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                                                                 Exhibit 10.1.17

                                 PROMISSORY NOTE

$23,000,000.00                                             Indianapolis, Indiana
                                                                April 6, 2000


     FOR VALUE RECEIVED, the undersigned, STEPHEN C. HILBERT ("MAKER"), promises
to pay to the order of CONSECO, INC. (hereinafter called "LENDER," which term
shall include any holder hereof) at such place as Lender may designate by
written notice to Maker or, in the absence of such designation, at Lender's
Principal executive offices in Carmel, Indiana, or at such other location as
Lender may direct by written notice to Maker, the sum of Twenty Three Million
Dollars ($23,000,000.00) (hereinafter referred to as the "LOAN"), together with
interest as hereinafter provided and payable at the time and in the manner
hereinafter provided.

                                    MATURITY

     This Promissory Note ("Note") shall mature on that date (the "MATURITY
DATE") which is the earliest of: (i) April 5, 2002; (ii) termination of Maker's
employment with Conseco, Inc. ("CONSECO"), whether by election of Maker or
Conseco or by reason of Maker's death or disability; (iii) that date which is
seven (7) calendar days after the average of the high and low trading price of
Conseco's common stock on the New York Stock Exchange Composite Tape is $20.00
or more per share for ten (10) consecutive trading days; or (iv) that date on
which Lender accelerates payment of this Note in accordance with the terms
hereof. On the Maturity Date, the principal balance of the Loan outstanding on
such date, together with all accrued, unpaid interest thereon, shall be due and
payable in full.

                                    INTEREST

     The principal balance of the Loan outstanding from time to time from and
after the date of this Note (the "CLOSING DATE") shall bear interest (computed
on the basis of a 365-day year and actual days elapsed) as follows: (i) from and
after the Closing Date until the Maturity Date, at a rate per annum equal to
eight and one-half percent (8.5 %) per annum; and (ii) after the Maturity Date,
until paid in full, at ten and one-half percent (10.5 %) per annum.

                                MANNER OF PAYMENT

     The interest which accrues on this Note shall be due and payable on the
last day of June, 2000, and thereafter on the last day of each successive
September, December, March and June until the Maturity Date. The principal of
the Loan and all unpaid, accrued interest thereon, shall be due and payable in
full on the Maturity Date. After the Maturity Date, if any principal of the Loan
remains unpaid, interest which accrues thereon shall be due and payable as it
accrues, without any further demand or notice. All amounts paid under this Note,
as received by Lender prior to the Maturity Date, shall be applied as follows:
(i) first, to the payment of interest accrued to the date of receipt of payment;
and (ii) the balance, if any, to principal of the Loan. All amounts paid under
this Note after the Maturity Date, as received, may be applied against the
interest and principal owed hereunder in such order as Lender may determine is



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appropriate in its discretion. All amounts payable under this Note shall be
payable without relief from valuation and appraisement laws, and with all
collection costs and reasonable attorneys' fees. The principal of this Note may
be prepaid in whole or in part at any time and from time to time without penalty
or premium.

                                    SECURITY

     This Note is secured by a Collateral Assignment and Security Agreement,
dated of even date, executed by Maker in favor of Lender (as the same may be
amended and/or restated from time to time, the "COLLATERAL ASSIGNMENT") and by a
Pledge Agreement, dated of even date, executed by Maker in favor of Lender (as
the same may be amended and/or restated from time to time and at any time, the
"PLEDGE AGREEMENT"; the Pledge Agreement and the Collateral Assignment are
referred to collectively as the "COLLATERAL AGREEMENTS".)

                                     DEFAULT

     Each of the following events shall constitute an "EVENT OF DEFAULT" for
purposes of this Note and each such Event of Default shall be deemed to exist
and continue so long as, but only so long as, it shall not have been remedied:

     (a) Maker shall default in the payment for a period of ten (10) days from
the date when due of any amount payable under this Note or either of the
Collateral Agreements.

     (b) There shall be a default in the due and punctual observance or
performance of any other agreement or covenant in this Note or either of the
Collateral Agreements and such default shall continue for a period of thirty
(30) calendar days after written notice specifying such default shall have been
given to Maker by Lender.

     (c) Maker shall make a general assignment of assets for the benefit of
creditors or shall admit in writing inability to pay his debts as they become
due.

     (d) A decree or order for relief by a court having jurisdiction in the
premises in respect of Maker shall be entered in an involuntary case under the
United States Bankruptcy Code, as now or hereafter constituted, or any other
applicable Federal or state bankruptcy, insolvency or other similar law, or
appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator
(or similar official) of Maker or for all or substantially all the property of
Maker or ordering the winding up or liquidation of the affairs of Maker and the
continuance of any such decree or order unstayed and in effect for a period of
ninety (90) consecutive days.

     (e) A voluntary case shall be commenced by Maker under the United States
Bankruptcy Code, as now constituted or hereafter amended, or any other
applicable Federal or state bankruptcy, insolvency or other similar law, or
Maker shall consent to the appointment of



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or taking possession by a receiver, liquidator, assignee, trustee, custodian,
sequestrator (or other similar official) of Maker or for all or substantially
all the property of Maker or for any of the property and rights which comprise
the collateral under either of the Collateral Agreements.

     (g) Any monies, deposits or other property of Maker now or hereafter on
deposit with or in the possession or under the control of Lender shall be
attached, levied upon, or become subject to distraint proceedings, garnishment
order or process of any court.

     In the Event of Default, the entire unpaid balance of principal and
interest of this Note shall become due and payable immediately, without notice
or demand, at the election of Lender.

                               GENERAL PROVISIONS

     Maker, and any endorser, surety, or guarantor, hereby waives presentment,
notice of dishonor, protest, notice of protest, and diligence in bringing suit
against any party hereto, waive the defenses of impairment of collateral for the
obligations evidenced hereby, impairment of a person against whom Lender has any
right of recourse, and any defenses of any accommodation maker and consent that
without discharging any of them, the time of payment of this Note may be
extended an unlimited number of times before or after maturity without notice to
Maker. Maker agrees that it will pay the obligations evidenced hereby,
irrespective of any action or lack of action on Lender's part in connection with
the acquisition, perfection, possession, enforcement, disposition, or
modification of all the obligations evidenced hereby or any and all security
therefore, and no omission or delay on Lender's part in exercising any right
against, or taking any action to collect from or pursue Lender's remedies
against any party hereto will release, discharge, or modify the duties of Maker
to make payments hereunder. Maker agrees that Lender, without notice to or
further consent from Maker, may release any collateral, security, document or
other guaranties now held or hereafter acquired, or substitute other guaranties,
and no such action will release, discharge or modify the duties of Maker
hereunder or under the Collateral Agreements. Maker agrees that Lender will not
be required to pursue or exhaust any of its rights or remedies against Maker or
any guarantor of the obligations evidenced hereby with respect to the payment of
any said obligations, or to pursue, exhaust or preserve any of Lender's rights
or remedies with respect to any collateral, security or other guaranties given
to secure said obligations. Maker waives any claim or other right it might now
have or hereafter acquire against any other person or entity that is primarily
or contingently liable on the obligations that arise from the existence or
performance of Maker's obligations under this Note, including, without
limitation, any right of subrogation, reimbursement, exoneration, contribution,
indemnification, or any right to participate in any claim or remedy of Lender or
any collateral security which Lender now has or hereafter acquires, whether such
claim, remedy or right arises in equity, under contact or statute, at common
law, or otherwise. Nothing in this paragraph shall constitute or be deemed to be
a waiver or release by Maker of any of Maker's rights under his



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Employment Agreement (as such term is defined in the Collateral Assignment) or
any claim Maker now or hereafter may have under such Employment Agreement.

     Neither Maker nor Lender by its execution or acceptance of this Note or the
Collateral Agreements is waiving or shall be deemed to have waived any of their
respective rights of set off or offset available at law with respect to any
claim each may have against the other.

     The obligations evidenced hereby may from time to time be evidenced by
another note or notes given in substitution, renewal or extension hereof. Any
security interest, collateral assignment, mortgage lien or other lien which
secures the obligations evidenced hereby shall remain in full force and effect
notwithstanding any such substitution, renewal, or extension.

     The captions used herein are for references only and shall not be deemed a
part of this Note. If any of the terms or provisions of this Note shall be
deemed unenforceable, the enforceability of the remaining terms and provisions
shall not be affected.


           WAIVER OF RIGHT TO TRIAL BY JURY/JURISDICTION/GOVERNING LAW

     MAKER AND LENDER (BY ITS ACCEPTANCE HEREOF) HEREBY VOLUNTARILY, KNOWINGLY,
IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT TO HAVE A JURY PARTICIPATE IN
RESOLVING ANY DISPUTE (WHETHER BASED UPON CONTRACT, TORT OR OTHERWISE) BETWEEN
OR AMONG MAKER AND LENDER ARISING OUT OF OR IN ANY WAY RELATED TO THIS NOTE, THE
COLLATERAL ASSIGNMENT, OR ANY OTHER RELATED DOCUMENT. THIS PROVISION IS A
MATERIAL INDUCEMENT TO LENDER TO PROVIDE THE FINANCING DESCRIBED IN THIS NOTE.
THE VALIDITY, INTERPRETATION AND ENFORCEMENT OF THIS NOTE SHALL BE GOVERNED BY
THE INTERNAL LAWS OF THE STATE OF INDIANA WITHOUT REGARD TO ITS CHOICE OR
CONFLICTS OF LAWS PROVISIONS.

     MAKER AND LENDER (BY ITS ACCEPTANCE HEREOF) AGREE THAT, SUBJECT TO THE
ARBITRATION PROVISIONS OF THIS NOTE, THE COURTS OF THE STATE OF INDIANA LOCATED
IN HAMILTON COUNTY, INDIANA, AND THE FEDERAL COURTS LOCATED IN THE SOUTHERN
DISTRICT OF INDIANA, MARION COUNTY, HAVE EXCLUSIVE JURISDICTION OVER ANY AND ALL
ACTIONS AND PROCEEDINGS INVOLVING THIS NOTE OR ANY COLLATERAL ASSIGNMENT MADE IN
CONNECTION HEREWITH AND MAKER HEREBY IRREVOCABLY AND UNCONDITIONALLY AGREES TO
SUBMIT TO THE JURISDICTION OF SUCH COURTS FOR PURPOSES OF ANY SUCH ACTION OR
PROCEEDING. MAKER HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY OBJECTION
THAT MAKER



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    MAY NOW OR HEREAFTER HAVE TO THE VENUE OF ANY SUCH ACTION OR PROCEEDING,
 INCLUDING ANY CLAIM THAT SUCH COURT IS AN INCONVENIENT FORUM, AND CONSENTS TO
  SERVICE OF PROCESS PROVIDED THE SAME IS IN ACCORDANCE WITH THE TERMS HEREOF.
 FINAL JUDGMENT IN ANY SUCH PROCEEDING AFTER ALL APPEALS HAVE BEEN EXHAUSTED OR
WAIVED SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON
                 THE JUDGMENT OR AS OTHERWISE PROVIDED BY LAW.

                             ARBITRATION OF DISPUTES

     Any controversy or claim arising out of or relating to this Note, the
indebtedness evidenced hereby, or the Collateral Assignment or the breach
thereof, shall be settled by binding arbitration in the City of Indianapolis,
Indiana, in accordance with the laws of the State of Indiana by three
arbitrators, one of whom shall be appointed by Lender, one by Maker and the
third of whom shall be appointed by the first two arbitrators. If the first two
arbitrators cannot agree on the appointment of a third arbitrator, then the
third arbitrator shall be appointed by the Chief Judge of the United States
District Court for the Southern District of Indiana. The arbitration shall be
conducted in accordance with the rules of the American Arbitration Association,
except with respect to the selection of arbitrators which shall be as provided
herein. Judgment upon the award rendered by the arbitrators may be entered in
any court having jurisdiction thereof. No act to take or dispose of any of the
collateral under the Collateral Assignment ( collectively, the "ASSIGNMENT
COLLATERAL") shall constitute a waiver of this arbitration agreement or be
prohibited by this arbitration agreement. This arbitration agreement shall not
limit the right of any party during any dispute, claim or controversy to seek,
use, and employ ancillary, equitable or preliminary rights and/or remedies,
judicial or otherwise, for the purposes of realizing upon, preserving,
protecting, or foreclosing upon any of the Assignment Collateral or preventing
the same, and any such action shall not be deemed an election of remedies. Such
remedies include, without limitation, obtaining injunctive relief or a temporary
restraining order, obtaining a writ of attachment, garnishment, or imposition of
a receivership, bankruptcy or exercising any rights relating to the Assignment
Collateral, including taking or disposing of such property with or without
judicial process pursuant to applicable law or when applicable, a judgment. Any
disputes, claims or controversies concerning the lawfulness or reasonableness of
an act, or exercise of any right or remedy concerning any Assignment Collateral,
including any claim to rescind, reform, revoke, avoid or otherwise modify the
Collateral Assignment or any other agreement relating to the Assignment
Collateral, shall also be arbitrated; provided, however that no arbitrator shall
have the right or the power to enjoin or restrain any act of any party. Nothing
in this arbitration agreement shall preclude any party from seeking equitable
relief from a court of competent jurisdiction. The statute of limitations,
estoppel, waiver, laches and similar doctrines which would otherwise be
applicable in an action brought by a party shall be applicable in any
arbitration proceeding, and the commencement of an arbitration proceeding shall
be deemed the commencement of any action for these purposes.


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                             Executed and delivered this 6th day of April, 2000.


                                              /s/  Stephen C. Hilbert
                                        ----------------------------------------
                                                   STEPHEN C. HILBERT