EX-99.B.23(H).21A 17 d86361ex99-b_23h21a.txt ASSIGNMENT OF PARTICIPATION AGREEMENT 1 EXHIBIT 23(h)-21a CERTIFIED MAIL RETURN RECEIPT REQUESTED May 2, 2000 Conseco Variable Insurance Company 11815 N. Pennsylvania Street Carmel, Indiana 46032 Attention: L. Gregory Gloeckner Re: Participation Agreement Dear Mr. Gloeckner: Pursuant to Section 12.7 of the Participation Agreement dated April 3, 1997 among Great American Reserve Insurance Company ("Insurance Company"), on its own behalf and on behalf of each segregated asset account set forth on Schedule A of the Agreement, as amended by that First Amendment to the Participation Agreement dated January 14, 2000, Berger Institutional Products Trust, and BBOI Worldwide LLC ("BBOI"), BBOI seeks your consent to an assignment. BBOI desires to assign its interests, rights, duties and obligations under the Agreement to Berger LLC. Berger LLC is a Nevada limited liability company and is registered as an investment adviser under the Investment Advisers Act of 1940. Berger LLC will accept and assume all such assigned interests, rights, duties and obligations under the Agreement. Such assignment is intended to become effective May 12, 2000. Please indicate your consent to such assignment by signing in the space indicated below, and returning the originally executed consent in the enclosed self-addressed, postage prepaid envelope. Sincerely, BBOI WORLDWIDE LLC By: ---------------------------------------- Jack R. Thompson President 2 ACCEPTED AND AGREED TO THIS _________DAY OF ___________, 2000 CONSECO VARIABLE INSURANCE COMPANY By: ---------------------------------- Name: -------------------------------- Title: ------------------------------- ACCEPTED AND AGREED TO THIS _________DAY OF __________, 2000 BERGER LLC By: ---------------------------------- Brian S. Ferrie Vice President - Compliance 3 May 2, 2000 Berger Institutional Products Trust 210 University Boulevard, Suite 900 Denver, Colorado 80206 Attn: Jack Thompson Dear Mr. Thompson: Pursuant to Section 12.7 of the Participation Agreement dated April 3, 1997 (the "Agreement"), among Conseco Variable Insurance Company ("Insurance Company"), on its own behalf and on behalf of each segregated asset account set forth on Schedule A of the Agreement, Berger Institutional Products Trust and BBOI Worldwide LLC ("BBOI"), BBOI seeks your consent to an assignment. BBOI desires to assign its interests, rights, duties and obligations under the Agreement to Berger LLC. Berger LLC is a Nevada limited liability company and is registered as an investment adviser under the Investment Advisers Act of 1940 to which Berger will transfer all of its operating assets and business. Berger LLC will accept and assume all such assigned interests, rights, duties and obligations under the Agreement. Such assignment is intended to become effective May 12, 2000. Please indicate your consent to such assignment by signing in the space indicated below, and returning the originally executed consent in the enclosed self-addressed, postage prepaid envelope. Sincerely, BBOI WORLDWIDE LLC By: ----------------------------------- Jack R. Thompson President ACCEPTED AND AGREED TO ACCEPTED AND AGREED TO THIS _____ DAY OF __________, 2000 THIS _____ DAY OF __________, 2000 BERGER INSTITUTIONAL PRODUCTS TRUST BERGER LLC By: By: ----------------------------------- --------------------------------- Name: Jack R. Thompson Brian S. Ferrie Title: President Vice President - Compliance