DEF 14A: Definitive proxy statements

SCHEDULE 14A INFORMATION

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SEI Investments Company
- --------------------------------------------------------------------------------

(Name of Registrant as Specified In Its Charter)

N/A
- --------------------------------------------------------------------------------

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SEI INVESTMENTS NOTICE OF ANNUAL MEETING

OF SHAREHOLDERS TO BE HELD MAY 29, 2001

The Annual Meeting of Shareholders of SEI Investments
Company (the "Company"), a Pennsylvania business
corporation, will be held at 10:00 a.m., local time,
Tuesday, May 29, 2001, at One Freedom Valley Drive, Oaks, PA
19456-1100 for the following purposes:

1. To elect two directors for a term expiring at the 2004
Annual Meeting;

2. To ratify the selection of Arthur Andersen LLP as the
Company's auditors for 2001; and

3. To transact such other business as may properly come
before the Annual Meeting or any adjournments thereof.

Only shareholders of record at the close of business on
April 12, 2001 will be entitled to notice of, and to vote
at, the Annual Meeting and at any adjournments thereof.

By order of the Board of Directors,

William M. Doran
Secretary
April 12, 2001

Your vote is important. Accordingly, you are asked to
complete, sign, and return the accompanying proxy card in
the envelope provided, which requires no postage if mailed
in the United States.












SEI Investments Company
Oaks, PA 19456-1100

Notice of Annual Meeting of Shareholders
To be Held May 29, 2000


The Annual Meeting of Shareholders of SEI Investments Company ("the Company"),
a Pennsylvania business corporation, will be held at 10:00 am, EST, Tuesday,
May 29, 2001, at 1 Freedom Valley Drive, Oaks, PA 19456-1100 for the following
purposes:

1. To elect two directors for a term expiring at the 2004 Annual Meeting;

2. To ratify the selection of Arthur Andersen LLP as the Company's auditors for
2001; and

3. To transact such other business as may properly come before the Annual
Meeting or any adjournments thereof.

By order of the Board of Directors,


WILLIAM M. DORAN

SECRETARY, APRIL 12, 2001

YOUR VOTE IS IMPORTANT. ACCORDINGLY, YOU ARE ASKED TO COMPLETE, SIGN, AND
RETURN THE ACCOMPANYING PROXY CARD IN THE ENVELOPE PROVIDED, WHICH REQUIRES NO
POSTAGE IF MAILED IN THE UNITED STATES.


SEI Investments Company
Oaks, PA 19456-1100

Proxy Statement

2001 Annual Meeting of Shareholders

This Proxy Statement is furnished in connection with the
solicitation by the Board of Directors of SEI Investments
Company (the "Company") of proxies for use at the 2001
Annual Meeting of Shareholders of the Company to be held on
May 29, 2001 (the "2001 Annual Meeting") and at any
adjournments thereof. Action will be taken at the meeting
upon the election of two directors, ratification of the
selection of Arthur Andersen LLP as the Company's auditors
for 2001, and such other business as may properly come
before the meeting and any adjournments thereof. This Proxy
Statement, the accompanying proxy card, and the Company's
Annual Report for 2000 will first be sent to the Company's
shareholders on or about April 23, 2001.

Voting at the Meeting

Only the holders of the Company's Common Stock, par value
$.01 per share ("Shares"), of record at the close of
business on April 12, 2001 are entitled to vote at the 2001
Annual Meeting. On that date there were 108,560,678 Shares
outstanding and entitled to be voted at the meeting. Each
holder of Shares entitled to vote will have the right to one
vote for each Share outstanding in his or her name on the
books of the Company. See "Ownership of Shares" for
information regarding the ownership of Shares by directors,
nominees, officers, and certain shareholders of the Company.

The Shares represented by each properly executed proxy card
will be voted in the manner specified by the shareholder. If
instructions to the contrary are not given, such Shares will
be voted FOR the election to the Board of Directors of the
nominees listed herein, and FOR ratification of the
selection of Arthur Andersen LLP as the Company's auditors
for 2001. If any other matters are properly presented to the
meeting for action, the proxy holders will vote the proxies
(which confer discretionary authority to vote on such
matters) in accordance with their best judgment.

Execution of the accompanying proxy card will not affect a
shareholder's right to attend the 2001 Annual Meeting and
vote in person. Any shareholder giving a proxy has the right
to revoke it by giving written notice of revocation to the
Secretary of the Company at any time before the proxy is
voted. Under the Pennsylvania Business Corporation Law, if a
shareholder (including a nominee, broker, or other record
owner) records the fact of abstention or fails to vote
(including broker non-votes) either in person or by proxy,
such action is not considered a vote cast and will have no
effect on the election of directors or the ratification of
the selection of Arthur Andersen LLP, but will be considered
present for purposes of determining a quorum.

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(Proposal No. 1) Election of Directors

The Board of Directors of the Company currently consists of
seven members and is divided into three classes, one class
comprising three directors, and two classes comprising two
directors each. One class is elected each year to hold
office for a three-year term and until successors of such
class are duly elected and qualified, except in the event of
death, resignation, or removal. Subject to shareholder
approval at this meeting, two directors will be elected for
the current class. This class will be elected at the 2001
Annual Meeting by a plurality of votes cast at the meeting.

Messrs. West and Doran, each of whom are current members of
the Board of Directors, have been nominated by the Board of
Directors for election as directors at the 2001 Annual
Meeting. Shares represented by properly executed proxy cards
in the accompanying form will be voted for such nominees in
the absence of instructions to the contrary. The nominees
have consented to be named and to serve if elected. The
Company does not know of anything that would preclude the
nominees from serving if elected. If, for any reason, a
nominee should become unable or unwilling to stand for
election as a director, either the Shares represented by all
proxies authorizing votes for such nominee will be voted for
the election of such other person as the Board of Directors
may recommend or the number of directors to be elected at
the 2001 Annual Meeting will be reduced accordingly.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT THE
SHAREHOLDERS VOTE FOR THE ELECTION OF MESSRS. WEST AND DORAN
AS DIRECTORS AT THE 2001 ANNUAL MEETING.

Set forth below is certain information concerning Messrs.
West and Doran and each of the five other current directors
whose terms continue after the 2001 Annual Meeting.

Nominees for election at the 2001 Annual Meeting:

Alfred P. West, Jr., 58, has been the Chairman of the Board
of Directors and Chief Executive Officer of the Company
since its inception in 1968. From June 1979 until August
1990, Mr. West also served as the Company's President. He is
a member of the Compensation Committee of the Board of
Directors.

William M. Doran, 60, has been a director since March 1985
and is a member of the Compensation Committee of the Board
of Directors. Mr. Doran is Secretary of the Company and
since October 1976 has been a partner in the law firm of
Morgan, Lewis & Bockius LLP, Philadelphia, Pennsylvania. Mr.
Doran is a trustee of SEI Liquid Asset Trust, SEI Tax Exempt
Trust, SEI Daily Income Trust, SEI Institutional Managed
Trust, SEI Index Funds, SEI Institutional International
Trust, SEI Asset Allocation Trust, SEI Institutional
Investments Trust, SEI Insurance Products Trust, The Arbor
Fund, The Advisors' Inner Circle Fund, the MDL Funds and The
Expedition Funds, each of which is an investment company for
which the Company's subsidiaries act as advisor,
administrator and/or distributor.

Directors continuing in office with terms expiring in 2002:

Henry H. Porter, Jr., 66, has been a director since
September 1981 and is a member of the Audit, Compensation
and Stock Option Committees of the Board of Directors. Since
June 1980, Mr. Porter has been a private investor and

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financial consultant. Mr. Porter is a member of the board of
directors of Caldwell & Orkin Funds, Inc., which is a
registered mutual fund company.

Kathryn M. McCarthy, 52, has been a director since October
1998. Since that time, Ms. McCarthy also has been a member
of the Audit Committee of the Board of Directors. Since
February 2000, Ms. McCarthy has been the Director of Client
Advisory Services with Rockfeller & Company, Inc. She also
is a Director of the Rockefeller Trust Company. From
November 1996 to June 1999, Ms. McCarthy was President of
MARUJUPU, LLC, a family office and an investment management
and estate planning company; from June 1999 to June 2000,
Ms. McCarthy has been a consultant to MARUJUPU, LLC. From
June 1992 until October 1996, Ms. McCarthy was a senior
financial counselor/portfolio manager with Rockefeller &
Company, Inc. Together with her husband, who is the
president of Clifford Asset Management ("CAM"), a registered
investment advisor that utilizes investment products and
services of the Company for the benefit of CAM's clients,
Ms. McCarthy beneficially owns a majority equity interest in
the holding company that owns CAM. In 2000, CAM received
approximately $575,000 in revenue from investments by CAM's
clients in mutual funds and/or other investment products of
the Company. In addition, CAM received approximately
$7,500 in marketing support from the Company, as well as
certain ancillary support services of the type provided to
other investment adviser clients of the Company.

Directors continuing in office with terms expiring in 2003:

Henry H. Greer, 63, has been a director since November 1979.
Mr. Greer served as the Company's President and Chief
Operating Officer from August 1990 until March 1999, and as
the Company's Chief Financial Officer from September 1996
until March 1999. From May 1989 until August 1990, Mr. Greer
served as President of the Company's Benefit Services
Division under a consulting arrangement. For the eleven-year
period prior to August 1990, Mr. Greer was President of the
Trident Capital Group, a venture capital firm. Mr. Greer is
a member of the board of directors of Omega Healthcare
Investors, Inc., a publicly traded real estate investment
trust, and Astea International Inc, a publicly traded
technology company.

Richard B. Lieb, 53, has been an Executive Vice President of
the Company since October 1990 and a director since 1994.
Mr. Lieb has been President of the Company's Investment
Systems and Services Unit since 1995. Mr. Lieb was President
and Chief Executive Officer of the Company's Insurance Asset
Services Division from March 1989 until October 1990. From
1986 to 1989, Mr. Lieb served in various executive positions
with the Company. Mr. Lieb is a member of the board of
directors of Finisar Corporation and OAO Technology
Solutions, Inc., each of which is a publicly traded
technology company.

Carmen V. Romeo, 57, has been an Executive Vice President of
the Company since December 1985 and a director since June
1979. Mr. Romeo is President of the Company's Investment
Advisory Group. Mr. Romeo was Treasurer and Chief Financial
Officer of the Company from June 1979 until September 1996.

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Board and Committee
Meetings The Board of Directors of the Company held four meetings in
2000. During the year, each director attended at least
seventy five percent of the meetings of the Board of
Directors and of the committees on which he or she served.
Standing committees of the Board of Directors of the Company
are the Compensation Committee, the Stock Option Committee
and the Audit Committee.

During 2000, the Compensation Committee met four times. The
principal function of the Compensation Committee is to
administer the Company's compensation programs, including
certain stock plans and bonus and incentive plans. The
Compensation Committee also reviews with management and
approves the salaries of senior corporate officers and
employment agreements between the Company and senior
corporate officers. The members of the Compensation
Committee are Messrs. West, Doran and Porter.

During 2000, the Stock Option Committee met four times. The
principal function of the Stock Option Committee is to
administer the Company's stock option plan. The members of
the Stock Option Committee are Mr. Porter and Ms. McCarthy.

During 2000, the Audit Committee met four times. The
principal functions of the Audit Committee are to serve as
an independent and objective party to monitor the integrity
of the Company's financial reporting process and systems of
internal financial controls; monitor the independence and
performance of the Company's independent auditors and
internal auditing activities; and provide an open avenue of
communication among the independent auditors, financial and
senior management, and the Board of Directors. The Audit
Committee has two members, Mr. Porter and Ms. McCarthy, each
of whom is independent.

The Board of Directors does not have a Nominating Committee.
The Board will consider nominees for election to the Board
of Directors recommended by the Company's shareholders. All
such recommendations should be submitted in writing to the
Board of Directors at the Company's principal office.

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Ownership of Shares

The following table contains information as of March 1, 2001
(except as noted) relating to the beneficial ownership of
Shares by each of the members of the Board of Directors, the
Chief Executive Officer and each of the four most highly
compensated executive officers of the Company, by members of
the Board of Directors and all of the Company's executive
officers as a group, and by the holders of 5% or more of the
total Shares outstanding. All amounts shown in the following
table reflect the Company's February 28, 2001 two-for-one
stock split. As of March 1, 2001, there were 108,776,494
Shares outstanding. Information as to the number of Shares
owned and the nature of ownership has been provided by these
persons and is not within the direct knowledge of the
Company. Unless otherwise indicated, the named persons
possess sole voting and investment power with respect to the
shares listed.