SUNGARD DATA SYSTEMS INC
SC 13G/A, 2000-04-10
COMPUTER PROCESSING & DATA PREPARATION
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Schedule 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1)*

                           Sungard Data Systems Inc.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                    867363103
                                 (CUSIP Number)

      Check the following box if a fee is being paid with this statement / /. (A
      fee is not required only if the filing person: (1) has a previous
      statement on file reporting beneficial ownership of more than five percent
      of the class of securities described in Item 1; and (2) has filed no
      amendment subsequent thereto reporting beneficial ownership of five
      percent or less of such class.) (See Rule 13d-7.)

      *The remainder of this cover page shall be filled out for a reporting
      person's initial filing on this form with respect to the subject class of
      securities, and for any subsequent amendment containing information which
      would alter the disclosures provided in a prior page.

      The information required in the remainder of this cover page shall not be
      deemed to be "filed" for the purpose of Section 18 of the Securities
      Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
      that section of the Act but shall be subject to all other provisions of
      the Act (however, see the Notes).

                        (Continued on following page(s))

                                     Page 1
<PAGE>

CUSIP No.   867363103           13G                               Page 2

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
    PERSONS
        Barclays Global Investors. N.A.,  943112180

(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                       (a)
                                       (b) X

(3) SEC USE ONLY

(4) CITIZENSHIP OR PLACE OF ORGANIZATION
        U.S.A.

Number of Shares                            (5) SOLE VOTING POWER
Beneficially Owned                                  4,654,510
by Each Reporting                           (6) SHARED VOTING POWER
Person With                                         0
                                            (7) SOLE DISPOSITIVE POWER
                                                    5,069,182
                                            (8) SHARED DISPOSITIVE POWER
                                                    0

 (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
        5,069,182

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
        3.86%

(12) TYPE OF REPORTING PERSON*
        BK


                      *SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>

CUSIP No.   867363103           13G                               Page 2A

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
    PERSONS
        Barclays Global Fund Advisors

(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                       (a)
                                       (b) X

(3) SEC USE ONLY

(4) CITIZENSHIP OR PLACE OF ORGANIZATION
        U.S.A.

Number of Shares                            (5) SOLE VOTING POWER
Beneficially Owned                                  311,694
by Each Reporting                           (6) SHARED VOTING POWER
Person With                                         0
                                            (7) SOLE DISPOSITIVE POWER
                                                    336,250
                                            (8) SHARED DISPOSITIVE POWER
                                                    0

 (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
        336,250

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
        0.26%

(12) TYPE OF REPORTING PERSON*
        BK


                      *SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>

CUSIP No.   867363103           13G                               Page 2B

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
    PERSONS
        Barclays Bank PLC

(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                       (a)
                                       (b) X

(3) SEC USE ONLY

(4) CITIZENSHIP OR PLACE OF ORGANIZATION
        United Kingdom

Number of Shares                            (5) SOLE VOTING POWER
Beneficially Owned                                  75,400
by Each Reporting                           (6) SHARED VOTING POWER
Person With                                         0
                                            (7) SOLE DISPOSITIVE POWER
                                                    75,400
                                            (8) SHARED DISPOSITIVE POWER
                                                    0

 (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
        75,400

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
        0.06%

(12) TYPE OF REPORTING PERSON*
        BK


                      *SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>

CUSIP No.   867363103           13G                               Page 2C

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
    PERSONS
        Barclays Funds Limited

(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                       (a)
                                       (b) X

(3) SEC USE ONLY

(4) CITIZENSHIP OR PLACE OF ORGANIZATION
        United Kingdom

Number of Shares                            (5) SOLE VOTING POWER
Beneficially Owned                                  16,100
by Each Reporting                           (6) SHARED VOTING POWER
Person With                                         0
                                            (7) SOLE DISPOSITIVE POWER
                                                    16,100
                                            (8) SHARED DISPOSITIVE POWER
                                                    0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
        16,100

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
        0.01%

(12) TYPE OF REPORTING PERSON*
        BK


                      *SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>

CUSIP No.   867363103           13G                               Page 2D

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
    PERSONS
        Barclays Global Investors, LTD.

(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                       (a)
                                       (b) X

(3) SEC USE ONLY

(4) CITIZENSHIP OR PLACE OF ORGANIZATION
        United Kingdom

Number of Shares                            (5) SOLE VOTING POWER
Beneficially Owned                                  106,000
by Each Reporting                           (6) SHARED VOTING POWER
Person With                                         0
                                            (7) SOLE DISPOSITIVE POWER
                                                    106,000
                                            (8) SHARED DISPOSITIVE POWER
                                                    0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
        106,000

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
        0.08%

(12) TYPE OF REPORTING PERSON*
        BK


                      *SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>

                                                                  Page 3

ITEM 1(A).   NAME OF ISSUER
                 Sungard Data Systems Inc.

ITEM 1(B).   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                 1285 Drummers Lane, Ste. 300
                 Wayne, PA 19087

ITEM 2(A).   NAME OF PERSON(S) FILING
                 Barclays Global Investors, N.A.

ITEM 2(B).   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                 45 Fremont Street
                 San Francisco, CA 94105

ITEM 2(C).   CITIZENSHIP
                 U.S.A

ITEM 2(D).   TITLE OF CLASS OF SECURITIES
                 Common Stock

ITEM 2(E).   CUSIP NUMBER
                 867363103

ITEM 3.      IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
             CHECK WHETHER THE PERSON FILING IS A

(a) / / Broker or Dealer registered under Section 15 of the Act

(b) /X/ Bank as defined in section 3(a)(6) of the Act X

(c) / / Insurance Company as defined in section 3(a)(19) of the Act

(d) / / Investment Company registered under section 8 of the Investment Company
        Act

(e) / / Investment Adviser registered under section 203 of the Investment
        Advisers Act of 1940

(f) / / Employee Benefit Plan, Pension Fund which is subject to the provisions
        of the Employee Retirement Income Security Act of 1974 or Endowment
        Fund; see Rule 13d-1(b)(1)(ii)(F)

(g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
        (Note:See Item 7)

(h) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(H)

<PAGE>

                                                                  Page 3A

ITEM 1(A).   NAME OF ISSUER
                 Sungard Data Systems Inc.

ITEM 1(B).   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                 1285 Drummers Lane, Ste. 300
                 Wayne, PA 19087

ITEM 2(A).   NAME OF PERSON(S) FILING
                 Barclays Global Fund Advisors

ITEM 2(B).   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                 45 Fremont Street
                 San Francisco, CA 94105

ITEM 2(C).   CITIZENSHIP
                 U.S.A

ITEM 2(D).   TITLE OF CLASS OF SECURITIES
                 Common Stock

ITEM 2(E).   CUSIP NUMBER
                 867363103

ITEM 3.      IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
             CHECK WHETHER THE PERSON FILING IS A

(a) / / Broker or Dealer registered under Section 15 of the Act

(b) /X/ Bank as defined in section 3(a)(6) of the Act X

(c) / / Insurance Company as defined in section 3(a)(19) of the Act

(d) / / Investment Company registered under section 8 of the Investment Company
        Act

(e) / / Investment Adviser registered under section 203 of the Investment
        Advisers Act of 1940

(f) / / Employee Benefit Plan, Pension Fund which is subject to the provisions
        of the Employee Retirement Income Security Act of 1974 or Endowment
        Fund; see Rule 13d-1(b)(1)(ii)(F)

(g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
        (Note:See Item 7)

(h) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(H)

<PAGE>

                                                                  Page 3B

ITEM 1(A).   NAME OF ISSUER
                 Sungard Data Systems Inc.

ITEM 1(B).   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                 1285 Drummers Lane, Ste. 300
                 Wayne, PA 19087

ITEM 2(A).   NAME OF PERSON(S) FILING
                 Barclays Bank PLC

ITEM 2(B).   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                 54 Lombard Street
                 London England EC3P 3AH

ITEM 2(C).   CITIZENSHIP
                 United Kingdom

ITEM 2(D).   TITLE OF CLASS OF SECURITIES
                 Common Stock

ITEM 2(E).   CUSIP NUMBER
                 867363103

ITEM 3.      IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
             CHECK WHETHER THE PERSON FILING IS A

(a) / / Broker or Dealer registered under Section 15 of the Act

(b) /X/ Bank as defined in section 3(a)(6) of the Act X

(c) / / Insurance Company as defined in section 3(a)(19) of the Act

(d) / / Investment Company registered under section 8 of the Investment Company
        Act

(e) / / Investment Adviser registered under section 203 of the Investment
        Advisers Act of 1940

(f) / / Employee Benefit Plan, Pension Fund which is subject to the provisions
        of the Employee Retirement Income Security Act of 1974 or Endowment
        Fund; see Rule 13d-1(b)(1)(ii)(F)

(g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
        (Note:See Item 7)

(h) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(H)

<PAGE>

                                                                  Page 3C

ITEM 1(A).   NAME OF ISSUER
                 Sungard Data Systems Inc.

ITEM 1(B).   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                 1285 Drummers Lane, Ste. 300
                 Wayne, PA 19087

ITEM 2(A).   NAME OF PERSON(S) FILING
                 Barclays Fund Limited

ITEM 2(B).   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                 Gredley House, 11 The Broadway
                 Stratford, England E15 4BJ

ITEM 2(C).   CITIZENSHIP
                 United Kingdom

ITEM 2(D).   TITLE OF CLASS OF SECURITIES
                 Common Stock

ITEM 2(E).   CUSIP NUMBER
                 867363103

ITEM 3.      IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
             CHECK WHETHER THE PERSON FILING IS A

(a) / / Broker or Dealer registered under Section 15 of the Act

(b) /X/ Bank as defined in section 3(a)(6) of the Act X

(c) / / Insurance Company as defined in section 3(a)(19) of the Act

(d) / / Investment Company registered under section 8 of the Investment Company
        Act

(e) / / Investment Adviser registered under section 203 of the Investment
        Advisers Act of 1940

(f) / / Employee Benefit Plan, Pension Fund which is subject to the provisions
        of the Employee Retirement Income Security Act of 1974 or Endowment
        Fund; see Rule 13d-1(b)(1)(ii)(F)

(g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
        (Note:See Item 7)

(h) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(H)

<PAGE>

                                                                  Page 3D

ITEM 1(A).   NAME OF ISSUER
                 Sungard Data Systems Inc.

ITEM 1(B).   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                 1285 Drummers Lane, Ste. 300
                 Wayne, PA 19087

ITEM 2(A).   NAME OF PERSON(S) FILING
                 Barclays Global Investors, LTD

ITEM 2(B).   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                 Murray House, 1 Royal Mint Court
                 London, England EC3 NHH

ITEM 2(C).   CITIZENSHIP
                 United Kingdom

ITEM 2(D).   TITLE OF CLASS OF SECURITIES
                 Common Stock

ITEM 2(E).   CUSIP NUMBER
                 867363103

ITEM 3.      IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
             CHECK WHETHER THE PERSON FILING IS A

(a) / / Broker or Dealer registered under Section 15 of the Act

(b) /X/ Bank as defined in section 3(a)(6) of the Act X

(c) / / Insurance Company as defined in section 3(a)(19) of the Act

(d) / / Investment Company registered under section 8 of the Investment Company
        Act

(e) / / Investment Adviser registered under section 203 of the Investment
        Advisers Act of 1940

(f) / / Employee Benefit Plan, Pension Fund which is subject to the provisions
        of the Employee Retirement Income Security Act of 1974 or Endowment
        Fund; see Rule 13d-1(b) (1) (ii)(F)

(g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
        (Note:See Item 7)

(h) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(H)

<PAGE>

                                                                  Page 4

ITEM 4.  OWNERSHIP

         (a)  Amount Beneficially Owned:                      5,602,932

         (b)  Percent of Class:                               4.27%

         (c)  Number of shares as to which such person has:
                  (i)   sole power to vote or to direct the vote
                          5,057,704
                  (ii)  shared power to vote or to direct the vote
                          0
                  (iii) sole power to dispose or to direct the disposition of
                          5,602,932
                  (iv)  shared power to dispose or to direct the disposition of
                          0


ITEM 5.  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
         if this statement is being filed to report the fact that as of the date
         hereof the reporting person has ceased to be the beneficial owner of
         more than five percent of the class of securities, check the
         following. /X/

ITEM 6.  OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
               The shares reported are held by the company in trust accounts for
               the economic benefit of the beneficiaries of those accounts. See
               also Items 2(a) above.

ITEM 7.  IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
         SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
               Not applicable


ITEM 8.  IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
               Not applicable

ITEM 9.  NOTICE OF DISSOLUTION OF GROUP
               Not applicable

<PAGE>

                                                                  Page 5

ITEM 10. CERTIFICATION
         By signing below I certify that, to the best of my knowledge and
         belief, the securities referred to above were acquired in the ordinary
         course of business and were not acquired for the purpose of and do not
         have the effect of changing or influencing the control of the issuer of
         such securities and were not acquired in connection with or as a
         participant in any transaction having such purposes or effect.

         SIGNATURE
         After reasonable inquiry and to the best of my knowledge and belief, I
         certify that the information set forth in this statement is true,
         complete and correct.


                                                  April 10, 2000





                                                  Vivien Lin
                                                  Manager of Compliance


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