECO, INC . By: /s/ Gary C. Wendt --------------------------------------------- Gary C. Wendt, Chairman of the Board and Chief Executive Officer /s/ Charles B. Chokel ---------------------------------------------- Charles B. _____________ dt 248211 ;	Charles B. Chokel
$34	Preview Full Doc	2000	Restricted Stock Agreement Restricted Stock Agreement (12K) Doc #290418: Click preview link for longer preview. RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement ("Agreement"), dated as of June 28, 2000, between CONSECO, INC., an Indiana corporation (the "Company"), and Gary C. Wendt, an employee of the Company (the "Employee"). RECITALS WHEREAS, the Employee has not previously been an employee of the Company and as a material inducement to the Employee entering into an Employment Agreement of even date herewith (the "Employment Agreement") with the Company, the Board of Directors of the Company (the "Board") has determined to grant to the Employee an award of shares of common stock of the Company which is subject to certain restrictions; and WHEREAS, the Company and the Employee desire to set forth the terms and conditions of the award. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereto agree as follows: 1. Grant of Award. As of the date of this Agreement, the Company hereby grants to the Employee an award of three million two hundred thousand (3,200,000) shares (the "Restricted Shares") of the Company's common stock (the "Common Stock"), upon the terms and conditions set forth in this Agreement. 2. Representations of Employee. The Employee hereby (i) accepts the award of the Restricted Shares described in paragraph 1; (ii) agrees that the Restricted Shares will be held by him and his successors subject to (and will not be disposed of except in accordance with) all of the restrictions, terms and conditions contained in this Agreement; (iii) represents that he is acquiring the Restricted Shares for investment and not with a view to or for resale or distribution thereof; (iv) understands that the issuance of the Restricted Shares has not been registered under the Securities Act of 1933, as amended (the "Act"), or any applicable state securities laws and that any transfer or resale of the Restricted Shares will be subject to restriction under such laws; and (v) agrees that any certificates issued for the Restricted Shares may bear the following legend or such other legend as the Company, from time to time, deems appropriate: "The transfer of the Shares represented by this certificate is restricted by the terms of a Restricted Stock Agreement dated as of June 28, 2000, a copy of which is on file at the Company's principal office; no transfer of the Shares represented by this certificate shall be valid or effective until -1- {PAGE} the conditions with respect to such transfer contained in the Agreement have been met." 3. Vesting. Subject to paragraph 4, the Restricted Shares shall become fully vested and nonforfeitable if Employee still is, and since the date of this Agreement has continuously been, employed by the Company on June 30, 2002; provided, however, that all Restricted Shares shall vest earlier as provided in the Employment Agreement. Except as otherwise provided in this Agreement, the Employee may not sell, assign, transfer, pledge or otherwise dispose of or encumber any of the Restricted Shares, or any interest therein, until his rights in such Shares have vested in accordance with this Agreement (the period of time until the Restricted Shares have vested is referred to as the "Restriction Period"). Any purported sale, assignment, transfer, pledge or other disposition or encumbrance in violation of this Agreement will be void and of no effect. 4. HSR Act. The Company and the Employee hereby acknowledge that conferring voting rights on the Employee may subject the Company or the Employee 290418	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Restricted Stock Agreement: CONSECO, INC – 0004.txt {DESCRIPTION}EX-10.1.29 {TEXT} RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement ("Agreement"), dated as of June 28, 2000, between CONSECO, INC ., an Indiana corporation (the "Company"), and Gary C. Wendt, an employee of the Company (the "Employee"). RECITALS WHEREAS, the Employee has not _____________ CONSECO, INC – indicates. -4- {PAGE} IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written. CONSECO, INC . By: /s/ David V. Harkins ------------------------------------------- David V. Harkins, Interim Chairman of the Board and Chief Executive Officer /s/ Gary C. Wendt ------------------------------------------- Gary _____________ dt 248272 ;	Gary C. Wendt
$32	Preview Full Doc	2000	Supplemental Retirement Agreement Supplemental Retirement Agreement (11K) Doc #290376: Click preview link for longer preview. SUPPLEMENTAL RETIREMENT AGREEMENT This Supplemental Retirement Agreement (this "Agreement") is entered into on August 16, 2000 by and between Conseco, Inc., an Indiana corporation ("Company"), and Gary C. Wendt ("Executive") and is intended to supersede any previous understandings or agreements of the parties with respect to the subject matter contained herein. R E C I T A L S: A. The Executive and the Company have entered into an Employment Agreement dated as of June 28, 2000 (the . . . 290376	Conseco Conseco Inc. ( Life Insurance ) As referenced in this Supplemental Retirement Agreement: Conseco, Inc – 10.1.31 {TEXT} SUPPLEMENTAL RETIREMENT AGREEMENT This Supplemental Retirement Agreement (this "Agreement") is entered into on August 16, 2000 by and between Conseco, Inc ., an Indiana corporation ("Company"), and Gary C. Wendt ("Executive") and is intended to supersede any previous understandings or agreements of the parties _____________ CONSECO, INC – on behalf of her estate, all of the terms hereof pertaining to the Company's obligation to make payment of the Benefit Amount. CONSECO, INC . By: /s/ Thomas J. Kilian, President ----------------------------------- Thomas J. Kilian, President EXECUTIVE /s/ Gary C. Wendt ---------------------------------- Gary C. Wendt 4 {/TEXT} {/DOCUMENT} _____________ dt 248231

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