<PAGE> 1
SEI INSTITUTIONAL MANAGED TRUST
LARGE CAP VALUE PORTFOLIO
LARGE CAP GROWTH PORTFOLIO
SMALL CAP VALUE PORTFOLIO
SMALL CAP GROWTH PORTFOLIO
MID-CAP PORTFOLIO
CAPITAL APPRECIATION PORTFOLIO
EQUITY INCOME PORTFOLIO
BALANCED PORTFOLIO
SUPPLEMENT DATED APRIL 26, 1996 TO
THE CLASS A PROSPECTUS
DATED JANUARY 31, 1996
THIS SUPPLEMENT PROVIDES NEW AND ADDITIONAL INFORMATION BEYOND THAT CONTAINED IN
THE PROSPECTUS, AND SHOULD BE READ IN CONJUNCTION WITH SUCH PROSPECTUS.
At a meeting held on March 18, 1996, the Trustees eliminated the Trust's Rule
12b-1 Distribution Plan for Class A shares, and approved a Class A shareholder
servicing plan that provides for shareholder servicing fees payable to the
Distributor of up to .25% of average net assets. Under this plan, the
Distributor may provide a broad range of shareholder and administrative services
itself, or may enter into arrangements under which third parties provide such
services and are compensated by the Distributor. As a result of this change,
effective April 15, 1996, the following "Annual Operating Expenses" table
replaces the table on page 2 of the Prospectus:
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
LARGE LARGE SMALL
CAP CAP SMALL CAP CAP
VALUE GROWTH VALUE GROWTH
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Management Fee/Advisory Fee (after fee waiver) 0.70% 0.70%(1) 1.00% 1.00%
12b-1 Fees None None None None
Total Other Expenses (after reimbursements) 0.12% 0.15% 0.10% 0.10%
Shareholder Servicing Fees 0.06% 0.03% 0.01% 0.03%
(after fee waiver) (2)
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.82% 0.85% 1.10% 1.10%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
CAPITAL EQUITY
MID-CAP APPRECIATION INCOME
PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Management Fee/Advisory Fee (after fee waiver) 0.67%(1) 0.75% 0.75%
12b-1 Fees None None None
Total Other Expenses (after reimbursements) 0.10% 0.09% 0.07%
Shareholder Servicing Fees 0.00% 0.01% 0.01%
(after fee waiver) (2)
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.77% 0.84% 0.82%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
BALANCED
PORTFOLIO
------------
<S> <C> <C>
Management Fee/Advisory Fees (after fee waiver) 0.66%(1)
12b-1 Fees None
Total Other Expenses (after reimbursements) 0.09%
Shareholder Servicing Fees (after fee waiver)(2) 0.00%
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.75%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) SEI Financial Management Corporation ("SFM") and certain of the
sub-advisers (collectively, "advisers") have agreed to waive on a
voluntary basis, a portion of their fees, and the management/advisory
fees shown reflect these voluntary waivers. Such fee waivers are
voluntary and may be terminated at any time in the sole discretion of
each entity that has agreed to waive a portion of its fee. Absent such
fee waivers, management/advisory fees would be: Large Cap Growth
Portfolio, 75% Mid-Cap Portfolio, .75%; and Balanced Portfolio, .75%.
Management/Advisory fees and Total Operating Expenses have been
restated to reflect current expenses.
(2) The Distributor has waived, on a voluntary basis, all or a portion of
its shareholder servicing fee, and the Shareholder Servicing Fees shown
reflect this waiver. The Distributor reserves the right to terminate
its waiver at any time in its sole discretion. Absent such waiver,
Shareholder Servicing Fees would be .25% for each of the Portfolios.
(3) Absent these fee waivers, total operating expenses for the Class A
shares of the Portfolios would be: Large Cap Value Portfolio, 1.01%;
Large Cap Growth
<PAGE> 2
Portfolio, 1.12%; Small Cap Value Portfolio, 1.34%; Small Cap Growth
Portfolio, 1.32%; Mid-Cap Portfolio, 1.10%; Capital Appreciation
Portfolio, 1.08%; Equity Income Portfolio, 1.06% and Balanced
Portfolio, 1.09%. Additional information may be found under "The
Advisers," "The Sub-Advisers" and "The Manager and Shareholder
Servicing Agent."
<TABLE>
<CAPTION>
EXAMPLE Class A
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor in a Portfolio would pay the following expenses on a $1,000
investment assuming (1) a 5% annual return and (2) redemption at the end of
each time period:
Large Cap Value Portfolio $ 8 $26 $46 $101
Large Cap Growth Portfolio $ 9 $27 $47 $105
Small Cap Value Portfolio $11 $35 $61 $134
Small Cap Growth Portfolio $11 $35 $61 $134
Mid-Cap Portfolio $ 8 $25 $43 $ 95
Capital Appreciation Portfolio $ 9 $27 $47 $104
Equity Income Portfolio $ 8 $26 $46 $101
Balanced Portfolio $ 8 $24 $42 $ 93
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table and example is to assist the investor in
understanding the various costs and expenses that may be directly or indirectly
borne by investors in Class A shares of the Portfolios. The information set
forth in the foregoing table and example relates only to each Portfolio's Class
A shares. Certain Portfolios also offer Class D shares, which are subject to the
same expenses, except that Class D shares bear different distribution costs,
additional transfer agent costs and sales charges. A person who purchases shares
through a financial institution may be charged separate fees by that
institution. Additional information may be found under "The Manager and
Shareholder Servicing Agent," "The Advisers," "The Sub-Advisers" and
"Distribution."
------------------------------
<PAGE> 3
The Trustees also approved the restatement of certain fees for the Large Cap
Value Portfolio and Equity Income Portfolio. Therefore, effective May 1, 1996,
the following "Annual Operating Expenses" table replaces the table on page 2 of
the Prospectus (as previously supplemented):
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
LARGE LARGE SMALL
CAP CAP SMALL CAP CAP
VALUE GROWTH VALUE GROWTH
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Management Fee/Advisory Fee (after fee waiver) 0.70% 0.70%(1) 1.00% 1.00%
12b-1 Fees None None None None
Total Other Expenses (after reimbursements) 0.15% 0.15% 0.10% 0.10%
Shareholder Servicing Fees 0.09% 0.03% 0.01% 0.03%
(after fee waiver) (2)
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.85% 0.85% 1.10% 1.10%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
CAPITAL EQUITY
MID-CAP APPRECIATION INCOME
PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Management Fee/Advisory Fee (after fee waiver) 0.67%(1) 0.75% 0.75%
12b-1 Fees None None None
Total Other Expenses (after reimbursements) 0.10% 0.09% 0.10%
Shareholder Servicing Fees 0.00% 0.01% 0.04%
(after fee waiver) (2)
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.77% 0.84% 0.85%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
BALANCED
PORTFOLIO
---------
<S> <C> <C>
Management Fee/Advisory Fees (after fee waiver) 0.66%(1)
12b-1 Fees (after reimbursements) None
Total Other Expenses (after reimbursements) 0.09%
Shareholder Servicing Fees (after fee waiver)(2) 0.00%
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.75%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) SEI Financial Management Corporation ("SFM") and certain of the
sub-advisers (collectively, "advisers") have agreed to waive on a
voluntary basis, a portion of their fees, and the management/advisory
fees shown reflect these voluntary waivers. Such fee waivers are
voluntary and may be terminated at any time in the sole discretion of
each entity that has agreed to waive a portion of its fee. Absent such
fee waivers, management/advisory fees would be: Large Cap Growth
Portfolio, .75%; Mid-Cap Portfolio, .75%; and Balanced Portfolio, .75%.
Management/Advisory fees and Total Operating Expenses have been
restated to reflect current expenses.
(2) The Distributor has waived, on a voluntary basis, all or a portion of
its shareholder servicing fee, and the Shareholder Servicing Fees shown
reflect this waiver. The Distributor reserves the right to terminate
its waiver at any time in its sole discretion. Absent such waiver,
Shareholder Servicing Fees would be .25% for each of the Portfolios.
(3) Absent these fee waivers, total operating expenses for the Class A
shares of the Portfolios would be: Large Cap Value Portfolio, 1.01%;
Large Cap Growth Portfolio, 1.12%; Small Cap Value Portfolio, 1.34%;
Small Cap Growth Portfolio, 1.32%; Mid-Cap Portfolio, 1.10%; Capital
Appreciation Portfolio, 1.08%; Equity Income Portfolio, 1.06%; and
Balanced Portfolio, 1.09%. Additional information may be found under
"The Advisers," "The Sub-Advisers" and "The Manager and Shareholder
Servicing Agent."
<TABLE>
<CAPTION>
EXAMPLE Class A
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor in a Portfolio would pay the following expenses on a $1,000
investment assuming (1) a 5% annual return and (2) redemption at the end of
each time period:
Large Cap Value Portfolio $ 9 $27 $47 $105
Large Cap Growth Portfolio $ 9 $27 $47 $105
Small Cap Value Portfolio $11 $35 $61 $134
Small Cap Growth Portfolio $11 $35 $61 $134
Mid-Cap Portfolio $ 8 $25 $43 $ 95
Capital Appreciation Portfolio $ 9 $27 $47 $104
Equity Income Portfolio $ 9 $27 $47 $105
Balanced Portfolio $ 8 $24 $42 $ 93
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table and example is to assist the investor in
understanding the various costs and expenses that may be directly or indirectly
borne by investors in Class A shares of the Portfolios. The information set
forth in the foregoing table and example relates only to each Portfolio's Class
A shares. Certain Portfolios also offer Class D shares, which are subject to the
same expenses, except that Class D shares bear different distribution costs,
additional transfer agent costs and sales charges. A person who purchases shares
through a financial institution may be charged separate fees by that
institution. Additional information may
<PAGE> 4
be found under "The Manager and Shareholder Servicing Agent," "The Advisers,"
"The Sub-Advisers" and "Distribution."
--------------------------------
In connection with the elimination of the Portfolios' Distribution Plan, the
"Distribution" section on page 22 is replaced with the following:
DISTRIBUTION AND SHAREHOLDER SERVICES.
SEI Financial Services Company (the "Distributor"), a wholly-owned
subsidiary of SEI, serves as each Portfolio's distributor pursuant to a
distribution agreement with the Trust. The Portfolios have adopted a
distribution plan for their Class D shares (the "Class D Plan") pursuant to Rule
12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act").
The Portfolios have adopted a shareholder servicing plan for Class A
shares (the "Service Plan") under which a shareholder servicing fee of up to
.25% of average daily net assets attributable to Class A shares will be paid to
the Distributor. Under the Service Plan, the Distributor may perform, or may
compensate other service providers for performing, the following shareholder and
administrative services: maintaining client accounts; arranging for bank wires;
responding to client inquiries concerning services provided on investments;
assisting clients in changing dividend options, account designations and
addresses; sub-accounting; providing information on share positions to clients;
forwarding shareholder communications to clients; processing purchase, exchange
and redemption orders; and processing dividend payments. Under the Service Plan,
the Distributor may retain as a profit any difference between the fee it
receives and the amount it pays to third parties.
It is possible that an institution may offer different classes of
shares to its customers and thus receive different compensation with respect to
different classes. These financial institutions may also charge separate fees to
their customers.
The Trust may also execute brokerage or other agency transactions
through the Distributor for which the Distributor may receive usual and
customary compensation.
In addition, the Distributor may, from time to time in its sole
discretion, institute one or more promotional incentive programs, which will be
paid by the Distributor from the sales charge it receives or from any other
source available to it. Under any such program, the Distributor will provide
promotional incentives, in the form of cash or other compensation, including
merchandise, airline vouchers, trips and vacation packages, to all dealers
selling shares of the Portfolios. Such promotional incentives will be offered
uniformly to all dealers and predicated upon the amount of shares of the
Portfolios sold by the dealer.
--------------------------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE> 5
SEI INSTITUTIONAL MANAGED TRUST
CORE FIXED INCOME PORTFOLIO
BOND PORTFOLIO
HIGH YIELD BOND PORTFOLIO
SUPPLEMENT DATED APRIL 26, 1996 TO
THE CLASS A PROSPECTUS
DATED JANUARY 31, 1996
THIS SUPPLEMENT PROVIDES NEW AND ADDITIONAL INFORMATION BEYOND THAT CONTAINED IN
THE PROSPECTUS, AND SHOULD BE READ IN CONJUNCTION WITH SUCH PROSPECTUS.
At a meeting held on March 18, 1996, the Trustees eliminated the Trust's Rule
12b-1 Distribution Plan for Class A shares and approved a Class A shareholder
servicing plan that provides for shareholder servicing fees payable to the
Distributor of up to .25% of average net assets. Under this new plan, the
Distributor may provide a broad range of shareholder and administrative services
itself, or may enter into arrangements under which third parties provide such
services and are compensated by the Distributor. As a result of this change,
effective April 15, 1996, the following "Annual Operating Expenses" table
replaces the table on page 2 of the Prospectus:
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
CORE FIXED
INCOME BOND HIGH YIELD
PORTFOLIO PORTFOLIO BOND PORTFOLIO
--------- --------- --------------
<S> <C> <C> <C> <C> <C> <C>
Management Fee/Advisory Fees (after fee waiver)(1) 0.49% 0.47% 0.71%
12b-1 Fees None None None
Total Other Expenses 0.06% 0.08% 0.14%
Shareholder Servicing Fees (after fee waiver) (2) 0.00% 0.00% 0.00%
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.55% 0.55% 0.85%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) SEI Financial Management Corporation ("SFM") has agreed to waive, on a
voluntary basis, a portion of its management fee, and the
management/advisory fees shown reflect this voluntary waiver. SFM
reserves the right to terminate its waiver at any time in its sole
discretion. Absent such fee waiver, management/advisory fees would be:
Core Fixed Income Portfolio, .56%; Bond Portfolio, .56%; and High Yield
Bond Portfolio, .84%. Management/Advisory fees and Total Operating
Expenses, have been restated to reflect current expenses.
(2) The Distributor has waived, on a voluntary basis, all or a portion of
its shareholder servicing fee, and the Shareholder Servicing Fees shown
reflect this waiver. The Distributor reserves the right to terminate
its waiver at any time in its sole discretion. Absent such waiver,
Shareholder Servicing Fees would be .25% for each of the Portfolios.
(3) Absent these fee waivers, total operating expenses for Class A shares
of the Portfolios would be: Core Fixed Income Portfolio .87%; Bond
Portfolio, .89%; and High Yield Bond Portfolio, 1.23%. Additional
information may be found under "The Adviser," "The Sub-Advisers" and
"The Manager and Shareholder Servicing Agent."
<TABLE>
<CAPTION>
EXAMPLE Class A
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor in a Portfolio would pay the following expenses on a $1,000
investment assuming (1) a 5% annual return and (2) redemption at the end of
each time period:
Core Fixed Income Portfolio $6 $18 $31 $ 69
Bond Portfolio $6 $19 $33 $ 75
High Yield Bond Portfolio $9 $27 $47 $105
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF THE PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table and example is to assist the investor in
understanding the various costs and expenses that may be directly or indirectly
borne by the investors in Class A shares of the Portfolios. The information set
forth in the foregoing table and example relates only to each Portfolio's Class
A shares. The Core Fixed Income, Bond and High Yield Bond Portfolios also offer
Class D shares, which are subject to the same expenses, except that Class D
shares bear different distribution costs, additional transfer agent costs and
sales charges. A person who purchases shares through a financial institution may
be charged separate fees by that institution. Additional information may be
found under "The Manager and Shareholder Servicing Agent," "The Adviser," "The
Sub-Advisers" and "Distribution."
--------------------
<PAGE> 6
The Trustees also approved the restatement of certain fees for the Core Fixed
Income and Bond Portfolios. Therefore, effective May 1, 1996, the following
"Annual Operating Expenses" table replaces the table on page 2 of the Prospectus
(as previously supplemented):
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES (as a percentage of average net assets) Class A
- ------------------------------------------------------------------------------------------------------------------------------------
CORE FIXED
INCOME BOND HIGH YIELD
PORTFOLIO PORTFOLIO BOND PORTFOLIO
--------- --------- --------------
<S> <C> <C> <C> <C> <C> <C>
Management Fee/Advisory Fees (after fee waiver)(1) 0.54% 0.52% 0.71%
12b-1 Fees None None None
Total Other Expenses 0.06% 0.08% 0.14%
Shareholder Servicing Fees (after fee waiver)(2) 0.00% 0.00% 0.00%
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waivers)(3) 0.60% 0.60% 0.85%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) SEI Financial Management Corporation ("SFM") has agreed to waive, on a
voluntary basis, a portion of its management fee, and the
management/advisory fees shown reflect this voluntary waiver. SFM
reserves the right to terminate its waiver at any time in its sole
discretion. Absent such fee waiver, management/advisory fees would be:
Core Fixed Income Portfolio, .56%; Bond Portfolio, .56%; and High Yield
Bond Portfolio, .84%. Management/Advisory fees and Total Operating
Expenses, have been restated to reflect current expenses.
(2) The Distributor has waived, on a voluntary basis, all or a portion of
its shareholder servicing fee, and the Shareholder Servicing Fees shown
reflect this waiver. The Distributor reserves the right to terminate
its waiver at any time in its sole discretion. Absent such waiver,
Shareholder Servicing Fees would be .25% for each of the Portfolios.
(3) Absent these fee waivers, total operating expenses for Class A shares
of the Portfolios would be: Core Fixed Income Portfolio .87%; Bond
Portfolio, .89%; and High Yield Bond Portfolio, 1.23%. Additional
information may be found under "The Adviser," "The Sub-Advisers" and
"The Manager and Shareholder Servicing Agent."
<TABLE>
<CAPTION>
EXAMPLE Class A
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor in a Portfolio would pay the following expenses on a $1,000
investment assuming (1) a 5% annual return and (2) redemption at the end of
each time period:
Core Fixed Income Portfolio $6 $19 $33 $ 75
Bond Portfolio $6 $19 $33 $ 75
High Yield Bond Portfolio $9 $27 $47 $105
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF THE PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table and example is to assist the investor in
understanding the various costs and expenses that may be directly or indirectly
borne by the investors in Class A shares of the Portfolios. The information set
forth in the foregoing table and example relates only to each Portfolio's Class
A shares. The Core Fixed Income, Bond and High Yield Bond Portfolios also offer
Class D shares, which are subject to the same expenses, except that Class D
shares bear different distribution costs, additional transfer agent costs and
sales charges. A person who purchases shares through a financial institution may
be charged separate fees by that institution. Additional information may be
found under "The Manager and Shareholder Servicing Agent," "The Adviser," "The
Sub-Advisers" and "Distribution."
--------------------
<PAGE> 7
In connection with the elimination of the Portfolios' Distribution Plan, the
"Distribution" section on page 15 is replaced with the following:
DISTRIBUTION AND SHAREHOLDER SERVICES.
SEI Financial Services Company (the "Distributor"), a wholly-owned
subsidiary of SEI, serves as each Portfolio's distributor pursuant to a
distribution agreement with the Trust. The Portfolios have adopted a
distribution plan for their Class D shares (the "Class D Plan") pursuant to Rule
12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act").
The Portfolios have adopted a shareholder servicing plan for Class A
shares (the "Service Plan") under which a shareholder servicing fee of up to
.25% of average daily net assets attributable to Class A shares will be paid to
the Distributor. Under the Service Plan, the Distributor may perform, or may
compensate other service providers for performing, the following shareholder and
administrative services: maintaining client accounts; arranging for bank wires;
responding to client inquiries concerning services provided on investments;
assisting clients in changing dividend options, account designations and
addresses; sub-accounting; providing information on share positions to clients;
forwarding shareholder communications to clients; processing purchase, exchange
and redemption orders; and processing dividend payments. Under the Service Plan,
the Distributor may retain as a profit any difference between the fee it
receives and the amount it pays to third parties.
It is possible that an institution may offer different classes of
shares to its customers and thus receive different compensation with respect to
different classes. These financial institutions may also charge separate fees to
their customers.
The Trust may also execute brokerage or other agency transactions
through the Distributor for which the Distributor may receive usual and
customary compensation.
In addition, the Distributor may, from time to time in its sole
discretion, institute one or more promotional incentive programs, which will be
paid by the Distributor from the sales charge it receives or from any other
source available to it. Under any such program, the Distributor will provide
promotional incentives, in the form of cash or other compensation, including
merchandise, airline vouchers, trips and vacation packages, to all dealers
selling shares of the Portfolios. Such promotional incentives will be offered
uniformly to all dealers and predicated upon the amount of shares of the
Portfolios sold by the dealer.
--------------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE> 8
SEI INSTITUTIONAL MANAGED TRUST
LARGE CAP VALUE PORTFOLIO
LARGE CAP GROWTH PORTFOLIO
SMALL CAP VALUE PORTFOLIO
SMALL CAP GROWTH PORTFOLIO
MID-CAP PORTFOLIO
CAPITAL APPRECIATION PORTFOLIO
EQUITY INCOME PORTFOLIO
SUPPLEMENT DATED APRIL 26, 1996 TO
THE CLASS D PROSPECTUS
DATED JANUARY 31, 1996
THIS SUPPLEMENT PROVIDES NEW AND ADDITIONAL INFORMATION BEYOND THAT CONTAINED IN
THE PROSPECTUS, AND SHOULD BE READ IN CONJUNCTION WITH SUCH PROSPECTUS.
At a meeting held on March 18, 1996, the Trustees reduced the payments available
under the existing Rule 12b-1 Distribution Plan to an amount not to exceed .30%
by eliminating the budgeted reimbursement component of the Plan. These new
arrangements are to be effective as of April 15, 1996. Payments made under the
Plan are characterized as compensation, and are not directly tied to
distribution expenses incurred by the Distributor. As a result of this change,
effective April 15, 1996, the following "Shareholder Transaction Expenses" table
replaces the table on page 5 of the Prospectus:
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES (as a percentage of offering price) Class D
- ------------------------------------------------------------------------------------------------------------------------------------
LARGE LARGE SMALL SMALL
CAP CAP CAP CAP CAPITAL EQUITY
VALUE GROWTH VALUE GROWTH MID-CAP APPRECIATION INCOME
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Maximum Sales Charge on Purchases 5.00% 5.00% 5.00% 5.00% 5.00% 5.00% 5.00%
Maximum Sales Charge Imposed on Reinvested
Dividends None None None None None None None
Redemption Fees(1) None None None None None None None
- ------------------------------------------------------------------------------------------------------------------------------------
ANNUAL OPERATING EXPENSES (as a percentage of average net assets)
- ------------------------------------------------------------------------------------------------------------------------------------
Management/Advisory Fees (after fee waiver) .70% .70%(2) 1.00% 1.00% .67%(2) .75% .75%
12b-1 Fees (after fee waiver)(3) .25% .25% .25% .25% .25% .25% .25%
Other Expenses .21% .27% .24% .22% .25% .23% .21%
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waiver)(4) 1.16% 1.22% 1.49% 1.47% 1.17% 1.23% 1.21%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A charge, currently $10.00 is imposed on wires of redemption proceeds
of the Portfolios' Class D shares.
(2) SEI Financial Management Corporation ("SFM") and certain of the
sub-advisers (collectively, "advisers") have agreed to waive, on a
voluntary basis, a portion of their fees, and the management/advisory
fees shown reflect this voluntary waivers. Such fee waivers are
voluntary and may be terminated at any time in the sole discretion of
each entity that has agreed to waive a portion of its fee. Absent such
fee waivers, management/advisory fees would be .75% for the Large Gap
Growth Portfolio and .75% for the Mid-Cap Portfolio. Management/
Advisory fees and Total Operating Expenses have been restated to
reflect current expenses.
(3) The Distributor has waived, on a voluntary basis, a portion of its
12b-1 fee, and the 12b-1 Fees shown reflect this waiver. The
Distributor reserves the right to terminate its waver at any time in
its sole discretion. Absent such waiver, 12b-1 Fees would be .30% for
each Portfolio.
(4) Absent these fee waivers, total operating expenses for Class D shares
would be: Large Cap Value Portfolio, 1.21%; Large Cap Growth Portfolio,
1.32%; Small Cap Value Portfolio, 1.54%; Small Cap Growth Portfolio,
1.52%; Mid-Cap Portfolio, 1.30%; Capital Appreciation Portfolio, 1.28%
and Equity Income Portfolio, 1.26%. Additional information may be found
under "The Adviser," "the Sub-Advisers" and "The Manager and
Shareholder Servicing Agent."
<PAGE> 9
<TABLE>
<CAPTION>
EXAMPLE
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor in a Portfolio would pay the following expenses on a $1,000
investment assuming (1) the imposition of the maximum sales charge; (2) a 5%
annual return and (3) redemption at the end of each time period:
Large Cap Value Portfolio $61 $85 $111 $184
Large Cap Growth Portfolio $62 $87 $114 $190
Small Cap Value Portfolio $64 $95 $127 $219
Small Cap Growth Portfolio $64 $94 $126 $217
Mid-Cap Portfolio $61 $85 $111 $185
Capital Appreciation Portfolio $62 $87 $114 $191
Equity Income Portfolio $62 $86 $113 $189
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table is to assist the investor in understanding the
various costs and expenses that may be directly or indirectly borne by investors
in Class shares of each Portfolio. The information set forth in the foregoing
table and example relates only to the Class D shares. Each Portfolio also offers
Class A shares, which are subject to the same expenses, except that there are no
sales charges, different distribution costs and no transfer agent costs. A
person who purchases shares through an account with a financial institution may
be charged separate fees by that institution. Additional information may be
found under "The Manager and Shareholder Servicing Agent," "The Adviser," "The
Sub-Advisers" and "Distribution."
The rules of the Securities and Exchange Commission require that the maximum
sales charge be reflected in the above table. However, certain investors may
qualify for reduced sales charges. See "Purchase of Shares." Long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges otherwise permitted by the Rules of Fair Practice of the National
Association of Securities Dealers, Inc. ("NASD").
--------------------
<PAGE> 10
The Trustees also approved the restatement of certain fees for the Large Cap
Value Portfolio and Equity Income Portfolio. Therefore, effective May 1, 1996,
the following "Shareholder Transaction Expenses" table replaces the table on
page 5 of the Prospectus (as previously supplemented):
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES (as a percentage of offering price) Class D
- ------------------------------------------------------------------------------------------------------------------------------------
LARGE LARGE SMALL SMALL
CAP CAP CAP CAP CAPITAL EQUITY
VALUE GROWTH VALUE GROWTH MID-CAP APPRECIATION INCOME
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Maximum Sales Charge on Purchases 5.00% 5.00% 5.00% 5.00% 5.00% 5.00% 5.00%
Maximum Sales Charge Imposed on Reinvested
Dividends None None None None None None None
Redemption Fees(1) None None None None None None None
- ------------------------------------------------------------------------------------------------------------------------------------
ANNUAL OPERATING EXPENSES (as a percentage of average net assets)
- ------------------------------------------------------------------------------------------------------------------------------------
Management/Advisory Fees (after fee waiver) .70% .70%(2) 1.00% 1.00% .67%(2) .75% .75%
12b-1 Fees (after fee waiver)(3) .25% .25% .25% .25% .25% .25% .25%
Other Expenses .21% .27% .24% .22% .25% .23% .21%
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waiver)(4) 1.16% 1.22% 1.49% 1.47% 1.17% 1.23% 1.21%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A charge, currently $10.00 is imposed on wires of redemption proceeds
of the Portfolios' Class D shares.
(2) SEI Financial Management Corporation ("SFM") and certain of the
sub-advisers (collectively, "advisers") have agreed to waive, on a
voluntary basis, a portion of their fees, and the management/advisory
fees shown reflect this voluntary waivers. Such fee waivers are
voluntary and may be terminated at any time in the sole discretion of
each entity that has agreed to waive a portion of its fee. Absent such
fee waivers, management/advisory fees would be .75 for the Large Cap
Growth Portfolio and .75% for the Mid-Cap Portfolio. Management/
Advisory fees and Total Operating Expenses have been restated to
reflect current expenses.
(3) The Distributor has waived, on a voluntary basis, a portion of its
12b-1 fee, and the 12b-1 Fees shown reflect this waiver. The
Distributor reserves the right to terminate its waiver at any time in
its sole discretion. Absent such waiver, 12b-1 Fees would be .30% for
each Portfolio.
(4) Absent these fee waivers, total operating expenses for Class D shares
would be: Large Cap Value Portfolio, 1.21%; Large Cap Growth Portfolio,
1.32%; Small Cap Value Portfolio, 1.54%; Small Cap Growth Portfolio,
1.52%; Mid-Cap Portfolio, 1.30%; Capital Appreciation Portfolio, 1.28%
and Equity Income Portfolio, 1.26%. Additional information may be found
under "The Adviser," "the Sub-Advisers" and "The Manager and
Shareholder Servicing Agent."
<TABLE>
<CAPTION>
EXAMPLE
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor in a Portfolio would pay the following expenses on a $1,000
investment assuming (1) the imposition of the maximum sales charge; (2) a 5%
annual return and (3) redemption at the end of each time period:
Large Cap Value Portfolio $61 $85 $111 $184
Large Cap Growth Portfolio $62 $87 $114 $190
Small Cap Value Portfolio $64 $95 $127 $219
Small Cap Growth Portfolio $64 $94 $126 $217
Mid-Cap Portfolio $61 $85 $111 $185
Capital Appreciation Portfolio $62 $87 $114 $191
Equity Income Portfolio $62 $86 $113 $189
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table is to assist the investor in understanding the
various costs and expenses that may be directly or indirectly borne by investors
in Class shares of each Portfolio. The information set forth in the foregoing
table and example relates only to the Class D shares. Each Portfolio also offers
Class A shares, which are subject to the same expenses, except that there are no
sales charges, different distribution costs and no transfer agent costs. A
person who purchases shares through an account with a financial institution may
be charged separate fees by that institution. Additional information may be
found under "The Manager and Shareholder Servicing Agent," "The Adviser," "The
Sub-Advisers" and "Distribution."
The rules of the Securities and Exchange Commission require that the maximum
sales charge be reflected in the above table. However, certain investors may
qualify for reduced sales charges. See "Purchase of Shares." Long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges otherwise permitted by the Rules of Fair Practice of the National
Association of Securities Dealers, Inc. ("NASD").
--------------------
<PAGE> 11
In connection with the elimination of the reimbursement component of the Class D
Rule 12b-1 plan and the elimination of the Class A Plan, the "Distribution"
section on page 27 is amended as follows:
The second sentence of the first paragraph is amended to delete the reference to
the Class A Plan.
The following sentence is inserted at the end of the first paragraph:
The Portfolios have adopted a shareholder servicing plan for their
Class A shares (the "Class A Service Plan").
The second and third paragraphs are deleted.
The first sentence of the fourth paragraph is deleted and the following sentence
is inserted:
The Class D Plan provides for payments to the Distributor at an annual
rate of .30% of the Portfolios' average daily net assets attributable
to Class D shares.
--------------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE> 12
SEI INSTITUTIONAL MANAGED TRUST
CORE FIXED INCOME PORTFOLIO
BOND PORTFOLIO
HIGH YIELD BOND PORTFOLIO
SUPPLEMENT DATED APRIL 26, 1996 TO
THE CLASS D PROSPECTUS
DATED JANUARY 31, 1996
THIS SUPPLEMENT PROVIDES NEW AND ADDITIONAL INFORMATION BEYOND THAT CONTAINED IN
THE PROSPECTUS, AND SHOULD BE READ IN CONJUNCTION WITH SUCH PROSPECTUS:
At a meeting held on March 18, 1996, the Trustees reduced the payments available
under the existing Rule 12b-1 Distribution Plan to an amount not to exceed .30%
by eliminating the budgeted reimbursement component of the Plan. These new
arrangements are to be effective as of April 15, 1996. Payments made under the
Plan are characterized as compensation, and are not directly tied to
distribution expenses incurred by the Distributor. As a result of this change,
effective April 15, 1996, the following "Shareholder Transaction Expenses" table
replaces the table on page 4 of the Prospectus:
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES (as a percentage of offering price) Class D
- -----------------------------------------------------------------------------------------------------------------------------------
CORE FIXED HIGH YIELD
INCOME BOND BOND
PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- ---------
<S> <C> <C> <C>
Maximum Sales Charge Imposed on Purchases 4.50% 4.50% 4.50%
Maximum Sales Charge Imposed on Reinvested Dividends None None None
Redemption Fees(1) None None None
- -----------------------------------------------------------------------------------------------------------------------------------
ANNUAL OPERATING EXPENSES (as a percentage of average net assets)
- -----------------------------------------------------------------------------------------------------------------------------------
Management/Advisory Fees (after fee waiver)(2) .49% .47% .71%
12b-1 Fees (after fee waiver)(3) .25% .25% .25%
Other Expenses .21% .23% .29%
- -----------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waiver)(4) .95% .95% 1.25%
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A charge, currently $10.00, is imposed on wires of redemption proceeds
of the Portfolios' Class D shares.
(2) SEI Financial management Corporation ("SFM") has agreed to waive, on a
voluntary basis, a portion of its management fee, and the
management/advisory fee shown reflect this voluntary waiver. SFM
reserves the right to terminate this waiver at any time in its sole
discretion. Absent such fee waivers, management/advisory fees would be:
Core Fixed Income Portfolio, .56%; Bond Portfolio, .56%; and High Yield
Bond Portfolio, .84%. Management/Advisory Fees and Total Operating
Expenses have been restated to reflect current expenses.
(3) The Distributor has waived, on a voluntary basis, a portion of its
12b-1 fee, and the 12b-1 Fees shown reflect this waiver. The
Distributor reserves the right to terminate its waiver at any time in
its sole discretion. Absent such waiver, 12b-1 Fees would be .30% for
each Portfolio.
(4) Absent these fee waivers, total operating expenses for Class D shares
would be: Core Fixed Income Portfolio, 1.07%; Bond Portfolio, 1.09%;
and High Yield Bond Portfolio, 1.43%. Additional information may be
found under "The Adviser," "The Sub-Advisers" and "The Manager and
Shareholder Servicing Agent."
<PAGE> 13
<TABLE>
<CAPTION>
EXAMPLE
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor would pay the following expenses on a $1,000 investment assuming (1)
imposition of the maximum sales charge, (2) a 5% annual return and (3)
redemption at the end of each time period:
Core Fixed Income Portfolio $54 $74 $ 95 $156
Bond Portfolio $54 $74 $ 95 $156
High Yield Bond Portfolio $57 $83 $111 $189
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table and example is to assist the investor in
understanding the various costs and expenses that may be directly or indirectly
borne by investors in Class D shares of each Portfolio. The information set
forth in the foregoing table and example relates only to the Class D shares.
Each Portfolio also offers Class A shares, which are subject to the same
expenses, except that there are no sales charges, different distribution costs
and no transfer agent costs. A person who purchases shares through an account
with a financial institution may be charged separate fees by that institution.
Additional information may be found under "The Manager and Shareholder Servicing
Agent," "The Adviser," "The Sub-Advisers" and "Distribution."
The rules of the Securities and Exchange Commission require that the maximum
sales charge be reflected in the above table. However, certain investors may
qualify for reduced sales charges. See "Your Account and Doing Business with Us"
and "Additional Information About Doing Business with Us." Long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges otherwise permitted by the Rules of Fair Practice of the National
Association of Securities Dealers, Inc. ("NASD").
--------------------
<PAGE> 14
The Trustees also approved the restatement of certain fees for the Core Fixed
Income and Bond Portfolios. Therefore, effective May 1, 1996, the following
"Shareholder Transaction Expenses" table replaces the table on page 4 of the
Prospectus (as previously supplemented):
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES (as a percentage of offering price) Class D
- ------------------------------------------------------------------------------------------------------------------------------------
CORE FIXED HIGH YIELD
INCOME BOND BOND
PORTFOLIO PORTFOLIO PORTFOLIO
--------- --------- ---------
<S> <C> <C> <C>
Maximum Sales Charge Imposed on Purchases 4.50% 4.50% 4.50%
Maximum Sales Charge Imposed on Reinvested Dividends None None None
Redemption Fees(1) None None None
- ------------------------------------------------------------------------------------------------------------------------------------
ANNUAL OPERATING EXPENSES (as a percentage of average net assets)
- ------------------------------------------------------------------------------------------------------------------------------------
Management/Advisory Fees (after fee waiver)(2) .54% .52% .71%
12b-1 Fees (after fee waiver)(3) .25% .25% .25%
Other Expenses .21% .23% .29%
- ------------------------------------------------------------------------------------------------------------------------------------
Total Operating Expenses (after fee waiver)(4) 1.00% 1.00% 1.25%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) A charge, currently $10.00, is imposed on wires of redemption proceeds
of the Portfolios' Class D shares.
(2) SEI Financial management Corporation ("SFM") has agreed to waive, on a
voluntary basis, a portion of its management fee, and the
management/advisory fee shown reflect this voluntary waiver. SFM
reserves the right to terminate this waiver at any time in its sole
discretion. Absent such fee waivers, management/advisory fees would be:
Core Fixed Income Portfolio, .56%; Bond Portfolio, .56%; and High Yield
Bond Portfolio, .84%. Management/Advisory Fees and Total Operating
Expenses have been restated to reflect current expenses.
(3) The Distributor has waived, on a voluntary basis, a portion of its
12b-1 fee, and the 12b-1 Fees shown reflect this waiver. The
Distributor reserves the right to terminate its waiver at any time in
its sole discretion. Absent such waiver, 12b-1 Fees would be .30% for
each Portfolio.
(4) Absent these fee waivers, total operating expenses for Class D shares
would be: Core Fixed Income Portfolio, 1.07%; Bond Portfolio, 1.09; and
High Yield Bond Portfolio, 1.43%. Additional information may be found
under "The Adviser," "The Sub-Advisers" and "The Manager and
Shareholder Servicing Agent."
<TABLE>
<CAPTION>
EXAMPLE
- ------------------------------------------------------------------------------------------------------------------------------------
1 YR. 3 YRS. 5 YRS. 10 YRS.
----- ------ ------ -------
<S> <C> <C> <C> <C>
An investor would pay the following expenses on a $1,000 investment assuming (1)
imposition of the maximum sales charge, (2) a 5% annual return and (3)
redemption at the end of each time period:
Core Fixed Income Portfolio $55 $75 $ 98 $162
Bond Portfolio $55 $75 $ 98 $162
High Yield Bond Portfolio $57 $83 $111 $189
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
The purpose of the expense table and example is to assist the investor in
understanding the various costs and expenses that may be directly or indirectly
borne by investors in Class D shares of each Portfolio. The information set
forth in the foregoing table and example relates only to the Class D shares.
Each Portfolio also offers Class A shares, which are subject to the same
expenses, except that there are no sales charges, different distribution costs
and no transfer agent costs. A person who purchases shares through an account
with a financial institution may be charged separate fees by that institution.
Additional information may be found under "The Manager and Shareholder Servicing
Agent," "The Adviser," "The Sub-Advisers" and "Distribution."
The rules of the Securities and Exchange Commission require that the maximum
sales charge be reflected in the above table. However, certain investors may
qualify for reduced sales charges. See "Your Account and Doing Business with Us"
and "Additional Information About Doing Business with Us." Long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges otherwise permitted by the Rules of Fair Practice of the National
Association of Securities Dealers, Inc. ("NASD").
--------------------
<PAGE> 15
In connection with the elimination of the reimbursement component of the Class D
Rule 12b-1 Plan and the elimination of the Class A Plan, the "Distribution"
section on page 20 is amended as follows:
The second sentence of the first paragraph is amended to delete the reference to
the Class A Plan.
The following sentence is inserted at the end of the first paragraph:
The Portfolios have adopted a shareholder servicing plan for their
Class A shares (the "Class A Service Plan").
The second and third paragraphs are deleted.
The first sentence of the fourth paragraph is deleted and the following sentence
is inserted:
The Class D Plan provides for payments to the Distributor at an annual
rate of .30% of the Portfolios' average daily net assets attributable
to Class D shares.
--------------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE