<PAGE>
Morgan, Lewis & Bockius LLP
2000 One Logan Square
Philadelphia, PA 19130-6993
Telephone No.: (215) 963-5000
Fax No.: (215) 963-5299
December 2, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Re: SEI Investments Capital Accumulation Plan Annual Report on Form 11-K
--------------------------------------------------------------------
Dear Sir or Madam:
On behalf of the SEI Investments Capital Accumulation Plan (the "Plan"), we have
filed with the Securities and Exchange Commission (the "Commission") via the
EDGAR system today the Plan's Annual Report on Form 11-K (the "Form 11-K"),
pursuant to the Securities and Exchange Act of 1934, as amended, and the Rules
promulgated thereunder.
Pursuant to General Instruction A.2.(ii) to Form S-8, the Form 11-K is being
filed concurrently with the filing by SEI Investments Company of a registration
statement on Form S-8 relating to the registration of 1,000,000 shares and an
indeterminate amount of interests to be offered or sold pursuant to the Plan.
If you have any questions or comments concerning the enclosed filing, please do
not hesitate to telephone the undersigned at 215-963-5167 or N. Jeffrey Klauder
at 215-963-5694.
Very truly yours,
/s/ Martin S. Nelson
Martin S. Nelson
Attachment
cc: Kevin P. Robins
N. Jeffrey Klauder
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
==========
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996].
For the fiscal year* ended: DECEMBER 31, 1996
-----------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED].
For the transition period from ______________________________to ________________
Commission file number 0-10200
-----------------
A. Full title of the plan and address of the plan, if different from that
of the issuer named below:__ SEI INVESTMENTS CAPITAL ACCUMULATION PLAN
-----------------------------------------
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office: SEI INVESTMENTS COMPANY
-----------------------
1 FREEDOM VALLEY DRIVE
----------------------
OAKS, PA 19456
---------------
* This report is being filed pursuant to General Instruction A.2.(ii) to Form
S-8.
<PAGE>
SEI INVESTMENTS
---------------
CAPITAL ACCUMULATION PLAN
-------------------------
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
-------------------------------------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS:
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS -- DECEMBER 31, 1996
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS -- DECEMBER 31, 1995
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS --
FOR THE YEAR ENDED DECEMBER 31, 1996
NOTES TO FINANCIAL STATEMENTS
SUPPLEMENTAL SCHEDULES:
SCHEDULE I--ITEM 27(a)--SCHEDULE OF ASSETS HELD FOR INVESTMENT
PURPOSES -- DECEMBER 31, 1996
SCHEDULE II--ITEM 27(d)--SCHEDULE OF REPORTABLE TRANSACTIONS --
FOR THE YEAR ENDED DECEMBER 31, 1996
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of
SEI Investments
Capital Accumulation Plan:
We have audited the accompanying statements of net assets available for benefits
of SEI Investments Capital Accumulation Plan (the "Plan") as of December 31,
1996 and 1995, and the related statement of changes in net assets available for
benefits for the year ended December 31, 1996. These financial statements and
the schedules referred to below are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements and
schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1996 and 1995, and the changes in its net assets available for
benefits for the year ended December 31, 1996 in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in the
accompanying index are presented for purposes of additional analysis and are not
a required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The fund information in the statements of net assets available for
benefits and the statement of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to present the net
assets available for benefits and changes in net assets available for benefits
of each fund. The supplemental schedules and fund information have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
Philadelphia, Pa., /s/ ARTHUR ANDERSEN LLP
September 24, 1997
<PAGE>
SEI INVESTMENTS
---------------
CAPITAL ACCUMULATION PLAN
-------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
----------------------------------------------
DECEMBER 31, 1996
-----------------
<TABLE>
<CAPTION>
Core Large Core Small Large Diversified Diversified
Stable Fixed Cap Interna- Cap Cap Moderate Global
Asset Income Value tional Growth Growth Growth Growth
Fund Fund Fund Fund Fund Fund Fund Fund
----------- ----------- ------------ ----------- ------------ ------------ ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Investments $5,944,371 $3,088,457 $11,355,493 $4,111,927 $11,002,836 $11,611,527 $9,724 $1,425,624
Cash and Short-
Term Fund 2,330 391 3,089 1,119 2,999 3,160 9 388
Participant
Loans -- -- -- -- -- -- -- --
Interest
Receivable 29,766 -- -- -- -- -- -- --
---------- ----------- ------------ ----------- ------------ ------------ ----------- -----------
Net Assets Available
For Benefits $5,976,467 $3,088,848 $11,358,582 $4,113,046 $11,005,835 $11,614,687 $9,733 $1,426,012
========== =========== ============ =========== ============ ============ =========== ===========
<CAPTION>
Diversified
Global Diversified
Stock Conservative SEI Participant
Fund Fund Stock Loans Total
----------- ------------ --------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Investments $3,075,452 $314,794 $409,400 -- $52,349,605
Cash and Short-
Term Fund 836 86 154 -- 14,561
Participant
Loans -- -- -- 700,801 700,801
Interest
Receivable -- -- -- -- 29,766
----------- ------------ --------- ----------- -----------
Net Assets Available
For Benefits $3,076,288 $314,880 $409,554 $700,801 $53,094,733
=========== ============ ========= =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
SEI INVESTMENTS
---------------
CAPITAL ACCUMULATION PLAN
-------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
----------------------------------------------
DECEMBER 31, 1995
-----------------
<TABLE>
<CAPTION>
Core Large Capital Core Small
Stable Fixed Equity Cap Appre- Interna- Cap
Asset Income Income Value ciation tional Growth
Fund Fund Fund Fund Fund Fund Fund
---------- ----------- ----------- ----------- ------------ ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Investments $5,984,299 $3,251,428 $5,484,465 $4,540,387 $10,182,900 $3,664,923 $9,080,216
Cash and Short-
Term Fund 2,066 702 1,171 969 2,176 782 1,938
Participant
Loans -- -- -- -- -- -- --
Interest
Receivable 30,742 -- -- -- -- -- --
---------- ----------- ----------- ----------- ------------ ----------- -----------
Net Assets Available
For Benefits $6,017,107 $3,252,130 $5,485,636 $4,541,356 $10,185,076 $3,665,705 $9,082,154
========== =========== =========== =========== ============ =========== ===========
<CAPTION>
Small Large
Cap Cap
Value Growth SEI Participant
Fund Fund Stock Loans Total
--------- --------- --------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Investments $143,878 $361,290 $429,410 $ -- $43,123,196
Cash and Short-
Term Fund 31 77 95 -- 10,007
Participant
Loans -- -- -- 627,827 627,827
Interest
Receivable -- -- -- -- 30,742
--------- --------- --------- ----------- -----------
Net Assets Available
For Benefits $143,909 $361,367 $429,505 $627,827 $43,791,772
========= ========= ========= =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
SEI INVESTMENTS
---------------
CAPITAL ACCUMULATION PLAN
-------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
---------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1996
------------------------------------
<TABLE>
<CAPTION>
Core Large Small
Stable Fixed Cap Core Cap
Asset Income Value International Growth
Fund Fund Fund Fund Fund
------------ ------------ ------------- -------------- -------------
<S> <C> <C> <C> <C> <C>
Employee
Contributions $ 386,891 $ 288,836 $ 563,995 $ 527,241 $ 996,573
Employer
Contributions 87,356 91,923 161,983 166,451 304,379
Net Realized/
Unrealized
Gain (Loss) -- (148,431) 441,189 (48,883) (245,233)
Dividend and
Interest Income 335,342 256,110 554,449 244,083 2,073,070
Interfund Transfers -
Net (117,548) (374,810) 5,411,069 (195,945) (483,544)
Distributions to
Participants (732,681) (276,910) (315,459) (245,606) (721,564)
---------- ---------- ----------- ---------- -----------
Net Increase/
(Decrease) (40,640) (163,282) 6,817,226 447,341 1,923,681
Net Assets Available
For Benefits, January
1, 1996 6,017,107 3,252,130 4,541,356 3,665,705 9,082,154
----------- ----------- ------------ ------------- ------------
Net Assets Available
for Benefits,
December 31, 1996 $5,976,467 $3,088,848 $11,358,582 $4,113,046 $11,005,835
========== ========== =========== ========== ===========
<CAPTION>
Large Diversified Diversified Diversified
Cap Moderate Global Global Diversified
Growth Growth Growth Stock Conserative
Fund Fund Fund Fund Fund
------------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Employee
Contributions $ 203,847 $ 54 $ 2,287 488,496 251
Employer
Contributions 54,264 10 1,097 2,105 82
Net Realized/
Unrealized
Gain (Loss) (26,931) 73 8,039 39,001 1,541
Dividend and
Interest Income 116,455 6 400 20 2,219
Interfund Transfers -
Net 10,938,673 9,587 1,413,800 2,545,830 310,706
Distributions to
Participants (32,988) 3 389 836 81
----------- ----------- ---------- ----------- -----------
Net Increase/
(Decrease) 11,253,320 9,733 1,426,012 3,076,288 314,880
Net Assets Available
For Benefits, January
1, 1996 361,367 -- -- -- --
------------ ----------- ---------- ----------- -----------
Net Assets Available
for Benefits,
December 31, 1996 $11,614,687 $9,733 $1,426,012 $3,076,288 $314,880
=========== ====== ========== =========== ===========
<PAGE>
<CAPTION>
Capital Small
Equity Appre- Cap
Income ciation Value SEI Participant
Fund Fund Fund Stock Loans Total
----------- ------------ --------- ---------- ------------ -------------
<S> <C> <C> <C> <C> <C> <C>
Employee
Contributions $ 502,088 $ 840,828 $108,135 $ -- $ -- 4,909,522
Employer
Contributions 169,076 275,630 30,636 -- -- 1,344,992
Net Realized/
Unrealized
Gain (Loss) 19,849 (324,204) 49,428 9,448 -- (225,114)
Dividend and
Interest Income 987,254 2,517,385 36,444 4,248 -- 7,127,485
Interfund Transfers -
Net (6,610,539) (12,590,248) (357,862) (7,309) 108,140 --
Distributions to
Participants (553,364) (904,467) (10,690) (26,338) (35,166) (3,853,924)
---------- ----------- -------- -------- -------- -----------
Net Increase/
(Decrease) (5,485,636) (10,185,076) (143,909) (19,951) 72,974 9,302,961
Net Assets Available
For Benefits, January
1, 1996 5,485,636 10,185,076 143,909 429,505 627,827 43,791,772
---------- ----------- -------- -------- -------- -----------
Net Assets Available
for Benefits,
December 31, 1996 $ -- $ -- $ -- $409,554 $700,801 $53,094,733
========== =========== ======== ======== ======== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
SEI INVESTMENTS
---------------
CAPITAL ACCUMULATION PLAN
-------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
DECEMBER 31, 1996 and 1995
--------------------------
1. PLAN DESCRIPTION:
----------------
The following description of the SEI Investments (the "Company") Capital
Accumulation Plan (the "Plan"), formerly SEI Corporation Capital Accumulation
Plan, provides only general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's provisions.
Effective January 1, 1983, the Board of Directors of the Company established the
Savings and Investment Plan ("SIP"), a contributory defined contribution plan.
Effective January 1, 1988, the SEI Corporation Tax Credit Employee Stock
Ownership Plan ("ESOP") transferred its assets to SIP, and SIP was renamed the
SEI Corporation Capital Accumulation Plan. All ESOP participants are fully
vested. These transferred assets will be distributed in a lump sum to
participants or their beneficiaries upon termination of employment, retirement,
death, or total disability. There will be no other activity related to these
assets.
Effective April 1, 1993, the ESOP was eliminated. ESOP participants were
required to direct their balances to the other investment options or to take
distributions. ESOP participants remain fully vested in these amounts.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974 ("ERISA"). The Plan provides retirement benefits, including
provisions for early retirement and disability benefits, as well as a tax-
deferred savings feature. An employee may enroll in the Plan on the first day
of the payroll period in the month following their date of employment. A
participant may make tax-deferred contributions to the Plan up to the lesser of
15 percent of compensation or $9,500 for the calendar year 1996, which are
deposited into a "deferral account." Beginning January 1, 1995, a participant
is no longer permitted to make post-tax contributions. Prior to January 1,
1995, a participant could have made post-tax contributions up to 10 percent of
their compensation which were deposited into a "savings account".
<PAGE>
-2-
All Company contributions are discretionary and will be made out of available
profits. The Company's matching contribution may not exceed four percent of the
participant's annual compensation or $3,600, whichever is lower, and will be
credited to the participant's matching contribution account. In addition, the
Company may make a contribution to all participants which will be allocated
among eligible participants in the same proportion that each participant's
compensation bears to the aggregate compensation of all participants.
The latter Company contributions will be credited to the participant's profit-
sharing account. Participants are eligible to receive Company contributions at
the point when the participant is eligible to contribute to the Plan. The
Company's matching contributions to the Plan were $1,344,992 and $1,064,735 for
1996 and 1995, respectively. The Company made no other discretionary
contributions during 1996 and 1995.
As of December 31, 1996, contributions may be invested in the following
investment options: a Stable Asset Fund, a Core Fixed Income Fund, a Large Cap
Value Fund, a Core International Fund, a Small Cap Growth Fund, a Large Cap
Growth Fund, a Diversified Moderate Growth Fund, a Diversified Global Growth
Fund, a Diversified Global Stock Fund and a Diversified Conservative Fund. All
funds in the Plan are sponsored by the Company.
A description of each investment option is provided below:
STABLE ASSET FUND--This fund is designed to maintain the value of the
money contributed to the Plan and earn interest. The fund invests mostly
in Guaranteed Investment Contracts purchased from insurance companies and
other financial institutions which are either highly rated (AAA or AA) or
guaranteed by the U.S. Government or its agencies. This fund's contract
value approximates fair value.
CORE FIXED INCOME FUND--This fund invests in governmental and corporate
bonds and is structured to earn income without significant price
improvement.
LARGE CAP VALUE FUND--This fund is structured to invest in equity
securities of large companies. This fund invests in the stocks of
companies whose prices appear low relative to certain fundamental
characteristics such as earnings, book value, or return on equity. The
value of the fund will rise and fall based on these companies'
performance.
CORE INTERNATIONAL FUND--This fund purchases equity securities in
companies outside of the United States. A majority of these investments
are made in European and Asian companies that have a long-term potential
for growth.
SMALL CAP GROWTH FUND--This fund invests in equity securities of small
companies. The object of this fund is to allow the investment to grow as
the companies grow.
<PAGE>
-3-
LARGE CAP GROWTH FUND--This fund invests in equity securities of large
companies. The object of this fund is to allow the investment to grow as
the companies grow.
DIVERSIFIED MODERATE GROWTH FUND--This fund seeks to provide long-term
capital appreciation with a limited level of current income through
investments in equity and fixed-income funds, including non-U.S. Equity
funds.
DIVERSIFIED GLOBAL GROWTH FUND--This fund invests primarily in other
equity funds. The object of this fund is to provide long-term capital
appreciation through participation in both U.S. and international equity
markets.
DIVERSIFIED GLOBAL STOCK FUND--This fund's object is to provide long-term
capital appreciation through participation in the global equity markets.
The fund achieves this goal primarily through investment in both U.S. and
non-U.S. equities.
DIVERSIFIED CONSERVATIVE FUND--This fund invests primarily in money market
and fixed income funds to provide current income with the opportunity for
capital appreciation.
Participants are immediately vested in their voluntary contributions to the
Plan. Participants obtain a non-forfeitable right of ownership in all employer
contributions credited to their accounts at the time of contribution.
Amounts in participants' accounts will be distributed in the form of an annuity,
lump sum amount, or a combination thereof to participants or their beneficiaries
upon termination of employment, retirement, death, or total disability.
Employee contributions in a participant's deferral account may be withdrawn
during employment after the employee reaches age 59 1/2 or upon showing
immediate and substantial financial hardship. The post-tax feature provides for
employee contributions in a participant's savings account to be eligible for
withdrawals at any time.
Under the tax-deferral feature, after two years of participation in the Plan, a
participant is eligible for a loan amount not to exceed the lesser of $50,000 or
50% of his salary deferred account balance; the minimum loan amount is $1,000.
The loans are made at a rate equivalent to those being charged on similar
commercial loans with terms from one year to five years, except for loans for
the purchase of a primary residence, which can have terms of up to 10 years.
Participants may only borrow against their accounts if they have been making
tax-deferred contributions for at least 24 months.
<PAGE>
-4-
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
------------------------------------------
Basis of Accounting
- -------------------
The accompanying financial statements are prepared using the accrual basis of
accounting.
Income Taxes
- ------------
The Plan is qualified pursuant to Section 401(a) of the Internal Revenue Code
(the "Code") and accordingly the trust is exempt from income taxation under the
provisions of Section 501(a) of the Code. In October of 1995, the Plan received
a favorable determination letter from the IRS. This signifies that the Plan
meets the Code requirements for design. Management believes the Plan is
designed and operating in compliance with the Code and accordingly, there is no
provision for income taxes in the accompanying financial statements.
Valuation of Investments
- ------------------------
The Plan's investments are stated at market value in the accompanying financial
statements.
Management's Use of Estimates
- -----------------------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires the Plan's management to make estimates and
assumptions that affect the reported amounts of the net assets available for
benefits and disclosures of contingent assets and liabilities at the date of the
financial statements and the reported amounts of changes in net assets available
for benefits during the reporting period. Actual results could differ from those
estimates.
3. INVESTMENTS:
-----------
Effective April 1, 1993, the Plan terminated its investment relationship with
CIGNA Corporation and Sanford C. Bernstein & Co., Inc. and added the following
SEI sponsored money market and mutual funds: Stable Asset Fund, Intermediate
Taxable Bond Fund, Equity Value Fund, International Equity Fund and Small Cap
Growth Fund.
Effective April 1, 1993, the Plan terminated the trustee and recordkeeping
relationship with Boatmen's Trust Company and transferred the trustee function
to SEI Trust Company (formerly Eagle Trust Company) and the recordkeeping
function to SEI Investments Management Company, both of which are wholly owned
subsidiaries of SEI Investments Company.
Effective December 1995, the Plan added the following mutual funds sponsored by
the Company: Small Cap Value Fund and Large Cap Growth Fund. During 1995, the
names of several funds were changed. The Equity Value Fund was changed to the
Large Cap Value
<PAGE>
-5-
Fund; the Intermediate Taxable Bond Fund was changed to the Core Fixed Income
Fund; the International Equity Fund was changed to the Core International Fund.
In May 1995, the Company entered into an agreement with KPMG Peat Marwick
("KPMG") to assume its full-service recordkeeping operations. As a result of
the agreement, the Plan's recordkeeping function was transferred from SEI
Investments Management Company, a wholly owned subsidiary of the Company, to
KPMG as of November 1995.
During 1996, the Plan closed the Equity Income Fund, the Capital Appreciation
Fund and the Small Cap Value Fund to investments by Plan participants and Plan
participants were required to transfer the funds to other investments under the
Plan. In 1996, the Plan opened the Diversified Moderate Growth Fund, the
Diversified Global Growth Fund, the Diversified Global Stock Fund and the
Diversified Conservative Fund, all of which are funds of the SEI Allocation
Trust, to participant investment.
The fair market values of individual assets that represent 5% or more of the
Plan's net assets available for benefits as of December 31, 1996 and 1995 are as
follows:
<TABLE>
<CAPTION>
1996:
----
<S> <C>
Stable Asset Fund $ 5,944,371
Core Fixed Income Fund 3,088,457
Large Cap Value Fund 11,355,493
Core International Fund 4,111,927
Small Cap Growth Fund 11,002,836
Large Cap Growth Fund 11,611,527
Diversified Global Stock Fund 3,075,452
<CAPTION>
1995:
----
<S> <C>
Stable Asset Fund $ 5,984,299
Core Fixed Income Fund 3,251,428
Equity Income Fund 5,484,465
Large Cap Value Fund 4,540,387
Capital Appreciation Fund 10,182,900
Core International Fund 3,664,923
Small Cap Growth Fund 9,080,216
</TABLE>
4. PLAN EXPENSES:
-------------
All normal administrative costs of the Plan are paid by the Company.
<PAGE>
5. PLAN TERMINATION:
----------------
Although it has no expressed intention to do so, the Company has the right under
the Plan to discontinue its contributions at any time and to terminate the Plan
subject to the provisions of ERISA.
In the event of whole or partial termination of the Plan, or complete
discontinuance of employer contributions, each participant shall receive a total
distribution of their account.
6. DISTRIBUTIONS TO PARTICIPANTS:
-----------------------------
Distributions to terminated participants are generally made in the year
following termination. Distributions payable to participants at December 31,
1996 and 1995 amounted to $282,930 and $165,169, respectively.
7. RECONCILIATION TO FORM 5500:
---------------------------
Distributions payable to participants are recorded as a liability in the Plan's
Form 5500 and not recorded as a liability in the accompanying statements of net
assets available for benefits in accordance with generally accepted accounting
principles.
The following table reconciles net assets available for benefits per the
financial statements to the Form 5500 as filed by the Company.
<TABLE>
<CAPTION>
Net Assets Available
for Benefits
December 31,
1996 1996 ------------------------------------
Accrued Benefits
Distributions Paid 1996 1995
------------------ ----------------- ------------------ ------------------
<S> <C> <C> <C> <C>
Per financial statements $ -- $3,853,924 $53,094,733 $43,791,772
Accrued distributions 282,930 282,930 (282,930) (165,169)
Reversal of 1995 accrual
for distributions -- (165,169) -- --
-------- ---------- ----------- -----------
Per Form 5500 $282,930 $3,971,685 $52,811,803 $43,626,603
======== ========== =========== ===========
</TABLE>
<PAGE>
SCHEDULE I
SEI INVESTMENTS
---------------
CAPITAL ACCUMULATION PLAN
-------------------------
EIN #23-1707341
---------------
PIN #002
--------
ITEM 27(a)--SCHEDULE OF ASSETS HELD
-----------------------------------
FOR INVESTMENT PURPOSES
-----------------------
DECEMBER 31, 1996
-----------------
<TABLE>
<CAPTION>
No. of Current
Shares Description Cost Value
- --------------- --------------------------------------------------- ----------------- ----------------
<C> <S> <C> <C>
5,944,371 SEI* Stable Asset Fund $ 5,944,371 $ 5,944,371
301,566 SEI* Institutional Managed 3,107,202 3,088,457
Trust--Core Fixed Income Fund
766,327 SEI* Institutional Managed 10,584,968 11,355,493
Trust--Large Cap Value Fund
424,590 SEI* International 4,327,572 4,111,927
Trust--Core International Fund
691,921 SEI* Institutional Managed 11,210,004 11,002,836
Trust--Small Cap Growth Fund
757,488 SEI* Institutional Managed 11,711,263 11,611,527
Trust--Large Cap Growth Fund
956 SEI* Asset Allocation Trust--Diversified Moderate 9,651 9,724
Growth Fund
130,062 SEI* Asset Allocation Trust--Diversified Global 1,417,434 1,425,624
Growth Fund
257,648 SEI* Asset Allocation Trust--Diversified Global 2,542,943 3,075,452
Stock Fund
31,862 SEI* Asset Allocation Trust--Diversified 313,254 314,794
Conservative Fund
18,364 SEI* Stock 124,324 409,400
14,561 Cash and Short-Term Fund 14,561 14,561
N/A Participant Loans (Interest rates range from 8.0% 700,801 700,801
- 11.5%) ----------- -----------
Total $52,008,348 $53,064,967
=========== ===========
</TABLE>
* Represents a party-in-interest
<PAGE>
SCHEDULE II
SEI INVESTMENTS
---------------
CAPITAL ACCUMULATION PLAN
-------------------------
EIN #23-1707341
---------------
PIN #002
--------
ITEM 27(d)--SCHEDULE OF REPORTABLE TRANSACTIONS
-----------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1996
------------------------------------
<TABLE>
<CAPTION>
Number Number Gain/
of of Purchase Sale Cost (Loss)
Description of Assets or Security Purchases Sales Price Proceeds Basis on Sale
- ----------------------------------------- --------- ------ ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
Single
- ------
SEI* Institutional Managed Trust--
Equity Income Fund -- 1 $ -- $5,183,356 $ 5,062,991 $ 120,365
SEI* Institutional Managed Trust--
Capital Appreciation Fund 1 1 2,394,721 9,513,391 10,153,277 (639,886)
SEI* Institutional Managed Trust--
Large Cap Value Fund 1 -- 5,198,104 -- -- --
SEI* Institutional Managed Trust--
Large Cap Growth Fund 1 -- 9,513,391 -- -- --
Series
- ------
SEI* Stable Asset Fund 96 116 2,870,627 2,989,712 2,989,712 --
SEI* Institutional Managed Trust--
Equity Income Fund 93 161 2,100,367 2,435,690 2,202,704 232,986
SEI* Institutional Managed Trust--
Large Cap Value Fund 127 136 2,634,033 1,456,117 1,184,032 272,085
SEI* Institutional Managed Trust--
Capital Appreciation Fund 100 170 1,572,023 4,392,007 4,040,940 351,067
SEI* Institutional Managed Trust--
Small Cap Growth Fund 138 175 5,526,648 3,489,642 2,842,763 646,879
SEI* Institutional Managed Trust--
Large Cap Growth Fund 116 78 2,308,520 541,316 503,631 37,685
SEI* Asset Allocation Trust--
Diversified Global Stock Fund 11 1 2,548,260 5,205 5,244 (39)
</TABLE>
The purchase prices and selling prices of the above transactions represent the
current value of the assets on the transaction date.
* Represents a party-in-interest
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees ( or other persons who administer the employee benefit plan ) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
SEI Investments Capital Accumulation Plan
Date: December 2, 1997 By /s/ Carmen V. Romeo
---------------- -----------------------------------------
Carmen V. Romeo
Chairman
