EXHIBIT 1(A) AMENDMENT TO RIGHTS AGREEMENT

                                                                    EXHIBIT 1(A)
                                  AMENDMENT TO
                                RIGHTS AGREEMENT


     This Amendment to the Rights Agreement dated as of December 12, 1990 (the
"Rights Agreement"), is made as of December 13, 1996, by Pioneer Financial
Services, Inc., a Delaware corporation (the "Company"), and First Chicago Trust
Company of New York (the "Rights Agent").

     WHEREAS, pursuant to provision (iii) of Section 26 of the Rights Agreement,
the Company desires to amend the Rights Agreement as provided herein; and

     WHEREAS, the Company has delivered to the Rights Agent a certificate from
an appropriate officer of the Company in accordance with Section 26 of the
Rights Agreement and the Rights Agent has not determined in good faith that the
amendments contemplated hereby would adversely affect its interests under the
Rights Agreement;

     NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereby agree that the
Rights Agreement shall be amended as follows:

     1.   Section 1(a) of the Rights Agreement (the definition of "Acquiring
Person") shall be amended such that the word "or" immediately preceding
provision (iv) thereof shall be deleted and the following language shall be
inserted immediately before the end of the section:  ", or (v) only in
connection with that certain Agreement and Plan of Merger dated as of December
15, 1996 by and among Conseco, Inc., Rock Acquisition Company and the Company,
Conseco, Inc. and Rock Acquisition Company."

     2.   Section 1(p) of the Rights Agreement (the definition of "Separation
Date") shall be amended such that the word "or" immediately preceding provision
(z) thereof shall be deleted and the following language shall be inserted
immediately after provision (z) but before the end of the parenthetical:  ", or
(zz) only in connection with that certain Agreement and Plan of Merger dated as
of December 15, 1996 by and among Conseco, Inc., Rock Acquisition Company and
the Company, Conseco, Inc. and Rock Acquisition Company."



                                      * * *

     IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year first above written.


                              PIONEER FINANCIAL SERVICES, INC.


                              By:  /s/ A. Xxxxx Xxxx, III     
    
                              Name:     A. Xxxxx Xxxx, III
                              Title:    Secretary



                              FIRST CHICAGO TRUST COMPANY OF NEW YORK, as Rights
                              Agent


                              By:  /s/ Xxxxx X. Xxxxxxxx    
       
                              Name:     Xxxxx X. Xxxxxxxx
                              Title:    Assistant Vice President