<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 30, 1996
File No. 33-58041
File No. 811-7257
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
POST-EFFECTIVE AMENDMENT NO.1 [X]
and
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940
AMENDMENT NO. 3 [X]
SEI INSTITUTIONAL INVESTMENTS TRUST
(Exact Name of Registrant as Specified in Charter)
c/o The CT Corporation System
2 Oliver Street
Boston, Massachusetts 02109
(Address of Principal Executive Offices, Zip Code)
Registrant's Telephone Number, including Area Code 610-989-1000
DAVID G. LEE
C/O SEI INVESTMENTS COMPANY
530 EAST SWEDESFORD ROAD
WAYNE, PENNSYLVANIA 19087
(Name and Address of Agent for Service)
Copies to:
RICHARD W. GRANT, ESQUIRE JOHN H. GRADY, JR., ESQUIRE
MORGAN, LEWIS & BOCKIUS LLP MORGAN, LEWIS
2000 ONE LOGAN SQUARE 1800 M STREET, N.W.
PHILADELPHIA, PENNSYLVANIA 19103 WASHINGTON, D.C. 20036
- --------------------------------------------------------------------------------
It is proposed that this filing will become effective (check appropriate box):
X immediately upon filing pursuant to paragraph (b)
___
___ on [date] pursuant to paragraph (b)
___ 60 days after filing pursuant to paragraph (a)
___ on [date] pursuant to paragraph (a)(1) of Rule 485
___ 75 days after filing pursuant to paragraph (a)(2)
Pursuant to the provisions of Rule 24f-2 under the Investment Act of 1940, an
indefinite number of units of beneficial interest is being registered by this
Registration Statement.
<PAGE> 2
SEI INSTITUTIONAL INVESTMENTS TRUST
CROSS REFERENCE SHEET
<TABLE>
<CAPTION>
N-1A ITEM NO. LOCATION
PART A - LARGE CAP, SMALL CAP, CORE FIXED INCOME, HIGH YIELD BOND, INTERNATIONAL
FIXED INCOME, EMERGING MARKETS EQUITY AND INTERNATIONAL EQUITY FUNDS
<S> <C> <C>
Item 1. Cover Page Cover Page
Item 2. Synopsis Annual Operating Expenses
Item 3. Condensed Financial Information Financial Highlights
Item 4. General Description of Registrant The Trust; Investment Objectives and Policies;
General Investment Policies; Description of
Permitted Investments and Risk Factors
Item 5. Management of the Fund General Information-Trustees of the Trust; The
Money Managers; General Management of the
Funds
Item 5a. Management Discussion and Analysis *
Item 6. Capital Stock & Other Securities General Information-Voting Rights, Shareholder
Inquiries, Dividends; Taxes
Item 7. Purchase of Securities Being Offered Purchase and Redemption of Shares
Item 8. Redemption or Repurchase Purchase and Redemption of Shares
Item 9. Pending Legal Proceedings *
PART B - ALL FUNDS
Item 10. Cover Page Cover Page
Item 11. Table of Contents Table of Contents
Item 12. General Information & History The Trust
Item 13. Investment Objectives & Policies Investment Objectives and Policies;
Investment Limitations; Securities
Lending
Item 14. Management of the Registrant Trustees and Officers of the Trust (Prospectus); The
Manager and Shareholder Servicing Agent
Item 15. Control Persons & Principal Holders of Trustees and Officers of the Trust
Securities (Prospectus)
Item 16. Investment Advisory & Other Services General Management of the Funds (Prospectus); The
Money Managers (Prospectus); The Manager;
Distribution; Counsel & Independent Public
Accountants
Item 17. Brokerage Allocation Fund Transactions
Item 18. Capital Stock & Other Securities Description of Shares
Item 19. Purchase, Redemption, & Pricing of Securities Purchase and Redemption of Shares (Prospectus)
Being Offered
Determination of Net Asset Value
Item 20. Tax Status Taxes (Prospectus); Taxes
Item 21. Underwriters Distribution
Item 22. Calculation of Yield Quotation Performance
Item 23. Financial Statements Financial Statements
</TABLE>
PART C
Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this Registration Statement.
* Not Applicable
<PAGE> 3
The Prospectus and Statement of Additional Information for the Large Cap Fund,
Small Cap Fund, Core Fixed Income Fund, High Yield Bond Fund, International
Fixed Income Fund, Emerging Markets Equity Fund and International Equity Fund
included as part of Pre-Effective Amendment No. 2 to the Registrant's
Registration Statement on Form N-1A (File No. 33-58041) filed with the
Securities and Exchange Commission on June 7, 1996 are hereby incorporated by
reference as if set forth in full herein.
<PAGE> 4
SEI INSTITUTIONAL INVESTMENTS TRUST
LARGE CAP FUND
SMALL CAP FUND
CORE FIXED INCOME FUND
INTERNATIONAL EQUITY FUND
SUPPLEMENT DATED DECEMBER 30, 1996
TO THE PROSPECTUS DATED JUNE 14, 1996
This Supplement provides new and additional information beyond that contained in
the Prospectus, and should be read in conjunction with such Prospectus.
The Prospectus dated June 14, 1996 is hereby amended by the addition of the
following unaudited financial information for the Funds for the period ended
November 30, 1996.
FINANCIAL HIGHLIGHTS
The following table provides unaudited financial highlights for the Funds for
the period from June 14, 1996 (commencement of operations) through November 30,
1996, for a share outstanding throughout the period. As of the date of this
supplement, the High Yield Bond, International Fixed Income and Emerging Markets
Equity Funds had not commenced operations.
<TABLE>
<CAPTION>
Net Asset Net Realized Distri- Distri- Net Total Net Ratio of
Value Investment and butions butions Asset Return Assets Expenses
Beginning of Income Unrealized from Net from Value End of to Average
Period Gains or Invest- Realized End of Period Net
(Losses) on ment Capital Period (000) Assets
Securities Income Gain
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Large Cap $10.00 $0.08 $1.38 $(0.05) - $11.41 14.67% $286,018 0.34%
Fund(1)
Class A
1996
Small Cap $10.00 $0.02 $0.17 $(0.01) - $10.18 1.94% $ 81,201 0.60%
Fund(1)
Class A
1996
Core Fixed $10.00 $0.31 $0.44 $(0.31) - $10.44 7.57% $183,914 0.21%
Income
Fund(1)
Class A
1996
International $10.00 $0.04 $0.27 - - $10.31 3.10% $374,675 0.63%
Equity
Fund(1)
Class A
1996
</TABLE>
<TABLE>
<CAPTION>
Ratio of Ratio of Ratio of Portfolio Average
Net Expenses Net Turnover Comm-
Income to Average Investment Rate ission
to Net Assets Income to Rate
Average (Excluding Average
Net Waivers) Net Assets
Assets (Excluding
Waivers)
<S> <C> <C> <C> <C> <C>
Large Cap 1.64% 0.51% 1.47% 35% $0.049
Fund(1)
Class A
1996
Small Cap 0.56% 0.78% 0.38% 81% $0.055
Fund(1)
Class A
1996
Core Fixed 6.60% 0.41% 6.40% 114% -
Income
Fund(1)
Class A
1996
International 1.22% 0.83% 1.02% 64% $0.018
Equity
Fund(1)
Class A
1996
</TABLE>
+Average commission rate paid per share for security purchases and sales during
the period. (1) The Funds commenced operations on June 14, 1996. All ratios
except total return have been annualized.
---------------
At a meeting held on December 9-10, 1996, the Board of Trustees of SEI
Institutional Investments Trust (the "Trust"), including all of the Trustees
who are not "interested persons" of the Trust, voted to make certain changes to
the sub-adviser (the "Money Managers") for the Small Cap Fund and the
International Equity Fund. Effective upon shareholder approval, LSV Asset
Management ("LSV") will be added as a new Money Manager to the Small Cap Fund.
In addition, effective on January 1, 1997, Lazard London International
Investment Management Limited ("Lazard") will serve as a Money Manager to the
International Equity Fund, replacing Morgan Grenfell Investment Services
Limited ("Morgan Grenfell"). This appointment of does not require shareholder
approval. This procedure for adding or replacing Money Managers was authorized
by an exemptive order issued to the Trust by the Securities and Exchange
Commission on April 29, 1996, and approved by the Trust's sole shareholder on
June 14, 1996.
---------------
<PAGE> 5
In evaluating Lazard ("Lazard" or the "Money Manager"), the Trustees received
written and oral information from both SEI Financial Management Corporation
("SFM") and Lazard. SFM recommended the selection of the Money Manager and
reviewed the considerations and the search process that led to their
recommendation. The Trustees also met with representatives of the Money Manager
and considered information about portfolio managers, investment philosophy,
strategies and process, as well as performance track record, among other
factors. In appointing Lazard, the Trustees carefully evaluated: (1) the nature
and quality of the services expected to be rendered to the International Equity
Fund (the "Fund") by the Money Manager; (2) the distinct investment objective
and policies of the Fund; (3) the history, reputation, qualification and
background of the personnel of the Money Manager, and its financial condition;
(4) its performance record; and (5) other factors deemed relevant, including
the impact on SFM's profitability. Trustees also reviewed the fees to be paid
to the Money Manager, including any benefits to be received by the Money
Manager, or its affiliates in connection with soft dollar arrangements.
The Trustees of the Trust voted to replace Morgan Grenfell based on the firm's
long-term performance record and an assessment by the Adviser that Morgan
Grenfell's investment style was no longer suitable for the Fund.
Under the Investment Sub-Advisory Agreement (the "Sub-Advisory Agreement")
between SFM (the "Adviser") and Lazard, relating to the International Equity
Fund, the Money Manager makes investment decisions for the assets of the Fund
allocated to it by SFM, and continuously reviews, supervises and administers the
Fund's investment programs with respect to these assets. Lazard discharges its
responsibilities subject to the supervision of SFM and the Trustees of the Trust
and in a manner consistent with the Fund's investment objective, policies and
limitations. The Sub-Advisory Agreement is substantially similar to those in
existence between the Adviser and the Trust's other money managers.
Specifically, the duties to be performed under each Agreement are similar, and
the standard of care and termination provisions of the Agreement are identical,
to the other agreements. The Sub-Advisory Agreement will remain in effect until
January 1999 (unless earlier terminated) and will have to be approved annually
thereafter by a majority of the Trust's Trustees, including a majority of the
Trustees who are not "interested persons" of the Trust (as defined in the
Investment Company Act of 1940).
In connection with the appointment of Lazard as Money Manager to the
International Equity Fund, "The Money Managers" section of the Prospectus is
amended and the following disclosure is inserted:
LAZARD LONDON INTERNATIONAL INVESTMENT MANAGEMENT LIMITED
Lazard London International Investment Management Limited ("Lazard") serves as
Money Manager to a portion of the assets of the International Equity Fund.
Lazard is a registered investment adviser with its principal business address
at 21 Moorfields, London, England EC2P 2HT. Lazard was founded in 1980. Lazard
is a wholly-owned subsidiary of Lazard Holdings Limited, which is a holding
company wholly-owned by Lazard Brothers and Co., Limited, an English merchant
bank whose principal business address is 21 Moorfields, London, England EC2P
2HT. Lazard offers international investment services to clients of Lazard
Brothers Asset Management Limited ("LBAM"), which is also wholly-owned by
Lazard Holdings Limited. Lazard and LBAM manage domestic (UK) portfolios and
international portfolios for institutions and private clients, including
insurance funds, pension funds, charities and mutual funds. As of September 30,
1996, Lazard and LBAM had approximately $6 billion in assets under management.
Mr. Dino Fuschillo, Director of Lazard, has primary responsibility for the
day-to-day management of the portion of the International Equity Fund's assets
managed by Lazard. Mr. Fuschillo, the dual employee of Lazard and LBAM, joined
LBAM in 1989, and has specialized in European equity management ever since.
The Adviser will pay Lazard a fee based on a percentage of the average monthly
market value of the assets of the Fund managed by Lazard.
Listed below are the names and principal occupations of the principal executive
officer and each of the directors of Lazard. The principal business address of
the principal executive officer and each of the directors, as it relates to
their position at Lazard, is 21 Moorfields, London, England EC2P 2HT.
<TABLE>
<CAPTION>
NAME POSITION
---- --------
<S> <C>
Tom Cross Brown Chairman and Chief Executive Officer
Andrew Parry Chief Investment Officer
Michael Barnes Director
</TABLE>
2
<PAGE> 6
<TABLE>
<CAPTION>
NAME POSITION
---- --------
<S> <C>
Victor Cazalet Director
Dino Fuschillo Director
Hubert Heilbronn Director
Keith Jecks Director
Nicholas Parkes Director
Patrick Shine Director
Francois Voss Director
</TABLE>
Lazard does not serve as an investment adviser or sub-adviser to any other
U.S. registered investment company.
---------------
At the same meeting of the Board, LSV, which already serves as a Money Manager
to the Trust's Large Cap Fund, was recommended, subject to approval of the
shareholders of the Fund, for appointment as a Money Manager to the Trust's
Small Cap Fund (the "Fund"). At a meeting scheduled for February 28, 1997,
Shareholders of the Fund will be asked to vote to approve the appointment of LSV
as a Money Manager to the Fund. In addition, Shareholders will be asked to
approve a new investment sub-advisory agreement between LSV and SEI Financial
Management relating to the Fund.
---------------
Also at the December 9-10 Board Meeting, the Board of Trustees of the Trust,
including all of the Trustees who are not "interested persons" of the Trust (the
"Board of Trustees"), voted to terminate Apodaca-Johnston Capital Management,
Inc. ("Apodaca") as a Money Manager to the Small Cap Fund, effective December
15, 1996. This termination, which came as a result of the departure from Apodaca
of the person performing day-to-day portfolio management for the Fund.
---------------
Effective November 1, 1996, Merus-UCA Capital Management, the investment Money
Manager to the Large Cap Fund, changed its name to Pacific Alliance Capital
Management. The prospectus is hereby amended to reflect this name change.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
3
<PAGE> 7
SEI INSTITUTIONAL INVESTMENTS TRUST
LARGE CAP FUND
SMALL CAP FUND
CORE FIXED INCOME FUND
INTERNATIONAL EQUITY FUND
SUPPLEMENT DATED DECEMBER 30, 1996
TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED JUNE 14, 1996
The Statement of Additional Information for the Trust is hereby amended and
supplemented by the following unaudited financial statements for the Large Cap,
Small Cap, Core Fixed Income and International Equity Funds for the period from
June 14, 1996 (commencement of operations) through November 30, 1996, along with
the note to the financial statements for each Fund.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
C-1
<PAGE> 8
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
LARGE CAP FUND
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
COMMON STOCKS -- 99.3%
AEROSPACE & DEFENSE -- 0.4%
General Motors, Cl H 9,600 $ 523
Martin Marietta Materials 6,900 162
Thiokol 9,000 414
-------
1,099
-------
AIR TRANSPORTATION -- 0.5%
AMR* 7,300 666
Delta Air Lines 4,700 354
UAL* 7,500 431
-------
1,451
-------
AIRCRAFT -- 1.5%
Allied Signal 24,100 1,765
Boeing 6,200 616
Lockheed Martin 5,253 476
McDonnell Douglas 7,300 386
Rockwell International 7,900 508
United Technologies 4,100 575
-------
4,326
-------
APPAREL/TEXTILES -- 0.5%
Springs Industries, Cl A 8,200 381
Tommy Hilfiger* 7,500 405
U.S. Industries* 14,500 428
VF 3,300 224
-------
1,438
-------
AUTOMOTIVE -- 0.9%
Chrysler 59,400 2,109
Genuine Parts 9,300 418
Paccar 1,700 113
-------
2,640
-------
BANKS -- 9.5%
Amsouth Bancorp 25,100 1,252
Astoria Financial 10,300 389
Banc One 22,000 1,048
Bank of Boston 10,400 727
BankAmerica 30,900 3,183
Bankers Trust New York 5,500 478
Chase Manhattan 32,500 3,071
Citicorp 3,900 426
Comerica 10,100 591
First Chicago 34,500 2,027
First Union 23,500 1,795
First Virginia 10,100 491
Fleet Financial Group 14,300 792
Golden West Financial 6,200 418
H.F. Ahmanson 15,000 495
JP Morgan 14,400 1,359
National City 10,000 464
NationsBank 20,300 $ 2,104
Norwest 9,400 439
Republic New York 15,500 1,368
Southtrust 33,900 1,206
Star Banc 5,900 548
SunTrust 11,800 599
Union Planters 15,100 625
US Bancorp 11,500 492
Wachovia 8,600 516
Washington Mutual 3,800 165
-------
27,068
-------
BEAUTY PRODUCTS -- 1.1%
Colgate-Palmolive 19,000 1,760
International Flavors & Fragrances 6,500 296
Procter & Gamble 11,250 1,223
-------
3,279
-------
BROADCASTING, NEWSPAPERS & ADVERTISING -- 0.6%
British Sky Broadcasting, ADR* 14,500 758
Cox Communications* 38,000 779
Tele-Communications, Cl A* 15,000 202
-------
1,739
-------
BUILDING & CONSTRUCTION -- 0.3%
Centex 10,900 392
Fluor 6,100 415
-------
807
-------
CHEMICALS -- 2.6%
Betz Laboratories 6,400 370
BF Goodrich 23,700 1,064
E.I. DuPont de Nemours 4,300 405
IMC Fertilizer Group 8,650 312
Monsanto 57,500 2,286
Morton International 9,800 396
PPG Industries 9,300 570
Praxair 12,800 622
Rhone-Poulenc Rorer 6,500 483
Rohm & Haas 4,600 366
Union Carbide 8,100 374
Witco 10,100 307
-------
7,555
-------
COMMUNICATIONS EQUIPMENT -- 1.1%
ADC Telecommunications* 9,800 355
Andrew* 8,100 469
Ascend Communications* 8,000 569
GTE 16,600 745
Nokia 15,200 853
Vishay Intertechnology* 10,100 212
-------
3,203
-------
1
<PAGE> 9
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
LARGE CAP FUND -- CONTINUED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
COMPUTERS & SERVICES -- 4.7%
Ceridian* 11,300 $ 544
Cisco Systems* 51,900 3,523
Compaq Computer* 69,200 5,484
Dell Computer* 15,300 1,555
Hewlett Packard 1,800 97
IBM 7,200 1,147
Minnesota Mining &
Manufacturing 9,100 762
Silicon Graphics* 12,400 246
-------
13,358
-------
CONTAINERS & PACKAGING -- 0.5%
Ball 3,900 96
Crown Cork & Seal 18,800 996
Owens-Illinois* 13,600 252
-------
1,344
-------
DRUGS -- 7.3%
Abbott Laboratories 20,100 1,121
Amgen* 48,900 2,977
Bristol-Myers Squibb 24,100 2,741
Centocor * 21,000 580
Elan, ADR* 13,058 388
Eli Lilly 12,100 926
Merck 67,300 5,586
Pfizer 51,300 4,598
Pharmacia & Upjohn 7,100 274
Schering Plough 20,100 1,432
Smithkline Beecham 5,600 386
-------
21,009
-------
ELECTRICAL SERVICES -- 3.5%
Baltimore Gas & Electric 33,200 925
Central & South West 17,800 476
Consolidated Edison
of New York 19,600 568
DQE 16,600 490
DTE Energy 20,700 662
Duke Power 6,100 283
Edison International 36,900 733
Entergy 21,400 580
Illinova 9,900 262
National Service Industries 10,400 364
Ohio Edison 5,500 126
Pinnacle West Capital 41,300 1,285
Portland General 10,600 456
TECO Energy 14,300 349
Texas Utilities 31,600 1,248
Unicom 28,200 751
Wisconsin Energy 17,800 476
-------
10,034
-------
ENTERTAINMENT -- 1.5%
Bally Entertainment* 16,400 $ 478
Bally Total Fitness* 2,100 12
King World Productions* 9,000 343
Liberty Media Group, Cl A* 39,000 975
Mirage Resorts* 27,400 661
Walt Disney 26,100 1,925
-------
4,394
-------
ENVIRONMENTAL SERVICES -- 0.5%
Browning-Ferris Industries 4,400 118
Republic Industries * 19,600 654
USA Waste Services* 20,800 671
-------
1,443
-------
FINANCIAL SERVICES -- 4.4%
Alex Brown 4,700 283
American Express 21,800 1,140
Bear Stearns 25,600 704
Beneficial 4,100 255
Dean Witter Discover 14,500 991
FHLMC 6,100 697
First USA 16,510 543
FNMA 68,600 2,830
Green Tree Financial 18,200 762
Lehman Brothers Holding 14,000 408
MBNA 44,900 1,813
Merrill Lynch 19,700 1,581
Salomon 4,700 214
Textron 5,000 477
-------
12,698
-------
FOOD, BEVERAGE & TOBACCO -- 2.0%
American Brands 9,300 444
Anheuser Busch 15,700 665
Campbell Soup 23,200 1,917
Coca-Cola 9,200 415
General Mills 10,800 686
HJ Heinz 7,300 276
IBP 12,400 307
Nabisco Holdings, Cl A 19,500 756
Sara Lee 8,500 334
-------
5,800
-------
GAS/NATURAL GAS -- 1.4%
Consolidated Natural Gas 14,900 851
Enron 7,600 348
National Fuel & Gas 10,900 465
Nicor 5,300 195
Noram Energy 44,300 687
Oneok 12,300 338
Panenergy 11,100 488
Williams 10,400 584
-------
3,956
-------
2
<PAGE> 10
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
HOTELS & LODGING -- 0.9%
Circus Circus Enterprises* 8,600 $ 314
HFS* 21,000 1,360
La Quinta Inns 43,000 828
-------
2,502
-------
HOUSEHOLD FURNITURE & FIXTURES -- 0.1%
Leggett & Platt 6,300 193
-------
HOUSEHOLD PRODUCTS -- 2.4%
Clorox 3,100 323
General Electric 34,800 3,619
Illinois Tool Works 13,750 1,179
Maytag 19,500 373
Sherwin-Williams 5,400 306
Solectron* 15,175 888
Sunbeam 10,000 276
-------
6,964
-------
INSURANCE -- 7.5%
Allstate 22,600 1,362
American General 20,000 822
American International Group 17,100 1,966
Cigna 6,800 961
Everest Reinsurance Holdings 11,100 312
Exel 20,100 761
Jefferson-Pilot 5,400 314
Lincoln National 4,900 264
Loew's 5,200 482
Marsh & McLennan 7,100 805
MGIC Investment 6,300 472
NAC Re 8,000 292
Old Republic International 31,600 857
Oxford Health Plans* 35,200 2,042
Pacificare Health Systems, Cl B* 3,400 282
PMI Group 15,000 870
Progressive of Ohio 4,300 300
Providian 13,600 728
Safeco 18,800 783
St. Paul 11,400 671
TIG Holdings 19,750 602
Transamerica 5,400 429
Travelers 62,966 2,833
Travelers/Aetna Property Casualty 8,600 297
United Healthcare 8,400 362
UNUM 15,700 1,117
US Life 12,100 374
-------
21,360
-------
LEASING & RENTING -- 0.2%
Comdisco 16,800 546
-------
LUMBER & WOOD PRODUCTS -- 0.9%
Clayton Homes 13,200 $ 214
Georgia-Pacific 11,800 858
Louisiana-Pacific 16,000 362
Weyerhaeuser 22,700 1,044
-------
2,478
-------
MACHINERY -- 2.6%
Baker Hughes 11,000 403
Black & Decker 15,200 576
Caterpillar 21,700 1,717
Cincinnati Milacron 2,300 48
Cummins Engine 7,900 357
Deere 15,350 685
Dresser Industries 10,100 331
Emerson Electric 6,200 608
Global Industries Technologies* 15,700 322
Harnischfeger Industries 19,100 848
NACCO Industries, Cl A 2,100 100
Tenneco 5,900 301
Timken 2,900 132
Tyco Labs 17,400 953
-------
7,381
-------
MARINE TRANSPORTATION -- 0.2%
Carnival 15,000 474
-------
MEASURING DEVICES -- 0.6%
Perkin Elmer 10,000 616
Thermo Electron* 11,300 410
Wheelabrator Technologies 36,500 598
-------
1,624
-------
MEDICAL PRODUCTS & SERVICES -- 2.7%
Baxter International 4,700 200
Becton, Dickinson 19,700 827
Boston Scientific* 22,000 1,284
Columbia/HCA Healthcare 40,700 1,628
Healthsouth Rehabilitation* 23,700 892
Medtronic 35,300 2,334
Universal Health Services, Cl B* 15,200 429
-------
7,594
-------
METALS & MINING -- 0.2%
Phelps Dodge 3,000 218
Vulcan Materials 6,000 373
-------
591
-------
3
<PAGE> 11
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
LARGE CAP FUND -- CONTINUED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
MISCELLANEOUS BUSINESS SERVICES -- 7.4%
3Com* 23,600 $ 1,773
Altera* 16,500 1,246
Automatic Data Processing 9,100 390
Cabletron Systems* 7,400 299
Computer Associates International 26,367 1,734
Computer Sciences* 8,300 653
CUC International* 22,650 597
Electronic Data Systems 29,900 1,446
First Data 66,900 2,668
Harris 7,300 500
HBO 8,900 506
Informix* 22,000 522
Microsoft* 22,800 3,577
Pitney Bowes 14,500 855
Netscape Communications* 6,300 352
Oracle Systems* 83,100 4,072
-------
21,190
-------
MISCELLANEOUS CONSUMER SERVICES -- 0.2%
Accustaff* 6,800 138
Service International 14,000 422
-------
560
-------
OFFICE FURNITURE & FIXTURES -- 0.1%
Lear* 4,400 158
-------
PAPER & PAPER PRODUCTS -- 1.2%
Adolph Coors, Cl B 12,200 242
Champion International 6,300 271
International Paper 32,100 1,364
Kimberly-Clark 11,150 1,090
Mead 4,300 255
Union Camp 4,800 236
-------
3,458
-------
PETROLEUM & FUEL PRODUCTS -- 1.9%
Apache 16,000 582
Atlantic Richfield 16,000 2,226
BJ Services* 6,900 329
Kerr-McGee 6,900 483
Phillips Petroleum 21,500 970
Schlumberger 4,600 478
Transocean Offshore 3,300 199
Union Pacific Resources Group 8,892 266
-------
5,533
-------
PETROLEUM REFINING -- 4.4%
Amoco 20,300 1,576
British Petroleum, PLC, ADR 2,500 347
Chevron 14,400 965
Exxon 35,900 3,397
Mobil 8,550 1,034
Texaco 22,200 $ 2,201
Tosco 8,100 617
Unocal 18,500 754
USX-Marathon Group 60,500 1,384
Valero Energy 9,700 291
-------
12,566
-------
PHOTOGRAPHIC EQUIPMENT & SUPPLIES -- 0.1%
Eastman Kodak 5,000 405
-------
PRINTING & PUBLISHING -- 0.7%
American Greetings, Cl A 8,100 229
McGraw-Hill 16,700 760
New York Times, Cl A 23,700 886
Washington Post, Cl B 700 244
-------
2,119
-------
PROFESSIONAL SERVICES -- 0.1%
Paychex 7,900 423
-------
RAILROADS -- 0.3%
Norfolk Southern 3,700 333
Union Pacific 10,500 612
-------
945
-------
REPAIR SERVICES -- 0.3%
PHH 16,000 718
-------
RETAIL -- 4.9%
Autozone* 10,000 246
Federated Department Stores* 27,400 935
Gap 15,600 501
Great Atlantic & Pacific Tea 9,800 321
Home Depot 39,600 2,064
JC Penney 20,900 1,123
Kohls* 10,700 427
Kroger* 12,900 595
May Department Stores 7,100 346
McDonald's 8,400 393
Mercantile Stores 4,600 231
PepsiCo 50,500 1,509
Price/Costco* 17,900 416
Revco Drug Stores * 16,200 559
Rite Aid 15,400 610
Ruddick 11,200 148
Sears Roebuck 10,700 532
Smith's Food & Drug Center, Cl B 7,900 239
Staples* 23,200 458
TJX 25,600 1,155
Waban* 16,400 433
Walgreen 15,200 635
-------
13,876
-------
4
<PAGE> 12
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
RUBBER & PLASTIC -- 1.1%
Dow Chemical 25,965 $ 2,175
Goodyear Tire & Rubber 3,400 165
Nike, Cl B 7,200 409
Premark International 13,800 335
-------
3,084
-------
SEMI-CONDUCTORS/INSTRUMENTS -- 2.3%
AMP 8,700 333
Analog Devices* 7,400 238
Atmel* 21,000 690
Intel 34,700 4,403
SGS-Thomson
Microelectronics N.V.* 7,150 476
Thomas & Betts 8,600 389
-------
6,529
-------
SPECIALTY CONSTRUCTION -- 0.5%
L.M. Ericsson Telephone, ADR* 47,300 1,460
-------
SPECIALTY MACHINERY -- 0.4%
Cooper Industries 16,700 693
Tecumseh Products, Cl A 5,900 345
-------
1,038
-------
STEEL & STEEL WORKS -- 0.6%
Aluminum Company of America 9,600 611
Asarco 8,700 237
Nucor 4,000 218
Texas Industries 6,800 387
USX-U.S. Steel Group 9,000 271
-------
1,724
-------
TELEPHONES & TELECOMMUNICATION -- 5.0%
360 Communications* 2,200 52
Airtouch Communications* 50,600 1,297
Ameritech 24,500 1,442
AT&T 18,400 722
Bell Atlantic 16,000 1,006
BellSouth 44,000 1,776
Cincinnati Bell 8,800 525
Frontier 9,800 257
Lucent Technologies 37,314 1,912
MCI Communications 21,900 668
NYNEX 24,600 1,141
SBC Telecommunications 24,500 1,289
Sprint 10,700 448
US West 19,800 619
WorldCom* 49,200 1,138
-------
14,292
-------
TRANSPORTATION SERVICES -- 0.3%
CSX 20,000 935
-------
WHOLESALE -- 4.4%
Alco Standard 12,750 $ 660
Cardinal Health 12,600 1,054
Danka Business Systems ADR 9,600 403
First Brands 6,500 186
General Motors 32,300 1,861
Gillette 52,700 3,887
Johnson & Johnson 16,500 877
Philip Morris 25,900 2,671
Safeway* 24,800 1,007
-------
12,606
-------
Total Common Stocks
(Cost $246,527) 283,967
-------
U.S. TREASURY OBLIGATIONS -- 0.2%
U.S. Treasury Bill
0.000%, 01/09/97 (A) $ 600 597
-------
Total U.S. Treasury Obligations
(Cost $597) 597
-------
U.S. GOVERNMENT AGENCY OBLIGATIONS -- 0.1%
FHLMC
0.000%, 12/02/96 280 280
0.000%, 12/05/96 100 100
5.200%, 12/20/96 65 65
-------
Total U.S. Government Agency Obligations
(Cost $445) 445
-------
REPURCHASE AGREEMENT -- 0.7%
Merrill Lynch
5.570%, dated 11/29/96, matures
12/02/96, repurchase price
$1,912,710 (collateralized by
Tennessee Valley Authority bond
par value $1,910,000, 5.98%,
04/01/96; total market value
$1,964,887) 1,912 1,912
-------
Total Repurchase Agreement
(Cost $1,912) 1,912
-------
Total Investments -- 100.3%
(Cost $249,481) 286,921
-------
OTHER ASSETS AND LIABILITIES, NET -- (0.3%) (903)
-------
5
<PAGE> 13
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
LARGE CAP FUND -- CONCLUDED
- --------------------------------------------------------------------------------
Description
- --------------------------------------------------------------------------------
NET ASSETS:
Capital Shares (unlimited
authorization -- no par
value) based on 25,076,721
outstanding shares of
beneficial interest $248,475
Accumulated net realized
loss on investments (620)
Net unrealized appreciation
on investments 37,440
Net unrealized appreciation
on futures contracts 41
Undistributed net investment income 682
--------
TOTAL NET ASSETS -- 100.0% $286,018
========
NET ASSET VALUE, OFFERING PRICE, AND
REDEMPTION PRICE PER SHARE $ 11.41
========
* Non-income producing security
(A) Security has been pledged as collateral on open futures contracts.
ADR -- American Depository Receipt
Cl -- Class
FHLMC -- Federal Home Loan Mortgage Corporation
SMALL CAP FUND
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
COMMON STOCKS -- 88.4%
AEROSPACE & DEFENSE -- 0.9%
Life Technologies 3,600 $ 79
Orbital Sciences* 4,100 79
Thiokol 10,400 478
Tracor* 5,800 128
-------
764
-------
AEROSPACE DEFENSE -- 0.3%
Cole National* 6,800 178
Neoprobe* 4,000 57
Tredegar Industries 100 4
-------
239
-------
AGRICULTURE -- 0.4%
Springs Industries, Cl A 3,100 144
Sylvan* 17,300 216
-------
360
-------
AIR TRANSPORTATION -- 0.6%
Airnet Systems* 15,400 192
Atlantic Coast Air* 3,300 42
Greenwich Air Services* 1,900 44
Mesaba Holdings* 400 5
Midwest Express Holdings* 5,800 191
-------
474
-------
AIRCRAFT -- 0.4%
BE Aerospace* 300 7
Coltec Industries* 15,200 281
Rohr* 3,000 53
-------
341
--------
APPAREL/TEXTILES -- 1.2%
Burlington Industries* 28,600 311
First Years 8,300 133
Interface 3,500 69
Kenneth Cole Production* 2,800 44
Nautica Enterprises* 3,400 109
Quiksilver* 3,600 72
Tommy Hilfiger* 1,400 76
Worldtex* 19,700 163
-------
977
-------
AUTOMOTIVE -- 1.1%
Coachmen Industries 4,200 107
Dial 14,800 209
Federal Mogul 8,900 198
Gentex* 4,500 88
JLG Industries 5,700 103
Stant 7,100 89
Winnebago Industries 11,300 85
-------
879
-------
6
<PAGE> 14
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
BANKS -- 6.3%
Affiliated Community Bancorp 5,400 $ 121
Astoria Financial* 9,700 366
Bank Plus* 12,200 139
Bank United, Cl A* 8,100 217
BankAtlantic Bancorp Cl B 3,400 44
BankAtlantic Bancorp Cl A 1,875 24
Bay View Capital 1,200 49
Cenfed Financial 8,100 246
Cenrury Bancorp 400 5
Coast Savings Financial* 7,200 256
Commercial Federal 1,500 73
Commonwealth Bancorp 19,900 289
Cullen/Frost Bankers 1,500 53
Dime Community Bancorp * 12,000 169
Downey Financial 16,000 460
DS Bancor* 5,900 250
First Savings Bank of Washington 1,700 32
Firstfed Financial* 4,000 95
Imperial Bancorp* 5,300 119
Itla Capital* 6,400 94
Long Island Bancorp 21,900 699
Ml Bancorp 1,400 21
New York Bancorp 1,500 51
North Fork Bancorporation 2,000 68
Peoples Heritage Financial Group 2,400 67
Queens County Bancorp 12,266 577
Riggs National 14,500 251
Sovereign Bancorp 19,400 255
Westamerica Bancorporation 500 29
-------
5,119
-------
BEAUTY PRODUCTS -- 0.1%
USA Detergents* 2,400 91
-------
BICYCLES -- 0.1%
Cannondale* 3,600 69
Rockshox* 1,000 13
-------
82
-------
BROADCASTING, NEWSPAPERS & ADVERTISING -- 0.4%
Cox Radio Class A* 1,300 23
Emmis Broadcasting* 3,000 103
McClatchy Newspapers, Cl A 5,000 154
Pegasus Communications* 1,200 15
Universal Outdoor Holdings* 1,300 35
-------
330
-------
BUILDING & CONSTRUCTION -- 0.1%
Southern Energy Homes* 1,750 21
Willbros Group* 7,500 80
-------
101
-------
BUILDING & CONSTRUCTION SUPPLIES -- 1.0%
Granite Construction 19,300 $ 386
Griffon* 18,500 199
Miller Industries* 7,800 216
-------
801
-------
CHEMICALS -- 0.5%
General Chemical Group 12,600 247
Mississippi Chemical 5,800 147
-------
394
-------
COAL MINING -- 0.3%
Zeigler Coal Holding 12,700 233
-------
COMMUNICATIONS EQUIPMENT -- 2.3%
Act Manufacturing* 1,300 32
C-Cube Microsystems* 600 26
Checkpoint Systems* 7,950 179
Digital Microwave * 4,300 103
Digital Systems* 7,600 117
Dionex* 200 7
DSP Communications* 6,200 241
Harman International 2,900 148
Inter-Tel* 1,300 23
National Wireless Holdings* 3,400 46
P-Com* 3,500 111
Pairgain Technologies* 3,100 198
Sawtek* 3,400 125
Telco Systems * 5,400 97
Ultrak* 10,200 312
Videoserver* 1,200 59
-------
1,824
-------
COMPUTERS & SERVICES -- 2.7%
Casino Data Systems* 2,000 26
Channell Commercial* 7,500 84
Ciprico* 1,700 23
Comverse Technology* 3,000 102
Control Data Systems* 4,500 89
Dynatech* 1,400 65
Encad* 4,300 161
HMT Technology* 3,600 63
Komag* 2,400 77
Lecroy* 900 32
Lexmark International Group* 10,500 272
Microtouch Systems* 5,200 130
Natural Microsystems* 3,600 93
Network Appliance* 4,500 162
Proxima* 2,900 40
Trident Microsystems* 5,000 106
Unisys* 22,800 174
Verifone* 1,500 51
Verilink 2,250 68
Wang Laboratories* 19,500 412
-------
2,230
-------
7
<PAGE> 15
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
SMALL CAP FUND -- CONTINUED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
CONCRETE & MINERAL PRODUCTS -- 0.4%
Dal-Tile International* 13,500 $ 287
-------
CONSUMER PRODUCTS -- 1.5%
Public Service of New Mexico 22,500 430
Stride Rite 21,000 210
Timberland Cl A* 3,200 124
US Can* 18,800 313
Vans* 5,800 89
Wolverine World Wide 2,500 67
-------
1,233
-------
CONTAINERS & PACKAGING -- 0.1%
Greif Brothers 2,100 61
-------
DRUGS -- 2.3%
Alkermes* 1,400 20
Anesta* 3,700 52
ChiRex* 3,700 40
Dura Pharmaceuticals* 7,800 289
Fuisz Technologies* 4,300 35
Guilford Pharmaceuticals* 6,850 121
Interneuron Pharmeceutical* 2,000 39
Jones Medical Industries 5,900 236
Liposome* 2,700 49
Medicis Pharmaceutical, Cl A* 4,650 204
NBTY* 5,800 94
Neurocrine Biosciences* 2,900 29
Onyx Pharmaceuticals * 2,800 28
Parexel International* 1,600 83
Pathogenesis* 3,800 96
Rexall Sundown* 17,100 434
-------
1,849
-------
ELECTRICAL TECHNOLOGY -- 0.4%
Belden 8,200 280
Chicago Miniature Lamp* 1,950 65
-------
345
-------
ENTERTAINMENT -- 1.3%
Anchor Gaming* 2,700 113
Casino America* 12,700 43
Gc* 6,100 214
Harveys Casinos Resorts 12,200 203
MGM Grand* 800 31
Regal Cinemas* 8,175 267
Station Casinos * 17,200 183
-------
1,054
-------
ENVIRONMENTAL SERVICES -- 0.1%
United Waste Systems* 2,400 80
-------
FINANCIAL SERVICES -- 3.0%
Aames Financial 4,200 $ 180
Arden Reality Group* 9,300 224
Beacon Properties 5,700 180
Central Financial Acceptance* 2,200 42
Consumer Portfolio Services* 7,800 100
Credit Acceptance* 8,400 217
DVI* 2,500 32
Equity Inns, REIT 11,300 134
First Alliance* 1,450 41
Greater NY Savings Bank* 1,600 21
Imperial Credit Industries* 12,200 259
Inacom* 3,300 102
Jayhawk Acceptance* 5,100 62
Mail Boxes Etc.* 1,100 24
Metris* 2,200 52
Morningstar Group* 37,800 652
National Surgery Centers* 1,000 32
The Money Store 2,500 76
-------
2,430
-------
FOOD, BEVERAGE & TOBACCO -- 1.6%
Dimon 6,100 127
John B. Sanfilippo & Son* 13,900 76
Ralcorp Holdings* 9,700 190
Redhook Ale Brewery* 3,100 43
Riser Foods, Cl A* 7,900 241
Schweitzer-Manduit International* 6,300 208
Smithfield Foods* 9,000 293
Worthington Foods 4,600 117
-------
1,295
-------
GAS/NATURAL GAS -- 0.3%
NUI 8,000 160
Unit* 10,300 86
-------
246
-------
GLASS PRODUCTS -- 0.8%
Bush Industries 3,000 54
Cort Business Service* 6,800 152
Hirsch International* 9,250 176
Libbey 8,400 226
Spectran* 3,200 56
-------
664
-------
HOTELS & LODGING -- 0.3%
Candlewood Hotels* 3,800 38
Doubletree* 4,100 172
Suburban Lodges of America* 1,100 19
-------
229
-------
8
<PAGE> 16
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
HOUSEHOLD FURNITURE & FIXTURES -- 0.6%
Chromcraft Revington* 100 $ 3
Ethan Allen Interiors 4,400 146
Furniture Brands International* 9,900 123
O'Sullivan Industries Holdings* 17,400 194
-------
466
-------
HOUSEHOLD PRODUCTS -- 0.8%
Advanced Lighting Technologies* 5,950 131
American Safety Razor* 17,600 213
Helen of Troy Limited* 5,600 120
Holophane* 8,500 162
-------
626
-------
INSURANCE -- 8.1%
Delphi Financial Group, Cl A* 3,540 100
Allmerica Financial* 7,200 238
American Travelers* 3,100 109
Amerin* 6,100 139
Capital Re 11,600 445
Capmac Holdings 3,900 130
Compdent* 1,300 36
E.W. Blanch Holdings 11,900 234
Enhance Financial Services Group 5,700 195
Everest Reinsurance Holdings 4,600 129
Executive Risk 6,300 252
FPIC Insurance Group* 13,200 177
Gryphon Holdings* 13,100 185
Highlands Insurance Group* 8,400 165
Home State Holdings* 7,600 58
Horace Mann Educators 12,200 461
IPC Holdings 9,600 218
MMI 7,200 222
NAC Re 2,300 84
Partnerre Holdings 4,200 137
Penncorp Financial Group 5,100 175
PMI Group 5,300 307
Presidential Life 12,200 145
Reinsurance Group of America 4,800 226
Security-Connecticut 17,500 604
State Auto Financial 14,100 224
Terra Nova (Bermuda)
Holdings-A* 8,000 186
Total Renal Care Holdings* 3,300 113
Travelers/Aetna Property
Casualty 6,700 231
United Dental Care* 1,900 53
Western National 33,400 622
--------
6,600
-------
LEASING & RENTING -- 0.3%
Leasing Solutions * 4,800 $ 139
Prime Service* 900 25
Rental Service* 1,700 44
Renters' Choice* 3,150 57
-------
265
-------
LEISURE PRODUCTS -- 0.5%
Equity Marketing* 4,900 113
Galoob Lewis Toys* 3,800 111
Velcro Industries 2,600 143
-------
367
-------
LUMBER & WOOD PRODUCTS -- 1.0%
Cavalier Homes 3,750 42
Champion Enterprises* 13,628 284
Fibreboard* 10,600 367
T J International 5,400 117
-------
810
-------
MACHINERY -- 2.4%
Camco International 1,500 63
Chase Brass Industries* 6,200 112
Duriron 2,500 67
Edelbrock* 4,900 77
Fisher Scientific International 8,200 375
Gardner Denver Machinery* 2,500 91
Giddings & Lewis 9,900 116
Graco 7,900 203
Manitowoc 2,600 114
Moog* 4,100 98
Thermatrix * 3,900 36
Trico Marine Services * 2,200 94
UCAR International* 7,400 280
UNR Industries 7,500 52
Varco International* 2,900 66
Zoltek* 3,600 129
-------
1,973
-------
MANUFACTURING -- 0.3%
West Marine* 6,600 221
-------
MARINE TRANSPORTATION -- 0.5%
Oak Industries* 10,900 253
Royal Caribbean Cruises 6,000 155
-------
408
-------
MEASURING DEVICES -- 0.2%
Fluke 3,500 151
Thermedics* 1,400 29
-------
180
-------
9
<PAGE> 17
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
SMALL CAP FUND -- CONTINUED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
MEDICAL PRODUCTS & SERVICES -- 4.2%
Techne* 1,800 $ 43
Algos Pharmaceuticals* 5,300 60
American Homepatient* 2,500 58
CNS* 1,300 18
Digene* 3,700 37
Emcare Holdings* 1,000 20
ESC Medical Systems* 2,600 69
HemaSure* 4,200 36
Hologic* 2,100 53
Horizon Mental Health
Management* 2,200 54
II-VI* 3,200 84
Interim Services* 3,000 118
Invacare 2,000 54
Lunar* 800 25
Maxicare Health Plans* 8,500 175
Medquist* 12,300 237
Mentor Corporation/Minn 4,000 110
Multicare* 5,000 99
NCS Healthcare* 1,100 30
Novoste* 4,300 61
Occusystems* 3,100 90
Oec Medical Systems* 10,100 141
Orthodontic Centers of America* 9,400 119
PHP Healthcare* 3,800 87
Pediatrix Medical Group* 5,400 209
Perceptron* 3,000 104
Phycor* 4,000 129
Physio-Control International* 1,100 20
Prime Medical Services* 9,000 105
Quorum Health Group* 8,100 228
Renal Treatment Centers* 3,500 91
Safeskin* 2,900 150
Summit Care* 6,400 96
Sun Healthcare Group* 14,700 184
Universal Health Services, Cl B* 1,400 40
Urocor * 1,900 18
Urohealth Systems Class A* 4,000 35
Urologix* 3,200 48
Visix Space* 3,900 92
-------
3,427
-------
MINING -- 0.3%
Wolverine Tube* 7,100 264
-------
MISCELLANEOUS BUSINESS SERVICES -- 7.3%
Abacus Direct* 800 19
Access Health Marketing* 1,500 59
Advanced Technologies
Laboratories* 5,200 148
Allin Communications* 2,000 35
Aspen Technology* 6,600 550
Avant* 1,800 $ 53
BDM International* 2,000 94
Black Box* 5,900 242
Brooktrout Tech* 2,500 80
Caci International* 9,700 183
Cambridge Technology Partners* 4,900 149
Clarify* 3,600 162
Concord EFS* 7,700 224
Dataworks* 11,500 250
Dendrite International* 2,900 70
Diamond Multimedia Systems* 500 6
Employee Solutions* 4,200 78
Envoy* 3,600 134
Fair, Isaac 2,400 84
Gensym* 450 5
Health Management Systems* 3,000 45
HNC Software* 2,700 80
Hyperion Software* 5,000 108
Infinity Financial* 3,000 51
Inso* 2,200 94
JDA Software Group* 4,900 131
Learning Tree International* 2,800 127
Macromedia* 1,800 33
Manugistics* 2,400 89
McAfee Associates* 3,000 143
Medic Computer Systems* 4,700 159
Meta Group* 2,700 75
National Instruments* 2,400 77
National Techteam* 6,900 151
Orcad* 5,900 59
Peerless Systems* 6,100 79
Pegasystems* 700 21
Physician Support Systems* 7,200 124
Planning Sciences
International, ADR* 4,800 66
PMT Services* 3,900 83
Premisys Communications* 500 26
Project Software & Development* 1,400 58
Pure Atria* 2,700 75
Registry * 1,400 68
S3* 4,300 73
SPSS* 1,200 35
Summit Design* 1,500 15
Sunquest* 4,400 65
Synopsys* 2,100 93
Systemsoft Corp* 5,500 101
Unison Software* 1,600 39
Vanstar* 8,200 223
Veritas Software* 3,200 148
Viasoft* 2,000 91
Visio* 2,750 136
Wackenhut Corrections* 3,800 66
Wall Data* 2,900 43
10
<PAGE> 18
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
Wind River Systems* 1,400 $ 69
Xircom* 5,600 112
-------
5,956
-------
MISCELLANEOUS CONSUMER SERVICES -- 0.6%
Accustaff* 2,142 43
Corestaff* 1,900 49
G&K Services 2,500 91
Regis 2,300 58
Robert Half International* 400 15
Romac International* 900 22
Steiner Leisure* 10,000 136
Western Staff Services * 6,400 89
-------
503
-------
MISCELLANEOUS MANUFACTURING -- 1.3%
ACX Technologies * 12,700 232
Cable Design Technologies* 1,200 35
Coastcast* 7,700 120
Encore Wire* 6,500 103
Paragon Trade Brands* 14,200 394
Superior Telecom * 10,000 188
-------
1,072
-------
OFFICE FURNITURE & FIXTURES -- 1.2%
Caraustar Industries 11,000 373
Kimball International, Cl B 14,600 610
-------
983
-------
PAPER & PAPER PRODUCTS -- 0.9%
American Pad & Paper * 8,600 170
Buckeye Cellulose* 9,900 266
NUCO2* 400 5
Pope and Talbot 12,600 200
Republic Group 3,000 55
-------
696
-------
PETROLEUM & FUEL PRODUCTS -- 3.1%
Belden & Blake* 16,800 424
Cabot Oil & Gas Cl A 2,700 48
Cliffs Drilling * 6,500 338
Comstock Resources * 4,000 50
Cross Timbers Oil 3,600 86
Energy Ventures* 1,300 64
Ensco International* 1,000 44
Forest Oil* 2,400 37
Marine Drilling * 3,000 48
Montery Resources * 1,800 30
Noble Drilling* 2,000 39
Nuevo Energy* 1,900 95
Oceaneering International* 3,500 58
Petroleum Geo Services, ADR* 1,600 60
Plains Resources* 7,400 120
Pool Energy Services * 12,600 $ 186
Pride Petroleum Service* 1,900 34
Seacor Holdings* 1,000 63
Seitel * 5,100 207
Shaw Group* 2,600 67
Stone Energy* 4,000 93
Swift Energy * 2,600 82
Tuboscope Vecto International* 6,100 94
Veritas Dgc* 5,600 120
-------
2,487
-------
PETROLEUM REFINING -- 0.4%
Forasol-Foramer NV* 11,900 214
Tesoro Petroleum* 7,000 102
-------
316
-------
PHOTOGRAPHIC EQUIPMENT & SUPPLIES -- 0.1%
Seattle Filmworks * 4,100 80
-------
PRINTING & PUBLISHING -- 1.8%
Bowne 6,500 159
Central Newspapers, Cl A 9,900 431
Desktop Data* 1,950 44
Electronics for Imaging* 1,300 110
Lone Star Industries 2,800 104
Medusa 7,300 253
New England Business Service 11,300 219
Southdown 3,800 124
Standard Register 1,100 31
-------
1,475
-------
PROFESSIONAL SERVICES -- 4.3%
Carson Pirie* 17,700 458
Childrens Comprhensive * 2,200 35
Cornell Corrections* 1,700 17
Devry* 1,000 45
Educational Management* 1,800 33
Equity International* 5,700 123
Intelliquest Information Group * 2,000 48
Little Switzerland* 25,000 114
Longs Drug Stores 7,700 386
Mueller Industries* 3,200 125
Nichols Research* 2,250 55
Proffitts* 1,000 41
Ross Stores* 3,300 168
Shopko Stores 31,400 487
Stein Mart* 5,900 113
Sylvan Learning Systems* 7,200 188
Tetra Tech* 2,000 37
Waban* 26,000 686
Zale* 17,200 342
-------
3,501
-------
11
<PAGE> 19
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
SMALL CAP FUND -- CONCLUDED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
RAILROADS -- 0.8%
American Medical Response* 2,500 $ 75
Canadian National Railway 7,700 317
Genessee and Wyoming* 2,800 97
Railtex* 3,400 85
Rural/Metro* 2,000 70
-------
644
-------
REPAIR SERVICES -- 0.1%
Oxford Resources, Cl A* 2,900 74
-------
RETAIL -- 5.6%
Alberto Culver, Cl A 9,900 400
American Medserve* 2,200 36
BMC West* 19,200 228
Borders Group* 900 33
Burlington Coat Factory Warehouse* 12,500 150
CDW Computer Centers* 2,050 135
CKE Restaurants 3,100 95
Claire's Stores 2,750 44
Cooker Restaurant 4,100 46
Damark International* 2,700 24
Dollar Tree Stores* 4,500 172
Dress Barn* 24,500 352
Duck-Wall Alco Stores* 6,400 80
Eagle Hardware & Garden* 5,700 139
Finish Line* 4,800 108
Foodmaker* 2,900 26
Gadzooks* 10,300 294
Gargoyles* 5,600 55
Goodys Family Clothing * 7,500 123
Guess* 10,900 146
Hollywood Entertainment* 2,600 52
Ingles Markets Cl A 12,200 178
Just for Feet* 6,175 146
Landry's Seafood Restaurants* 8,300 199
Longhorn Steaks* 1,900 38
Men's Wearhouse* 3,500 81
Multiple Zones* 4,600 86
National Media* 1,400 11
Papa John's International* 4,500 145
Petco Animal Supplies* 5,850 128
Rainforest Cafe* 6,800 199
Ruddick 19,800 262
Showbiz Pizza Time* 5,600 92
St. John Knits 1,300 56
Stage Stores* 3,800 71
US Office Products* 1,000 31
Whole Foods Market* 2,700 61
Williams Sonoma* 1,000 35
-------
4,557
-------
RUBBER & PLASTIC -- 0.3%
Foamex International* 5,800 96
Mark IV Industries 7,100 155
-------
251
-------
SEMI-CONDUCTORS/INSTRUMENTS -- 3.4%
Actel* 4,200 $ 92
AVX 12,300 275
Burr-Brown* 9,100 237
Chips & Technologies* 1,800 38
Computer Products* 10,700 215
Cypress Semiconductor* 1,600 20
Elantec Semiconductor* 9,600 48
Flextronics International* 2,300 81
Hadco* 1,000 46
Hutchinson Technology* 2,500 132
Intevac* 4,600 74
Methode Electronics, Cl A 4,000 77
Micro Linear* 4,300 28
Microchip Technology* 700 33
Photronics Labs* 3,850 121
Read-Rite* 21,100 467
Remec* 5,700 109
Sanmina* 4,500 196
Speedfam International* 600 12
Supertex* 4,600 87
Technitrol 1,300 47
Vitesse Semiconductor* 2,400 115
VLSI Technology* 3,200 74
Zycon* 10,600 133
-------
2,757
-------
SPECIALTY CONSTRUCTION -- 0.4%
Apogee Enterprises 2,100 93
DR Horton* 11,900 125
Oakwood Homes 5,000 111
-------
329
-------
SPECIALTY MACHINERY -- 0.3%
Fedders 22,300 106
Schnitzer Steel Industries, Cl A 4,700 129
-------
235
-------
STEEL & STEEL WORKS -- 0.8%
Gibraltar Steel* 4,300 102
Lone Star Technologies* 5,400 95
Maverick Tube* 7,400 117
Oregon Metallurgical* 2,900 103
Precision Castparts 2,000 94
Quanex 3,700 99
-------
610
-------
TECHNOLOGY, GENERAL -- 0.5%
Marshall Industries* 4,200 130
Middleby* 5,300 32
TBC* 33,100 242
-------
404
-------
12
<PAGE> 20
<TABLE>
<CAPTION>
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
<S> <C> <C>
TELEPHONES & TELECOMMUNICATION -- 1.4%
Acc* 3,150 $ 94
Brightpoint* 2,800 102
Comsat 18,400 483
LCI International* 2,300 75
Lightbridge* 1,900 18
Midcom Communications* 4,200 48
Pacific Gateway Exchange* 1,850 52
Periophonics* 1,000 20
Telco Communications Group* 6,700 109
Teletech Holdings* 1,800 57
Transaction Network Services* 3,600 45
-------
1,103
-------
TESTING LABORATORIES -- 0.5%
Atrix Labs* 2,500 25
Clintrials Research* 3,000 65
Curative Technologies* 4,500 117
FemRx* 8,400 48
International Telecommunications
Data Systems* 2,200 52
Quintiles Transnational* 1,300 79
-------
386
-------
TRUCKING -- 0.4%
Air Express International 2,000 65
Expeditors International of
Washington 2,600 116
Iron Mountain* 2,600 80
Swift Transportation* 2,500 60
Trism* 2,100 8
Werner Enterprises 2,000 32
-------
361
-------
WHOLESALE -- 2.9%
Barnett* 2,000 49
Central Garden and Pet* 3,700 80
Egghead* 20,700 128
Ha Lo Industries* 3,900 150
Harmonic Lightwaves* 2,500 50
Henry Schein * 3,700 151
Hughes Supply 2,700 116
Insight Enterprises* 4,300 145
Medical Resources* 14,400 128
North Face* 3,600 80
Omnicare 6,900 210
Physician Sales & Services* 2,600 53
Pioneer Standard Electronics 10,400 114
Serologicals* 2,300 77
Stormedia* 8,900 113
Technical Chemical & Products* 3,600 33
Universal Forest Products 28,000 357
Winstar Communications* 2,700 56
Wyle Laboratories 7,400 266
-------
2,356
-------
TOTAL COMMON STOCKS
(Cost $67,329) $71,755
-------
U.S. TREASURY OBLIGATIONS -- 0.6%
U.S. Treasury Bill
0.000%, 01/09/97 (A) $ 500 497
-------
Total U.S. Treasury Obligations
(Cost $497) 497
-------
REPURCHASE AGREEMENT -- 9.0%
Merrill Lynch
5.57%, dated 11/29/96, matures
12/02/96, repurchase price
$7,300,174 (collateralized by
Tennessee Valley Authority
bond par value $7,280,000, 5.98%,
04/01/96; total market value
$7,489,204) 7,296 7,297
-------
Total Repurchase Agreement
(Cost $7,297) 7,297
-------
Total Investments -- 98.0%
(Cost $75,123) 79,549
-------
OTHER ASSETS AND LIABILITIES, NET -- 2.0% 1,652
-------
NET ASSETS:
Capital Shares (unlimited
authorization -- no par
value) based on 7,977,991
outstanding shares of beneficial interest 78,297
Accumulated net realized loss
on investments (1,995)
Net unrealized appreciation
on investments 4,426
Net unrealized appreciation
on futures contracts 396
Undistributed net investment income 77
-------
TOTAL NET ASSETS -- 100.0% $81,201
=======
NET ASSET VALUE, OFFERING PRICE, AND
REDEMPTION PRICE PER SHARE $ 10.18
=======
* Non-income producing security
(A) Security has been pledged as collateral on open futures contracts.
Cl -- Class
REIT -- Real Estate Investment Trust
</TABLE>
13
<PAGE> 21
SCHEDULE OF INVESTMENTS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
CORE FIXED INCOME FUND
- --------------------------------------------------------------------------------
Face Market
Description Amount (000) Value (000)
- --------------------------------------------------------------------------------
U.S. TREASURY OBLIGATIONS -- 37.5%
U.S. Treasury Bonds
9.250%, 02/15/16 $11,425 $14,955
6.000%, 02/15/26 10,450 9,854
U.S. Treasury Notes
6.500%, 05/15/97 1,140 1,146
5.625%, 08/31/97 275 275
5.375%, 05/31/98 1,800 1,796
7.500%, 10/31/99 2,100 2,198
5.875%, 11/15/99 1,760 1,768
6.875%, 03/31/00 1,900 1,964
5.500%, 04/15/00 1,825 1,813
5.750%, 10/31/00 685 684
6.500%, 05/31/01 50 51
6.625%, 07/31/01 4,200 4,332
6.500%, 08/31/01 1,000 1,026
6.250%, 10/31/01 6,400 6,506
10.750%, 02/15/03 1,750 2,182
7.250%, 05/15/04 320 344
6.500%, 10/15/06 80 83
6.750%, 08/15/26 7,600 7,925
U.S. Treasury STRIPS
0.000%, 02/15/99 2,550 2,258
-------
Total U.S. Treasury Obligations
(Cost $58,583) 61,160
-------
U.S. GOVERNMENT MORTGAGE-BACKED
OBLIGATIONS -- 23.0%
FHLMC
9.000%, 12/01/05 43 46
7.500%, 06/01/10 144 148
7.500%, 11/01/10 189 195
7.000%, 01/01/11 2,413 2,434
9.750%, 10/01/14 740 802
7.000%, 05/01/24 1,314 1,308
7.000%, 09/01/25 8,179 8,133
7.500%, 01/01/26 634 643
7.500%, 03/01/26 49 50
6.500%, 04/01/26 1,242 1,208
7.500%, 05/01/26 1,024 1,067
7.500%, 06/01/26 121 125
8.500%, 06/01/26 722 754
7.500%, 07/01/26 876 889
8.500%, 07/01/26 1,899 1,983
7.500%, 08/01/26 1,007 1,023
8.000%, 08/01/26 3,784 3,894
FHLMC (A)
6.069%, 06/01/15 395 393
6.069%, 08/01/15 602 599
FHLMC REMIC Series 1 Class Z
9.300%, 04/15/19 800 837
FHLMC REMIC Series 1907 Class LP
0.000%, 06/15/20 250 164
FNMA REMIC Series 1996-56 Class E
0.000%, 04/25/23 $ 70 $ 49
FNMA
8.500%, 09/01/13 24 26
7.000%, 05/01/23 401 398
0.000%, 07/25/23 88 65
0.000%, 08/25/23 206 188
7.000%, 11/01/23 581 577
7.000%, 01/01/24 1,663 1,650
7.000%, 03/01/26 956 950
7.000%, 05/01/26 124 123
8.000%, 12/01/26 2,500 2,566
FNMA STRIPS
9.000%, 09/25/25 376 400
GNMA
8.500%, 11/15/00 21 22
7.500%, 09/15/06 375 381
7.000%, 04/15/23 23 24
7.500%, 04/15/23 872 885
6.500%, 08/15/23 114 111
6.500%, 10/01/23 518 504
6.500%, 10/15/23 186 181
7.000%, 10/15/23 140 139
7.000%, 11/15/23 260 259
6.500%, 12/15/23 1,637 1,592
8.000%, 05/15/24 1,923 1,983
8.500%, 06/15/25 24 26
8.500%, 08/15/25 98 104
8.500%, 10/15/25 98 103
8.500%, 11/15/25 24 26
8.500%, 12/15/25 41 43
8.500%, 02/15/26 66 69
8.000%, 12/18/26 1,000 1,029
GNMA (A)
7.125%, 04/20/25 2,295 2,358
-------
Total U.S. Government Mortgage-Backed
Obligations (Cost $42,407) 43,526
-------
U.S. GOVERNMENT AGENCY OBLIGATIONS -- 1.6%
Resolution Trust Funding
8.625%, 01/15/30 250 320
Resolution Trust Funding STRIPS
0.000%, 01/15/17 375 97
0.000%, 04/15/17 275 70
0.000%, 10/15/19 850 184
0.000%, 10/15/20 175 35
SLMA (A)
6.090%, 07/25/11 1,600 1,601
Small Business Administration
Series 1996-I
7.700%, 09/01/16 400 419
14
<PAGE> 22
================================================================================
- --------------------------------------------------------------------------------
Face Market
Description Amount (000) Value (000)
- --------------------------------------------------------------------------------
Small Business Administration
Series 1996-J
7.200%, 10/01/16 $ 200 $ 205
-------
Total U.S. Government Agency Obligations
(Cost $2,821) 2,931
-------
CORPORATE OBLIGATIONS -- 19.5%
Associates of North America
9.125%, 04/01/00 1,300 1,415
BankAmerica
9.200%, 05/15/03 150 172
Banque Paribas
6.875%, 03/01/09 575 561
Barclays North America Capital
9.750%, 05/15/21 225 259
Bear Stearns
6.500%, 06/15/00 1,450 1,457
Becton Dickinson
9.250%, 06/01/16 75 78
Chrysler Financial
13.250%, 10/15/99 150 178
Commonwealth Edison
9.500%, 05/01/16 650 683
9.875%, 06/15/20 150 176
Connecticut Light & Power
7.875%, 06/01/01 1,100 1,133
Continental Cablevision
8.875%, 09/15/05 275 311
Dayton Hudson
8.600%, 01/15/12 175 198
Deseret Generator & Transportation
Cooperative
9.375%, 01/02/11 175 182
Dresdner Bank
7.250%, 09/15/15 300 304
Equitable
9.000%, 12/15/04 700 800
Federal Express
9.625%, 10/15/19 150 164
Federal Paperboard
8.875%, 07/01/12 300 349
First Chicago
9.875%, 08/15/00 450 503
First National Bank of Omaha
7.320%, 12/01/10 250 255
Ford Capital
10.125%, 11/15/00 1,525 1,727
Ford Motor Credit
8.375%, 01/15/00 150 159
6.850%, 08/15/00 575 587
General Motors Acceptance STRIPS
0.000%, 06/15/15 2,600 715
General Motors
9.625%, 12/01/00 $1,136 $ 1,268
Georgia Pacific
9.500%, 12/01/11 500 607
Goldman Sachs
6.250%, 02/01/03 800 788
GTE
10.250%, 11/01/20 300 346
Household Finance
9.625%, 07/15/00 625 691
Hydro Quebec
9.750%, 01/15/18 300 341
8.050%, 07/07/24 450 506
J.C. Penney
9.750%, 06/15/21 250 281
J P Morgan Capital Trust I (C)
7.540%, 01/15/27 700 700
Lehman Brothers
9.375%, 01/15/99 600 638
9.875%, 10/15/00 325 362
Loew's
7.625%, 06/01/23 450 453
7.000%, 10/15/23 1,350 1,269
Long Island Lighting
9.625%, 07/01/24 350 370
May Department Stores
9.875%, 06/15/21 250 286
Midland Bank
6.950%, 03/15/11 975 990
Millennium America
7.625%, 11/15/26 650 648
NCNB Bank
10.200%, 07/15/15 800 1,038
News America Holdings
7.750%, 12/01/45 700 679
Norsk Hydro A/S
9.000%, 04/15/12 275 329
Paine Webber Group
6.930%, 08/15/03 325 325
Province of New Foundland, Canada
10.000%, 12/01/20 200 263
Public Services Electric
& Gas
7.625%, 02/01/00 200 208
Arizona Public Service
Pvngs II Funding
8.000%, 12/30/15 1,000 1,056
RJR Nabisco
8.750%, 08/15/05 350 356
8.750%, 07/15/07 425 432
Salomon Brothers
7.750%, 05/15/00 225 234
6.750%, 02/15/03 550 547
15
<PAGE> 23
SCHEDULE OF INVESTMENTS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
CORE FIXED INCOME FUND -- CONCLUDED
- --------------------------------------------------------------------------------
Face Market
Description Amount (000) Value (000)
- --------------------------------------------------------------------------------
Southern California Edison
8.875%, 05/01/23 $ 125 $ 130
Soyland Power Cooperative
9.700%, 09/30/17 1,225 1,308
Swiss Bank
7.000%, 10/15/15 300 299
System Energy Resources
7.430%, 01/15/11 388 387
TCI Communications
8.750%, 08/01/15 1,700 1,679
Tele-Communications
9.250%, 01/15/23 150 147
Tenneco
10.000%, 03/15/08 250 312
7.250%, 12/15/25 125 124
Tennesee Gas Pipeline
6.000%, 12/15/11 599 539
Time Warner
8.180%, 08/15/07 200 212
Time Warner Entertainment
8.375%, 07/15/33 550 570
Union Camp
10.000%, 05/01/19 550 621
Utilicorp United
10.500%, 12/01/20 200 229
Weyerhaeuser
7.250%, 07/01/13 325 334
-------
Total Corporate Obligations
(Cost $34,065) 35,268
-------
ASSET-BACKED OBLIGATIONS -- 7.4%
AT&T Universal Credit Card
Master Trust 1995-2 A
5.950%, 10/17/02 725 722
Banc One Credit Card Master
Trust 1995-B A
6.300%, 09/15/00 1,100 1,109
Chemical Master Credit Card
Trust I 1995-2 A
6.230%, 06/15/03 750 757
Citibank Credit Card Master
Trust 1996-1 A
0.000%, 02/07/03 300 233
0.000%, 02/07/03 2,500 1,939
Discover Card Acceptance
1995-2 A
6.550%, 08/15/00 725 738
First Chicago Master
Trust II 1994-L A
7.150%, 04/15/01 1,575 1,623
First Chicago Master
Trust II 1991-D A
8.400%, 06/15/98 $ 141 $ 141
Private Label Credit Card
Master Trust II 1994-2 A
7.800%, 09/20/03 250 259
Keycorp Auto Grantor
Trust 1995-A A
5.800%, 07/15/00 347 348
Premier Auto Trust 1993-2 A3
4.900%, 10/15/98 517 516
Premier Auto Trust 1993-5 B
4.450%, 03/02/99 159 158
Premier Auto Trust 1995-3 A3
5.950%, 12/06/98 550 551
Premier Auto Trust 1993-5 A2
4.220%, 03/02/99 1,273 1,262
Sears Credit Account
Master Trust 1994-1 A
7.000%, 08/15/00 1,025 1,053
Sears Credit Account
Master Trust 1995-3 A
7.000%, 10/15/04 1,300 1,340
Western Financial
Grantor Trust 1995-2 A1
7.100%, 07/01/00 565 573
-------
Total Asset-Backed Obligations
(Cost $13,061) 13,322
-------
MORTGAGE-BACKED OBLIGATIONS -- 3.3%
Community Program Loan
Trust 1987-A A4
4.500%, 10/01/18 375 329
Donaldson Lufkin Jenrette
Mortgage 1996-CF2 A1B (B)
7.290%, 11/12/21 1,200 1,244
Merrill Lynch Mortgage
Investors 1996-C2 A3
6.960%, 11/21/28 1,600 1,620
NationsBank 1995-1 A
6.450%, 04/15/03 1,025 1,040
Rural Housing REMIC
Trust 1987-1B
3.330%, 10/01/28 1,716 1,612
Structured Asset Securities
1996-CFL C
6.525%, 02/25/28 (D) 125 124
-------
Total Mortgage-Backed Obligations
(Cost $5,877) 5,969
-------
16
<PAGE> 24
<TABLE>
<CAPTION>
================================================================================
- --------------------------------------------------------------------------------
Face Market
Description Amount (000) Value (000)
- --------------------------------------------------------------------------------
<S> <C> <C>
MUNICIPAL BOND -- 0.1%
Los Angeles County, California
Taxable Pension Obligation
Series D
0.000%, 06/30/10 $ 650 $ 249
--------
Total Municipal Bond
(Cost $223) 249
--------
COMMERCIAL PAPER -- 0.5%
Kingdom of Sweden
5.450%, 01/21/97 875 868
--------
Total Commercial Paper
(Cost $868) 868
--------
REPURCHASE AGREEMENTS -- 7.1%
Merrill Lynch
5.72%, dated 11/29/96 matures
12/02/96, repurchase price
$12,780,960 (collateralized by
FHLMC Bond, par value
$14,085,000, 6.373%, 10/01/25;
total market value $13,033,588) 12,775 12,775
--------
Total Repurchase Agreement
(Cost $12,775) 12,775
--------
Total Investments -- 100.0%
(Cost $170,690) $176,068
========
(A) Variable Rate Security -- the rate reported on the Statement of Net Assets
is the rate in effect as of November 30, 1996.
(B) Security sold within the terms of a private placement memorandum, exempt
from registration under section 144A of the Securities Act of 1933, as
amended, and may be sold only to dealer.
(C) Securities have been issued on a When-issued basis.
(D) Structured Note
FHMLC -- Federal Home Loan Mortgage Corporation
FNMA -- Federal National Mortgage Association
GNMA -- Government National Mortgage Association
REMIC -- Real Estate Mortgage Investment Conduit
SLMA -- Student Loan Marketing Association
STRIPS -- Separately Traded Registered Interest and Principal Securities
</TABLE>
17
<PAGE> 25
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
INTERNATIONAL EQUITY FUND
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
FOREIGN COMMON STOCKS -- 94.7%
AUSTRALIA -- 3.1%
Advance Bank Australia 23,400 $ 132
Amcor 24,200 149
Australia & New Zealand
Bank Group 271,728 1,784
Boral 86,600 226
Broken Hill Proprietary 55,577 815
Capral Aluminum 85,700 258
Coca Cola Amatil 10,030 113
Coles Myer 34,000 127
CRA 14,544 243
Foodland 111,900 528
Fosters Brewing 64,000 119
Futuris 117,710 162
General Property Trust, units 67,000 135
Goodman Fielder 99,171 126
Incitec 2,500 13
Jupiters 64,500 157
Lend Lease 9,790 182
M.I.M. Holdings 90,000 128
Mayne Nickless 19,000 124
National Australia Bank 169,923 2,115
Newscorp 58,587 312
Pacific Magazines & Print 77,300 214
Pioneer International 274,000 758
Publishing & Broadcasting 20,600 97
Qantas Airways 437,300 680
QCT Resources 75,000 105
Rothmans Holdings 26,800 168
Santos 30,500 124
Simsmetal 17,900 96
Stockland Trust Group 85,000 225
Western Mining 50,045 318
Westpac Bank 138,800 830
Woodside Petroleum 23,700 166
-------
11,729
-------
AUSTRIA -- 0.3%
Bank Oberoesterr & Salzburg 100 6
Brauerei Schwechat 2,300 104
Radex Heraklith 7,900 238
SCA Laakirchen 100 43
Strabag Osterreich 600 35
Vienna International Airport 5,300 243
Voest-Alpine Stahl 8,700 306
--------
975
--------
BELGIUM -- 1.0%
Arbed 1,490 166
CMB 4,030 306
Gevaert Photo 1,090 74
GIB 25,960 1,163
Kredietbank 1,853 $ 608
Solvay 925 567
Tessenderlo Chemie 463 194
Tractabel 1,580 730
--------
3,808
--------
CANADA -- 0.8%
Canadian Imperial Bank, Toronto 3,200 144
Cascades 35,800 200
CCL Industries, Cl B 9,300 102
Dofasco 23,000 450
London Insurance Group 2,100 58
National Bank of Canada, Montreal 37,500 401
Oshawa Group, Cl A 12,200 187
Royal Bank of Canada, Montreal 28,710 1,061
Stelco, Cl A* 41,300 257
West Fraser Timber 4,800 150
--------
3,010
--------
DENMARK -- 0.8%
BG Bank 1,200 53
Den Danske Bank 9,000 680
Kobenhavn Lufthavne 9,020 941
Novo Nordisk, Cl B 6,787 1,256
--------
2,930
--------
FINLAND -- 0.2%
Enso, Cl A 18,700 142
Finnair, Series 1 15,300 104
Kesko 31,000 415
Metsa Serla, Cl B 33,900 228
--------
889
--------
FRANCE -- 8.0%
Adecco 1,017 261
AXA 18,000 1,082
Bazar Hotel de Ville 1,161 109
Bertrand Faure 8,100 304
Bic 2,950 442
Bollore Technologies 1,400 150
Bongrain 610 238
Carrefour 2,332 1,441
Castorama Dubois 6,213 1,095
Cetelem 5,606 1,355
CGIP 1,850 453
Christian Dior 5,750 845
CIC Union Europe 2,200 135
Club Mediterranee 2,500 158
Colas 550 73
Colas Rights * 1,700 2
Credit Commerce France 16,000 775
Credit Local de France 8,650 783
Credit National 6,750 393
18
<PAGE> 26
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
De Dietrich et Compagnie 3,025 $ 124
Dollfus Mieg 1,800 40
Ecia 650 92
Eiffage 715 29
Elf Aquitaine 34,004 2,970
Elf Gabon 800 188
Eridania Beghin Say 3,550 551
Fimalac 1,050 92
Fructivie 1,900 241
Gaumont 1,950 163
Imetal 6,045 953
Interbail 300 12
La Rochette* 13,300 60
Lafarge, Bearer 14,035 887
Legris 1,650 71
Louis Vuitton Moet Hennessy 5,420 1,374
Lyonnaise des Eaux Dumez 8,100 771
Marine Wendel 4,600 407
Michelin, Cl B 19,050 977
Nord Est 750 19
Paribas, Cl A 7,350 505
Parisienne de Reesco 3,750 308
Pernod Ricard 9,700 537
Peugeot 5,600 688
Publicis 450 39
Saint Gobain 7,629 1,097
Saint Louis-Bouchon 950 241
Sanofi 7,699 690
Scac Delmas Vielje 126 25
Seita 33,480 1,341
Skis Rossignol 3,000 80
Societe Generale 7,564 827
Societe Generale d'Entreprise* 1,700 38
Sommer Allibert 9,000 250
Total Compaigne, Cl B 16,280 1,302
Union Assurances Federal 2,450 303
Union Immobilaire France 1,200 96
Usinor Sacilor 82,000 1,227
Vallourec 5,150 282
29,991
GERMANY -- 6.9%
Aachener & Muenchener 1,006 452
Adidas 12,640 1,102
AGIV 11,420 142
Andreae Noris Zahn 1,090 420
Bankgesellschaft Berlin 10,750 176
BASF 78,390 2,895
Bayer 81,150 3,262
Bayerische Motoren Werke 2,061 1,330
Bdag Balcke Duerr 636 103
BHF Bank 9,200 222
Binding Brauerei 250 81
Ckag Colonia Konzern, Bearer 3,200 247
Continental 17,550 302
Daimler Benz* 10,650 691
DBV Holding 1,090 361
Deutsche Pfandrbrief &
Hypotheken Bank 6,730 293
DLW* 2,250 146
Dresdner Bank 32,320 959
Dyckerhoff & Widmann 240 30
Felten & Guilleaume Energie 450 51
Frankfurt Hypobank 40 1
Gehe 13,275 820
Herlitz* 1,440 160
Holsten Brau 250 52
IWKA 950 209
Kabelmetall 314 25
Kaufring* 80 4
Kloeckner Werke* 600 22
Kolbenschmidt* 12,200 137
Lehnkering Montan 40 5
Lufthansa 44,500 571
Man 1,550 363
Merck KGAA 16,300 603
Papier Waldhof 4,050 530
Phoenix 16,000 192
Praktiker Bau-Und Heimwerker* 10,680 215
Salamander 540 54
SGL Carbon 5,000 618
Siemens 39,700 1,916
Varta 80 15
Veba 45,700 2,677
Viag 2,360 889
Viag, New 484 180
Volkswagen 6,060 2,407
Wunsche 1,350 105
--------
26,035
--------
HONG KONG -- 5.0%
Bank of East Asia 85,600 366
Cathay Pacific Airways 421,000 694
Cheung Kong Holdings 88,000 774
China Light & Power 167,000 717
Citic Pacific 70,400 367
Great Eagle Holdings 114,000 473
Guang Dong Investment 192,000 160
Guoco Group 44,000 240
Hang Lung Development 167,000 373
Hang Seng Bank 122,000 1,471
Harbour Centre Development 33,000 48
Henderson Land Development 20,000 201
Hong Kong & China Gas 90,000 179
Hong Kong Aircraft Engineering 74,800 216
Hong Kong Electric 378,500 1,214
19
<PAGE> 27
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
INTERNATIONAL EQUITY FUND -- CONTINUED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
Hong Kong Telecommunications 120,000 $ 208
Hong Kong Telecommunications
Warrants * 400,000 13
Hopewell Holdings 220,000 145
HSBC Holdings 196,710 4,096
Hutchison Whampoa 96,420 745
Hysan Development 56,000 214
Jardine International Motor 122,000 175
Kowloon Motor Bus 149,800 259
Kumagai Gumi 232,000 263
Lai Sun Garment International 124,000 199
Liu Chong Hing 107,000 132
New World Development 54,000 365
Peregrine Investment Holdings 278,000 514
Shangri-La Asia 92,000 145
Sun Hung Kai Properties 62,700 779
Swire Pacific, Cl A 189,500 1,795
Tai Cheung Holdings 374,000 360
Top Glory International 1,710,000 230
Union Bank Hong Kong 7,000 9
Wharf Holdings 20,740 107
Wheelock 102,000 299
Yue Yuen Industrial 527,000 177
--------
18,722
--------
IRELAND -- 0.0%
Avonmore Foods 5,600 16
--------
ITALY -- 2.4%
Banca Commerciale Italiana 287,000 527
Banca Di Roma* 688,700 632
Banca Populare Bergamo 35,100 562
Banca Populare Milano 41,200 211
Banca Popolare Di Brescia 14,600 82
Burgo (Cartiere) 45,000 215
Eni 250,593 1,320
Fiat 306,400 896
Montefibre 119,800 65
Parmalat Finanziaria 390,000 612
Societe Assicurazioni di Risp 6,100 21
Sirti 29,700 180
Stet 331,800 1,411
Telecom Italia di Risp 522,690 961
Telecom Italia Mobile 524,200 1,234
Telecom Italia Mobile di Risp 22,000 29
Toro Assicurazioni 10,300 145
--------
9,103
--------
JAPAN -- 28.5%
Achilles 86,000 295
Aiya 24,000 344
Apollo Electronics 21,000 327
Asahi Bank 105,000 1,024
Asahi Breweries* 89,000 954
Asahi Broadcasting 1,000 110
Asatsu 17,000 600
Ashikaga Bank 105,000 574
Bank of Fukuoka 3,000 22
Bank of Tokyo Mitsubishi 117,000 2,395
Bank of Yokohama 110,000 798
Belc 3,000 36
Chiba Bank 91,000 690
Chuba Electric Power 75,000 1,535
Chubu Steel Plate 59,000 315
Chubu Suisan 6,000 29
Chuo Warehouse 2,000 20
Comany 6,000 92
Computer Engineering & Consult 13,000 102
Cosmo Oil 137,000 682
Dai Ichi Kangyo Bank 126,000 2,048
Dai Nippon Ink & Chemical 204,000 808
Dai Nippon Printing 2,000 37
Daido Metal 19,000 109
Daiichi Pharmaceutical 57,000 891
Daiwa Bank 101,000 586
Daiwa House Industries 108,000 1,499
Daiwa Securities 70,000 756
Danto 28,000 320
Data Communication Systems 5,000 95
Denyo 8,000 110
Dio Chemicals 12,100 106
East Japan Railway 378 1,733
Fanuc 16,400 534
Fuji Bank 44,000 765
Fuji Photo Film 35,000 1,098
Fujitsu 98,000 938
Fujitsu Business Systems 28,000 706
Glory 23,000 596
Gunma Bank 61,000 547
Gunze 70,000 392
Hachijuni Bank 43,000 438
Heiwa 5,000 79
Hitachi 167,000 1,555
Hitachi Information Systems 26,000 320
Hitachi Medical 43,000 623
Hokuriko Bank 53,000 277
Honda Motor 42,000 1,240
Horiba 32,000 377
Horipro 17,000 179
Ichiken 42,000 250
Ichiyoshi Securities 4,000 18
Iino Kaiun* 73,000 294
Inax 60,000 505
Industrial Bank of Japan 81,400 1,609
Institute of General Education 10,000 100
Izumi Industries 15,000 86
20
<PAGE> 28
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
Japan Industrial Testing 500 $ 9
Japan Living Service 25,000 198
Japan Process Development 1,000 10
Japan Tobacco 116 826
Jastec 8,000 88
Joyo Bank 70,000 461
Joyo Bank Rights * 7,000 22
Kansai Electric Power 75,000 1,568
KDD 12,000 787
Kentucky Fried Chicken Japan 18,000 286
Keyence 5,300 643
King Jim 24,000 508
Kirin Brewery 104,000 1,051
Kobe Steel* 45,000 105
Kubota 110,000 625
KVK 10,000 100
Kyocera 11,000 707
Kyushu Electric Power 30,100 629
Lilycolor 38,000 300
Lion 98,000 504
Long Term Credit Bank 70,000 443
Makita 58,000 774
Marubeni 231,000 1,045
Marukyo 13,000 194
Matsudo Kosan 19,000 189
Matsushita Electric Industry 142,000 2,457
Matsushita Electric Works 94,000 875
Minebea 41,000 350
Mitsubishi Electric 322,000 1,853
Mitsubishi Heavy Industries 143,000 1,168
Mitsubishi Motor 106,000 830
Mitsubishi Oil 223,000 1,479
Mitsui Marine & Fire 99,000 637
Mitsui Petrochem 92,000 528
Mitsui Trust & Banking 66,000 632
Miura 21,000 308
Mizuno 30,000 234
Morita Fire Pump Manufacturing 53,000 295
Nagoya Railroad 124,000 496
Nakayamafuku 11,000 95
Namura Shipbuilding 73,000 279
Nanaboshi 11,000 206
NBC Industries 6,000 88
NIC 20,000 237
Nihon Decoluxe 7,000 105
Nikko Securities 84,000 782
Nippon Computer Systems 10,000 98
Nippon Credit Bank 72,000 183
Nippon Hodo 12,000 143
Nippon Kanzai 8,000 208
Nippon Meat Packers 48,000 628
Nippon Oil 134,000 757
Nippon Paper Industries 66,000 371
Nippon Shoji Kaisha 38,000 300
Nippon Steel 168,000 508
Nippon Telegraph & Telephone 50 357
Nippondenso 27,000 629
Nishio Rent All 15,400 244
Nissan Motors 254,000 1,805
Nisshin Steel 189,000 579
Nittetsu Mining 45,000 387
NKK* 262,000 644
Nomura Securities 50,000 843
Ohishi Sangyo 10,000 85
Ohmoriya 8,000 113
Oie Sangyo 5,000 68
Oki Electric Cable 94,000 558
Onward Kashiyama 38,000 531
Osaka Gas 155,000 478
Paltac 9,000 84
Rengo 133,000 833
Ricoh Elemex 9,000 128
RKB Mainichi Broadcasting 14,000 99
Roki Techno 2,000 40
Roland 19,000 384
Royal Hotel 14,000 95
Ryobi 77,000 334
Ryoyo Electro 17,000 309
Sagami Chain 18,000 324
Sakura Bank 207,000 1,891
Sanko 7,000 77
Sankyu Aluminium 110,000 500
Sanwa Bank 46,000 760
Sanyo Electric 163,000 763
Sanyo Special Steel 180,000 601
Satoh 31,000 302
Seijo 9,100 185
Seino Transportation 43,000 570
Seiyu 60,000 611
Sekisui House 172,000 1,843
Sekisui House Hokuriku 17,000 197
Shaddy 13,000 198
Sharp 38,000 594
Shikoku Electric Power 57,000 1,147
Shimojima 8,000 170
Shinden 8,000 86
Shiseido 61,000 734
Shizuoka Bank 63,000 719
Showa Shell Sekiyo 60,000 575
SK Kaken 8,000 167
Sonton Food Industry 1,000 12
Spancrete 13,000 111
Sumitomo 78,000 661
Sumitomo Bank 65,000 1,131
Sumitomo Marine and
Fire Insurance 140,000 996
Sumitomo Realty &
Development 110,000 763
21
<PAGE> 29
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
INTERNATIONAL EQUITY FUND -- CONTINUED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
Sumitomo Rubber 60,000 $ 428
Sun Life 2,000 28
Suzuki Motor 96,000 1,004
Takara Standard 28,000 253
TDK 15,000 967
Teijin 98,000 467
Tohoku Electric Power 33,000 675
Toin 12,000 99
Tokai Rika 36,000 305
Tokyo Electric Power 16,500 373
Tokyo Gas 221,000 652
Toppan Printing 136,000 1,792
Toshiba 315,000 2,028
Toyo Ink 123,000 575
Toyota Motor 30,000 820
Trancom 8,000 82
Trusco Nakayama 40 1
Tsubakimoto Precision ADR* 32,000 304
Tsudakoma 114,000 627
Tsutsumi Jewelry 10,000 299
Victor of Japan 83,000 868
Xebio 20,000 694
Yaizu Suisankagaku 14,000 215
Yamaichi Securities 187,000 987
Yamanouchi Pharmaceutical 80,000 1,630
Yasuda Trust & Banking 175,000 826
Yodogawa Steel Works 88,000 531
Yonex 16,000 159
Yonkyu 3,000 79
--------
106,853
--------
MALAYSIA -- 2.5%
ACP Industries 21,000 146
Angkasa Marketing 65,000 97
Arab Malaysian Merchant Bank 10,000 63
Austral Enterprises 28,000 55
Bandar Raya Development 144,000 294
Bandar Raya Development 74,000 90
Berjaya Singer 116,000 141
Berjaya Sports 24,000 114
Boustead Holdings 111,000 248
Cement Industries 18,000 54
Datuk Keramat Holdings 51,000 86
DCB Holdings 42,000 144
Diversified Resources 16,000 62
Edaran Otomobil 71,000 700
Genting 12,000 86
Golden Hope Plants 75,000 131
Guinness Anchor 25,000 61
Hicom Holdings 35,000 101
Hume Industries 16,000 105
IGB 14,000 16
IJM 472,000 1,074
IOI Properties 12,000 39
Jaya Tiasa Holdings 15,000 83
KFC Holdings 19,666 87
KFC Holdings Warrants* 2,333 3
Kuala Lumpur Kepong 140,000 338
Larut Consolidated 51,000 74
Magnum 74,000 146
Malayan Bank 65,970 653
Malaysian Airline System 145,000 376
Malaysian International Shipping 30,000 95
Malaysian Pacific Industries 110,000 448
Matsushita Electric 1,000 10
MBF Capital 187,000 293
Metroplex 69,000 89
Multi Purpose Holdings 241,000 467
Nestle 6,000 47
New Straits Times Press 10,000 57
Nylex 10,500 24
Perlis Plantations 123,250 361
Perusahaan Otomobil 17,000 108
Renong 59,000 109
Resorts World 26,000 131
RJ Reynolds 20,000 53
Rothmans of Pall Mall 5,000 52
Sime Darby 49,000 183
Sime Uep Properties 16,000 41
Sungei Way Holdings 16,000 94
TA Enterprise 38,000 54
Tan Chong Motor 32,000 57
Technology Resources Industries 16,000 33
Telekom Malaysia 26,110 238
Tenaga Nasional 38,000 173
UMW Holdings 20,000 95
United Engineers 26,000 236
Westmont Industries 60,000 109
--------
9,324
--------
NETHERLANDS -- 6.3%
ABN-Amro Holdings 42,344 2,744
ACF Holdings 10,300 167
Aegon 23,354 1,316
Ahold 26,295 1,646
Akzo Nobel 12,700 1,687
Beers 2,500 94
DSM 4,000 388
Elsevier 90,150 1,538
Eriks Holdings 600 48
EVC International 8,850 275
Hollandsche Beton Groep 2,200 417
Hoogovens 7,500 289
Ing Groep 87,502 3,066
International Muller 9,600 240
KLM 27,000 697
Kondor Wessels Groep 300 12
KPN 23,250 871
22
<PAGE> 30
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
National Invest Bank, Cl A 700 $ 60
Nedlloyd Groep 800 20
Nijverdal Tencate 2,900 145
NKF Holdings 3,000 108
Pakhoed 7,100 216
Phillips Electronics 28,300 1,144
Polygram 16,965 818
Polynorm 200 17
Royal Dutch Petroleum, Bearer 16,450 2,775
Stad Rotterdam 17,260 681
Van Ommeren 5,600 244
Vendex International 25 1
Volker Stevin 4,100 371
Wolters Kluwer 11,575 1,514
--------
23,609
--------
NEW ZEALAND -- 1.0%
Air New Zealand, Cl B 23,455 62
Brierley Investment 240,000 215
Carter Holt Harvey 285,097 657
Fisher & Paykel 74,693 282
Fletcher Challenge Building 35,000 98
Fletcher Challenge Energy 36,200 108
Fletcher Challenge Paper 314,249 563
Independent Newspaper 38,530 195
Lion Nathan 330,852 849
Telecom of New Zealand 111,936 590
--------
3,619
--------
NORWAY -- 0.6%
Christiania Bank 209,000 642
Den Norske Bank 216,900 811
Dyno Industrier 1,100 27
Leif Hoegh & Company 700 13
Norske Skogs Industries, Cl A 3,200 97
SAS Norge 20,400 207
Sparebanken Norway 7,100 214
Uni-Storebrand, Cl A 48,300 288
--------
2,299
--------
SINGAPORE -- 1.9%
British American Tobacco 13,000 56
City Developments 120,400 1,067
Clipsal Industries 30,000 96
Comfort Group 115,000 99
Cycle & Carriage 72,000 817
DBS Land 34,000 121
Development Bank of
Singapore, F 19,000 245
First Capital 63,000 180
Fraser and Neave 8,000 83
Goldtron 23,000 14
Hai Sun Hup Group 319,000 230
Haw Par Brothers International 39,000 89
Inchcape 48,000 160
Industrial & Commercial Bank 57,000 209
Jardine Matheson Holdings 22,000 145
Keppel 30,000 233
Overseas Chinese Bank, F 26,000 315
Overseas Union Bank, F 36,000 265
Overseas Union Enterprises 12,000 59
Pacific Carriers 91,000 66
Parkway Holdings 36,000 136
Republic Hotels & Resorts 51,000 64
Singapore International Airlines, F 23,000 217
Singapore Land 18,000 103
Singapore Press, F 18,720 354
Singapore Technology Industrial 28,000 68
Ssangyong Cement 34,000 79
United Overseas Bank 23,264 247
Van Der Horst 63,000 281
Wing Tai Holdings 297,000 813
--------
6,911
--------
SPAIN -- 2.9%
Azucarera Espana 2,800 112
Banco Bilbao Vizcaya 21,402 1,082
Banco Popular Espana 3,752 727
Banco Santander 10,983 595
Campofrio Alimentacion 1,100 41
Cubiertas Mzov 2,300 183
Dragados Construction 11,700 163
Elec Reun Zaragoza 9,330 313
Empresa Nacional de Electricidad 2,600 176
Empresas Nacional de Cellulosa 13,600 169
Energia Industries Aragonesas 16,700 84
Fomento de Construcciones
Contratas 1,800 152
Gas Y Electricid, Series 2 4,900 276
Gas Natural 5,470 1,135
Hidroel Cantabrico 7,900 266
Iberdrola 131,380 1,516
Tabacalera, Cl A 2,700 106
Telefonica de Espana 122,522 2,687
Uniland Cementera 1,700 63
Union Electrica Fenosa 119,000 897
--------
10,743
--------
SWEDEN -- 3.1%
ASG, Series B 4,200 80
Bergman & Beving, Series B 3,300 100
Blylock & Nordsjofr, Series B 18,800 189
Catena, Series A 26,800 300
Elkem, Series A 20,700 323
Ericsson Telephone, Series B 63,900 1,972
23
<PAGE> 31
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
INTERNATIONAL EQUITY FUND -- CONTINUED
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
Hennes & Mauritz, Series B 11,240 $ 1,622
Industrivarden, Series A 7,400 346
Marieberg Tidnings, Series A 600 16
Mo Och Domsjo, Series B 900 25
Pharmacia & Upjohn 13,600 524
Rottneros 152,700 184
Skandia Forrestry 42,400 1,210
SKF, Series B 42,800 909
Sparbanken Sverige, Series A 43,400 718
SSAB, Series B 2,300 38
Stora Kopparbergs, Series A 68,500 939
Svedala Industies 2,000 34
Swedish Match* 128,800 422
Trelleborg, Series B 22,100 290
Trygg-Hansa, Series B 5,700 110
Volvo, Series B 55,600 1,222
--------
11,573
--------
SWITZERLAND -- 4.4%
Aare-Tessin 330 217
Alusuisse Lonza 320 256
Asea Brown Boveri, Bearer 1,361 1,703
Attisholz Holding 200 79
Baer Holdings 270 290
Baloise Holdings 160 357
Banque Cantonale Vaudoise, Bearer 1,120 300
Bucher Holdings 210 152
Ciba Geigy 553 684
Cie Financiere Richemont, Bearer 360 532
CS Holdings 12,370 1,317
Daetwyler Holding, Bearer 10 17
EMS Chemie Holding 130 506
Internshop Holding, Bearer 220 118
Keramik Holding 130 67
Kuoni Reisen Holding, Cl B 10 22
KW Laufenburg, Bearer 30 6
Nestle 1,520 1,650
Roche Holdings 169 1,299
Sandoz Pharmaceutical 1,380 1,605
Schindler Holding 20 21
Schweizerische Bankverein 4,890 966
Schweizerische Ruckversicher 930 1,016
Union Bank of Switzerland* 1,140 1,074
Vontobel Holding, Bearer 90 49
Winterthur 1,410 869
Zurich Versicherung 4,035 1,146
--------
16,318
--------
UNITED KINGDOM -- 15.0%
Abbey National 129,200 1,513
Adwest Group 19,400 47
Albert Fisher Group 350,600 248
Amec 125,600 206
Anglian Water 11,800 116
Argyll Group 161,300 1,055
ASDA Group 344,500 686
Associated British Foods 87,200 647
Astec 115,000 307
Bank of Scotland 161,800 797
Barclays Bank 86,400 1,487
Bass 49,100 647
Bat Industries 192,951 1,540
Bicc 68,263 323
Blue Circle Industries 90,000 563
Bridon 3,200 6
Bristol Water Holdings 1,800 39
British Aerospace 38,000 739
British Airways 62,600 619
British Biotech 80,180 283
British Steel 234,400 654
British Telecommunications 465,600 2,963
BTP 42,300 222
Bullough 6,400 8
Burmah Castrol 1 --
Burn Stewart Distillers 2,200 3
Charter 9,300 116
Commercial Union 38,200 424
Courtaulds 74,000 498
Cowie Group 23,466 156
Davis Service Group 40,000 151
De La Rue 47,000 460
Devro 44,700 192
East Midlands Electric 49,900 512
ED & F Man Group 28,300 85
EIS Group 700 4
Eurodis Electron 39,500 106
General Accident 79,100 974
General Electric 153,300 960
Glaxo Wellcome 99,600 1,639
Grampian Holdings 1,700 3
Granada Group 56,000 814
Grand Metropolitan 60,400 472
Greenalls Group 61,700 623
Guardian Royal Exchange 163,300 736
Guinness 157,000 1,175
Hambros 62,200 253
Hammerson 76,800 493
Hanson 352,981 475
Hazlewood Foods 140,300 219
Heath, C.E. 19,900 26
Heywood Williams 48,500 182
Hillsdown Holdings 167,581 506
HSBC Holdings 33,200 717
HSBC Holdings (Hong
Kong exchange) 1,600 34
Hyder 38,500 480
24
<PAGE> 32
================================================================================
- --------------------------------------------------------------------------------
Market
Description Shares Value (000)
- --------------------------------------------------------------------------------
Iceland Frozen Foods 105,000 $ 141
Imperial Tobacco* 35,298 225
Invesco 6,400 28
Kenwood Appliances 18,900 70
Kingfisher 68,800 751
Kwik Save Group 67,400 339
Lasmo 163,300 604
Lex Service 65,500 371
Life Sciences International 113,200 174
Lloyds Abbey Life 68,500 751
London & Manchester Group 30,700 214
London Electricity 22,200 241
London Pacific Group 8,000 28
Marston Thompson 62,800 300
Matthew Clark 34,600 170
Medeva 33,700 145
Morrison Supermarket 172,000 453
National Power 113,300 880
National Westminster 104,500 1,210
Next 75,500 748
Norhtern Electric 31,400 311
North West Water Group 84,500 838
Northern Foods 89,000 297
Northern Ireland Electricity 12,700 76
Ocean Group 31,900 247
Perkins Foods 3,600 5
Persimmon 52,200 180
Premier Oil 19,800 11
Prudential 107,900 885
Redland 59,400 370
Renold 52,600 234
Reuters Holdings 37,000 450
RJB Mining 26,900 237
Rolls Royce 101,350 437
Royal Sun Alliance 256,689 1,936
Scottish Hydro-Electric 43,500 228
Scottish Power 141,200 803
Sedgwick Group 116,300 245
Severn Trent 70,400 774
Shell Transportation & Trading 93,500 1,555
Smiths Industries 26,200 349
South West Water 37,900 370
Southern Electric 52,000 613
St. Ives 27,300 219
Stakis 123,300 188
Stakis Rights* 70,457 8
Staveley Industries 2,300 7
Tarmac 144,300 215
Tate & Lyle 85,250 690
Taylor Woodrow 55,100 139
Tesco 210,800 1,207
Thames Water 85,200 827
Thorn 120,100 557
Tomkins 123,600 516
TT Group 3,800 20
Unichem 49,300 206
Unigate 44,700 328
Vaux Group 4,200 18
Vendome Group, units 45,000 406
Vodafone Group 101,800 441
Wardle Storeys 1,100 9
Waste Management 21,300 97
Watson & Philip 20,200 133
Wessex Water 46,900 277
Whitbread, Cl A 27,800 358
Whitecroft 1,200 3
Williams Holdings 122,000 700
Yorkshire Electric Power 5,400 69
Yorkshire Water 7,700 89
--------
56,224
--------
UNITED STATES -- 0.0%
Millennium Chemical* 5 101
--------
Total Foreign Common Stocks
(Cost $342,724) 354,782
--------
FOREIGN PREFERRED STOCKS -- 0.1%
BELGIUM -- 0.0%
Cockerill Sambre 11,000 45
--------
GERMANY -- 0.0%
Dyckerhoff 116 30
Escada 30 5
Dragerwerk 30 3
Krones 70 22
Villeroy and Boch 170 19
--------
79
--------
ITALY -- 0.1%
Fiat 158,920 247
Unipol 53,580 104
--------
351
--------
Total Foreign Preferred Stocks
(Cost $499) 475
--------
FOREIGN CONVERTIBLE BONDS -- 0.0%
FRANCE -- 0.0%
Castorama Dubois
3.15%, 01/01/03 184 44
--------
SPAIN -- 0.0%
Mapfre
8.50%, 02/27/99 276 23
--------
Total Foreign Convertible Bonds
(Cost $67) 67
--------
25
<PAGE> 33
STATEMENT OF NET ASSETS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
INTERNATIONAL EQUITY FUND -- CONCLUDED
- --------------------------------------------------------------------------------
Face Amount Market
Description (000) Value (000)
- --------------------------------------------------------------------------------
U.S. TREASURY OBLIGATION -- 0.3%
U.S. Treasury Bill
5.087%, 01/09/97 (A) $ 900 $ 895
--------
Total U.S. Treasury Obligation
(Cost $895) 895
--------
REPURCHASE AGREEMENTS -- 3.7%
Morgan Stanley
5.62%, dated 11/29/96,
matures 12/2/96, repurchase
price $12,872,403 (collateralized
by Tennessee Valley Authority,
total par value $12,840,000,
5.98%, 4/01/36: total market
value $13,208,981) 12,866 12,866
State Street Bank
4.750%, dated 11/29/96,
matures 12/2/96, repurchase
price $1,024,405 (collateralized
by U.S. Treasury Bond, total
par value $810,000, 8.875%,
2/15/19: total market
value $1,051,938) 1,024 1,024
--------
Total Repurchase Agreements
(Cost $13,890) 13,890
--------
Total Investments -- 98.8%
(Cost $358,075) 370,109
--------
OTHER ASSETS AND LIABILITIES, NET -- 1.2% 4,566
--------
NET ASSETS:
Capital shares (unlimited
authorization -- no par value)
based on 36,351,108 outstanding
shares of beneficial interest $ 359,041
Accumulated net realized gain on
investments, futures contracts,
and foreign currency transactions 1,813
Net unrealized appreciation
on investments 12,034
Net unrealized appreciation on
forward foreign currency contracts,
foreign currency and translation of
other assets and liabilities in
foreign currency 15
Net unrealized appreciation
on futures contracts 351
Undistributed net investment income 1,421
--------
TOTAL NET ASSETS -- 100.0% $ 374,675
========
Net Asset Value, Offering Price and
Redemption Price Per Share $ 10.31
========
* Non-income producing security
ADR -- American Depository Receipt
Cl -- Class
F -- Foreign Registry Share
(A) -- Security has been pledged as collateral on open futures contracts.
The accompanying notes are an integral part of the financial statements.
26
<PAGE> 34
STATEMENT OF ASSETS AND LIABILITIES (000)
================================================================================
SEI Institutional Investments Trust -- As of November 30, 1996 (Unaudited)
-----------
CORE FIXED
INCOME FUND
-----------
ASSETS:
Investment securities (Cost $170,690) $176,068
Cash 1
Interest receivable 2,144
Investment securities sold 13,020
Capital shares sold 4,600
Other assets 155
--------
Total Assets 195,988
--------
LIABILITIES:
Distribution payable 972
Investment securities purchased 9,170
TBA sale commitment at
value (proceeds $1,830) 1,834
Other liabilities 98
--------
Total Liabilities 12,074
--------
Net Assets $183,914
========
NET ASSETS:
Portfolio shares of Class A (unlimited
authorization -- no par value)
based on 17,618,415 outstanding
shares of beneficial interest 177,166
Accumulated net realized gain on
investments 1,387
Net unrealized appreciation on investments 5,378
Net unrealized depreciation on futures contracts (17)
--------
NET ASSETS $183,914
========
NET ASSET VALUE, OFFERING AND REDEMPTION
PRICE PER SHARE $ 10.44
========
The accompanying notes are an integral part of the financial statements.
27
<PAGE> 35
STATEMENT OF OPERATIONS (000)
================================================================================
SEI Institutional Investments Trust -- For the period ended November 30, 1996
(Unaudited)
<TABLE>
<CAPTION>
Large Small Core Fixed International
Cap Cap Income Equity
Fund (1) Fund (1) Fund (1) Fund (1)
------- ------- ------- -------
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends $ 2,006 $ 146 $ -- $ 2,127
Interest 251 175 4,769 273
Less: Foreign taxes withheld -- -- -- (245)
------- ------- ------- -------
Total Investment Income 2,257 321 4,769 2,155
------- ------- ------- -------
EXPENSES:
Management fees 57 14 35 58
Management fees waived (34) (8) (21) (35)
Investment advisory fees 455 180 210 587
Investment advisory fees waived (159) (41) (117) (196)
Custodian/wire agent fees 9 2 6 230
Professional fees 14 3 8 19
Registration & filing fees 34 9 15 46
Trustee fees 1 1 1 1
Miscellaneous fees 10 6 10 24
------- ------- ------- -------
Total Expenses 387 166 147 734
------- ------- ------- -------
NET INVESTMENT INCOME 1,870 155 4,622 1,421
------- ------- ------- -------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) from:
Security transactions (863) (2,263) 1,450 1,731
Futures contracts 243 268 (63) 136
Net realized loss on forward foreign
currency contracts and foreign
currency transactions -- -- -- (54)
Net change in unrealized appreciation
on forward foreign currency contracts,
foreign currencies, and translation
of other assets and liabilities
denominated in foreign currencies -- -- -- 15
Net change in unrealized appreciation
on investments 37,440 4,426 5,378 12,034
Net change in unrealized appreciation/
(depreciation) on futures contracts 41 396 (17) 351
------- ------- ------- -------
NET INCREASE IN NET ASSETS FROM OPERATIONS $38,731 $ 2,982 $11,370 $15,634
======= ======= ======= =======
</TABLE>
Amounts designated as " -- " are either $0 or have been rounded to $0.
(1) The Funds commenced operations on June 14, 1996.
The accompanying notes are an integral part of the financial statements.
28
<PAGE> 36
STATEMENT OF CHANGES IN NET ASSETS (000)
================================================================================
SEI Institutional Investments Trust -- For the period ended November 30, 1996
(Unaudited)
<TABLE>
<CAPTION>
Large Small Core Fixed International
Cap Cap Income Equity
Fund (1) Fund (1) Fund (1) Fund (1)
6/14/96 - 6/14/96 - 6/14/96 - 6/14/96 -
11/30/96 11/30/96 11/30/96 11/30/96
-------- ------- -------- --------
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income $ 1,870 $ 155 $ 4,622 $ 1,421
Net realized gain (loss) from security transactions
and futures contracts (620) (1,995) 1,387 1,867
Net realized loss on forward foreign currency
contracts and foreign currency transactions -- -- -- (54)
Net change in unrealized appreciation
on forward foreign currency contracts, foreign
currencies, and translation of other assets and
liabilities denominated in foreign currencies -- -- -- 15
Net change in unrealized appreciation
on investments and futures contracts 37,481 4,822 5,361 12,385
-------- ------- -------- --------
Net increase in net assets from operations 38,731 2,982 11,370 15,634
-------- ------- -------- --------
DIVIDENDS DISTRIBUTED FROM:
Net investment income (1,188) (78) (4,622) --
Net realized gains -- -- -- --
-------- ------- -------- --------
Total dividends distributed (1,188) (78) (4,622) --
-------- ------- -------- --------
CAPITAL SHARE TRANSACTIONS
Proceeds from shares issued 285,812 86,036 188,425 432,650
Reinvestment of cash distributions 1,187 78 4,551 --
Cost of shares redeemed (38,524) (7,817) (15,911) (73,609)
-------- ------- -------- --------
INCREASE IN NET ASSETS DERIVED FROM
CAPITAL SHARE TRANSACTIONS 248,475 78,297 177,067 359,041
-------- ------- -------- --------
Net increase in net assets 286,018 81,201 183,815 374,675
NET ASSETS:
Beginning of period -- -- 99 --
-------- ------- -------- --------
End of period $286,018 $81,201 $183,914 $374,675
======== ======= ======== ========
CAPITAL SHARE TRANSACTIONS:
Shares issued 28,574 8,766 18,719 43,763
Reinvestment of cash distributions 119 8 446 --
Shares redeemed (3,616) (796) (1,557) (7,412)
-------- ------- -------- --------
Net increase in capital shares 25,077 7,978 17,608 36,351
======== ======= ======== ========
</TABLE>
Amounts designated as " -- " are either $0 or have been rounded to $0.
(1) The Funds commenced operations on June 14, 1996.
The accompanying notes are an integral part of the financial statements.
29
<PAGE> 37
FINANCIAL HIGHLIGHTS
================================================================================
SEI Institutional Investments Trust -- For the period ended November 30, 1996
(Unaudited)
For a Share Outstanding Throughout each Period
<TABLE>
<CAPTION>
Net
Realized
Net Asset and Distributions Distributions
Value Net Unrealized from Net from Net Asset
Beginning Investment Gains on Investment Realized Capital Value End
of Period Income Securities Income Gains of Period
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
- ------------------
LARGE CAP FUND (1)
- ------------------
CLASS A
1996 $10.00 $0.08 $1.38 $(0.05) -- $11.41
- ------------------
SMALL CAP FUND (1)
- ------------------
CLASS A
1996 $10.00 $0.02 $0.17 $(0.01) -- $10.18
- --------------------------
CORE FIXED INCOME FUND (1)
- --------------------------
CLASS A
1996 $10.00 $0.31 $0.44 $(0.31) -- $10.44
- -----------------------------
INTERNATIONAL EQUITY FUND (1)
- -----------------------------
CLASS A
1996 $10.00 $0.04 $0.27 -- -- $10.31
<CAPTION>
Ratio of
Ratio of Net Investment
Ratio of Expenses Income
Ratio of Net Investment to Average to Average
Net Assets Expenses Income Net Assets Net Assets Portfolio Average
Total End of to Average to Average (Excluding (Excluding Turnover Commission
Return Period (000) Net Assets Net Assets Waivers) Waivers) Rate Rate+
- -------------------------------------------------------------------------------------------
- ------------------
LARGE CAP FUND (1)
- ------------------
CLASS A
<S> <C> <C> <C> <C> <C> <C> <C>
14.67% $286,018 0.34% 1.64% 0.51% 1.47% 35% $0.049
- ------------------
SMALL CAP FUND (1)
- ------------------
CLASS A
1.94% $81,201 0.60% 0.56% 0.78% 0.38% 81% $0.055
- --------------------------
CORE FIXED INCOME FUND (1)
- --------------------------
CLASS A
7.57% $183,914 0.21% 6.60% 0.41% 6.40% 114% --
- -----------------------------
INTERNATIONAL EQUITY FUND (1)
- -----------------------------
CLASS A
3.10% $374,675 0.63% 1.22% 0.83% 1.02% 64% $0.018
</TABLE>
+ Average commission rate paid per share for security purchases and sales during
the period. (1) The Funds commenced operations on June 14, 1996. All ratios
except total return have been annualized.
The accompanying notes are an integral part of the financial statements.
30
<PAGE> 38
NOTES TO FINANCIAL STATEMENTS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
1. ORGANIZATION
SEI Institutional Investments Trust (the "Trust") was organized as a
Massachusetts business trust under a Declaration of Trust dated March 1, 1995.
The Trust is registered under the Investment Company Act of 1940, as amended, as
an open-end investment company with four diversified, operational funds: the
Large Cap, Small Cap, Core Fixed Income, and International Equity Funds (each a
"Fund" and, together, the "Funds").
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of the significant accounting policies followed by
the Trust.
Security Valuation -- Investments in equity securities which are traded
on a national securities exchange (or reported on NASDAQ national market system)
are stated at the last quoted sales price if readily available for such equity
securities on each business day; other equity securities traded in the
over-the-counter market and listed equity securities for which no sale was
reported on that date are stated at the last quoted bid price. Foreign
securities in the International Equity Fund are valued based on quotations from
the primary market in which they are traded. Debt obligations with remaining
maturities in excess of sixty days are valued at the most recently quoted bid
price. Debt obligations with remaining maturities of sixty days or less are
valued at their amortized cost which approximates market value.
Federal Income Taxes -- It is each Fund's intention to qualify as a
regulated investment company for Federal income tax purposes and distribute all
of its taxable income (including net capital gains). Accordingly, no provision
for Federal income taxes is required.
Net Asset Value Per Share -- Net asset value per share is calculated on
a daily basis by dividing the assets of each Fund less its liabilities by the
number of outstanding shares of the Fund.
Repurchase Agreements -- Securities pledged as collateral for
repurchase agreements are held by each Fund's custodian bank until maturity of
the repurchase agreement. Provisions of the repurchase agreement and procedures
adopted by the Manager and the Advisers of the Trust ensure that the market
value of the collateral, including accrued interest thereon, is sufficient in
the event of default by the counterparty. The Funds also invest in tri-party
repurchase agreements. Securities held as collateral for tri-party repurchase
are maintained by the broker's custodian bank in a segregated account until
maturity of the repurchase agreement. Provisions of the repurchase agreements
ensure that the market value of the collateral, including accrued interest
thereon, is sufficient in the event of default. If the counterparty defaults and
the value of the collateral declines or if the counterparty enters into an
insolvency proceeding, realization of the collateral by the Funds may be delayed
or limited.
Discount and Premium Amortization -- All amortization is calculated
using the effective interest method over the holding period of the security.
Amortization of premiums and discounts is included in interest income.
Expenses -- Expenses that are directly related to one of the Fund are
charged directly to that Fund. Other operating expenses of the Funds are
prorated to the Funds on the basis of relative net assets.
Foreign Currency Translation -- The books and records of the
International Equity Fund are maintained in U.S. dollars on the following basis:
(I) market value of investment securities, assets and liabilities at
the current rate of exchange; and
(II) purchases and sales of investment securities, income and expenses
at the relevant rates of exchange prevailing on the respective dates of such
transactions.
The International Equity Fund does not isolate that portion of gains
and losses on investments in equity securities which is due to changes in the
foreign exchange rates from that which is due to change in market prices of
equity securities.
The International Equity Fund reports certain foreign currency related
transactions as components of realized gains for financial reporting purposes,
whereas such components are treated as ordinary income for Federal income tax
purposes.
Futures Contracts -- Each of the Funds utilized futures contracts
during the period ended
31
<PAGE> 39
NOTES TO FINANCIAL STATEMENTS
================================================================================
SEI Institutional Investments Trust -- November 30, 1996 (Unaudited)
November 30, 1996. The Large Cap, Small Cap, and International Equity Fund's
investment in Index futures contracts is designed to enable the Funds to more
closely approximate the performance of their benchmark indices. The Core Fixed
Income Fund's use of futures contracts is primarily for tactical hedging
purposes. Initial margin deposits of cash or securities are made upon entering
into futures contracts. The contracts are marked to market daily and the
resulting changes in value are accounted for as unrealized gains and losses.
Variation margin payments are paid or received, depending upon whether
unrealized losses or gains are incurred. When the contract is closed, the Fund
records a realized gain or loss equal to the difference between the proceeds
from (or cost of) the closing transaction and the amount invested in the
contract.
Risks related to futures contracts include the possibility that there
may not be a liquid market for the contracts, that changes in the values of the
contract may not directly correlate with changes in the values of the underlying
securities, and that counterparty to a contract may default on its obligation to
perform.
Structured Notes and Indexed Notes -- The Core Fixed Income Fund may
invest in structured notes and indexed notes whose values are linked either
directly and inversely to changes in foreign currency exchange rates, interest
rates, indices, or other reference instruments. The values of these instruments
may be more volatile than the rates, indices, or instruments to which they
refer, but any loss is limited to the amount of the original investment.
Other -- Security transactions are recorded on the trade date of the
security purchase or sale. Cost used in determining net realized capital gains
and losses on the sale of securities are those of the specific securities sold.
Dividend income is recognized on the ex-dividend date, and interest income is
recognized using the accrual basis of accounting.
3. MANAGEMENT, INVESTMENT ADVISORY AND DISTRIBUTION AGREEMENTS
The Trust and SEI Fund Management (the "Manager") are parties to a management
agreement (the "Agreement") dated March 1, 1995. Under this Agreement, the
Manager provides administrative and shareholder servicing for an annual fee of
.05% of the average daily net assets of each Fund. The Manager has agreed to
waive a portion of its fee so that the total annual expenses of each Fund will
not exceed certain voluntary expense limitations adopted by the Manager.
The Trust and SEI Financial Services Company (the "Distributor") are
parties to a distribution agreement dated June 14, 1996 pursuant to which the
Distributor provides distribution-related services to the Trust. The Distributor
is not currently entitled to any fee for performing these services.
SEI Financial Management Corporation ("SFM") serves as investment
adviser to each Fund. In connection with serving as investment adviser, SFM is
entitled to a fee, which is calculated daily and paid monthly, at an annual rate
of .40% of the Large Cap Fund's average daily net assets, at an annual rate of
.65% of the Small Cap Fund's average daily net assets, at an annual rate of .30%
of the Core Fixed Income Fund's average daily net assets, at an annual rate of
.51% of the International Equity Fund's average daily net assets.
Alliance Capital Management L.P., IDS Advisory Group, Inc., Provident
Investment Counsel, Inc., LSV Asset Management, Mellon Equity Associates, and
Pacific Alliance Capital Management each serve as an investment sub-adviser to a
portion of the assets of the Large Cap Fund and are parties to investment
sub-advisory agreements with SFM dated June 14, 1996.
Nicholas-Appelgate Capital Management, Wall Street Associates,
Boston Partners Asset Management, L.P., 1838 Investment Advisors, L.P., and
First of America Investment Corporation each serve as an investment sub-adviser
to a portion of the assets of the Small Cap Fund and are parties to investment
sub-advisory agreements with the Trust and SFM dated June 14, 1996. Furman Selz
Capital Management, LLC also serves as an investment sub-adviser to a portion
of the assets and is party to an agreement with SFM dated September 20, 1996.
32
<PAGE> 40
Western Asset Management Company, BlackRock Financial Management, Inc.,
and Firstar Investment Research & Management Company each serve as an investment
sub-adviser to a portion of the assets of the Core Fixed Income Fund and are
parties to investment sub-advisory agreements with SFM dated June 14, 1996.
Acadian Asset Management, Inc., Farrell Wako Global Investment
Management, Inc., Morgan Grenfell Investment Services, Ltd., Seligman Henderson
Co., and Yamaichi Capital Management, Inc./ Yamaichi Capital Management
(Singapore) Limited each serve as an investment sub-adviser to a portion of the
assets of the International Equity Fund and are parties to investment
sub-advisory agreements with SFM dated June 14, 1996.
4. ORGANIZATIONAL COSTS AND TRANSACTIONS WITH AFFILIATES
Organizational costs have been capitalized by the Funds and are being amortized
over sixty months commencing with operations. In the event any of the initial
shares are redeemed by any holder thereof during the period that the Fund is
amortizing its organizational costs, the redemption proceeds payable to the
holder thereof by the Fund will be reduced by the unamortized organizational
costs in the same ratio as the number of initial shares outstanding at the time
of redemption.
Certain officers and/or trustees of the Trust are also officers of the
Manager. The Trust pays each unaffiliated Trustee an annual fee for attendance
of quarterly, interim and committee meetings. Compensation of officers and
affiliated Trustees of the Trust is paid by the Manager.
Each of the Funds also used the Distributor as an agent in placing
repurchase agreements. For this service the Distributor retains a portion of the
interest earned as a commission. Such commissions for the period ended November
30, 1996 were nominal in the aggregate.
5. INVESTMENT TRANSACTIONS
The cost of security purchases and proceeds from the sale of securities
including US Government securities, other than temporary cash investments during
the period ended November 30, 1996, were as follows:
<TABLE>
<CAPTION>
PURCHASES (000) SALES (000)
--------------- -----------
<S> <C> <C>
Large Cap Fund $331,561 $84,354
Small Cap Fund 107,237 46,259
Core Fixed
Income Fund 306,513 150,872
International
Equity Fund 498,188 156,648
</TABLE>
At November 30, 1996, the total cost of securities and the net realized
gains or losses on securities sold for Federal income tax purposes was not
materially different from amounts reported for financial reporting purposes. The
aggregate gross unrealized appreciation and depreciation on investments at
November 30, 1996 is as follows:
<TABLE>
<CAPTION>
NET
APPRECIATED DEPRECIATED UNREALIZED
SECURITIES SECURITIES APPRECIATION
(000) (000) (000)
---------- ---------- ------------
<S> <C> <C> <C>
Large Cap
Fund $40,394 $2,913 $37,481
Small Cap
Fund 7,840 3,018 4,822
Core Fixed
Income Fund 5,392 31 5,361
International
Equity Fund 25,028 12,994 12,034
</TABLE>
33
<PAGE> 41
NOTES TO FINANCIAL STATEMENTS
================================================================================
SEI Institutional Investments Trust - November 30, 1996 (Unaudited)
The market values of the Core Fixed Income Fund's investments will
change in response to interest rate changes and other factors. During periods of
falling interest rates, the values of fixed income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Changes by recognized rating agencies in the
ratings of any fixed income security and in the ability of an issuer to make
payments of interest and principal may also affect the value of these
investments.
6. FUTURES CONTRACTS
The following Portfolios had futures contracts open as of November 30, 1996:
NUMBER UNREALIZED
CONTRACT OF TRADE SETTLEMENT GAIN/(LOSS)
DESCRIPTION CONTRACTS PRICE MONTH (000)
- ----------- --------- ----- ----- -----
Large Cap Fund
S & P 500 2 $732.35 Dec. 1996 $ 26
S & P 500 2 734.50 Dec. 1996 24
S & P 500 17 759.25 Dec. 1996 (9)
-----
$ 41
=====
Small Cap Fund
S & P 500 8 $711.40 Dec. 1996 $187
S & P 500 3 705.75 Dec. 1996 79
S & P 500 3 706.75 Dec. 1996 77
S & P 500 2 705.35 Dec. 1996 53
-----
$396
=====
Core Fixed Income Fund
U.S. Long
T-Bond 3 $ 110.43 Dec. 1996 $(17)
=====
NUMBER UNREALIZED
CONTRACT OF TRADE SETTLEMENT GAIN/(LOSS)
DESCRIPTION CONTRACTS PRICE MONTH (000)
- ----------- --------- ----- ----- -----
International Equity Fund
Australia
Ords Index 7 $2,292.00 Dec. 1996 $ 13
Australia
Ords Index 2 2,378.00 Dec. 1996 --
Australia
Ords Index 1 2,395.00 Dec. 1996 --
Australia
Ords Index 1 2,359.00 Dec. 1996 1
Australia
Ords Index 1 2,350.00 Dec. 1996 1
Australia
Ords Index 1 2,370.00 Dec. 1996 --
CAC 40 Index 9 2,121.00 Dec. 1996 68
CAC 40 Index 1 2,126.00 Dec. 1996 7
CAC 40 Index 1 2,142.00 Dec. 1996 7
CAC 40 Index 1 2,168.50 Dec. 1996 6
CAC 40 Index 2 2,180.50 Dec. 1996 11
CAC 40 Index 2 2,204.00 Dec. 1996 9
CAC 40 Index 2 2,143.50 Dec. 1996 12
CAC 40 Index 1 2,156.00 Dec. 1996 6
CAC 40 Index 4 2,231.00 Dec. 1996 14
DAX Index 1 2,641.50 Dec. 1996 14
DAX Index 2 2,648.00 Dec. 1996 27
DAX Index 1 2,645.00 Dec. 1996 14
DAX Index 1 2,665.00 Dec. 1996 12
DAx Index 1 2,736.00 Dec. 1996 8
DAX Index 1 2,742.00 Dec. 1996 7
DAX Index 1 2,686.00 Dec. 1996 11
DAX Index 2 2,742.00 Dec. 1996 14
FTSE 100 Index 3 3,944.00 Dec. 1996 16
FTSE 100 Index 4 4,002.00 Dec. 1996 11
FTSE 100 Index 2 4,014.00 Dec. 1996 5
FTSE 100 Index 1 3,972.00 Dec. 1996 4
FTSE 100 Index 1 3,992.00 Dec. 1996 3
FTSE 100 Index 2 4,072.00 Dec. 1996 --
FTSE 100 Index 2 4,088.00 Dec. 1996 (2)
FTSE 100 Index 1 3,970.00 Dec. 1996 4
FTSE100 Index 1 3,945.50 Dec. 1996 5
34
<PAGE> 42
NUMBER UNREALIZED
CONTRACT OF TRADE SETTLEMENT GAIN/(LOSS)
DESCRIPTION CONTRACTS PRICE MONTH (000)
- ----------- --------- ----- ----- -----
Hang Seng
Index 5 13,450.00 Dec. 1996 $ 1
Hang Seng
Index 3 13,449.00 Dec. 1996 --
IBEX 35
Index 215 4,463.50 Dec. 1996 36
IBEX 35
Index 78 4,478.50 Dec. 1996 12
IBEX 35
Index 3 4,604.00 Dec. 1996 --
NIKKEI 225
Index 8 20,545.00 Dec. 1996 20
NIKKEI 225
Index 9 21,250.00 Dec. 1996 (5)
NIKKEI 225
Index 4 21,305.00 Dec. 1996 (3)
NIKKEI 225
Index 2 21,570.00 Dec. 1996 (4)
NIKKEI 225
Index 2 21,575.00 Dec. 1996 (4)
NIKKEI 225
Index 6 21,640.00 Dec. 1996 (14)
NIKKEI 225
Index 5 21,705.00 Dec. 1996 (13)
NIKKEI 225
Index 2 20,790.00 Dec. 1996 3
NIKKEI 225
Index 3 20,515.00 Dec. 1996 8
NIKKEI 225
Index 4 20,720.00 Dec. 1996 7
NIKKEI 225
Index 1 21,385.00 Dec. 1996 (1)
----
$351
====
35
<PAGE> 43
PART C. OTHER INFORMATION
Item 24. Financial Statements and Exhibits:
(a) Financial Statements:
(i) Financial Highlights for the Large Cap, Small Cap, Core Fixed
Income, High Yield Bond, International Fixed Income, Emerging
Markets Equity and International Equity Funds are included in Part
A as prospectus supplements.
(ii) The Registrant's unaudited Financial Statements for the Large Cap,
Small Cap, Core Fixed Income, High Yield Bond, International Fixed
Income, Emerging Markets Equity and International Equity Funds are
filed herewith. The Financial Statements included are in Part B, the
Statement of Additional Information:
Statement of Net Assets
Statement of Operations
Statement of Changes in Net Assets
Financial Highlights
Notes to Financial Statements
(iii) The Registrant's seed capital financial statements for the Large
Cap, Small Cap, Core Fixed Income, High Yield Bond,
International Fixed Income, Emerging
Markets Equity and International Equity
Funds are hereby incorporated by
reference to Pre-Effective Amendment No.
2 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange
Commission on June 7, 1996.
(b) Additional Exhibits:
(1) Registrant's Declaration of Trust is incorporated herein by
reference to Registrant's Registration Statement on Form N-1A
(File No. 33-58041), filed with the Securities and Exchange
Commission on March 10, 1995.
(2) Registrant's By-Laws are incorporated herein by reference to
Registrant's Registration Statement on Form N-1A (File No.
33-58041), filed with the Securities and Exchange Commission on
March 10, 1995.
(3) Not Applicable.
(4) Not Applicable.
(5)(a) Form of Investment Advisory Agreement between the Trust and
SEI Financial Management Corporation is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 2 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on June 7, 1996.
(5)(b) Form of Investment Sub-Advisory Agreement between the Trust and
1838 Investment Advisors, L.P. with respect to the Trust's Small
Cap Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
(5)(c) Form of Investment Sub-Advisory Agreement between the Trust and
Acadian Asset Management, L.P. with respect to the Trust's
International Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(d) Form of Investment Sub-Advisory Agreement between the Trust and
Alliance Capital Management L.P. with respect to the Trust's
Large Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(e) Form of Investment Sub-Advisory Agreement between the Trust and
Apodaca-Johnston Capital Management, Inc. with respect to the
Trust's Small Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(f) Form of Investment Sub-Advisory Agreement between the Trust and
BEA Associates with respect to the High Yield Bond Fund is
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 1 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on April 26, 1996.
(5)(g) Form of Investment Sub-Advisory Agreement between the Trust and
BlackRock Financial Management, Inc. with respect to the Core
Fixed Income Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(h) Form of Investment Sub-Advisory Agreement between the Trust and
Boston Partners Asset Management, L.P. with respect to the Small
Cap Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
(5)(i) Form of Investment Sub-Advisory Agreement between the Trust and
Firstar Investment Research & Management Company with respect to
the Core Fixed Income Fund is incorporated herein by reference
to Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(j) Form of Investment Sub-Advisory Agreement between the Trust and
IDS Advisory Group, L.P. with respect to the Trust's Large Cap
Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
<PAGE> 44
(5)(k) Form of Investment Sub-Advisory Agreement between the Trust and
LSV Asset Management with respect to the Trust's Large Cap Fund
is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
(5)(l) Form of Investment Sub-Advisory Agreement between the Trust and
Mellon Equity Associates with respect to the Large Cap Fund is
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 1 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on April 26, 1996.
(5)(m) Form of Investment Sub-Advisory Agreement between the Trust and
MERUS-UCA Capital Management with respect to the Large Cap Fund
is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
(5)(n) Form of Investment Sub-Advisory Agreement between the Trust and
Montgomery Asset Management, L.P. with respect to the Emerging
Markets Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(o) Form of Investment Sub-Advisory Agreement between the Trust and
Morgan Grenfell Investment Services Limited with respect to the
International Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(p) Form of Investment Sub-Advisory Agreement between the Trust and
Nicholas-Applegate Capital Management, Inc. with respect to the
Small Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(q) Form of Investment Sub-Advisory Agreement between the Trust and
Provident Investment Counsel, Inc. with respect to the Large Cap
Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
(5)(r) Form of Investment Sub-Advisory Agreement between the Trust and
Schroder Capital Management International Limited with respect
to the International Equity Fund is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 1 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on April 26, 1996.
(5)(s) Form of Investment Sub-Advisory Agreement between the Trust and
Strategic Fixed Income L.P. with respect to the International
Fixed Income Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(t) Form of Investment Sub-Advisory Agreement between the Trust and
Wall Street Associates with respect to the Small Cap Fund is
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 1 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on April 26, 1996.
(5)(u) Form of Investment Sub-Advisory Agreement between the Trust
and Western Asset Management Company with respect to the Core
Fixed Income Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
(5)(v) Form of Administration Agreement between the Trust and SEI Fund
Management is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
(5)(w) Form of Investment Sub-Advisory Agreement between the Trust and
First of America Investment Corporation with respect to the
Small Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 2 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on June 7, 1996.
(5)(x) Form of Investment Sub-Advisory Agreement between the Trust and
Farrell Wako Global Investment Management, Inc. with respect to
the International Equity Fund is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 2 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on June 7, 1996.
(5)(y) Form of Investment Sub-Advisory Agreement between the Trust and
Seligman Henderson Co. with respect to the International Equity
Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 2 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on June 7,
1996.
(5)(z) Form of Investment Sub-Advisory Agreement between the Trust and
Yamaichi Capital Management, Inc. with respect to the
International Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 2 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on June 7, 1996.
(5)(aa) Investment Sub-Advisory Agreement between the Trust and
Coronation Asset Management (Proprietary) Limited with respect
to the Emerging Markets Equity Fund is filed herewith.
(5)(bb) Form of Investment Sub-Advisory Agreement between the Trust and
Furman Selz Capital Management LLC with repsect to the Small Cap
Fund is filed herewith.
(5)(cc) Form of Investment Sub-Advisory Agreement between the Trust and
Lazard London International Investment Management Limited with
respect to the International Equity Fund is filed herewith.
(5)(dd) Investment Sub-Advisory Agreement between the Trust and
Parametric Portfolio Associates with respect to the Emerging
Markets Equity Fund is filed herewith.
(5)(ee) Investment Sub-Advisory Agreement between the Trust and Yamaichi
Capital Management, Inc. And Yamaichi Capital Management
(Singapore) Limited with respect to the International Equity
Fund is filed herewith.
(6) Form of Distribution Agreement between the Trust and SEI
Financial Services Company is incorporated herein by reference
to Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
<PAGE> 45
(7) Not Applicable.
(8) Form of Custodian Agreement between the Trust and CoreStates
Bank, N.A. with respect to the Trust's Large Cap, Small Cap,
Core Fixed Income and High Yield Bond Funds is incorporated
herein by reference to Registrant's Pre-Effective Amendment No.
2 on Form N-1A (File No. 33-58041), filed with the Securities
and Exchange Commission on June 7, 1996.
(9) Not Applicable.
(10) Opinion and Consent of Counsel is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 2 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on June 7, 1996.
(11) Consent of Independent Public Accountants filed herewith.
(12) Not Applicable.
(13) Not Applicable.
(14) Not Applicable.
(15) Not Applicable.
(16) Performance Quotation Computation is incorporated by
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 2 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on June 7, 1996.
(17) Financial Data Schedules for the Large Cap, Small Cap, Core
Fixed Income, and International Equity Funds are filed herewith.
(24) Powers of Attorney for Robert A. Nesher, William M. Doran,
George J. Sullivan, Jr., F. Wendell Gooch, Stephen G. Meyer,
James M. Storey, David G. Lee and Frank E. Morris are filed
herewith.
Item 25. None.
Item 26. Number of Holders of Securities.
The number of record holders as of December 2, 1996
<TABLE>
<CAPTION>
Number of
Record
Title of Class Holders
-------------- -------
<S> <C>
Large Cap Fund....................................................................... 6
Small Cap Fund........................................................................8
Core Fixed Income Fund................................................................5
High Yield Bond Fund................................................................N/A
International Fixed Income Fund.....................................................N/A
Emerging Markets Equity Fund........................................................N/A
International Equity Fund.............................................................8
</TABLE>
Item 27. Indemnification:
Article VIII of the Agreement and Declaration of Trust is filed as Exhibit 1 to
the Registration Statement. Insofar as indemnification for liabilities arising
under the Securities Act of 1933 may be permitted to trustees, directors,
officers and controlling persons of the Registrant by the Registrant pursuant to
the Declaration of Trust or otherwise, the Registrant is aware that in the
opinion of the Securities and Exchange Commission, such indemnification is
against public policy as expressed in the Act and, therefore, is unenforceable.
In the event that a claim for indemnification against such liabilities (other
than the payment by the Registrant of expenses incurred or paid by trustees,
directors, officers or controlling persons of the Registrant in connection with
the successful defense of any act, suite or proceeding) is asserted by such
trustees, directors, officers or controlling persons in connection with the
shares being registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issues.
Item 28. Business and Other Connections of Money Managers:
Other business, profession, vocation, or employment of a substantial nature
in which each director or principal officer of each Money Manager is or has
been, at any time during the last two fiscal years, engaged for his own account
or in the capacity of director, officer, employee, partner or trustee are as
follows:
1838 Investment Advisors, L.P.
1838 Investment Advisors L.P. ("1838") is a money manager for the Registrant's
Small Cap Fund. The principal business address of 1838 is 5 Radnor Corporate
Center, 100 Matsonford Road, Suite 320, Radnor, Pennsylvania 19087. 1838 is an
investment money manager registered under the Advisers Act.
<PAGE> 46
The list required by this Item 28 of officers and directors of 1838, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedules A and D of Form ADV filed by
1838 pursuant to the Advisers Act (SEC File No. 801-33025).
ACADIAN ASSET MANAGEMENT, INC.
Acadian Asset Management, Inc. ("Acadian") is a money manager for the
Registrant's International Equity Fund. The principal business address of
Acadian is 260 Franklin Street, Boston, Massachusetts 02110. Acadian is an
investment money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of Acadian, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedules A and D of Form ADV filed by
Acadian pursuant to the Advisers Act (SEC File No. 28078).
ALLIANCE CAPITAL MANAGEMENT
Alliance Capital Management L.P. ("Alliance") is a money manager for the
Registrant's Large Cap Fund. The principal business address of Alliance is 1345
Avenue of the Americas, New York, New York 10105. Alliance is an investment
money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of Alliance,
together with information as to any other business, profession, vocation or
employment of substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Alliance pursuant to the Advisers Act (SEC File No.
801-32361).
BEA ASSOCIATES
BEA Associates ("BEA") is the money manager for the Registrant's High Yield
Fund. The principal business address of BEA is One Citicorp Center, 153 East
53rd Street, New York, New York 10022. BEA is an investment money manager
registered under the Advisers Act.
The list required by this Item 28 of officers and directors of BEA, together
with information as to any other business, profession, vocation or employment of
a substantial nature engaged in by such officers and directors during the past
two years, is incorporated by reference to Schedules A and D of Form ADV filed
by BEA pursuant to the Advisers Act (SEC File No. 801-37170).
BLACKROCK FINANCIAL MANAGEMENT, INC.
BlackRock Financial Management, Inc. ("BlackRock") is a money manager for the
Registrant's Core Fixed Income Fund. The principal business address of BlackRock
is 345 Park Avenue, 29th Floor, New York, New York 10154. BlackRock is an
investment money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of BlackRock,
together with information as to any other business, profession, vocation or
employment of a substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by BlackRock pursuant to the Advisers Act (SEC File No.
801-48433).
BOSTON PARTNERS ASSET MANAGEMENT, L.P.
Boston Partners Asset Management, L.P. ("BPAM") is a money manager for the
Registrant's Small Cap Fund. The principal business address of BPAM is One
Financial Center, 43rd Floor, Boston, Massachusetts 02111. BPAM is an investment
money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of BPAM, together
with information as to any other business, profession, vocation or employment of
a substantial nature engaged in by such officers and directors during the past
two years, is incorporated by reference to Schedules A and D of Form ADV filed
by BPAM pursuant to the Advisers Act (SEC File No. 801-49059).
<PAGE> 47
CORONATION ASSET MANAGEMENT (PROPRIETARY) LIMITED
Coronation Asset Management (Proprietary) Limited ("Coronation") is a money
manager for the Registrant's Emerging Markets Equity Fund. The principal
business address of Coronation is 80 Strand Street, Cape Town, South Africa
8001. Coronation is an investment money manager registered under the Advisers
Act.
The list required by this Item 28 of officers and directors of Coronation,
together with information as to any other business, profession, vocation or
employment of a substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Coronation pursuant to the Advisers Act (SEC File No.
801-52830).
FARRELL WAKO GLOBAL INVESTMENT MANAGEMENT COMPANY, INC.
Farrell Wako Global Investment Management Company, Inc. ("Farrell Wako") is a
money manager for the Registrant's International Equity Fund. The principal
business address of Farrell Wako is 780 Third Avenue, New York, New York 10017.
Farrell Wako is an investment money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of Farrell Wako,
together with information as to any other business, profession, vocation or
employment of a substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Farrell Wako pursuant to the Advisers Act (SEC File No.
801-41830).
FIRSTAR INVESTMENT RESEARCH & MANAGEMENT COMPANY
Firstar Investment Research & Management Company ("FIRMCO") is a money manager
for the Registrant's Core Fixed Income Fund. The principal business address of
FIRMCO is 777 East Wisconsin Avenue, Suite 800, Milwaukee, Wisconsin 53202.
FIRMCO is an investment money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of FIRMCO, together
with information as to any other business, profession, vocation or employment of
a substantial nature engaged in by such officers and directors during the past
two years, is incorporated by reference to Schedules A and D of Form ADV filed
by FIRMCO pursuant to the Advisers Act (SEC File No. 801-28084).
FIRST OF AMERICA INVESTMENT CORPORATION
First of America Investment Corporation ("First America") is a money manager for
the Registrant's Small Cap Fund. The principal business address of First America
is 303 North Rose Street, Suite 500, Kalamazoo, Michigan 49007. First America is
an investment money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of First America,
together with information as to any other business, profession, vocation or
employment of a substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by First America pursuant to the Advisers Act (SEC File No.
801-446).
FURMAN SELZ CAPITAL MANAGEMENT LLC
Furman Selz Capital Management LLC ("Furman Selz") is a money manager for the
Registrant's Small Cap Fund. The principal business address of Furman Selz is
230 Park Avenue, New York, NY 10169. Furman Selz is an investment money manager
registered under the Advisers Act.
The list required by this Item 28 of officers and directors of Furman Selz,
together with information as to any other business, profession, vocation or
employment of a substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Furman Selz pursuant to the Advisers Act (SEC File No.
801-20737).
IDS ADVISORY GROUP INC.
IDS Advisory Group Inc. ("IDS") is a money manager for the Registrant's Large
Cap Fund. The principal business address of IDS is IDS Tower 10, Minneapolis,
Minnesota 55400-0010. IDS is an investment money manager registered under the
Advisers Act.
The list required by this Item 28 of officers and directors of IDS, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedules A and D of Form ADV filed by
IDS pursuant to the Advisers Act (SEC File No. 801-25943).
LAZARD LONDON INTERNATIONAL INVESTMENT MANAGEMENT LIMITED
Lazard London International Investment Management Limited ("Lazard") is a money
manager for the Registrant's International Equity Fund. The principal business
address of Lazard is 21 Moorfields London, England, EC2P 2HT. Lazard is an
investment money manager registered under the Advisers Act.
<PAGE> 48
The list required by this Item 28 of officers and directors of Lazard, together
with information as to any other business, profession, vocation or employment of
a substantial nature engaged in by such officers and directors during the past
two years, is incorporated by reference to Schedules A and D of Form ADV filed
by Lazard pursuant to the Advisers Act (SEC File No. 801-15430).
LSV ASSET MANAGEMENT
LSV Asset Management ("LSV") is a money manager for the Registrant's Large Cap
Fund. The principal business address of LSV is 181 West Madison Street, Chicago,
Illinois 60602. LSV is an investment money manager registered under the Advisers
Act.
The list required by this Item 28 of officers and directors of LSV, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedules A and D of Form ADV filed by
LSV pursuant to the Advisers Act (SEC File No. 801-38734).
MELLON EQUITY ASSOCIATES
Mellon Equity Associates ("MEA") is a money manager for the Registrant's Large
Cap Fund. The principal business address of MEA is 500 Grant Street, Suite 3700,
Pittsburgh, PA 15258. MEA is an investment money manager registered under the
Advisers Act.
The list required by this Item 28 of officers and directors of MEA, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedule A and D of Form ADV filed by MEA
pursuant to the Advisers Act (SEC File No. 801-28692).
MONTGOMERY ASSET MANAGEMENT, L.P.
Montgomery Asset Management, L.P. ("MAM") is a money manager for the
Registrant's Emerging Markets Equity Fund. The principal business address of MAM
is 600 Montgomery Street, San Francisco, California 94111. MAM is an investment
money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of MAM, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedules A and D of Form ADV filed by
MAM pursuant to the Advisers Act (SEC File No. 801-36790).
NICHOLAS-APPLEGATE CAPITAL MANAGEMENT, INC.
Nicholas-Applegate Capital Management, Inc. ("Nicholas-Applegate") is a money
manager for the Registrant's Small Cap Fund. The principal business address of
Nicholas-Applegate is 600 West Broadway, 29th Floor, San Diego, California
92101. Nicholas-Applegate is an investment money manager registered under the
Advisers Act.
The list required by this Item 28 of officers and directors of
Nicholas-Applegate, together with information as to any other business,
profession, vocation or employment of substantial nature engaged in by such
officers and directors during the past two years, is incorporated by reference
to Schedules A and D of Form ADV filed by Nicholas-Applegate pursuant to the
Advisers Act (SEC File No. 801-21442).
PACIFIC ALLIANCE CAPITAL MANAGEMENT
Pacific Alliance Capital Management ("Pacific Alliance") is a money manager for
the Registrant's Large Cap Fund. The principal business address of Pacific
Alliance is 475 Sansome Street, San Francisco, California 94111. Pacific
Alliance is a bank exempt from registration under the Advisers Act.
<TABLE>
<CAPTION>
Name and Position Connection with
with Investment Adviser Name of Other Company Other Company
- ----------------------- --------------------- -------------
<S> <C> <C>
Stanley F. Farrar Sullivan & Cromwell Partner
Director of Adviser
Kazuo Ibuki The Mitsubishi Bank Limited Chairman
Director
Raymond E. Miles Univ. of California Dean
Director of Adviser School of Bus. Admin.
J. Fernado Niedbla Infotec Development, Inc. Chairman & CEO
Director of Adviser
</TABLE>
<PAGE> 49
<TABLE>
<CAPTION>
Name and Position Connection with
with Investment Adviser Name of Other Company Other Company
----------------------- --------------------- -------------
<S> <C> <C>
Hiroo Nozawa BanCal Tri-State Corporation Chairman, President & CEO
Director of Adviser
Chairman, President & CEO
Carl W. Robertson Warland Investments Company Managing Director
Director of Adviser
Paul W. Steere Bogle & Gates Partner
Director of Adviser
Charles R. Scott Intermark, Inc. President & CEO
Director of Adviser
Henry T. Swigert ESCO Corporation Chairman
Director of Adviser
Yasuyuki Hirai The Mitsubishi Bank --
Director of Adviser,
Chief Executive Officer
Minoru Noda
Director of Adviser, -- --
Vice Chairman Credit & Finance
Samuel L. Williams Hufstedler, Miller Partner
Director of Adviser Kaus & Beardsley
Roy A. Henderson -- --
Director of Advisor,
Chairman, Regional Banking
Takejiro Sneyoshi MBL New York Branch Director & General Manager
Director of Adviser
Peter R. Butcher -- --
Executive Vice President
Chief Credit Officer
David W. Ehlers -- --
Executive Vice President
Chief Financial Officer
Michael Spilsbury -- --
Executive Vice President
Resources & Services Sector
William R. Sweet -- --
Executive Vice President
Wholesale & International Group
James M. Castro
Secretary -- --
Luke Mazur
Senior Vice President & Manager -- --
</TABLE>
PARAMETRIC PORTFOLIO ASSOCIATES
Parametric Portfolio Associates ("Parametric") is a money manager for the
Registrant's Emerging Markets Equity Fund. The principal business address of
Parametric is 700 Newport Center Drive, Newport Beach, CA 92660. Parametric is
an investment money manager registered under the Advisers Act.
<PAGE> 50
The list required by this Item 28 of officers and directors of Parametric
together with information as to any other business, profession, vocation or
employment of a substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Parametric pursuant to the Advisers Act (SEC File No.
801-48184).
PROVIDENT INVESTMENT COUNSEL, INC.
Provident Investment Counsel, Inc. ("Provident") is a money manager for the
Registrant's Large Cap Fund. The principal business address of Provident is 300
North Lake Avenue, Pasadena, CA 91101. Provident is an investment money manager
registered under the Advisers Act.
The list required by this Item 28 of officers and directors of Provident,
together with information as to any other business, profession, vocation or
employment of substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Provident pursuant to the Advisers Act (SEC File No.
801-47993).
SEI FINANCIAL MANAGEMENT CORPORATION
SEI Financial Management Company ("SFM") is the money manager for the Large Cap,
Small Cap, Core Fixed Income, High Yield Bond, International Fixed Income,
Emerging Markets Equity and International Equity Funds. The principal address of
SFM is Oaks, Pennsylvania 19456. SFM is an investment money manager registered
under the Advisers Act.
The list required by this Item 28 of officers and directors of SFM, together
with information as to any other business profession, vocation, or employment of
a substantial nature engaged in by such officers and directors during the past
two years is incorporated by reference to Schedules A and D of Form ADV filed by
SFM to the Advisers Act (SEC File No. 801-24593).
SELIGMAN HENDERSON CO.
Seligman Henderson Co. is a money manager for the Registrant's International
Equity Fund. The principal business address of Seligman Henderson Co. is 100
Park Avenue, New York, New York 10017. Seligman Henderson Co. is an investment
money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of Seligman
Henderson Co., together with information as to any other business profession,
vocation, or employment of a substantial nature engaged in by such officers and
directors during the past two years, is incorporated by reference to Schedules A
and D of Form ADV filed by Seligman Henderson Co. pursuant to the Advisers Act
(SEC File No. 801-40670).
STRATEGIC FIXED INCOME L.P.
Strategic Fixed Income L.P. ("Strategic") is a money manager for the
Registrant's International Fixed Income Fund. The principal business address of
Strategic is 1001 Nineteenth Street North, 17th Floor, Arlington, Virginia
22209. Strategic is an investment money manager registered under the Advisers
Act.
The list required by this Item 28 of officers and directors of Strategic,
together with information as to any other business, profession, vocation or
employment of substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Strategic pursuant to the Advisers Act (SEC File No.
801-38734).
<PAGE> 51
WALL STREET ASSOCIATES
Wall Street Associates ("WSA") is a money manager for the Registrant's Small Cap
Fund. The principal address for WSA is 1200 Prospect Street, Suite 100, La
Jolla, California 92037. WSA is an investment money manager registered under the
Advisers Act.
The list required by this Item 28 of officers and directors of WSA, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedules A and D of Form ADV filed by
WSA pursuant to the Advisers Act (SEC File No. 801-30019).
WESTERN ASSET MANAGEMENT COMPANY
Western Asset Management Company ("Western") is a money manager for the
Registrant's Core Fixed Income Fund. The principal business address of Western
is 117 East Colorado Boulevard, Pasadena, California 91105. Western is an
investment money manager registered under the Advisers Act.
The list required by this Item 28 of officers and directors of Western, together
with information as to any other business, profession, vocation or employment of
substantial nature engaged in by such officers and directors during the past two
years, is incorporated by reference to Schedules A and D of Form ADV filed by
Western pursuant to the Advisers Act (SEC File No. 801-08162).
YAMAICHI CAPITAL MANAGEMENT, INC.
Yamaichi Capital Management, Inc. ("Yamaichi") is a money manager for the
Registrant's International Equity and EMERGING MARKETS EQUITY FUNDS. The
principal business address of Yamaichi is 2 World Trade Center, Suite 9828, New
York, NY 10048.
The list required by this Item 28 of officers and directors of Yamaichi,
together with information as to any other business, profession, vocation or
employment of substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
Form ADV filed by Yamaichi pursuant to the Advisers Act (SEC File No.
801-15955).
Item 29. Principal Underwriters:
(a) Furnish the name of each investment company (other than the Registrant) for
which each principal underwriter currently distributing the securities of
the Registrant also acts as a principal underwriter, distributor or
investment adviser.
Registrant's distributor, SEI Financial Services Company ("SFS"), acts as
distributor for:
<TABLE>
<CAPTION>
<S> <C> <C>
SEI Daily Income Trust July 15, 1982
SEI Liquid Asset Trust November 29, 1982
SEI Tax Exempt Trust December 3, 1982
SEI Index Funds July 10, 1985
SEI Institutional Managed Trust January 22, 1987
SEI International Trust August 30, 1988
Stepstone Funds January 30, 1991
The Advisors' Inner Circle Fund November 14, 1991
The Pillar Funds February 28, 1992
CUFUND May 1, 1992
STI Classic Funds May 29, 1992
CoreFunds, Inc. October 30, 1992
First American Funds, Inc. November 1, 1992
First American Investment Funds, Inc. November 1, 1992
The Arbor Fund January 28, 1993
1784 Funds(R) June 1, 1993
The PBHG Funds, Inc. July 16, 1993
Marquis Funds(R) August 17, 1993
Morgan Grenfell Investment Trust January 3, 1994
The Achievement Funds Trust December 27, 1994
Bishop Street Funds January 27, 1995
CrestFunds, Inc. March 1, 1995
STI Classic Variable Trust August 18, 1995
ARK Funds November 1, 1995
Monitor Funds January 11, 1996
FMB Funds, Inc. March 1, 1996
SEI Asset Allocation Trust April 1, 1996
Turner Funds April 30, 1996
SEI Institutional Investments Trust June 14, 1996
First American Strategy Funds, Inc. October 1, 1996
</TABLE>
<PAGE> 52
SFS provides numerous financial services to investment managers, pension
plan sponsors, and bank trust departments. These services include portfolio
evaluation, performance measurement and consulting services ("Funds
Evaluation") and automated execution, clearing and settlement of securities
transactions ("MarketLink").
(b) Furnish the Information required by the following table with respect to each
director, officer or partner of each principal underwriter named in the answer
to Item 21 of Part B. Unless otherwise noted, the business address of each
director or officer is Oaks, PA 19456.
<TABLE>
<CAPTION>
Position and Office Positions and Offices
Name with Underwriter with Registrant
- ---- ---------------- ---------------
<S> <C> <C>
Alfred P. West, Jr. Director, Chairman & Chief Executive Officer --
Henry H. Greer Director, President & Chief Operating Officer --
Carmen V. Romeo Director, Executive Vice President & Treasurer --
Gilbert L. Beebower Executive Vice President --
Richard B. Lieb Executive Vice President, President-Investment
Services Division --
Leo J. Dolan, Jr. Senior Vice President --
Carl A. Guarino Senior Vice President --
Jerome Hickey Senior Vice President --
Larry Hutchison Senior Vice President --
Steven Kramer Senior Vice President --
David G. Lee Senior Vice President President & Chief
Executive Officer
William Madden Senior Vice President --
Jack May Senior Vice President --
A. Keith McDowell Senior Vice President --
Dennis J. McGonigle Senior Vice President --
Hartland J. McKeown Senior Vice President --
Barbara J. Moore Senior Vice President --
James V. Morris Senior Vice President --
Steven Onofrio Senior Vice President --
Kevin P. Robins Senior Vice President, General Counsel & Vice President &
Secretary Assistant Secretary
Robert Wagner Senior Vice President --
Patrick K. Walsh Senior Vice President --
Kenneth Zimmer Senior Vice President --
Robert Aller Vice President --
Marc H. Cahn Vice President & Assistant Secretary Vice President and
Assistant Secretary
Gordon W. Carpenter Vice President --
Todd Cipperman Vice President & Assistant Secretary Vice President and
Assistant Secretary
Robert Crudup Vice President & Managing Director --
Ed Daly Vice President --
Jeff Drennen Vice President --
Mick Duncan Vice President and Team Leader Assistant Secretary
Vic Galef Vice President & Managing Director --
Kathy Heilig Vice President --
Michael Kantor Vice President --
</TABLE>
<PAGE> 53
<TABLE>
<CAPTION>
<S> <C> <C>
Samuel King Vice President --
Kim Kirk Vice President & Managing Director --
Donald H. Korytowski Vice President --
John Krzeminski Vice President & Managing Director --
Robert S. Ludwig Vice President and Team Leader Assistant Secretary
Vicki Malloy Vice President and Team Leader Assistant Secretary
Carolyn McLaurin Vice President & Managing Director --
W. Kelso Morrill Vice President --
Barbara A. Nugent Vice President & Assistant Secretary --
Vice President and
Assistant Secretary
Sandra K. Orlow Vice President & Assistant Secretary Vice President and
Assistant Secretary
Donald Pepin Vice President & Managing Director --
Larry Pokora Vice President --
Kim Rainey Vice President --
Paul Sachs Vice President --
Mark Samuels Vice President & Managing Director --
Steve Smith Vice President --
Daniel Spaventa Vice President --
Kathryn L. Stanton Vice President & Assistant Secretary --
Wayne M. Withrow Vice President & Managing Director
& Assistant Secretary --
William Zawaski Vice President --
James Dougherty Director of Brokerage Services --
</TABLE>
Item 30. Location of Accounts and Records:
Books or other documents required to be maintained by Section 31(a) of
the Investment Company Act of 1940, and the rules promulgated thereunder, are
maintained as follows:
(a) With respect to Rules 31a-1(a); 31a-1(b)(1); (2)(a) and (b); (3);
(6); (8); (12); and 31a-1(d), the required books and records are
maintained at the offices of Registrant's Custodians:
CoreStates Bank, N.A.
Broad and Chestnut Streets
P.O. Box 7618
Philadelphia, PA 19101
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110
(b)/(c) With respect to Rules 31a-1(a); 31a-1(b)(1),(4); (2)(C) and
(D); (4); (5); (6); (8); (9); (10); (11); and 31a-1(f), the required
books and records are maintained at the offices of Registrant's
Manager:
SEI Financial Management Corporation
Oaks, PA 19456
(c) With respect to Rules 31a-1(b)(5),(6),(9) and 10 and 31a-1(f), the
required books and records are maintained at the principal offices of
the Registrant's Money Managers:
1838 Investment Advisors, L.P.
5 Radnor Corporate Center
100 Matsonford Road
Suite 320
Radnor, Pennsylvania 19087
<PAGE> 54
Acadian Asset Management
260 Franklin Street
Boston, Massachusetts 02110
Alliance Capital Management
1345 Avenue of the Americas
New York, New York 10105
BEA Associates
One Citicorp Center
153 East 53rd Street
New York, New York 10022
BlackRock Financial Management, Inc.
345 Park Avenue
29th Floor
New York, New York 10154
Boston Partners Asset Management, L.P.
One Financial Center
43rd Floor
Boston, Massachusetts 02111
Coronation Asset Management (Proprietary) Limited
80 Strand Street
Cape Town, South Africa, 8001
Farrell Wako Investment Management
780 3rd Avenue
New York, New York 10017
Firstar Investment Research & Management Company
777 East Wisconsin Avenue
Suite 800
Milwaukee, Wisconsin 53202
First of America Investment Corporation
303 North Rose Street
Suite 500
Kalamazoo, Michigan 49007
Furman Selz Capital Management LLC
230 Park Avenue
New York, NY 10169
IDS Advisory Group Inc.
IDS Tower 10
Minneapolis, Minnesota 55400-0010
Lazard London International Investment Management
Limited
21 Moorfields
London, England EC2P 2HT
LSV Asset Management
181 West Madison Street
Chicago, Illinois 60602
Mellon Equity Associates
500 Grant Street
Suite 3700
<PAGE> 55
Pittsburgh, PA 15258
Montgomery Asset Management, L.P.
600 Montgomery Street
San Francisco, California 94111
Nicholas-Applegate Capital Management, Inc.
600 West Broadway, 29th Floor
San Diego, California 92101
Pacific Alliance Capital Management
475 Sansome Street
San Francisco, CA 94111
Parametric Portfolio Associates
700 Newport Center Drive
Newport Beach, CA 92660
Provident Investment Counsel, Inc.
300 North Lake Avenue
Penthouse
Pasadena, CA 91101
SEI Financial Management Corporation
Oaks, PA 19456
Seligman Henderson Co.
100 Park Avenue
New York, New York 10017
Strategic Fixed Income L.P.
1001 Nineteenth Street North, 17th Floor
Arlington, VA 22209
Wall Street Associates
1200 Prospect Street
Suite 100
La Jolla, California 92037
Western Asset Management
117 East Colorado Boulevard
Pasadena, CA 91105
Yamaichi Capital Management, Inc.
2 World Trade Center
Suite 9828
New York, New York 10048
Yamaichi Capital Management (Singapore) Limited
138 Robinson Road, #19-01
Hong Leong Centre
Singapore, 068906
Item 31. Management Services:
None.
<PAGE> 56
Item 32. Undertakings:
Registrant hereby undertakes to file a post-effective amendment
containing reasonably current financial statements , which need not be
certified, within four to six months of the effective date of the Registrant's
1933 Act Registration Statement or the commencement of operations of the HIGH
YIELD BOND, INTERNATIONAL FIXED INCOME and EMERGING MARKETS EQUITY FUNDS,
whichever is later.
Registrant hereby undertakes that whenever Shareholders meeting the
requirements of Section 16(c) of the Investment Company Act of 1940 inform the
Board of Trustees of their desire to communicate with Shareholders of the Trust,
the Trustees will inform such Shareholders as to the approximate number of
Shareholders of record and the approximate cost of mailing or afford said
Shareholders access to a list of Shareholders.
Registrant undertakes to hold a meeting of Shareholders for the purpose
of voting upon the question of removal of a Trustee(s) when requested in writing
to do so by the holders of at least 10% of Registrant's outstanding shares and
in connection with such meetings to comply with the provisions of Section 16(c)
of the Investment Company Act of 1940 relating to Shareholder communications.
Registrant undertakes to furnish each person to whom a prospectus for
any series of the Registrant is delivered with a copy of the Registrant's latest
annual report to shareholders for such series, when such annual report is issued
containing information called for by Item 5A of Form N-1A, upon request and
without charge.
<PAGE> 57
NOTICE
A copy of the Agreement and Declaration of Trust of SEI Institutional
Investments Trust is on file with the Secretary of State of The Commonwealth of
Massachusetts and notice is hereby given that this Registration Statement has
been executed on behalf of the Trust by an officer of the Trust as an officer
and by its Trustees as trustees and not individually and the obligations of or
arising out of this Registration Statement are not binding upon any of the
Trustees, Officers, or Shareholders individually but are binding only upon the
assets and property of the Trust.
<PAGE> 58
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and the
Investment Company Act of 1940, as amended, the Registrant certifies that it
meets all of the requirements for effectiveness of this Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused
this Post-Effective Amendment No. 1 to Registration Statement No. 33-58041 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Wayne, Commonwealth of Pennsylvania on the 29th day of December, 1996.
SEI INSTITUTIONAL INVESTMENTS TRUST
By: /s/ David G. Lee
---------------------------------------------------
David G. Lee, President & Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to the Registration Statement has been signed below by the following
persons in the capacity on the date(s) indicated.
<TABLE>
<CAPTION>
<S> <C> <C>
* Trustee December 29, 1996
- -----------------------------
William M. Doran
* Trustee December 29, 1996
- -----------------------------
F. Wendell Gooch
* Trustee December 29, 1996
- -----------------------------
Frank E. Morris
* Trustee December 29, 1996
- -----------------------------
George J. Sullivan, Jr.
* Trustee December 29, 1996
- -----------------------------
James M. Storey
* Trustee December 29, 1996
- -----------------------------
Robert A. Nesher
/s/ David G. Lee President & Chief December 29, 1996
- -----------------------------
David G. Lee Executive Officer
/s/ Stephen G. Meyer Controller & Chief December 29, 1996
- -----------------------------
Stephen G. Meyer Financial Officer
*By: /s/ David G. Lee
-------------------------
David G. Lee
Attorney-in-Fact
</TABLE>
<PAGE> 59
Exhibit Index
Exhibit:
EX-99.B1 Registrant's Declaration of Trust is incorporated herein by
reference to Registrant's Registration Statement on Form N-1A
(File No. 33-58041), filed with the Securities and Exchange
Commission on March 10, 1995.
EX-99.B2 Registrant's By-Laws are incorporated herein by reference to
Registrant's Registration Statement on Form N-1A (File No.
33-58041), filed with the Securities and Exchange Commission on
March 10, 1995.
EX-99.B3 Not Applicable.
EX-99.B4 Not Applicable.
EX-99.B5(a) Form of Investment Advisory Agreement between the Trust and SEI
Financial Management Corporation is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 2 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on June 7, 1996.
EX-99.B5(b) Form of Investment Sub-Advisory Agreement between the Trust and
1838 Investment Advisors, L.P. with respect to the Trust's Small
Cap Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(c) Form of Investment Sub-Advisory Agreement between the Trust and
Acadian Asset Management, L.P. with respect to the Trust's
International Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(d) Form of Investment Sub-Advisory Agreement between the Trust and
Alliance Capital Management L.P. with respect to the Trust's
Large Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(e) Form of Investment Sub-Advisory Agreement between the Trust and
Apodaca-Johnston Capital Management, Inc. with respect to the
Trust's Small Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(f) Form of Investment Sub-Advisory Agreement between the Trust and
BEA Associates with respect to the High Yield Bond Fund is
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 1 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on April 26, 1996.
EX-99.B5(g) Form of Investment Sub-Advisory Agreement between the Trust and
BlackRock Financial Management, Inc. with respect to the Core
Fixed Income Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(h) Form of Investment Sub-Advisory Agreement between the Trust and
Boston Partners Asset Management, L.P. with respect to the Small
Cap Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(i) Form of Investment Sub-Advisory Agreement between the Trust and
Firstar Investment Research & Management Company with respect to
the Core Fixed Income Fund is incorporated herein by reference
to Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(j) Form of Investment Sub-Advisory Agreement between the Trust and
IDS Advisory Group, L.P. with respect to the Trust's Large Cap
Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(k) Form of Investment Sub-Advisory Agreement between the Trust and
LSV Asset Management with respect to the Trust's Large Cap Fund
is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(l) Form of Investment Sub-Advisory Agreement between the Trust and
Mellon Equity Associates with respect to the Large Cap Fund is
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 1 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on April 26, 1996.
EX-99.B5(m) Form of Investment Sub-Advisory Agreement between the Trust and
MERUS-UCA Capital Management with respect to the Large Cap Fund
is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N- 1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(n) Form of Investment Sub-Advisory Agreement between the Trust and
Montgomery Asset Management, L.P. with respect to the Emerging
Markets Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(o) Form of Investment Sub-Advisory Agreement between the Trust and
Morgan Grenfell Investment Services Limited with respect to the
International Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
<PAGE> 60
EX-99.B5(p) Form of Investment Sub-Advisory Agreement between the Trust and
Nicholas-Applegate Capital Management, Inc. with respect to the
Small Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(q) Form of Investment Sub-Advisory Agreement between the Trust and
Provident Investment Counsel, Inc. with respect to the Large Cap
Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N- 1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(r) Form of Investment Sub-Advisory Agreement between the Trust and
Schroder Capital Management International Limited with respect
to the International Equity Fund is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 1 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on April 26, 1996.
EX-99.B5(s) Form of Investment Sub-Advisory Agreement between the Trust and
Strategic Fixed Income L.P. with respect to the International
Fixed Income Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B5(t) Form of Investment Sub-Advisory Agreement between the Trust and
Wall Street Associates with respect to the Small Cap Fund is
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 1 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on April 26, 1996.
EX-99.B5(u) Form of Investment Sub-Advisory Agreement between the Trust and
Western Asset Management Company with respect to the Core Fixed
Income Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(v) Form of Administration Agreement between the Trust and SEI Fund
Management is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 1 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on April 26,
1996.
EX-99.B5(w) Form of Investment Sub-Advisory Agreement between the Trust and
First of America Investment Corporation with respect to the
Small Cap Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 2 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on June 7, 1996.
EX-99.B5(x) Form of Investment Sub-Advisory Agreement between the Trust and
Farrell Wako Global Investment Management, Inc. with respect to
the International Equity Fund is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 2 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on June 7, 1996.
EX-99.B5(y) Form of Investment Sub-Advisory Agreement between the Trust and
Seligman Henderson Co. with respect to the International Equity
Fund is incorporated herein by reference to Registrant's
Pre-Effective Amendment No. 2 on Form N-1A (File No. 33-58041),
filed with the Securities and Exchange Commission on June 7,
1996.
EX-99.B5(z) Form of Investment Sub-Advisory Agreement between the Trust and
Yamaichi Capital Management, Inc. with respect to the
International Equity Fund is incorporated herein by reference to
Registrant's Pre-Effective Amendment No. 2 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on June 7, 1996.
EX-99.B5(aa) Investment Sub-Advisory Agreement between the Trust and
Coronation Asset Management (Proprietary) Limited with respect
to the Emerging Markets Equity Fund is filed herewith.
EX-99.B5(bb) Form of Investment Sub-Advisory Agreement between the Trust and
Furman Selz Capital Management LLC with repsect to the Small Cap
Fund is filed herewith.
EX-99.B5(cc) Form of Investment Sub-Advisory Agreement between the Trust and
Lazard London International Investment Management Limited with
respect to the International Equity Fund is filed herewith.
EX-99.B5(dd) Investment Sub-Advisory Agreement between the Trust and
Parametric Portfolio Associates with respect to the Emerging
Markets Equity Fund is filed herewith.
EX-99.B5(ee) Investment Sub-Advisory Agreement between the Trust and Yamaichi
Capital Management, Inc. And Yamaichi Capital Management
(Singapore) Limited with respect to the International Equity
Fund is filed herewith.
EX-99.B6 Form of Distribution Agreement between the Trust and SEI
Financial Services Company is incorporated herein by reference
to Registrant's Pre-Effective Amendment No. 1 on Form N-1A (File
No. 33-58041), filed with the Securities and Exchange Commission
on April 26, 1996.
EX-99.B7 Not Applicable.
EX-99.B8 Form of Custodian Agreement between the Trust and CoreStates
Bank, N.A. with respect to the Trust's Large Cap, Small Cap,
Core Fixed Income and High Yield Bond Funds is incorporated
herein by reference to Registrant's Pre- Effective Amendment No.
2 on Form N-1A (File No. 33-58041), filed with the Securities
and Exchange Commission on June 7, 1996.
EX-99.B9 Not Applicable.
EX-99.B10 Opinion and Consent of Counsel is incorporated herein by
reference to Registrant's Pre-Effective Amendment No. 2 on Form
N-1A (File No. 33-58041), filed with the Securities and Exchange
Commission on June 7, 1996.
EX-99.B11 Consent of Independent Public Accountants filed herewith.
EX-99.B12 Not Applicable.
EX-99.B13 Not Applicable.
<PAGE> 61
EX-99.B14 Not Applicable.
EX-99.B15 Not Applicable
EX-99.B16 Performance Quotation Computation is incorporated by
incorporated herein by reference to Registrant's Pre-Effective
Amendment No. 2 on Form N-1A (File No. 33-58041), filed with the
Securities and Exchange Commission on June 7, 1996.
EX-99.B24 Powers of Attorney for Robert A. Nesher, William M. Doran,
George J. Sullivan, Jr., F. Wendell Gooch, Stephen G. Meyer,
James M. Storey, David G. Lee and Frank E. Morris are filed
herewith.
EX-27.1 Financial Data Schedule
EX-27.2 Financial Data Schedule
EX-27.3 Financial Data Schedule
EX-27.4 Financial Data Schedule
<PAGE> 1
EXHIBIT 99.B5(aa)
INVESTMENT SUB-ADVISORY AGREEMENT
SEI INSTITUTIONAL INVESTMENTS TRUST
AGREEMENT made this 30th day of September, 1996, between SEI Financial
Management Corporation, (the "Adviser") and Coronation Asset Management
(Proprietary) Limited (the "Sub-Adviser").
WHEREAS, SEI Institutional Investments Trust, a Massachusetts business
trust (the "Trust"), is registered as an open-end management investment company
under the Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Adviser has entered into an Investment Advisory Agreement
dated June 14, 1996 (the "Advisory Agreement") with the Trust, pursuant to
which the Adviser will act as investment adviser to the Emerging Markets Equity
Fund (the "Portfolio"), which is a series of the Trust; and
WHEREAS, the Adviser, with the approval of the Trust, desires to
retain the Sub-Adviser to provide investment advisory services to the Adviser
in connection with the management of the Portfolio, and the Sub-Adviser is
willing to render such investment advisory services.
NOW, THEREFORE, the parties hereto agree as follows:
1. DUTIES OF THE SUB-ADVISER. Subject to supervision by the Adviser and
the Trust's Board of Trustees, the Sub-Adviser shall manage all of the
securities and other assets of the Portfolio entrusted to it hereunder
(the "Assets"), including the purchase, retention and disposition of
the Assets, in accordance with the Portfolio's investment objectives,
policies and restrictions as stated in the Portfolio's prospectus and
statement of additional information, as currently in effect and as
amended or supplemented from time to time (referred to collectively as
the "Prospectus"), and subject to the following:
(a) The Sub-Adviser shall, in consultation with and subject to the
direction of the Adviser, determine from time to time what Assets will
be purchased, retained or sold by the Portfolio, and what portion of
the Assets will be invested or held uninvested in cash.
(b) In the performance of its duties and obligations under this Agreement,
the Sub-Adviser shall act in conformity with the Trust's Declaration
of Trust (as defined herein) and the Prospectus and with the written
instructions and directions of the Adviser and of the Board of
Trustees of the Trust (provided, however, that the Sub-Adviser shall
not be obliged to do or omit to do anything, in compliance with such
written instructions, that would constitute a breach of any applicable
South African statute, rule or regulation) and will conform to and
comply with the requirements of the 1940 Act, the Internal Revenue
Code of 1986, and all other applicable federal and state laws and
regulations, as each is amended from time to time.
(c) The Sub-Adviser shall determine the Assets to be purchased or sold by
the Portfolio as provided in subparagraph (a) and will place orders
with or through such persons, brokers or dealers to carry out the
policy with respect to brokerage set forth in the Portfolio's
Registration Statement (as defined herein) and Prospectus or as the
Board of Trustees or the Adviser may direct from time to time, in
conformity with federal securities laws. In executing Portfolio
transactions and selecting brokers or dealers, the Sub-Adviser will
use its best efforts to seek on behalf of the Portfolio the best
overall terms available. In assessing the best overall terms
available for any transaction, the Sub-Adviser shall consider all
factors that it deems relevant, including the breadth of the market in
the security, the price of the security, the financial condition and
execution capability of the broker or dealer, and the reasonableness
of the commission, if any, both for the specific transaction and on a
continuing basis. In evaluating the best overall terms available, and
in selecting the broker-dealer to execute a particular transaction,
the Sub-
<PAGE> 2
Adviser may also consider the brokerage and research services provided
(as those terms are defined in Section 28(e) of the Securities
Exchange Act of 1934). Consistent with any guidelines established by
the Board of Trustees of the Trust, the Sub-Adviser is authorized to
pay to a broker or dealer who provides such brokerage and research
services a commission for executing a portfolio transaction for the
Portfolio which is in excess of the amount of commission another
broker or dealer would have charged for effecting that transaction if,
but only if, the Sub-Adviser determines in good faith that such
commission was reasonable in relation to the value of the brokerage
and research services provided by such broker or dealer - - viewed in
terms of that particular transaction or terms of the overall
responsibilities of the Sub-Adviser to the Portfolio. In addition,
the Sub-Adviser is authorized to allocate purchase and sale orders for
securities to brokers or dealers (including brokers and dealers that
are affiliated with the Adviser, Sub-Adviser or the Trust's principal
underwriter) to take into account the sale of shares of the Trust if
the Sub-Adviser believes that the quality of the transaction and the
commission are comparable to what they would be with other qualified
firms. In no instance, however, will the Portfolio's Assets be
purchased from or sold to the Adviser, Sub-Adviser, the Trust's
principal underwriter, or any affiliated person of either the Trust,
Adviser, the Sub-Adviser or the principal underwriter, acting as
principal in the transaction, except to the extent permitted by the
Securities and Exchange Commission ("SEC") and the 1940 Act. With
respect to securities transactions entered into in countries other
than the United States, the Sub-Adviser shall enter into securities
transactions only in those jurisdictions in which the Trust's
custodian, or a sub-custodian appointed by the Trust, may hold the
Assets.
(d) The Sub-Adviser shall maintain all books and records with respect to
transactions involving the Assets required by subparagraphs (b)(5),
(6), (7), (9), (10) and (11) and paragraph (f) of Rule 31a-1 under the
1940 Act. The Sub-Adviser shall provide to the Adviser or the Board
of Trustees such periodic and special reports, balance sheets or
financial information, and such other information with regard to its
affairs as the Adviser or Board of Trustees may reasonably request.
The Sub-Adviser shall keep the books and records relating to the
Assets required to be maintained by the Sub-Adviser under this
Agreement and shall timely furnish to the Adviser all information
relating to the Sub-Adviser's services under this Agreement needed by
the Adviser to keep the other books and records of the Portfolio
required by Rule 31a-1 under the 1940 Act. The Sub-Adviser shall also
furnish to the Adviser any other information relating to the Assets
that is required to be filed by the Adviser or the Trust with the SEC
or sent to shareholders under the 1940 Act (including the rules
adopted thereunder) or any exemptive or other relief that the Adviser
or the Trust obtains from the SEC. The Sub-Adviser agrees that all
records that it maintains on behalf of the Portfolio are property of
the Portfolio and the Sub-Adviser will surrender promptly to the
Portfolio any of such records upon the Portfolio's request; provided,
however, that the Sub-Adviser may retain a copy of such records. In
addition, for the duration of this Agreement, the Sub-Adviser shall
preserve for the periods prescribed by Rule 31a-2 under the 1940 Act
any such records as are required to be maintained by it pursuant to
this Agreement, and shall transfer said records to any successor
sub-adviser upon the termination of this Agreement (or, if there is no
successor sub-adviser, to the Adviser).
(e) The Sub-Adviser shall provide the Portfolio's custodian on each
business day with information relating to all transactions concerning
the Portfolio's Assets and shall provide the Adviser with such
information upon request of the Adviser.
(f) The investment management services provided by the Sub-Adviser under
this Agreement are not to be deemed exclusive and the Sub-Adviser
shall be free to render similar services to others, as long as such
services do not impair the services rendered to the Adviser or the
Trust.
2
<PAGE> 3
(g) The Sub-Adviser shall promptly notify the Adviser of any financial
condition that is likely to impair the Sub-Adviser's ability to
fulfill its commitment under this Agreement.
(h) The Sub-Adviser shall review all proxy solicitation materials and be
responsible for voting and handling all proxies in relation to the
securities held in the Portfolio. The Adviser shall instruct the
custodian and other parties providing services to the Portfolio to
promptly forward misdirected proxies to the Sub-Adviser.
Services to be furnished by the Sub-Adviser under this Agreement may
be furnished through the medium of any of the Sub-Adviser's partners,
officers or employees.
(i) The Sub-Adviser shall promptly notify the Adviser if the Sub-Adviser
determines that an instruction received from the Adviser or the Board
of Trustees would, if carried out, result in the Sub-Adviser
committing a violation of a South African statute, rule or regulation.
2. DUTIES OF THE ADVISER. The Adviser shall continue to have
responsibility for all services to be provided to the Portfolio
pursuant to the Advisory Agreement and shall oversee and review the
Sub-Adviser's performance of its duties under this Agreement;
provided, however, that in connection with its management of the
Assets, nothing herein shall be construed to relieve the Sub-Adviser
of responsibility for compliance with the Trust's Declaration of Trust
(as defined herein), the Prospectus, the instructions and directions
of the Board of Trustees of the Trust, the requirements of the 1940
Act, the Internal Revenue Code of 1986, and all other applicable
federal and state laws and regulations, as each is amended from time
to time.
3. DELIVERY OF DOCUMENTS. The Adviser has furnished the Sub-Adviser with
copies properly certified or authenticated of each of the following
documents:
(a) The Trust's Agreement and Declaration of Trust, as filed with the
Secretary of State of the Commonwealth of Massachusetts (such
Agreement and Declaration of Trust, as in effect on the date of this
Agreement and as amended from time to time, herein called the
"Declaration of Trust");
(b) By-Laws of the Trust (such By-Laws, as in effect on the date of this
Agreement and as amended from time to time, are herein called the
"By-Laws");
(c) Prospectus(es) of the Portfolio.
4. COMPENSATION TO THE SUB-ADVISER. For the services to be provided by
the Sub-Adviser pursuant to this Agreement, the Adviser will pay the
Sub-Adviser, and the Sub-Adviser agrees to accept as full compensation
therefor, a sub-advisory fee at the rate specified in the Schedule(s)
which is attached hereto and made part of this Agreement. The fee
will be calculated based on the average monthly market value of the
Assets under the Sub-Adviser s management and will be paid to the
Sub-Adviser monthly. Except as may otherwise be prohibited by law or
regulation (including any then current SEC staff interpretation), the
Sub-Adviser may, in its discretion and from time to time, waive a
portion of its fee.
5. INDEMNIFICATION. The Sub-Adviser shall indemnify and hold harmless
the Adviser from and against any and all claims, losses, liabilities
or damages (including reasonable attorney's fees and other related
expenses) howsoever arising from or in connection with the performance
of the Sub-Adviser s obligations under this Agreement; provided,
however, that the Sub-Adviser s obligation under this Section 5 shall
be reduced to the extent that the claim against, or the loss,
liability or damage experienced
3
<PAGE> 4
by the Adviser, is caused by or is otherwise directly related to the
Adviser's own willful misfeasance, bad faith or negligence, or to the
reckless disregard of its duties under this Agreement.
6. DURATION AND TERMINATION. This Agreement shall become effective upon
its approval by the Trust's Board of Trustees and by the vote of a
majority of the outstanding voting securities of the Portfolio. This
Agreement shall continue in effect for a period of more than two years
from the date hereof only so long as continuance is specifically
approved at least annually in conformance with the 1940 Act; provided,
however, that this Agreement may be terminated with respect to the
Portfolio (a) by the Portfolio at any time, without the payment of any
penalty, by the vote of a majority of Trustees of the Trust or by the
vote of a majority of the outstanding voting securities of the
Portfolio, (b) by the Adviser at any time, without the payment of any
penalty, on not more than 60 days' nor less than 30 days' written
notice to the Sub-Adviser, or (c) by the Sub-Adviser at any time,
without the payment of any penalty, on 90 days' written notice to the
Adviser. This Agreement shall terminate automatically and immediately
in the event of its assignment, or in the event of a termination of
the Adviser's agreement with the Trust. As used in this Section 6,
the terms "assignment" and "vote of a majority of the outstanding
voting securities" shall have the respective meanings set forth in the
1940 Act and the rules and regulations thereunder, subject to such
exceptions as may be granted by the SEC under the 1940 Act.
7. GOVERNING LAW. This Agreement shall be governed by the internal laws
of the Commonwealth of Massachusetts, without regard to conflict of
law principles; provided, however, that nothing herein shall be
construed as being inconsistent with the 1940 Act.
8. SEVERABILITY. Should any part of this Agreement be held invalid by a
court decision, statute, rule or otherwise, the remainder of this
Agreement shall not be affected thereby. This Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and
their respective successors.
9. NOTICE: Any notice, advice or report to be given pursuant to this
Agreement shall be deemed sufficient if delivered or mailed by
registered, certified or overnight mail, postage prepaid addressed by
the party giving notice to the other party at the last address
furnished by the other party:
To the Adviser at: SEI Financial Management Corporation
680 East Swedesford Road
Wayne, PA 19087
Attention: Legal Department
To the Sub-Adviser at: Coronation Asset Management (Proprietary)
Limited
2nd Floor, 80 Strand Street
Cape Town 8001
P.O. Box 993
Cape Town, South Africa 8000
10. ENTIRE AGREEMENT. This Agreement embodies the entire agreement and
understanding between the parties hereto, and supersedes all prior
agreements and understandings relating to this Agreement's subject
matter. This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original, but such counterparts
shall, together, constitute only one instrument.
4
<PAGE> 5
A copy of the Declaration of Trust is on file with the Secretary of
State of the Commonwealth of Massachusetts, and notice is hereby given that the
obligations of this instrument are not binding upon any of the Trustees,
officers or shareholders of the Portfolio or the Trust.
Where the effect of a requirement of the 1940 Act reflected in any
provision of this Agreement is altered by a rule, regulation or order of the
SEC, whether of special or general application, such provision shall be deemed
to incorporate the effect of such rule, regulation or order.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their officers designated below as of the day and year first
written above.
<TABLE>
<S> <C>
SEI Financial Management Corporation Coronation Asset Management (Proprietary) Limited
By: By:
/s/ Todd B. Cipperman /s/ John Snalam /s/ Matthys Du Toit
--------------------- --------------------------------------
Name: Todd B. Cipperman Name(s): John Snalam / Matthys Du Toit
-------------------------- -----------------------------
Title: Vice President Title(s): Financial Manager / Director
------------------------- ----------------------------
</TABLE>
5
<PAGE> 6
SCHEDULE A
TO THE
SUB-ADVISORY AGREEMENT
BETWEEN
SEI FINANCIAL MANAGEMENT CORPORATION
AND
CORONATION ASSET MANAGEMENT (PROPRIETARY) LIMITED
Pursuant to Article 4, the Adviser shall pay the Sub-Adviser compensation at an
annual rate as follows:
Emerging Markets Equity Fund . %
6
<PAGE> 1
EXHIBIT 99.B5(bb)
INVESTMENT SUB-ADVISORY AGREEMENT
SEI INSTITUTIONAL INVESTMENTS TRUST
AGREEMENT made this __th day of ____, 1996, between SEI Financial
Management Corporation, (the "Adviser") and Furman Selz Capital Management, LLC
(the "Sub-Adviser").
WHEREAS, SEI Institutional Investments Trust, a Massachusetts business
trust (the "Trust"), is registered as an open-end management investment company
under the Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Adviser has entered into an Investment Advisory Agreement
dated June 14, 1996 (the "Advisory Agreement") with the Trust, pursuant to
which the Adviser will act as investment adviser to the Small Cap Growth Fund
(the "Portfolio"), which is a series of the Trust; and
WHEREAS, the Adviser, with the approval of the Trust, desires to
retain the Sub-Adviser to provide investment advisory services to the Adviser
in connection with the management of the Portfolio, and the Sub-Adviser is
willing to render such investment advisory services.
NOW, THEREFORE, the parties hereto agree as follows:
1. DUTIES OF THE SUB-ADVISER. Subject to supervision by the Adviser and
the Trust's Board of Trustees, the Sub-Adviser shall manage all of the
securities and other assets of the Portfolio entrusted to it hereunder
(the "Assets"), including the purchase, retention and disposition of
the Assets, in accordance with the Portfolio's investment objectives,
policies and restrictions as stated in the Portfolio's prospectus and
statement of additional information, as currently in effect and as
amended or supplemented from time to time (referred to collectively as
the "Prospectus"), and subject to the following:
(a) The Sub-Adviser shall, in consultation with and subject to the
direction of the Adviser, determine from time to time what Assets will
be purchased, retained or sold by the Portfolio, and what portion of
the Assets will be invested or held uninvested in cash.
(b) In the performance of its duties and obligations under this Agreement,
the Sub-Adviser shall act in conformity with the Trust's Declaration
of Trust (as defined herein) and the Prospectus and with the
instructions and directions of the Adviser and of the Board of
Trustees of the Trust and will conform to and comply with the
requirements of the 1940 Act, the Internal Revenue Code of 1986, and
all other applicable federal and state laws and regulations, as each
is amended from time to time.
(c) The Sub-Adviser shall determine the Assets to be purchased or sold by
the Portfolio as provided in subparagraph (a) and will place orders
with or through such persons, brokers or dealers to carry out the
policy with respect to brokerage set forth in the Portfolio's
Registration Statement (as defined herein) and Prospectus or as the
Board of Trustees or the Adviser may direct from time to time, in
conformity with federal securities laws. In executing Portfolio
transactions and selecting brokers or dealers, the Sub-Adviser will
use its best efforts to seek on behalf of the Portfolio the best
overall terms available. In assessing the best overall terms
available for any transaction, the Sub-Adviser shall consider all
factors that it deems relevant, including the breadth of the market in
the security, the price of the security, the financial condition and
execution capability of the broker or dealer, and the reasonableness
of the commission, if any, both for the specific transaction and on a
continuing basis. In evaluating the best overall terms available, and
in selecting the broker-dealer to execute a particular transaction,
the Sub-Adviser may also consider the brokerage and research services
provided (as those terms are defined in Section 28(e) of the
Securities Exchange Act of 1934). Consistent with any guidelines
established by the Board of Trustees of the Trust, the Sub-Adviser is
authorized to pay to a broker or dealer who
<PAGE> 2
provides such brokerage and research services a commission for
executing a portfolio transaction for the Portfolio which is in excess
of the amount of commission another broker or dealer would have
charged for effecting that transaction if, but only if, the
Sub-Adviser determines in good faith that such commission was
reasonable in relation to the value of the brokerage and research
services provided by such broker or dealer - - viewed in terms of that
particular transaction or terms of the overall responsibilities of the
Sub-Adviser to the Portfolio. In addition, the Sub-Adviser is
authorized to allocate purchase and sale orders for securities to
brokers or dealers (including brokers and dealers that are affiliated
with the Adviser, Sub-Adviser or the Trust's principal underwriter) to
take into account the sale of shares of the Trust if the Sub-Adviser
believes that the quality of the transaction and the commission are
comparable to what they would be with other qualified firms. In no
instance, however, will the Portfolio's Assets be purchased from or
sold to the Adviser, Sub-Adviser, the Trust's principal underwriter,
or any affiliated person of either the Trust, Adviser, the Sub-Adviser
or the principal underwriter, acting as principal in the transaction,
except to the extent permitted by the Securities and Exchange
Commission ("SEC") and the 1940 Act.
(d) The Sub-Adviser shall maintain all books and records with respect to
transactions involving the Assets required by subparagraphs (b)(5),
(6), (7), (9), (10) and (11) and paragraph (f) of Rule 31a-1 under the
1940 Act. The Sub-Adviser shall provide to the Adviser or the Board
of Trustees such periodic and special reports, balance sheets or
financial information, and such other information with regard to its
affairs as the Adviser or Board of Trustees may reasonably request.
The Sub-Adviser shall keep the books and records relating to the
Assets required to be maintained by the Sub-Adviser under this
Agreement and shall timely furnish to the Adviser all information
relating to the Sub-Adviser's services under this Agreement needed by
the Adviser to keep the other books and records of the Portfolio
required by Rule 31a-1 under the 1940 Act. The Sub-Adviser shall also
furnish to the Adviser any other information relating to the Assets
that is required to be filed by the Adviser or the Trust with the SEC
or sent to shareholders under the 1940 Act (including the rules
adopted thereunder) or any exemptive or other relief that the Adviser
or the Trust obtains from the SEC. The Sub-Adviser agrees that all
records that it maintains on behalf of the Portfolio are property of
the Portfolio and the Sub-Adviser will surrender promptly to the
Portfolio any of such records upon the Portfolio's request; provided,
however, that the Sub-Adviser may retain a copy of such records. In
addition, for the duration of this Agreement, the Sub-Adviser shall
preserve for the periods prescribed by Rule 31a-2 under the 1940 Act
any such records as are required to be maintained by it pursuant to
this Agreement, and shall transfer said records to any successor
sub-adviser upon the termination of this Agreement (or, if there is no
successor sub-adviser, to the Adviser).
(e) The Sub-Adviser shall provide the Portfolio's custodian on each
business day with information relating to all transactions concerning
the Portfolio's Assets and shall provide the Adviser with such
information upon request of the Adviser.
(f) The investment management services provided by the Sub-Adviser under
this Agreement are not to be deemed exclusive and the Sub-Adviser
shall be free to render similar services to others, as long as such
services do not impair the services rendered to the Adviser or the
Trust.
(g) The Sub-Adviser shall promptly notify the Adviser of any financial
condition that is likely to impair the Sub-Adviser's ability to
fulfill its commitment under this Agreement.
(h) The Sub-Adviser shall review all proxy solicitation materials and be
responsible for voting and handling all proxies in relation to the
securities held in the Portfolio. The Adviser shall instruct the
custodian and
2
<PAGE> 3
other parties providing services to the Portfolio to promptly forward
misdirected proxies to the Sub-Adviser.
Services to be furnished by the Sub-Adviser under this Agreement may
be furnished through the medium of any of the Sub-Adviser's partners,
officers or employees.
2. DUTIES OF THE ADVISER. The Adviser shall continue to have
responsibility for all services to be provided to the Portfolio
pursuant to the Advisory Agreement and shall oversee and review the
Sub-Adviser's performance of its duties under this Agreement;
provided, however, that in connection with its management of the
Assets, nothing herein shall be construed to relieve the Sub-Adviser
of responsibility for compliance with the Trust's Declaration of Trust
(as defined herein), the Prospectus, the instructions and directions
of the Board of Trustees of the Trust, the requirements of the 1940
Act, the Internal Revenue Code of 1986, and all other applicable
federal and state laws and regulations, as each is amended from time
to time.
3. DELIVERY OF DOCUMENTS. The Adviser has furnished the Sub-Adviser with
copies properly certified or authenticated of each of the following
documents:
(a) The Trust's Agreement and Declaration of Trust, as filed with the
Secretary of State of the Commonwealth of Massachusetts (such
Agreement and Declaration of Trust, as in effect on the date of this
Agreement and as amended from time to time, herein called the
"Declaration of Trust");
(b) By-Laws of the Trust (such By-Laws, as in effect on the date of this
Agreement and as amended from time to time, are herein called the
"By-Laws");
(c) Prospectus(es) of the Portfolio.
4. COMPENSATION TO THE SUB-ADVISER. For the services to be provided by
the Sub-Adviser pursuant to this Agreement, the Adviser will pay the
Sub-Adviser, and the Sub-Adviser agrees to accept as full compensation
therefor, a sub-advisory fee at the rate specified in the Schedule(s)
which is attached hereto and made part of this Agreement. The fee
will be calculated based on the average monthly market value of the
Assets under the Sub-Adviser s management and will be paid to the
Sub-Adviser monthly. Except as may otherwise be prohibited by law or
regulation (including any then current SEC staff interpretation), the
Sub-Adviser may, in its discretion and from time to time, waive a
portion of its fee.
5. INDEMNIFICATION. The Sub-Adviser shall indemnify and hold harmless
the Adviser from and against any and all claims, losses, liabilities
or damages (including reasonable attorney's fees and other related
expenses) howsoever arising from or in connection with the performance
of the Sub-Adviser s obligations under this Agreement; provided,
however, that the Sub-Adviser s obligation under this Section 5 shall
be reduced to the extent that the claim against, or the loss,
liability or damage experienced by the Adviser, is caused by or is
otherwise directly related to the Adviser's own willful misfeasance,
bad faith or negligence, or to the reckless disregard of its duties
under this Agreement.
The Adviser shall indemnify and hold harmless the Sub-Adviser from and
against any and all claims, losses, liabilities or damages (including
reasonable attorney's fees and other related expenses) howsoever
arising from or in connection with the performance of the Adviser's
obligations under this Agreement; provided, however, that the
Adviser's obligation under this Section 5 shall be reduced to the
extent that the claim against, or the loss, liability or damage
experienced by the Sub-Adviser, is caused by or is otherwise directly
related to the Sub-Adviser's own willful misfeasance, bad faith or
negligence, or to the reckless disregard of its duties under this
Agreement.
3
<PAGE> 4
6. DURATION AND TERMINATION. This Agreement shall become effective upon
its approval by the Trust's Board of Trustees and by the vote of a
majority of the outstanding voting securities of the Portfolio. This
Agreement shall continue in effect for a period of more than two years
from the date hereof only so long as continuance is specifically
approved at least annually in conformance with the 1940 Act; provided,
however, that this Agreement may be terminated with respect to the
Portfolio (a) by the Portfolio at any time, without the payment of any
penalty, by the vote of a majority of Trustees of the Trust or by the
vote of a majority of the outstanding voting securities of the
Portfolio, (b) by the Adviser at any time, without the payment of any
penalty, on not more than 60 days' nor less than 30 days' written
notice to the Sub-Adviser, or (c) by the Sub-Adviser at any time,
without the payment of any penalty, on 90 days' written notice to the
Adviser. This Agreement shall terminate automatically and immediately
in the event of its assignment, or in the event of a termination of
the Adviser's agreement with the Trust. As used in this Section 6,
the terms "assignment" and "vote of a majority of the outstanding
voting securities" shall have the respective meanings set forth in the
1940 Act and the rules and regulations thereunder, subject to such
exceptions as may be granted by the SEC under the 1940 Act.
7. GOVERNING LAW. This Agreement shall be governed by the internal laws
of the Commonwealth of Massachusetts, without regard to conflict of
law principles; provided, however, that nothing herein shall be
construed as being inconsistent with the 1940 Act.
8. SEVERABILITY. Should any part of this Agreement be held invalid by a
court decision, statute, rule or otherwise, the remainder of this
Agreement shall not be affected thereby. This Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and
their respective successors.
9. NOTICE: Any notice, advice or report to be given pursuant to this
Agreement shall be deemed sufficient if delivered or mailed by
registered, certified or overnight mail, postage prepaid addressed by
the party giving notice to the other party at the last address
furnished by the other party:
To the Adviser at: SEI Financial Management Corporation
680 East Swedesford Road
Wayne, PA 19087
Attention: Legal Department
To the Sub-Adviser at: Furman Selz Capital Management, LLC
230 Park Avenue, 10th Floor
New York, NY 10169
10. ENTIRE AGREEMENT. This Agreement embodies the entire agreement and
understanding between the parties hereto, and supersedes all prior
agreements and understandings relating to this Agreement's subject
matter. This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original, but such counterparts
shall, together, constitute only one instrument.
A copy of the Declaration of Trust is on file with the Secretary of
State of the Commonwealth of Massachusetts, and notice is hereby given that the
obligations of this instrument are not binding upon any of the Trustees,
officers or shareholders of the Portfolio or the Trust.
Where the effect of a requirement of the 1940 Act reflected in any
provision of this Agreement is altered by a rule, regulation or order of the
SEC, whether of special or general application, such provision shall be deemed
to incorporate the effect of such rule, regulation or order.
4
<PAGE> 5
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their officers designated below as of the day and year first
written above.
<TABLE>
<S> <C>
SEI Financial Management Corporation Furman Selz Capital Management, LLC
By: By:
------------------------------------- ------------------------------------
Name: Name:
------------------------------------- ------------------------------------
Title: Title:
------------------------------------- ------------------------------------
</TABLE>
5
<PAGE> 6
SCHEDULE A
TO THE
SUB-ADVISORY AGREEMENT
BETWEEN
SEI FINANCIAL MANAGEMENT CORPORATION
AND
FURMAN SELZ CAPITAL MANAGEMENT, LLC
Pursuant to Article 4, the Adviser shall pay the Sub-Adviser compensation at an
annual rate as follows:
Small Cap Growth Fund . %
6
<PAGE> 1
EXHIBIT 99.B5(cc)
INVESTMENT SUB-ADVISORY AGREEMENT
SEI INSTITUTIONAL INVESTMENTS TRUST
AGREEMENT made this __th day of December, 1996, between SEI Financial
Management Corporation, (the "Adviser") and Lazard London International
Investment Management Limited (the "Sub-Adviser").
WHEREAS, SEI International Trust, a Massachusetts business trust (the
"Trust"), is registered as an open-end management investment company under the
Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Adviser has entered into an Investment Advisory Agreement
dated June 14, 1996 (the "Advisory Agreement") with the Trust, pursuant to
which the Adviser will act as investment adviser to the International Equity
Portfolio (the "Portfolio"), which is a series of the Trust; and
WHEREAS, the Adviser, with the approval of the Trust, desires to
retain the Sub-Adviser to provide investment advisory services to the Adviser
in connection with the management of the Portfolio, and the Sub-Adviser is
willing to render such investment advisory services.
NOW, THEREFORE, the parties hereto agree as follows:
1. DUTIES OF THE SUB-ADVISER. Subject to supervision by the Adviser and
the Trust's Board of Trustees, the Sub-Adviser shall manage all of the
securities and other assets of the Portfolio entrusted to it hereunder
(the "Assets"), including the purchase, retention and disposition of
the Assets, in accordance with the Portfolio's investment objectives,
policies and restrictions as stated in the Portfolio's prospectus and
statement of additional information, as currently in effect and as
amended or supplemented from time to time (referred to collectively as
the "Prospectus"), and subject to the following:
(a) The Sub-Adviser shall, in consultation with and subject to the
direction of the Adviser, determine from time to time what Assets will
be purchased, retained or sold by the Portfolio, and what portion of
the Assets will be invested or held uninvested in cash.
(b) In the performance of its duties and obligations under this Agreement,
the Sub-Adviser shall act in conformity with the Trust's Declaration
of Trust (as defined herein) and the Prospectus and with the
instructions and directions of the Adviser and of the Board of
Trustees of the Trust and will conform to and comply with the
requirements of the 1940 Act, the Internal Revenue Code of 1986, and
all other applicable federal and state laws and regulations, as each
is amended from time to time.
(c) The Sub-Adviser shall determine the Assets to be purchased or sold by
the Portfolio as provided in subparagraph (a) and will place orders
with or through such persons, brokers or dealers to carry out the
policy with respect to brokerage set forth in the Portfolio's
Registration Statement (as defined herein) and Prospectus or as the
Board of Trustees or the Adviser may direct from time to time, in
conformity with federal securities laws. In executing Portfolio
transactions and selecting brokers or dealers, the Sub-Adviser will
use its best efforts to seek on behalf of the Portfolio the best
overall terms available. In assessing the best overall terms
available for any transaction, the Sub-Adviser shall consider all
factors that it deems relevant, including the breadth of the market in
the security, the price of the security, the financial condition and
execution capability of the broker or dealer, and the reasonableness
of the commission, if any, both for the specific transaction and on a
continuing basis. In evaluating the best overall terms available, and
in selecting the broker-dealer to execute a particular transaction,
the Sub-Adviser may also consider the brokerage and research services
provided (as those terms are defined in
<PAGE> 2
Section 28(e) of the Securities Exchange Act of 1934). Consistent
with any guidelines established by the Board of Trustees of the Trust,
the Sub-Adviser is authorized to pay to a broker or dealer who
provides such brokerage and research services a commission for
executing a portfolio transaction for the Portfolio which is in excess
of the amount of commission another broker or dealer would have
charged for effecting that transaction if, but only if, the
Sub-Adviser determines in good faith that such commission was
reasonable in relation to the value of the brokerage and research
services provided by such broker or dealer - - viewed in terms of that
particular transaction or terms of the overall responsibilities of the
Sub-Adviser to the Portfolio. In addition, the Sub-Adviser is
authorized to allocate purchase and sale orders for securities to
brokers or dealers (including brokers and dealers that are affiliated
with the Adviser, Sub-Adviser or the Trust's principal underwriter) to
take into account the sale of shares of the Trust if the Sub-Adviser
believes that the quality of the transaction and the commission are
comparable to what they would be with other qualified firms. In no
instance, however, will the Portfolio's Assets be purchased from or
sold to the Adviser, Sub-Adviser, the Trust's principal underwriter,
or any affiliated person of either the Trust, Adviser, the Sub-Adviser
or the principal underwriter, acting as principal in the transaction,
except to the extent permitted by the Securities and Exchange
Commission ("SEC") and the 1940 Act.
(d) The Sub-Adviser shall maintain all books and records with respect to
transactions involving the Assets required by subparagraphs (b)(5),
(6), (7), (9), (10) and (11) and paragraph (f) of Rule 31a-1 under the
1940 Act. The Sub-Adviser shall provide to the Adviser or the Board
of Trustees such periodic and special reports, balance sheets or
financial information, and such other information with regard to its
affairs as the Adviser or Board of Trustees may reasonably request.
The Sub-Adviser shall keep the books and records relating to the
Assets required to be maintained by the Sub-Adviser under this
Agreement and shall timely furnish to the Adviser all information
relating to the Sub-Adviser's services under this Agreement needed by
the Adviser to keep the other books and records of the Portfolio
required by Rule 31a-1 under the 1940 Act. The Sub-Adviser shall also
furnish to the Adviser any other information relating to the Assets
that is required to be filed by the Adviser or the Trust with the SEC
or sent to shareholders under the 1940 Act (including the rules
adopted thereunder) or any exemptive or other relief that the Adviser
or the Trust obtains from the SEC. The Sub-Adviser agrees that all
records that it maintains on behalf of the Portfolio are property of
the Portfolio and the Sub-Adviser will surrender promptly to the
Portfolio any of such records upon the Portfolio's request; provided,
however, that the Sub-Adviser may retain a copy of such records. In
addition, for the duration of this Agreement, the Sub-Adviser shall
preserve for the periods prescribed by Rule 31a-2 under the 1940 Act
any such records as are required to be maintained by it pursuant to
this Agreement, and shall transfer said records to any successor
sub-adviser upon the termination of this Agreement (or, if there is no
successor sub-adviser, to the Adviser).
(e) The Sub-Adviser shall provide the Portfolio's custodian on each
business day with information relating to all transactions concerning
the Portfolio's Assets and shall provide the Adviser with such
information upon request of the Adviser.
(f) The investment management services provided by the Sub-Adviser under
this Agreement are not to be deemed exclusive and the Sub-Adviser
shall be free to render similar services to others, as long as such
services do not impair the services rendered to the Adviser or the
Trust.
(g) The Sub-Adviser shall promptly notify the Adviser of any financial
condition that is likely to impair the Sub-Adviser's ability to
fulfill its commitment under this Agreement.
2
<PAGE> 3
(h) The Sub-Adviser shall have discretion over voting and handling all
proxies in relation to the securities held in the Portfolio including,
without limitation, whether or not to vote. The Adviser shall
instruct the custodian and other parties providing services to the
Portfolio to promptly forward misdirected proxies to the Sub-Adviser.
Services to be furnished by the Sub-Adviser under this Agreement may
be furnished through the medium of any of the Sub-Adviser's partners,
officers or employees.
2. DUTIES OF THE ADVISER. The Adviser shall continue to have
responsibility for all services to be provided to the Portfolio
pursuant to the Advisory Agreement and shall oversee and review the
Sub-Adviser's performance of its duties under this Agreement;
provided, however, that in connection with its management of the
Assets, nothing herein shall be construed to relieve the Sub-Adviser
of responsibility for compliance with the Trust's Declaration of Trust
(as defined herein), the Prospectus, the instructions and directions
of the Board of Trustees of the Trust, the requirements of the 1940
Act, the Internal Revenue Code of 1986, and all other applicable
federal and state laws and regulations, as each is amended from time
to time.
3. DELIVERY OF DOCUMENTS. The Adviser has furnished the Sub-Adviser with
copies properly certified or authenticated of each of the following
documents:
(a) The Trust's Agreement and Declaration of Trust, as filed with the
Secretary of State of the Commonwealth of Massachusetts (such
Agreement and Declaration of Trust, as in effect on the date of this
Agreement and as amended from time to time, herein called the
"Declaration of Trust");
(b) By-Laws of the Trust (such By-Laws, as in effect on the date of this
Agreement and as amended from time to time, are herein called the
"By-Laws");
(c) Prospectus(es) of the Portfolio.
(d) The Adviser will promptly furnish to the Sub-Adviser any and all
amendments or other changes to the documents specified in this Section
3, and the Sub-Adviser shall not be charged with complying with any
such document or amendment not so delivered to the Sub-Adviser, unless
the Sub-Adviser reasonably should have known the terms of such
document or amendment.
4. COMPENSATION TO THE SUB-ADVISER. For the services to be provided by
the Sub-Adviser pursuant to this Agreement, the Adviser will pay the
Sub-Adviser, and the Sub-Adviser agrees to accept as full compensation
therefor, a sub-advisory fee at the rate specified in the Schedule(s)
which is attached hereto and made part of this Agreement. The fee
will be calculated at the end of each month based on the average of
the market value of the Assets under the Sub-Adviser s management at
the end of the preceding month and at the end of the current month,
and will be paid to the Sub-Adviser monthly. Except as may otherwise
be prohibited by law or regulation (including any then current SEC
staff interpretation), the Sub-Adviser may, in its discretion and from
time to time, waive a portion of its fee.
5. INDEMNIFICATION. The Sub-Adviser shall indemnify and hold harmless
the Adviser from and against any and all claims, losses, liabilities
or damages (including reasonable attorney's fees and other related
expenses) howsoever arising from or in connection with the performance
of the Sub-Adviser s obligations under this Agreement; provided,
however, that the Sub-Adviser s obligation under this Section 5 shall
be reduced to the extent that the claim against, or the loss,
liability or damage experienced by the Adviser, is caused by or is
otherwise related to the Adviser's own willful misfeasance, bad faith
or negligence, or to the reckless disregard of its duties under this
Agreement.
3
<PAGE> 4
The Adviser shall indemnify and hold harmless the Sub-Adviser from and
against any and all claims, losses, liabilities or damages (including
reasonable attorney's fees and other related expenses) howsoever
arising from or in connection with the performance of the Adviser's
obligations under this Agreement; provided, however, that the
Adviser's obligation under this Section 5 shall be reduced to the
extent that the claim against, or the loss, liability or damage
experienced by the Sub-Adviser, is caused by or is otherwise related
to the Sub-Adviser's own willful misfeasance, bad faith or negligence,
or to the reckless disregard of its duties under this Agreement.
6. DURATION AND TERMINATION. This Agreement shall become effective upon
its approval by the Trust's Board of Trustees and by the vote of a
majority of the outstanding voting securities of the Portfolio. This
Agreement shall continue in effect for a period of more than two years
from the date hereof only so long as continuance is specifically
approved at least annually in conformance with the 1940 Act; provided,
however, that this Agreement may be terminated with respect to the
Portfolio (a) by the Portfolio at any time, without the payment of any
penalty, by the vote of a majority of Trustees of the Trust or by the
vote of a majority of the outstanding voting securities of the
Portfolio, (b) by the Adviser at any time, without the payment of any
penalty, on not more than 60 days' nor less than 30 days' written
notice to the Sub-Adviser, or (c) by the Sub-Adviser at any time,
without the payment of any penalty, on 90 days' written notice to the
Adviser. This Agreement shall terminate automatically and immediately
in the event of its assignment, or in the event of a termination of
the Adviser's agreement with the Trust. As used in this Section 6,
the terms "assignment" and "vote of a majority of the outstanding
voting securities" shall have the respective meanings set forth in the
1940 Act and the rules and regulations thereunder, subject to such
exceptions as may be granted by the SEC under the 1940 Act.
7. GOVERNING LAW. This Agreement shall be governed by the internal laws
of the Commonwealth of Massachusetts, without regard to conflict of
law principles; provided, however, that nothing herein shall be
construed as being inconsistent with the 1940 Act.
8. SEVERABILITY. Should any part of this Agreement be held invalid by a
court decision, statute, rule or otherwise, the remainder of this
Agreement shall not be affected thereby. This Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and
their respective successors.
9. NOTICE: Any notice, advice or report to be given pursuant to this
Agreement shall be deemed sufficient if delivered or mailed by
registered, certified or overnight mail, postage prepaid addressed by
the party giving notice to the other party at the last address
furnished by the other party:
To the Adviser at: SEI Financial Management Corporation
Oaks, Pennsylvania 19456
Attention: Legal Department
To the Sub-Adviser at: Lazard London International Investment
Management Limited
21 Moorfields
London, England EC2P 2HT
10. ENTIRE AGREEMENT. This Agreement embodies the entire agreement and
understanding between the parties hereto, and supersedes all prior
agreements and understandings relating to this Agreement's subject
matter. This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original, but such counterparts
shall, together, constitute only one instrument.
4
<PAGE> 5
A copy of the Declaration of Trust is on file with the Secretary of
State of the Commonwealth of Massachusetts, and notice is hereby given that the
obligations of this instrument are not binding upon any of the Trustees,
officers or shareholders of the Portfolio or the Trust.
Where the effect of a requirement of the 1940 Act reflected in any
provision of this Agreement is altered by a rule, regulation or order of the
SEC, whether of special or general application, such provision shall be deemed
to incorporate the effect of such rule, regulation or order.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their officers designated below as of the day and year first
written above.
<TABLE>
<S> <C>
SEI Financial Management Corporation Lazard London International Investment
Management Limited
By: By:
------------------------------------ ------------------------------------
Name: Name:
------------------------------------ ------------------------------------
Title: Title:
------------------------------------- ------------------------------------
</TABLE>
5
<PAGE> 6
SCHEDULE A
TO THE
SUB-ADVISORY AGREEMENT
BETWEEN
SEI FINANCIAL MANAGEMENT CORPORATION
AND
LAZARD LONDON INTERNATIONAL INVESTMENT MANAGEMENT LIMITED
Pursuant to Article 4, the Adviser shall pay the Sub-Adviser compensation at an
annual rate as follows:
International Equity Fund . %
6
<PAGE> 1
EXHIBIT 99.B5(dd)
INVESTMENT SUB-ADVISORY AGREEMENT
SEI INSTITUTIONAL INVESTMENTS TRUST
AGREEMENT made this 11th day of September, 1996, between SEI Financial
Management Corporation, (the "Adviser") and Parametric Portfolio Associates
(the "Sub-Adviser").
WHEREAS, SEI Institutional Investments Trust, a Massachusetts business
trust (the "Trust"), is registered as an open-end management investment company
under the Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Adviser has entered into an Investment Advisory Agreement
dated June 14, 1996 (the "Advisory Agreement") with the Trust, pursuant to
which the Adviser will act as investment adviser to the Emerging Markets Equity
Fund (the "Portfolio"), which is a series of the Trust; and
WHEREAS, the Adviser, with the approval of the Trust, desires to
retain the Sub-Adviser to provide investment advisory services to the Adviser
in connection with the management of the Portfolio, and the Sub-Adviser is
willing to render such investment advisory services.
NOW, THEREFORE, the parties hereto agree as follows:
1. DUTIES OF THE SUB-ADVISER. Subject to supervision by the Adviser and
the Trust's Board of Trustees, the Sub-Adviser shall manage all of the
securities and other assets of the Portfolio entrusted to it hereunder
(the "Assets"), including the purchase, retention and disposition of
the Assets, in accordance with the Portfolio's investment objectives,
policies and restrictions as stated in the Portfolio's prospectus and
statement of additional information, as currently in effect and as
amended or supplemented from time to time (referred to collectively as
the "Prospectus"), and subject to the following:
(a) The Sub-Adviser shall, in consultation with and subject to the
direction of the Adviser, determine from time to time what Assets will
be purchased, retained or sold by the Portfolio, and what portion of
the Assets will be invested or held uninvested in cash.
(b) In the performance of its duties and obligations under this Agreement,
the Sub-Adviser shall act in conformity with the Trust's Declaration
of Trust (as defined herein) and the Prospectus and with the
instructions and directions of the Adviser and of the Board of
Trustees of the Trust and will conform to and comply with the
requirements of the 1940 Act, the Internal Revenue Code of 1986, and
all other applicable federal and state laws and regulations, as each
is amended from time to time.
(c) The Sub-Adviser shall determine the Assets to be purchased or sold by
the Portfolio as provided in subparagraph (a) and will place orders
with or through such persons, brokers or dealers to carry out the
policy with respect to brokerage set forth in the Portfolio's
Registration Statement (as defined herein) and Prospectus or as the
Board of Trustees or the Adviser may direct from time to time, in
conformity with federal securities laws. In executing Portfolio
transactions and selecting brokers or dealers, the Sub-Adviser will
use its best efforts to seek on behalf of the Portfolio the best
overall terms available. In assessing the best overall terms
available for any transaction, the Sub-Adviser shall consider all
factors that it deems relevant, including the breadth of the market in
the security, the price of the security, the financial condition and
execution capability of the broker or dealer, and the reasonableness
of the commission, if any, both for the specific transaction and on a
continuing basis. In evaluating the best overall terms available, and
in selecting the broker-dealer to execute a particular transaction,
the Sub-Adviser may also consider the brokerage and research services
provided (as those terms are defined in Section 28(e) of the
Securities Exchange Act of 1934). Consistent with any guidelines
established by the Board of Trustees of the Trust, the Sub-Adviser is
authorized to pay to a broker or dealer who provides such brokerage
and research services a commission for executing a Portfolio
transaction for the
<PAGE> 2
Portfolio which is in excess of the amount of commission another
broker or dealer would have charged for effecting that transaction if,
but only if, the Sub-Adviser determines in good faith that such
commission was reasonable in relation to the value of the brokerage
and research services provided by such broker or dealer - - viewed in
terms of that particular transaction or terms of the overall
responsibilities of the Sub-Adviser to the Portfolio. In addition,
the Sub-Adviser is authorized to allocate purchase and sale orders for
securities to brokers or dealers (including brokers and dealers that
are affiliated with the Adviser, Sub-Adviser or the Trust's principal
underwriter) to take into account the sale of shares of the Trust if
the Sub-Adviser believes that the quality of the transaction and the
commission are comparable to what they would be with other qualified
firms. In no instance, however, will the Portfolio's Assets be
purchased from or sold to the Adviser, Sub-Adviser, the Trust's
principal underwriter, or any affiliated person of either the Trust,
Adviser, the Sub-Adviser or the principal underwriter, acting as
principal in the transaction, except to the extent permitted by the
Securities and Exchange Commission ("SEC") and the 1940 Act.
(d) The Sub-Adviser shall maintain all books and records with respect to
transactions involving the Assets required by subparagraphs (b)(5),
(6), (7), (9), (10) and (11) and paragraph (f) of Rule 31a-1 under the
1940 Act. The Sub-Adviser shall provide to the Adviser or the Board
of Trustees such periodic and special reports, balance sheets or
financial information, and such other information with regard to its
affairs as the Adviser or Board of Trustees may reasonably request.
The Sub-Adviser shall keep the books and records relating to the
Assets required to be maintained by the Sub-Adviser under this
Agreement and shall timely furnish to the Adviser all information
relating to the Sub-Adviser's services under this Agreement needed by
the Adviser to keep the other books and records of the Portfolio
required by Rule 31a-1 under the 1940 Act. The Sub-Adviser shall also
furnish to the Adviser any other information relating to the Assets
that is required to be filed by the Adviser or the Trust with the SEC
or sent to shareholders under the 1940 Act (including the rules
adopted thereunder) or any exemptive or other relief that the Adviser
or the Trust obtains from the SEC. The Sub-Adviser agrees that all
records that it maintains on behalf of the Portfolio are property of
the Portfolio and the Sub-Adviser will surrender promptly to the
Portfolio any of such records upon the Portfolio's request; provided,
however, that the Sub-Adviser may retain a copy of such records. In
addition, for the duration of this Agreement, the Sub-Adviser shall
preserve for the periods prescribed by Rule 31a-2 under the 1940 Act
any such records as are required to be maintained by it pursuant to
this Agreement, and shall transfer said records to any successor
sub-adviser upon the termination of this Agreement (or, if there is no
successor sub-adviser, to the Adviser).
(e) The Sub-Adviser shall provide the Portfolio's custodian on each
business day with information relating to all transactions concerning
the Portfolio's Assets and shall provide the Adviser with such
information upon request of the Adviser.
(f) The investment management services provided by the Sub-Adviser under
this Agreement are not to be deemed exclusive and the Sub-Adviser
shall be free to render similar services to others, as long as such
services do not impair the services rendered to the Adviser or the
Trust.
(g) The Sub-Adviser shall promptly notify the Adviser of any financial
condition that is likely to impair the Sub-Adviser's ability to
fulfill its commitment under this Agreement.
(h) The Sub-Adviser shall review all proxy solicitation materials and be
responsible for voting and handling all proxies in relation to the
securities held in the Portfolio. The Adviser shall instruct the
custodian and
2
<PAGE> 3
other parties providing services to the Portfolio to promptly forward
misdirected proxies to the Sub-Adviser.
Services to be furnished by the Sub-Adviser under this Agreement may
be furnished through the medium of any of the Sub-Adviser's partners,
officers or employees.
2. DUTIES OF THE ADVISER. The Adviser shall continue to have
responsibility for all services to be provided to the Portfolio
pursuant to the Advisory Agreement and shall oversee and review the
Sub-Adviser's performance of its duties under this Agreement;
provided, however, that in connection with its management of the
Assets, nothing herein shall be construed to relieve the Sub-Adviser
of responsibility for compliance with the Trust's Declaration of Trust
(as defined herein), the Prospectus, the instructions and directions
of the Board of Trustees of the Trust, the requirements of the 1940
Act, the Internal Revenue Code of 1986, and all other applicable
federal and state laws and regulations, as each is amended from time
to time.
3. DELIVERY OF DOCUMENTS. The Adviser has furnished the Sub-Adviser with
copies properly certified or authenticated of each of the following
documents:
(a) The Trust's Agreement and Declaration of Trust, as filed with the
Secretary of State of the Commonwealth of Massachusetts (such
Agreement and Declaration of Trust, as in effect on the date of this
Agreement and as amended from time to time, herein called the
"Declaration of Trust");
(b) By-Laws of the Trust (such By-Laws, as in effect on the date of this
Agreement and as amended from time to time, are herein called the
"By-Laws");
(c) Prospectus(es) of the Portfolio.
4. COMPENSATION TO THE SUB-ADVISER. For the services to be provided by
the Sub-Adviser pursuant to this Agreement, the Adviser will pay the
Sub-Adviser, and the Sub-Adviser agrees to accept as full compensation
therefor, a sub-advisory fee at the rate specified in the Schedule(s)
which is attached hereto and made part of this Agreement. The fee
will be calculated based on the average monthly market value of the
Assets under the Sub-Adviser s management and will be paid to the
Sub-Adviser monthly. Except as may otherwise be prohibited by law or
regulation (including any then current SEC staff interpretation), the
Sub-Adviser may, in its discretion and from time to time, waive a
portion of its fee.
5. INDEMNIFICATION. The Sub-Adviser shall indemnify and hold harmless
the Adviser from and against any and all claims, losses, liabilities
or damages (including reasonable attorney's fees and other related
expenses) howsoever arising from or in connection with the performance
of the Sub-Adviser s obligations under this Agreement; provided,
however, that the Sub-Adviser s obligation under this Section 5 shall
be reduced to the extent that the claim against, or the loss,
liability or damage experienced by the Adviser, is caused by or is
otherwise directly related to the Adviser's own willful misfeasance,
bad faith or negligence, or to the reckless disregard of its duties
under this Agreement.
6. DURATION AND TERMINATION. This Agreement shall become effective upon
its approval by the Trust's Board of Trustees and by the vote of a
majority of the outstanding voting securities of the Portfolio. This
Agreement shall continue in effect for a period of more than two years
from the date hereof only so long as continuance is specifically
approved at least annually in conformance with the 1940 Act; provided,
however, that this Agreement may be terminated with respect to the
Portfolio (a) by the Portfolio at any time, without
3
<PAGE> 4
the payment of any penalty, by the vote of a majority of Trustees of
the Trust or by the vote of a majority of the outstanding voting
securities of the Portfolio, (b) by the Adviser at any time, without
the payment of any penalty, on not more than 60 days' nor less than 30
days' written notice to the Sub-Adviser, or (c) by the Sub-Adviser at
any time, without the payment of any penalty, on 90 days' written
notice to the Adviser. This Agreement shall terminate automatically
and immediately in the event of its assignment, or in the event of a
termination of the Adviser's agreement with the Trust. As used in
this Section 6, the terms "assignment" and "vote of a majority of the
outstanding voting securities" shall have the respective meanings set
forth in the 1940 Act and the rules and regulations thereunder,
subject to such exceptions as may be granted by the SEC under the 1940
Act.
7. GOVERNING LAW. This Agreement shall be governed by the internal laws
of the Commonwealth of Massachusetts, without regard to conflict of
law principles; provided, however, that nothing herein shall be
construed as being inconsistent with the 1940 Act.
8. SEVERABILITY. Should any part of this Agreement be held invalid by a
court decision, statute, rule or otherwise, the remainder of this
Agreement shall not be affected thereby. This Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and
their respective successors.
9. NOTICE: Any notice, advice or report to be given pursuant to this
Agreement shall be deemed sufficient if delivered or mailed by
registered, certified or overnight mail, postage prepaid addressed by
the party giving notice to the other party at the last address
furnished by the other party:
To the Adviser at: SEI Financial Management Corporation
680 East Swedesford Road
Wayne, PA 19087
Attention: Legal Department
To the Sub-Adviser at: Parametric Portfolio Associates
701 5th Avenue
Suite 7310
Seattle, WA 98104
10. ENTIRE AGREEMENT. This Agreement embodies the entire agreement and
understanding between the parties hereto, and supersedes all prior
agreements and understandings relating to this Agreement's subject
matter. This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original, but such counterparts
shall, together, constitute only one instrument.
A copy of the Declaration of Trust is on file with the Secretary of
State of the Commonwealth of Massachusetts, and notice is hereby given that the
obligations of this instrument are not binding upon any of the Trustees,
officers or shareholders of the Portfolio or the Trust.
Where the effect of a requirement of the 1940 Act reflected in any
provision of this Agreement is altered by a rule, regulation or order of the
SEC, whether of special or general application, such provision shall be deemed
to incorporate the effect of such rule, regulation or order.
4
<PAGE> 5
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their officers designated below as of the day and year first
written above.
<TABLE>
<S> <C>
SEI Financial Management Corporation Parametric Portfolio Associates
By: By:
/s/ Todd Cipperman /s/ William E. Cornelius
------------------ ------------------------
Name: Name:
Todd Cipperman William E. Cornelius
-------------- --------------------
Title: Title:
Vice President Managing Director
-------------- -----------------
</TABLE>
5
<PAGE> 6
SCHEDULE A
TO THE
SUB-ADVISORY AGREEMENT
BETWEEN
SEI FINANCIAL MANAGEMENT CORPORATION
AND
PARAMETRIC PORTFOLIO ASSOCIATES
Pursuant to Article 4, the Adviser shall pay the Sub-Adviser compensation at an
annual rate as follows:
Emerging Markets Equity Fund . %
6
<PAGE> 1
EXHIBIT 99.B5(ee)
INVESTMENT SUB-ADVISORY AGREEMENT
SEI INSTITUTIONAL INVESTMENTS TRUST
AGREEMENT made this 14th day of June, 1996, among SEI Financial
Management Corporation, (the "Adviser"), Yamaichi Capital Management, Inc. and
Yamaichi Capital Management (Singapore) Limited (collectively the
"Sub-Advisers").
WHEREAS, SEI Institutional Investments Trust, a Massachusetts business
trust (the "Trust") is registered as an open-end management investment company
under the Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Adviser has entered into an Investment Advisory Agreement
dated June 14, 1996 (the "Advisory Agreement") with the Trust, pursuant to
which the Adviser will act as investment adviser to the International Equity
Portfolio (the "Portfolio"), which is a series of the Trust; and
WHEREAS, the Adviser, with the approval of the Trust, desires to
retain the Sub-Advisers to provide investment advisory services to the Adviser
in connection with the management of the Portfolio, and the Sub-Advisers are
willing to render such investment advisory services.
NOW, THEREFORE, the parties hereto agree as follows:
1. DUTIES OF THE SUB-ADVISERS. Subject to supervision by the Adviser and
the Trust's Board of Trustees, the Sub-Advisers shall manage all of
the securities and other assets of the Portfolio entrusted to it
hereunder (the "Assets"), including the purchase, retention and
disposition of the Assets, in accordance with the Portfolio's
investment objectives, policies and restrictions as stated in the
Portfolio's prospectus and statement of additional information, as
currently in effect and as amended or supplemented from time to time
(referred to collectively as the "Prospectus"), and subject to the
following:
(a) The Sub-Advisers shall, in consultation with and subject to the
direction of the Adviser, determine from time to time what Assets will
be purchased, retained or sold by the Portfolio, and what portion of
the Assets will be invested or held uninvested in cash.
(b) In the performance of their duties and obligations under this
Agreement, the Sub-Advisers shall act in conformity with the Trust's
Declaration of Trust (as defined herein) and the Prospectus and with
the instructions and directions of the Adviser and of the Board of
Trustees of the Trust and will conform to and comply with the
requirements of the 1940 Act, the Internal Revenue Code of 1986, and
all other applicable federal and state laws and regulations, as each
is amended from time to time.
(c) The Sub-Advisers shall determine the Assets to be purchased or sold by
the Portfolio as provided in subparagraph (a) and will place orders
with or through such persons, brokers or dealers to carry out the
policy with respect to brokerage set forth in the Portfolio's
Registration Statement (as defined herein) and Prospectus or as the
Board of Trustees or the Adviser may direct from time to time, in
conformity with federal securities laws. In executing Portfolio
transactions and selecting brokers or dealers, the Sub-Advisers will
use their best efforts to seek on behalf of the Portfolio the best
overall terms available. In assessing the best overall terms
available for any transaction, the Sub-Advisers shall consider all
factors that they deem relevant, including the breadth of the market
in the security, the price of the security, the financial condition
and execution capability of the broker or dealer, and the
reasonableness of the commission, if any, both for the specific
transaction and on a continuing basis. In evaluating the best overall
terms available, and in selecting the broker-dealer to execute a
particular transaction, the Sub-Advisers may also consider the
brokerage and research services provided (as those terms are defined
in Section 28(e) of the Securities Exchange Act of 1934). Consistent
with any guidelines established by
<PAGE> 2
the Board of Trustees of the Trust, the Sub-Advisers are authorized to
pay to a broker or dealer who provides such brokerage and research
services a commission for executing a portfolio transaction for the
Portfolio which is in excess of the amount of commission another
broker or dealer would have charged for effecting that transaction if,
but only if, the Sub-Advisers determine in good faith that such
commission was reasonable in relation to the value of the brokerage
and research services provided by such broker or dealer - - viewed in
terms of that particular transaction or terms of the overall
responsibilities of the Sub-Advisers to the Portfolio. In addition,
the Sub-Advisers are authorized to allocate purchase and sale orders
for securities to brokers or dealers (including brokers and dealers
that are affiliated with the Adviser, Sub-Advisers or the Trust's
principal underwriter) to take into account the sale of shares of the
Trust if the Sub-Advisers believe that the quality of the transaction
and the commission are comparable to what they would be with other
qualified firms. In no instance, however, will the Portfolio's Assets
be purchased from or sold to the Adviser, Sub-Advisers, the Trust's
principal underwriter, or any affiliated person of either the Trust,
Adviser, the Sub-Advisers or the principal underwriter, acting as
principal in the transaction, except to the extent permitted by the
Securities and Exchange Commission ("SEC") and the 1940 Act.
(d) The Sub-Advisers shall maintain all books and records with respect to
transactions involving the Assets required by subparagraphs (b)(5),
(6), (7), (9), (10) and (11) and paragraph (f) of Rule 31a-1 under the
1940 Act. The Sub-Advisers shall provide to the Adviser or the Board
of Trustees such periodic and special reports, balance sheets or
financial information, and such other information with regard to their
affairs as the Adviser or Board of Trustees may reasonably request.
The Sub-Advisers shall keep the books and records relating to the
Assets required to be maintained by the Sub-Advisers under this
Agreement and shall timely furnish to the Adviser all information
relating to the Sub-Advisers' services under this Agreement needed by
the Adviser to keep the other books and records of the Portfolio
required by Rule 31a-1 under the 1940 Act. The Sub-Advisers shall
also furnish to the Adviser any other information relating to the
Assets that is required to be filed by the Adviser or the Trust with
the SEC or sent to shareholders under the 1940 Act (including the
rules adopted thereunder) or any exemptive or other relief that the
Adviser or the Trust obtains from the SEC. The Sub-Advisers agree
that all records that they maintain on behalf of the Portfolio are
property of the Portfolio and the Sub-Advisers will surrender promptly
to the Portfolio any of such records upon the Portfolio's request;
provided, however, that the Sub-Advisers may retain a copy of such
records. In addition, for the duration of this Agreement, the
Sub-Advisers shall preserve for the periods prescribed by Rule 31a-2
under the 1940 Act any such records as are required to be maintained
by them pursuant to this Agreement, and shall transfer said records to
any successor sub-adviser upon the termination of this Agreement (or,
if there is no successor sub-adviser, to the Adviser).
(e) The Sub-Advisers shall provide the Portfolio's custodian on each
business day with information relating to all transactions concerning
the Portfolio's Assets and shall provide the Adviser with such
information upon request of the Adviser.
(f) The investment management services provided by the Sub-Advisers under
this Agreement are not to be deemed exclusive and the Sub-Advisers
shall be free to render similar services to others, separately or
jointly, as long as such services do not impair the services rendered
to the Adviser or the Trust.
(g) The Sub-Advisers shall promptly notify the Adviser of any financial
condition that is likely to impair the Sub-Advisers' ability to
fulfill their commitment under this Agreement.
(h) The Sub-Advisers shall review all proxy solicitation materials and be
responsible for voting and handling all proxies in relation to the
securities held in the Portfolio. The Adviser shall instruct the
custodian and
2
<PAGE> 3
other parties providing services to the Portfolio to promptly forward
misdirected proxies to the Sub-Advisers.
Services to be furnished by the Sub-Advisers under this Agreement may
be furnished through the medium of any of the Sub-Advisers' partners,
officers or employees.
2. DUTIES OF THE ADVISER. The Adviser shall continue to have
responsibility for all services to be provided to the Portfolio
pursuant to the Advisory Agreement and shall oversee and review the
Sub-Advisers' performance of their duties under this Agreement;
provided, however, that in connection with their management of the
Assets, nothing herein shall be construed to relieve the Sub-Advisers
of responsibility for compliance with the Trust's Declaration of Trust
(as defined herein), the Prospectus, the instructions and directions
of the Board of Trustees of the Trust, the requirements of the 1940
Act, the Internal Revenue Code of 1986, and all other applicable
federal and state laws and regulations, as each is amended from time
to time.
3. DELIVERY OF DOCUMENTS. The Adviser has furnished the Sub-Advisers
with copies properly certified or authenticated of each of the
following documents:
(a) The Trust's Agreement and Declaration of Trust, as filed with the
Secretary of State of the Commonwealth of Massachusetts (such
Agreement and Declaration of Trust, as in effect on the date of this
Agreement and as amended from time to time, herein called the
"Declaration of Trust");
(b) By-Laws of the Trust (such By-Laws, as in effect on the date of this
Agreement and as amended from time to time, are herein called the
"By-Laws");
(c) Prospectus(es) of the Portfolio.
4. COMPENSATION TO THE SUB-ADVISERS. For the services to be provided by
the Sub-Advisers pursuant to this Agreement, the Adviser will pay the
Sub-Advisers, and the Sub-Advisers agree to accept as full
compensation therefor, a single sub-advisory fee at the rate specified
in the Schedule(s) which is attached hereto and made part of this
Agreement. The fee will be calculated based on the average monthly
market value of the Assets under the Sub-Advisers management and will
be paid to the Sub-Advisers monthly. Except as may otherwise be
prohibited by law or regulation (including any then current SEC staff
interpretation), the Sub-Advisers may, in their discretion and from
time to time, waive a portion of their fee.
5. INDEMNIFICATION. The Sub-Advisers shall indemnify and hold harmless
the Adviser from and against any and all claims, losses, liabilities
or damages (including reasonable attorney's fees and other related
expenses) howsoever arising from or in connection with the performance
of the Sub-Advisers obligations under this Agreement; provided,
however, that the Sub-Advisers obligation under this Section 5 shall
be reduced to the extent that the claim against, or the loss,
liability or damage experienced by the Adviser, is caused by or is
otherwise directly related to the Adviser's own willful misfeasance,
bad faith or negligence, or to the reckless disregard of its duties
under this Agreement.
6. DURATION AND TERMINATION. This Agreement shall become effective upon
its approval by the Trust's Board of Trustees and by the vote of a
majority of the outstanding voting securities of the Portfolio. This
Agreement shall continue in effect for a period of more than two years
from the date hereof only so long as continuance is specifically
approved at least annually in conformance with the 1940 Act; provided,
however, that this Agreement may be terminated with respect to the
Portfolio (a) by the Portfolio at any time, without the payment of any
penalty, by the vote of a majority of Trustees of the Trust or by the
vote
3
<PAGE> 4
of a majority of the outstanding voting securities of the Portfolio,
(b) by the Adviser at any time, without the payment of any penalty, on
not more than 60 days' nor less than 30 days' written notice to the
Sub-Advisers, or (c) by the Sub-Advisers at any time, without the
payment of any penalty, on 90 days' written notice to the Adviser.
This Agreement shall terminate automatically and immediately in the
event of its assignment, or in the event of a termination of the
Adviser's agreement with the Trust. As used in this Section 6, the
terms "assignment" and "vote of a majority of the outstanding voting
securities" shall have the respective meanings set forth in the 1940
Act and the rules and regulations thereunder, subject to such
exceptions as may be granted by the SEC under the 1940 Act.
7. GOVERNING LAW. This Agreement shall be governed by the internal laws
of the Commonwealth of Massachusetts, without regard to conflict of
law principles; provided, however, that nothing herein shall be
construed as being inconsistent with the 1940 Act.
8. SEVERABILITY. Should any part of this Agreement be held invalid by a
court decision, statute, rule or otherwise, the remainder of this
Agreement shall not be affected thereby. This Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and
their respective successors.
9. NOTICE: Any notice, advice or report to be given pursuant to this
Agreement shall be deemed sufficient if delivered or mailed by
registered, certified or overnight mail, postage prepaid addressed by
the party giving notice to the other party at the last address
furnished by the other party:
To the Adviser at: SEI Financial Management Corporation
680 East Swedesford Road
Wayne, PA 19087
Attention: Legal Department
To the Sub-Advisers at: Yamaichi Capital Management, Inc.
Two World Trade Center
Suite 9828
New York, New York 10048
10. ENTIRE AGREEMENT. This Agreement embodies the entire agreement and
understanding between the parties hereto, and supersedes all prior
agreements and understandings relating to this Agreement's subject
matter. This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original, but such counterparts
shall, together, constitute only one instrument.
A copy of the Declaration of Trust is on file with the Secretary of
State of the Commonwealth of Massachusetts, and notice is hereby given that the
obligations of this instrument are not binding upon any of the Trustees,
officers or shareholders of the Portfolio or the Trust.
Where the effect of a requirement of the 1940 Act reflected in any
provision of this Agreement is altered by a rule, regulation or order of the
SEC, whether of special or general application, such provision shall be deemed
to incorporate the effect of such rule, regulation or order.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their officers designated below as of the day and year first
written above.
<TABLE>
<S> <C>
SEI Financial Management Corporation Yamaichi Capital Management, Inc.
</TABLE>
4
<PAGE> 5
<TABLE>
<S> <C>
By: By:
/s/ Kevin Robins /s/ Yoichi Kataoka
---------------- ------------------
Name: Name:
Kevin Robins Yoichi Kataoka
------------ --------------
Title: Title:
Senior Vice President President
--------------------- ---------
Yamaichi Capital Management (Singapore)
Limited
By:
/s/ Ichiro Sasaki
-----------------
Name:
Ichiro Sasaki
-------------
Title:
Managing Director
-----------------
</TABLE>
5
<PAGE> 6
SCHEDULE A
TO THE
SUB-ADVISORY AGREEMENT
AMONG
SEI FINANCIAL MANAGEMENT CORPORATION
AND
YAMAICHI CAPITAL MANAGEMENT, INC. (NEW YORK)
AND
YAMAICHI CAPITAL MANAGEMENT (SINGAPORE) LIMITED
Pursuant to Article 4, the Adviser shall pay the Sub-Advisers compensation at
an annual rate as follows:
International Equity Portfolio . %
6
<PAGE> 1
Exhibit 99.B11
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference of our report dated April 22, 1996
on our audit of the Statement of Assets and Liabilities of SEI Institutional
Investments Trust (comprised of the Large Cap Fund, Small Cap Fund, Core Fixed
Income Fund, High Yield Bond Fund, International Fixed Income Fund, Emerging
Markets Equity Fund, and International Equity Fund) as of April 16, 1996 with
respect to this Post-Effective Amendment No. 1 to the Registration Statement on
Form N-1A (File No. 33-58041) under the Securities Act of 1933, as amended, of
SEI Institutional Investments Trust.
We also consent to the reference to our Firm under the heading "Counsel and
Independent Accountants" in the Prospectus.
/s/ Coopers & Lybrand L.L.P.
Coopers & Lybrand L.L.P.
2400 Eleven Penn Center
Philadelphia, Pennsylvania
December 27, 1996
<PAGE> 1
EXHIBIT 99.B24
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints David G. Lee and Kevin P. Robins, and each of them
singly, his or her true and lawful attorney-in-fact and agent with full power
of substitution and resubstitution, to sign for him or her and in his or her
name, place and stead, and in the capacity indicated below, to sign any or all
amendments (including post-effective amendments) to each Trust's Registration
Statement on Form N-1A under the provisions of the Investment Company Act of
1940 and the Securities Act of 1933, each such Act as amended, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents or any of them, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ William M. Doran Date:10/16/96
- -------------------- --------
William M. Doran
Trustee
<PAGE> 2
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints David G. Lee and Kevin P. Robins, and each of them
singly, his or her true and lawful attorney-in-fact and agent with full power
of substitution and resubstitution, to sign for him or her and in his or her
name, place and stead, and in the capacity indicated below, to sign any or all
amendments (including post-effective amendments) to each Trust's Registration
Statement on Form N-1A under the provisions of the Investment Company Act of
1940 and the Securities Act of 1933, each such Act as amended, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents or any of them, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ F. Wendell Gooch Date:10-18-96
- -------------------- --------
F. Wendell Gooch
Trustee
<PAGE> 3
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints David G. Lee and Kevin P. Robins, and each of them
singly, his or her true and lawful attorney-in-fact and agent with full power
of substitution and resubstitution, to sign for him or her and in his or her
name, place and stead, and in the capacity indicated below, to sign any or all
amendments (including post-effective amendments) to each Trust's Registration
Statement on Form N-1A under the provisions of the Investment Company Act of
1940 and the Securities Act of 1933, each such Act as amended, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents or any of them, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ Frank E. Morris Date:Oct. 18, 1996
- ------------------- -------------
Frank E. Morris
Trustee
<PAGE> 4
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints David G. Lee and Kevin P. Robins, and each of them
singly, his or her true and lawful attorney-in-fact and agent with full power
of substitution and resubstitution, to sign for him or her and in his or her
name, place and stead, and in the capacity indicated below, to sign any or all
amendments (including post-effective amendments) to each Trust's Registration
Statement on Form N-1A under the provisions of the Investment Company Act of
1940 and the Securities Act of 1933, each such Act as amended, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents or any of them, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ James M. Storey Date:
- ------------------- ----------------
James M. Storey
Trustee
<PAGE> 5
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints David G. Lee and Kevin P. Robins, and each of them
singly, his or her true and lawful attorney-in-fact and agent with full power
of substitution and resubstitution, to sign for him or her and in his or her
name, place and stead, and in the capacity indicated below, to sign any or all
amendments (including post-effective amendments) to each Trust's Registration
Statement on Form N-1A under the provisions of the Investment Company Act of
1940 and the Securities Act of 1933, each such Act as amended, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents or any of them, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ Robert A. Nesher Date:10-15-96
- -------------------- --------
Robert A. Nesher
Trustee
<PAGE> 6
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints Todd C. Cipperman and Kevin P. Robins, and each of
them singly, his or her true and lawful attorney-in-fact and agent with full
power of substitution and resubstitution, to sign for him or her and in his or
her name, place and stead, and in the capacity indicated below, to sign any or
all amendments (including post-effective amendments) to each Trust's
Registration Statement on Form N-1A under the provisions of the Investment
Company Act of 1940 and the Securities Act of 1933, each such Act as amended,
and to file the same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents, and each of them, acting alone, full
power and authority to do and perform each and every act and thing requisite or
necessary to be done in and about the premises, as fully to all intents and
purposes as he or she might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents or any of them, or their
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ David G. Lee Date:10/23/96
- ---------------- --------
David G. Lee
President, Chief Executive Officer
<PAGE> 7
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints David G. Lee and Kevin P. Robins, and each of them
singly, his or her true and lawful attorney-in-fact and agent with full power
of substitution and resubstitution, to sign for him or her and in his or her
name, place and stead, and in the capacity indicated below, to sign any or all
amendments (including post-effective amendments) to each Trust's Registration
Statement on Form N-1A under the provisions of the Investment Company Act of
1940 and the Securities Act of 1933, each such Act as amended, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents or any of them, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ Sephen G. Meyer Date:10-16-96
- ------------------- --------
Stephen G. Meyer
Controller and Chief Financial Officer
<PAGE> 8
SEI ASSET ALLOCATION TRUST
SEI LIQUID ASSET TRUST
SEI DAILY INCOME TRUST
SEI TAX EXEMPT TRUST
SEI INDEX FUNDS
SEI INSTITUTIONAL MANAGED TRUST
SEI INSTITUTIONAL INVESTMENTS TRUST
SEI INTERNATIONAL TRUST
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned trustee
and/or officer of the above referenced funds (the "Trusts"), each a business
trust organized under the laws of The Commonwealth of Massachusetts, hereby
constitutes and appoints David G. Lee and Kevin P. Robins, and each of them
singly, his or her true and lawful attorney-in-fact and agent with full power
of substitution and resubstitution, to sign for him or her and in his or her
name, place and stead, and in the capacity indicated below, to sign any or all
amendments (including post-effective amendments) to each Trust's Registration
Statement on Form N-1A under the provisions of the Investment Company Act of
1940 and the Securities Act of 1933, each such Act as amended, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as
he or she might or could do in person, hereby ratifying and confirming all that
said attorneys-in-fact and agents or any of them, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.
/s/ George J. Sullivan, Jr. Date:OCT 16, 1996
- --------------------------- ------------
George J. Sullivan, Jr.
Trustee
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000939934
<NAME> SEI INSTITUTIONAL INVESTMENTS TRUST
<SERIES>
<NUMBER> 011
<NAME> LARGE CAP FUND
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> MAY-31-1997
<PERIOD-START> JUN-14-1996
<PERIOD-END> NOV-30-1996
<INVESTMENTS-AT-COST> 249481
<INVESTMENTS-AT-VALUE> 286921
<RECEIVABLES> 8633
<ASSETS-OTHER> 432
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 295986
<PAYABLE-FOR-SECURITIES> 1328
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 8640
<TOTAL-LIABILITIES> 9968
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 248475
<SHARES-COMMON-STOCK> 25077
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 682
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (620)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 37481
<NET-ASSETS> 286018
<DIVIDEND-INCOME> 2006
<INTEREST-INCOME> 251
<OTHER-INCOME> 0
<EXPENSES-NET> (387)
<NET-INVESTMENT-INCOME> 1870
<REALIZED-GAINS-CURRENT> (620)
<APPREC-INCREASE-CURRENT> 37481
<NET-CHANGE-FROM-OPS> 38731
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (1188)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 28574
<NUMBER-OF-SHARES-REDEEMED> (3616)
<SHARES-REINVESTED> 119
<NET-CHANGE-IN-ASSETS> 286018
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 455
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 580
<AVERAGE-NET-ASSETS> 248692
<PER-SHARE-NAV-BEGIN> 10.00
<PER-SHARE-NII> .08
<PER-SHARE-GAIN-APPREC> 1.38
<PER-SHARE-DIVIDEND> (.05)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 11.41
<EXPENSE-RATIO> .34
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000939934
<NAME> SEI INSTITUTIONAL INVESTMENT TRUST
<SERIES>
<NUMBER> 021
<NAME> SMALL CAP FUND
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> MAY-31-1997
<PERIOD-START> JUN-14-1996
<PERIOD-END> NOV-30-1996
<INVESTMENTS-AT-COST> 75123
<INVESTMENTS-AT-VALUE> 79549
<RECEIVABLES> 2029
<ASSETS-OTHER> 38
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 81616
<PAYABLE-FOR-SECURITIES> 375
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 40
<TOTAL-LIABILITIES> 415
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 78297
<SHARES-COMMON-STOCK> 7978
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 77
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (1995)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 4822
<NET-ASSETS> 81201
<DIVIDEND-INCOME> 146
<INTEREST-INCOME> 175
<OTHER-INCOME> 0
<EXPENSES-NET> (166)
<NET-INVESTMENT-INCOME> 155
<REALIZED-GAINS-CURRENT> (1995)
<APPREC-INCREASE-CURRENT> 4822
<NET-CHANGE-FROM-OPS> 2982
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (78)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 8766
<NUMBER-OF-SHARES-REDEEMED> (796)
<SHARES-REINVESTED> 8
<NET-CHANGE-IN-ASSETS> 81201
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 180
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 215
<AVERAGE-NET-ASSETS> 60477
<PER-SHARE-NAV-BEGIN> 10.00
<PER-SHARE-NII> .02
<PER-SHARE-GAIN-APPREC> .17
<PER-SHARE-DIVIDEND> (.01)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.18
<EXPENSE-RATIO> .60
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000939934
<NAME> SEI INSTITUTIONAL INVESTMENTS TRUST
<SERIES>
<NUMBER> 031
<NAME> CORE FIXED INCOME FUND
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> MAY-31-1997
<PERIOD-START> JUN-14-1996
<PERIOD-END> NOV-30-1996
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