SECURITIES AND EXCHANGE COMMISSION
                        Washington, DC 20549

                               Form 10-Q

(Mark One)
 /X/ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended December 31, 2000 or

 / /  Transition  report  pursuant  to  Section  13 or 15(d)  of the  Securities
Exchange Act of 1934 for the transition period from _______ to _______.


                                0-11521
                       (Commission File Number)


               SYSTEMS & COMPUTER TECHNOLOGY CORPORATION
        (Exact name of registrant as specified in its charter)


                Delaware                          23-1701520
      (State or other jurisdiction            (I.R.S.  Employer
           of incorporation)                  Identification No.)


                     Great Valley Corporate Center
                          4 Country View Road
                     Malvern, Pennsylvania 19355
               (Address of principal executive offices)


Registrant's telephone number, including area code: (610) 647-5930



Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes /X/ No / /



Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

32,782,675 Common shares, $.01 par value, as of February 05, 2001





               Page 1 of 21 consecutively numbered pages






<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES

INDEX


PART I.  UNAUDITED FINANCIAL INFORMATION

   Item 1.  Financial Statements

     Condensed Consolidated Balance Sheets -
        December 31, 2000 and September 30, 2000

     Condensed Consolidated Statements of Operations -
        Three Months Ended December 31, 2000 and 1999

     Condensed Consolidated Statements of Cash Flows -
        Three Months Ended December 31, 2000 and 1999

     Notes to Condensed Consolidated Financial Statements


   Item 2.  Management's Discussion and Analysis of
     Financial Condition and Results of Operations

   Item 3.  Quantitative and Qualitative Disclosures
     About Market Risk


PART II.  OTHER INFORMATION

   Item 1.  Legal Proceedings

   Item 6.  Reports on Form 8-K


SIGNATURES

























<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)


                                              December 31,    September 30,
                                                  2000            2000
                                               (UNAUDITED)       (NOTE)

ASSETS

CURRENT ASSETS
   Cash and cash equivalents                    $ 52,785        $ 49,161
   Short-term investments, including
      accrued interest of $95 and $206             8,655          16,787
   Receivables, including $65,213
      and $64,075 of earned revenues
      in excess of billings, net of
      allowance for doubtful accounts
      of $5,892 and $5,677                       144,850         138,965
   Prepaid expenses and other receivables         24,281          25,586
                                                --------        --------
              TOTAL CURRENT ASSETS               230,571         230,499

PROPERTY AND EQUIPMENT--at cost, net
   of accumulated depreciation                    61,502          63,335

CAPITALIZED COMPUTER SOFTWARE COSTS,
   net of accumulated amortization                18,088          19,310

COST IN EXCESS OF FAIR VALUE OF NET
   ASSETS ACQUIRED, net of accumulated
   amortization                                   15,286          15,738

OTHER ASSETS AND DEFERRED CHARGES                 41,013          39,241
                                                --------        --------
TOTAL ASSETS                                    $366,460        $368,123
                                                ========        ========





Note: The condensed consolidated balance sheet at September 30, 2000 has
been derived from the audited financial statements at that date.

See notes to condensed consolidated financial statements.















<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS  (continued)
(in thousands, except per share amounts)


                                              December 31,    September 30,
                                                 2000             2000
                                              (UNAUDITED)        (NOTE)

LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                             $  8,389        $ 10,639
   Current portion of long-term debt               1,227             712
   Income taxes payable                            1,793           1,793
   Accrued expenses                               37,337          41,105
   Deferred revenue                               33,959          32,886
                                                --------        --------
              TOTAL CURRENT LIABILITIES           82,705          87,135

LONG-TERM DEBT, less current portion              77,306          77,521
OTHER LONG-TERM LIABILITIES                        1,740           2,030

STOCKHOLDERS' EQUITY
   Preferred stock, par value $.10 per
      share--authorized 3,000 shares,
      none issued                                     --              --
   Common stock, par value $.01 per share--
      authorized 100,000 shares, issued
      37,436 and 37,264 shares                       374             372
   Capital in excess of par value                116,461         115,247
   Retained earnings                             113,880         111,879
   Accumulated other comprehensive loss             (447)           (540)
                                                --------        --------
                                                 230,268         226,958
Less
   Held in treasury, 4,653 and 4,642 common
      shares--at cost                            (25,059)        (24,911)
   Notes receivable from stockholders               (500)           (610)
                                                --------        --------
                                                 204,709         201,437
                                                --------        --------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY        $366,460        $368,123
                                                ========        ========





Note: The condensed consolidated balance sheet at September 30, 2000 has
been derived from the audited financial statements at that date.

See notes to condensed consolidated financial statements.








<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS  (UNAUDITED)
(in thousands, except per share amounts)


                                               For the Three Months Ended
                                                       December 31,
                                                   2000            1999

Revenues:
 Outsourcing services                           $ 30,698        $ 32,142
 Software sales                                   16,129           4,926
 Maintenance and enhancements                     24,439          21,320
 Software services                                34,142          37,986
 Interest and other income                         1,619             305
                                                --------        --------
                                                 107,027          96,679

Expenses:
 Cost of outsourcing services                     25,119          25,994
 Cost of software sales and
    maintenance and enhancements                  20,998          19,849
 Cost of software services                        24,717          28,206
 Selling, general and administrative              31,643          27,785
 Equity in losses of affiliates                       --           2,541
 Restructuring charges                                --           1,000
 Interest expense                                  1,214           1,156
                                                --------        --------
                                                 103,691         106,531

Income (loss) before income taxes                  3,336          (9,852)

Provision (benefit) for income taxes               1,335          (3,645)
                                                --------        --------

Net income (loss)                               $  2,001        $ (6,207)
                                                ========        ========


Net income (loss) per common share                $ 0.06          $(0.19)
Net income (loss) per share - assuming dilution   $ 0.06          $(0.19)
Common shares and equivalents outstanding:
   Average common shares                          32,729          32,137
   Average common shares - assuming dilution      33,366          32,137





See notes to condensed consolidated financial statements.











<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS  (UNAUDITED)
(in thousands)
                                                For the Three Months Ended
                                                       December 31,
                                                   2000            1999
OPERATING ACTIVITIES
Net income (loss)                               $  2,001        $ (6,207)
Adjustments to reconcile net income (loss) to
  net cash (used in) operating activities:
   Depreciation and amortization                   6,779           6,528
   Equity in losses of affiliate                      --           2,541
   Changes in operating assets and liabilities:
      (Increase) decrease in receivables          (6,037)          1,008
      Decrease (increase) in other current
         assets principally prepaid expenses       1,390          (3,886)
      Decrease in accounts payable                (2,250)         (6,382)
      Decrease in income taxes payable                --          (1,338)
      Decrease in accrued expenses                (3,818)         (6,660)
      Other, net                                   1,408             841
                                                ---------       ---------
NET CASH (USED IN) OPERATING ACTIVITIES             (527)        (13,555)

INVESTING ACTIVITIES
Purchase of property and equipment                (1,658)         (1,512)
Capitalized computer software costs                 (288)         (1,433)
Purchase of investments available for sale        (4,442)         (4,179)
Proceeds from sale or maturity of
   investments available for sale                 12,506             754
Purchase of subsidiary assets,
   net of cash acquired                           (2,800)             --
                                                ---------       ---------
NET CASH PROVIDED BY (USED IN)
   INVESTING ACTIVITIES                            3,318          (6,370)

FINANCING ACTIVITIES
Repayment of borrowings                             (172)        (10,026)
Proceeds from borrowings, net of
   issuance costs                                     --          13,600
Repurchase of Company stock                         (148)             --
Decrease in notes receivable from stockholders       110              --
Proceeds from exercise of stock options            1,043             596
                                                ---------       ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES            833           4,170

INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS     3,624         (15,755)
CASH & CASH EQUIVALENTS-BEGINNING OF PERIOD       49,161          27,030
                                                ---------       ---------
CASH & CASH EQUIVALENTS-END OF PERIOD           $ 52,785        $ 11,275
                                                =========       =========

SUPPLEMENTAL INFORMATION
Noncash investing and financing activities:
  Purchase of subsidiary - noncash portion      $    500              --
  Conversion of subordinated debentures into
     common stock                                     27              --

See notes to condensed consolidated financial statements.



<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  (UNAUDITED)


NOTE A--INTERIM FINANCIAL STATEMENTS
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 1O-Q and Rule 10-01 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
only of normal recurring accruals and the fiscal year 2000 restructuring charge)
considered  necessary for a fair  presentation  have been included.  For further
information,  refer  to the  consolidated  financial  statements  and  footnotes
thereto  included in the Company's Annual Report on Form 10-K for the year ended
September 30, 2000.  Operating results for the three-month period ended December
31, 2000, are not necessarily indicative of the results that may be expected for
the year ending September 30, 2001.


NOTE B--CASH AND INVESTMENTS
Cash  equivalents are short-term,  highly liquid  investments with a maturity of
three months or less at the date of purchase.

Short-term   investments  consist  of  corporate  debt  securities.   Management
determines the appropriate  classification of the debt securities at the time of
purchase.  At December  31, 2000,  the  portfolio  of debt  securities  has been
classified as available for sale and, as a result,  is stated at fair value. The
available-for-sale portfolio is comprised of highly liquid investments available
for current  operations  and general  corporate  purposes and,  accordingly,  is
classified as current assets.

Short-term  investments  held as  available  for sale at  December  31, 2000 and
September 30, 2000, have contractual maturities of less than one year.

The Company owns common and preferred stock of various  privately held companies
carried at $18.5 million and classified as long-term assets.  The fair values of
these investments are not readily determinable;  therefore,  they are carried at
cost.  The cost basis  would be reduced and  earnings  would be charged if there
were an impairment that was found to be  other-than-temporary at a balance sheet
date.  The Company  does not believe  there has been any decline in the value of
these investments as of December 31, 2000.


NOTE C--INVESTMENT IN CAMPUS PIPELINE, INC.
Throughout  fiscal year 1999, the Company made a series of investments in Campus
Pipeline,  Inc. As of December 31, 2000, the Company held an  approximately  57%
interest in the common stock of this affiliate,  with a carrying amount of zero.
The Company has  determined  that it does not control  Campus  Pipeline  because
there are fully voting  convertible  preferred shares outstanding that lower the
Company's voting interest to approximately 42%. Therefore,  the Company accounts
for its investment  using the equity method of accounting.  The Company will not
record any additional  future losses of Campus  Pipeline and will not record any
future earnings until the cumulative, unrecorded losses are offset.





<PAGE>


NOTE D--ACQUISITIONS AND DISPOSITIONS
In November 2000, the Company acquired Omni-Tech Systems, Ltd., the developer of
JUROR for Windows,  a jury management  software solution for the justice market,
for consideration of $3.3 million, in the form of cash and a note payable. JUROR
for Windows is a comprehensive  jury management  solution that presides over all
aspects of jury  management from the creation of pools of eligible jurors to the
calculation of jury payroll, and helps to streamline the jury management process
and free court staff from repetitive manual and paper-based tasks.


NOTE E--EARNINGS PER SHARE
(in thousands, except per share amounts)

A reconciliation of the numerators and the denominators of net income (loss) per
common share and net income (loss) per share - assuming dilution follows:

                                              For the Three Months Ended
                                                       December 31,
                                                  2000            1999
Numerator:
    Net income (loss) available to common
       stockholders, used for net income
       (loss) per common share                   $ 2,001         $(6,207)

    Effect of dilutive securities:                    --              --

     Net income (loss) available to common
       stockholders after assumed conversions    $ 2,001         $(6,207)
                                                 =======         =======

Denominator:
    Denominator for net income (loss) per
       common share-weighted average shares       32,729          32,137

    Effect of dilutive securities:
       Employee stock options                        637              --
                                                 -------         -------
                                                     637              --

    Denominator for net income (loss)
       per share - assuming dilution              33,366          32,137
                                                 =======         =======

Net income (loss) per common share                $ 0.06          $(0.19)
                                                  ======          ======
Net income (loss) per share - assuming dilution   $ 0.06          $(0.19)
                                                  ======          ======

Potentially  dilutive securities with an anti-dilutive  effect (convertible debt
in 2000 and 1999 and  stock  options  in 1999)  are not  included  in the  above
calculation.


NOTE F--PRODUCT DEVELOPMENT
Product development  expenditures,  including software maintenance expenditures,
for the three months ended December 31, 2000 and 1999, were approximately  $13.4
million and $15.1 million,  respectively.  After  capitalization,  these amounts
were  approximately  $13.1  million and $13.7  million,  respectively,  and were
charged  to  operations  as  incurred.  For the same  periods,  amortization  of

<PAGE>


capitalized software costs (not included in expenditures above) amounted to $1.5
million and $1.3 million, respectively.


NOTE G--BUSINESS SEGMENTS
(in thousands)

The Company has four reportable  segments:  Global  Education  Solutions  (GES);
Global Government Solutions (GGS); Global Manufacturing & Distribution Solutions
(M&DS) and Global Energy, Utilities & Communications Solutions (EUC). Summarized
financial  information  concerning the Company's reportable segments is shown in
the following  table. The "All Other" column includes  corporate-related  items,
elimination of  inter-segment  transactions,  amortization of intangible  assets
purchased in business acquisitions,  and results of nonreportable segments whose
products and services serve different markets than those the reportable segments
serve.  Interest  and other  income is not  included in the revenue  disclosures
below.

Three months ended December 31, 2000
                                                               All
                            GES      GGS     M&DS      EUC    Other    Total
Outsourcing services    $10,182  $14,563  $ 1,281  $ 4,165   $  507  $30,698
Software sales and
   maintenance and
   enhancements          22,174    2,721    6,103    9,570       --   40,568
Software services        12,411    2,783    5,919   13,029       --   34,142
                        -------  -------  -------  -------  -------  -------
External revenues        44,767   20,067   13,303   26,764      507  105,408
Intersegment revenues       332       11        3       --     (346)      --
Segment profit (loss)     3,801     (932)  (3,857)   2,617    1,707    3,336


Three months ended December 31, 1999
                                                               All
                            GES      GGS     M&DS      EUC    Other    Total

Outsourcing services    $10,938  $15,241  $ 1,597  $ 3,530   $  836  $32,142
Software sales and
   maintenance and
   enhancements          17,573    2,340    2,967    3,366       --   26,246
Software services        13,031    2,531    9,348   12,787      289   37,986
                        -------  -------  -------  -------  -------  -------
External revenues        41,542   20,112   13,912   19,683    1,125   96,374
Intersegment revenues       346        3        6       --     (355)      --
Segment profit (loss)     1,037     (683)  (4,195)  (3,239)  (2,772)  (9,852)


NOTE H--LONG-TERM DEBT
The Company has $74.75 million of convertible  subordinated  debentures  bearing
interest at 5% and maturing on October 15, 2004. The debentures are  convertible
into common stock of the Company at any time prior to  redemption or maturity at
a  conversion  price of $26.375  per share,  subject to change as defined in the
Trust  Indenture.  The  debentures  are redeemable at any time after October 15,
2000,  at prices from 102.5% of par  decreasing  to par on October 15, 2003.  In
October 2000, $27,000 of the convertible  subordinated debentures were converted
into approximately 1,000 shares of common stock of the Company.



<PAGE>


NOTE I--COMPREHENSIVE INCOME
(in thousands)

Total comprehensive income is comprised of:

                                        Three Months
                                           Ended
                                        December 31,
                                      2000       1999

Net income (loss)                   $2,001    $(6,207)
Other comprehensive income (loss)       93       (287)
                                   --------  --------
Total Comprehensive Income (Loss)   $2,094    $(6,494)

Other  comprehensive  income (loss)  relates  primarily to currency  translation
adjustments  related to foreign  subsidiaries  whose  functional  currencies are
their local currencies.


NOTE J--NEW ACCOUNTING STANDARDS
In October 1997, the American  Institute of Certified Public  Accountants issued
Statement of Position (SOP) 97-2, "Software Revenue Recognition," which provides
guidance on recognizing revenue from software  transactions.  In 1998, it issued
two  amendments to SOP 97-2:  SOP 98-4,  "Deferral of Certain  Provisions of SOP
97-2," and SOP 98-9,  "Modification of SOP 97-2,  Software Revenue  Recognition,
with Respect to Certain  Transactions." SOP 97-2 and SOP 98-4 were effective for
the Company's fiscal year beginning  October 1, 1998, and SOP 98-9 was effective
for  the  fiscal  year  beginning  October  1,  1999.  Based  on  the  Company's
interpretation of the requirements of SOP 97-2, as amended, the adoption of this
statement  has not had and is not expected to have a  significant  impact on the
Company's results of operations. However, the accounting profession continues to
review  certain  provisions  of SOP 97-2,  as  amended,  with the  objective  of
providing additional guidance on implementing its provisions.

During the Company's  fiscal year 2000, the Staff of the Securities and Exchange
Commission issued Staff Accounting  Bulletin (SAB) 101,  "Revenue  Recognition."
The SAB provides examples of how the Staff applies the criteria to specific fact
patterns, such as bill-and-hold transactions,  up-front fees when the seller has
significant continuing involvement,  long-term service transactions,  refundable
membership  fees,  retail layaway sales, and contingent  rental income.  The SAB
also addresses  whether  revenue should be presented on a gross or net basis for
certain  transactions,  such as  sales on the  Internet.  In  addition,  the SAB
provides  guidance on the disclosures that  registrants  should make about their
revenue-recognition policies and the impact of events and trends on revenue. The
Company is required to adopt the  provisions of SAB 101 by the fourth quarter of
fiscal year 2001. The Company is currently evaluating the impact of SAB 101, but
at this  time does not  expect  its  adoption  to have a  significant  impact on
reported results of operations.










<PAGE>


MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.

The purpose of this  section is to give  interpretive  guidance to the reader of
the financial statements.

RESULTS OF OPERATIONS

The following  table sets forth:  (i) income  statement items as a percentage of
total revenues and (ii) the percentage  change for each item from the prior-year
comparative period.


                                  % of Total Revenues        % Change from
                                                               Prior Year
                                   Three Months Ended
                                      December 31,
                                     2000     1999

Revenues:
Outsourcing services                   29%      33%                (4%)
Software sales                         15%       5%               227%
Maintenance and enhancements           23%      22%                15%
Software services                      32%      39%               (10%)
Interest and other income               1%       1%               431%
                                     -----    -----              -----
Total                                 100%     100%                11%

Expenses:
Cost of services, software sales
   and maintenance and enhancements    66%      76%                (4%)
Selling, general and administrative    30%      29%                14%
Equity in losses of affiliates         --        3%                --
Restructuring charges                  --        1%                --
Interest expense                        1%       1%                 5%
Income (loss) before income taxes       3%     (10%)             (134%)



The  following  table  sets  forth the gross  profit  for each of the  following
revenue  categories  as a percentage  of revenue for each such  category and the
total gross  profit as a percentage  of total  revenue  (excluding  interest and
other income).  The Company does not separately  present the cost of maintenance
and  enhancements  revenue as it is impracticable to separate such cost from the
cost of software sales.

                                         Three Months
                                            Ended
                                         December 31,
                                         2000   1999

Gross Profit:
   Outsourcing services                   18%    19%
   Software sales and maintenance
      and enhancements                    48%    24%
   Software services                      28%    26%
                                          ---    ---
   Total                                  33%    23%



<PAGE>


Revenues:
Outsourcing  services revenue decreased in the first quarter of fiscal year 2001
by 4% compared with the prior-year period. This decrease is primarily the result
of the  termination  of several  small  contracts in the  government  and higher
education markets and decreased  services provided under several other contracts
in the fiscal year 2001 period. During the fiscal year 2001 quarter, the Company
signed an agreement with the City of Memphis,  Tennessee, which could extend for
seven and one-half  years,  to provide the City with a range of outsourcing  and
telecommunication  services.  If  the  City  utilizes  the  expected  amount  of
services,  the contract  would be for  approximately  $50 million.  The City may
terminate the agreement for convenience at any time on six months notice.

Software sales  increased 227% in the first quarter of fiscal year 2001 compared
to the prior-year  period due to  significant  increases in all of the Company's
markets, except the government market. The Company believes that the results for
the first  quarter of fiscal  year 2000 were  unusually  low because of the year
2000 slowdown in enterprise application software licensing.

The 15% increase in maintenance and enhancements revenue in the first quarter of
fiscal year 2001 was the result of the growing  installed base of clients in all
of the  Company's  markets.  The Company  continues to  experience a high annual
renewal rate on existing maintenance  contracts in these marketplaces,  although
there can be no assurances that this will continue.

Software services revenue decreased 10% in the first quarter of fiscal year 2001
compared  to  the  prior-year  period  primarily  as  the  result  of  decreased
implementation and integration  services performed in the process  manufacturing
and  distribution  market.  These  decreases  were  primarily  the result of (i)
decreased  licenses  during fiscal year 2000, and (ii) a change in the sales mix
in the process manufacturing and distribution market toward a greater percentage
of supply chain sales.  The supply chain sales  generally  require less services
than the ERP sales.  The  implementation  of the supply chain product  generally
requires less effort than an ERP implementation.

The increase in interest  and other  income in the first  quarter of fiscal year
2001 is  primarily  attributable  to  interest  income  earned on the  Company's
increased cash and short-term  investments  balances,  the  amortization  of the
WebCT noncompete  agreement signed in the Company's third quarter of fiscal year
2000, and income from the Company's marketing agreement with Netgov.

Gross Profit:
Gross profit increased as a percentage of total revenue (excluding  interest and
other  income) from 23% for the first quarter of fiscal year 2000 to 33% for the
first quarter of fiscal year 2001. The total gross profit  percentage  increased
primarily  because  of  increases  in the  software  sales and  maintenance  and
enhancements gross profit,  which makes up the greatest portion of the Company's
gross  profit.  The  increase  is  the  result  of  increased  license  fee  and
maintenance and enhancements  revenues during the quarter. The software services
gross  margin also  improved  slightly in the first  quarter of fiscal year 2001
compared with the  prior-year  period.  This increase was the result of improved
efficiencies  in the higher  education,  energy and  utilities,  and  government
markets  offset by  decreased  productivity  in the  process  manufacturing  and
distribution  market.  These increases were partially offset by decreases in the
outsourcing  services' gross profit,  which  decreased  primarily as a result of
decreased revenues without a commensurate decrease in fixed expenses.


<PAGE>


Selling, General and Administrative Expenses:
Selling,  general and administrative  expenses increased in the first quarter of
fiscal year 2001  compared  with the prior year period  primarily as a result of
the addition of sales  personnel and increased  sales  commissions and marketing
expenses  primarily  in  the  process  manufacturing  and  distribution,  higher
education and energy and utilities markets.

Acquisitions and Dispositions:
In November 2000, the Company acquired Omni-Tech Systems, Ltd., the developer of
JUROR for Windows, a leading,  jury management software solution for the justice
market,  for  consideration  of $3.3  million  in the  form  of cash  and a note
payable.  JUROR for Windows is a  comprehensive  jury  management  solution that
presides  over all  aspects of jury  management  from the  creation  of pools of
eligible jurors to the calculation of jury payroll,  and helps to streamline the
jury  management  process  and free  court  staff  from  repetitive  manual  and
paper-based tasks. The Company has begun to integrate the JUROR product with the
Company's  case and financial  management  system so that the products share key
case, scheduling and disposition information.

Investment in Campus Pipeline, Inc.:
Throughout  fiscal year 1999, the Company made a series of investments in Campus
Pipeline,  Inc. As of December 31, 2000, the Company held an  approximately  57%
interest in the common stock of this affiliate,  with a carrying amount of zero.
The Company has  determined  that it does not control  Campus  Pipeline  because
there are fully voting  convertible  preferred shares outstanding that lower the
Company's voting interest to approximately 42%. Therefore,  the Company accounts
for its investment  using the equity method of accounting.  The Company will not
record any additional  future losses of Campus  Pipeline and will not record any
future earnings until the cumulative, unrecorded losses are offset.

Contingency:
The  Company  has  been   involved   in   litigation   relating  to  a  software
implementation  in Broward  County,  Florida.  The Company  believed that it had
meritorious  defenses and the probability of an unfavorable  outcome against the
Company was  unlikely.  However,  on October 31, 2000,  an adverse  decision was
rendered   against  the  Company  in  this  matter.   The  Company's  claim  for
approximately  $3.1  million -- which was  included  in the  Company's  accounts
receivable  balances -- for software licensed,  services rendered,  and expenses
incurred was denied. In addition,  the Company was ordered to pay damages in the
amount of approximately  $3.2 million plus prejudgment  interest on a portion of
that amount.  On post-trial  motions,  the amount of the judgment was reduced by
approximately  $0.6 million.  The Company has appealed the decision and believes
that  insurance  proceeds  may be  available  to cover a portion of the  damages
awarded  against it. As a result of the court's  decision  and the  inability to
predict the  possibility  of  overturning  the  judgment on appeal,  the Company
recorded a pretax charge of $5.8 million for damages and other costs  associated
with the action in the fourth  quarter of fiscal  year 2000.  In the  opinion of
management,  this amount,  plus amounts previously accrued should be adequate to
cover  the  ultimate  loss  resulting  from this  matter  in the event  that the
appellate court affirms the lower court's decision.

The Company is also involved in other legal  proceedings and litigation  arising
in the ordinary course of business. In the opinion of management, the outcome of
such proceedings and litigation currently pending will not materially affect the
Company's consolidated financial statements.




<PAGE>


LIQUIDITY, CAPITAL RESOURCES, AND FINANCIAL POSITION

The  Company's  cash and cash  equivalents  balance was $52.8  million and $49.2
million as of December 31, 2000,  and  September  30,  2000,  respectively.  The
short-term  investments  balance decreased to $8.7 million at December 31, 2000,
from $16.8 million at September  30, 2000,  as a result of operating  cash needs
discussed below.

Cash used in  operating  activities  was $0.5  million for the first  quarter of
fiscal year 2001,  compared with $13.6 million for the  prior-year  period.  The
primary  uses of cash in the fiscal  year 2001 period  were  increased  accounts
receivable  and  decreased  accounts  payable  and  accrued  expenses  offset by
increases in income  before  depreciation  and  amortization.  The  increases in
accounts  receivable  are due to increases in revenue and the timing of billings
as well as slower collections in the first quarter of fiscal year 2001. Accounts
payable and accrued expenses  decreased  primarily due to the timing of payments
in the first quarter of fiscal year 2001.

During  the  quarter  ended  December  31,  1999,  the  Company   implemented  a
restructuring   plan,   which   included  the   termination   of  employees  and
discontinuation  of  noncritical  programs.  The  restructuring  was  considered
necessary in light of significantly  decreased license fees in the quarter.  The
Company accrued $1 million  related to severance and termination  benefits based
on a termination plan developed by management, in consultation with the Board of
Directors,   in  December  1999.  In  January  2000,   the  Company   terminated
approximately    100   employees    engaged   in   marketing,    administrative,
special-programs,  and  development  functions.  The Company began to experience
cost savings related to the  restructuring  in the second quarter of fiscal year
2000.

The  Company  provides  outsourcing  services  and  software-related   services,
including systems  implementation and integration  services.  Contract fees from
outsourcing  services are typically based on multi-year  contracts  ranging from
three to 10 years in length,  and provide a recurring  revenue stream throughout
the  term  of the  contract.  Software  services  contracts,  including  systems
implementation  and  integration  services,  usually  have  shorter  terms  than
outsourcing  services  contracts,  and billings are  sometimes  milestone-based.
During the beginning of a typical  outsourcing  services  contract,  the Company
performs services and incurs expenses more quickly than during the later part of
the contract.  Billings usually remain constant during the term of the contract.
In some cases when a  contract  term is  extended,  the  billing  period is also
extended  over  the new  life of the  contract.  In  certain  software  services
contracts,  the  Company  performs  services  but  cannot  bill for them  before
attaining  a  milestone.  Revenue is usually  recognized  as work is  performed,
resulting in an excess of revenues over  billings.  The  Company's  Consolidated
Balance  Sheet  reflects  this excess as  unbilled  accounts  receivable.  As an
outsourcing services contract proceeds, the Company performs services and incurs
expenses  at a lesser  rate.  This  results  in  billings  that  exceed  revenue
recognized,  which  causes  a  decrease  in the  unbilled  accounts  receivable.
Likewise,  the  achievement  of a milestone  in a systems  integration  services
contract causes a decrease in the unbilled accounts  receivable.  In both cases,
additional  unbilled  accounts  receivable  will  continue to build based on the
terms of the contracts.  The remaining  unbilled accounts  receivable balance is
comprised  of  software  sales for which the  Company  has  shipped  product and
recognized  revenue,  but has not billed amounts due to the contractual  payment
terms. The Company usually bills these unbilled balances within one year.

Cash provided by investing  activities was $3.3 million for the first quarter of
fiscal year 2001 compared with cash used in investing activities of $6.4 million

<PAGE>


for the first  quarter of fiscal year 2000.  In the first quarter of fiscal year
2001 cash was primarily provided by the sale and maturity of  available-for-sale
investments and used in the purchase of investments and subsidiary  assets.  The
primary use of cash in the three months ended December 31, 1999 was the purchase
of investments available for sale.

The $0.8 million in cash provided by financing  activities for the first quarter
of fiscal year 2001  consists  primarily of proceeds from the exercises of stock
options.  During the fiscal year 2000  period,  the  primary  source of cash was
borrowings on the Company's revolving credit facility.

The Company owns common and preferred stock of various  privately held companies
carried at $18.5 million and classified as long-term assets.  The fair values of
these investments are not readily determinable;  therefore,  they are carried at
cost.  Although  there has been a downturn in the dot-com market and there is an
increased  risk that these  privately  held  companies  will not  achieve  their
valuations, the Company does not believe that there has been a permanent decline
in the  valuations  of these  companies as of December 31, 2000.  If the Company
determines  that there is  permanent  decline in value,  the cost basis of these
investments would be reduced and earnings would be charged.

The Company has a $30 million senior  revolving  credit  facility  available for
general corporate  purposes.  The credit facility agreement expires in June 2002
and includes optional annual renewals.  There were no borrowings  outstanding at
December 31, 2000, or September 30, 2000. As long as borrowings are outstanding,
and as a condition  precedent  to new  borrowings,  the Company must comply with
certain covenants established in the agreement. Under the covenants, the Company
is required to maintain certain financial ratios and other financial conditions.
The Company may not pay dividends (other than dividends payable in common stock)
or acquire any of its capital stock  outstanding  without a written  waiver from
its lender.

The Company has convertible  debentures  outstanding,  which bear interest at 5%
and mature on October 15,  2004.  In October  2000,  $27,000 of the  convertible
subordinated debentures were converted into approximately 1,000 shares of common
stock of the  Company.  The  remaining  balance  of  convertible  debentures  at
December 31, 2000, is $74.75 million. If these remaining debentures  outstanding
were converted,  2.8 million  additional  shares would be added to common shares
outstanding.  These  debentures were  antidilutive  for the fiscal year 2001 and
2000 periods and therefore are not included in the  denominators  for net income
per share - assuming dilution.

The Company believes that its cash and cash equivalents, short-term investments,
and  borrowing   arrangements   should  satisfy  its  financing  needs  for  the
foreseeable future.

New Accounting Standards:
In October 1997, the American  Institute of Certified Public  Accountants issued
Statement of Position (SOP) 97-2, "Software Revenue Recognition," which provides
guidance on recognizing revenue from software  transactions.  In 1998, it issued
two  amendments to SOP 97-2:  SOP 98-4,  "Deferral of Certain  Provisions of SOP
97-2," and SOP 98-9,  "Modification of SOP 97-2,  Software Revenue  Recognition,
with Respect to Certain  Transactions." SOP 97-2 and SOP 98-4 were effective for
the Company's fiscal year beginning  October 1, 1998, and SOP 98-9 was effective
for  the  fiscal  year  beginning  October  1,  1999.  Based  on  the  Company's
interpretation of the requirements of SOP 97-2, as amended, the adoption of this
statement  has not had and is not expected to have a  significant  impact on the
Company's results of operations. However, the accounting profession continues to

<PAGE>


review  certain  provisions  of SOP 97-2,  as  amended,  with the  objective  of
providing additional guidance on implementing its provisions.

During the Company's  fiscal year 2000, the Staff of the Securities and Exchange
Commission issued Staff Accounting  Bulletin (SAB) 101,  "Revenue  Recognition."
The SAB provides examples of how the Staff applies the criteria to specific fact
patterns, such as bill-and-hold transactions,  up-front fees when the seller has
significant continuing involvement,  long-term service transactions,  refundable
membership  fees,  retail layaway sales, and contingent  rental income.  The SAB
also addresses  whether  revenue should be presented on a gross or net basis for
certain  transactions,  such as  sales on the  Internet.  In  addition,  the SAB
provides  guidance on the disclosures that  registrants  should make about their
revenue-recognition policies and the impact of events and trends on revenue. The
Company is required to adopt the  provisions of SAB 101 by the fourth quarter of
fiscal year 2001. The Company is currently evaluating the impact of SAB 101, but
at this  time does not  expect  its  adoption  to have a  significant  impact on
reported results of operations.

Factors That May Affect Future Results and Market Price of Stock:
The  forward-looking  statements  discussed  herein and  elsewhere  -- including
statements  concerning  the  Company's  or  management's  forecasts,  estimates,
intentions, beliefs, anticipations,  plans, expectations, or predictions for the
future -- are based on current  management  expectations  that involve risks and
uncertainties  that could cause actual results to differ  materially  from those
anticipated. The following discussion highlights some, but not all, of the risks
and  uncertainties  that may have a  material  adverse  effect on the  Company's
business, results of operations, and/or financial condition.

The Company's revenues and operating results can vary substantially from quarter
to quarter, owing to a number of factors. Software sales revenues in any quarter
depend on the execution of license  agreements and the shipment of product.  The
execution  of  license  agreements  is  difficult  to  predict  for a variety of
reasons, including the following: a significant portion of the Company's license
agreements is typically signed in the last month of each quarter;  the Company's
sales cycle is relatively long; the size of transactions can vary widely; client
projects  may  be  postponed  or  cancelled  due  to  changes  in  the  client's
management,  budgetary constraints,  or strategic priorities;  and clients often
exhibit a seasonal  pattern of capital  spending.  The Company has  historically
generated a greater  portion of license  fees and total  revenue in the last two
fiscal quarters, although there is no assurance that this will continue.

Because a  significant  part of the  Company's  business  results from  software
licensing,  it is  characterized  by a high degree of  operating  leverage.  The
Company bases its expense levels,  in significant  part, on its  expectations of
future  revenues.  Therefore,  these expense levels are relatively  fixed in the
short term. If software licensing revenues do not meet expectations,  net income
is likely to be disproportionately adversely affected. There can be no assurance
that  the  Company  will be able to  increase  profitability  or  return  to its
historical  level of profitability on a quarterly or annual basis in the future.
It is,  therefore,  possible that in one or more future quarters,  the Company's
operating results will be below expectations.  This would likely have an adverse
effect on the price of the Company's common stock.

The success of the  Company's  business  depends  upon  certain key  management,
sales,  and  technical  personnel.  In addition,  the Company  believes  that to
succeed in the  future,  it must  continue  to  attract,  retain,  and  motivate

<PAGE>


talented and qualified management,  sales, and technical personnel.  Competition
for such personnel in the information technology industry is intense; demand for
such  employees  has,  to date,  exceeded  supply.  The  Company  sometimes  has
difficulty  locating  qualified  candidates.  There can be no assurance that the
Company  will be able to  retain  its key  employees  or that it will be able to
continue to attract, assimilate, and retain other skilled management, sales, and
technical  personnel.  The loss of certain key  personnel  or the  inability  to
attract  and retain  qualified  employees  in the  future  could have a material
adverse  effect  on  the  Company's  business,  results  of  operations,  and/or
financial condition.

The application software industry is characterized by intense competition, rapid
technological advances,  changes in client requirements,  product introductions,
and evolving  industry  standards.  The Company believes that its future success
will depend on its ability to compete  successfully,  and to continue to develop
and market new products and  enhancements  cost-effectively.  This  necessitates
continued investment in research and development and sales and marketing.  There
can be no assurance that new industry standards or changing  technology will not
render the Company's products obsolete or non-competitive, that the Company will
be able to develop and market new products  successfully,  or that the Company's
markets will accept its new product offerings. Furthermore, software programs as
complex as those the Company offers may contain  undetected  errors or bugs when
they are first  introduced or as new versions are released.  Despite Company and
third-party testing,  there can be no assurance that errors will not be found in
new product offerings.  Such errors can cause  unanticipated costs and delays in
market acceptance of these products. In addition, new distribution methods, such
as the Internet and other electronic channels, have removed many of the barriers
to  entry  that  small  and  start-up  software  companies  faced  in the  past.
Therefore, the Company expects competition to increase in its markets.

The Company has invested in and strengthened its strategic  alliance with Campus
Pipeline,  Inc. The Company has enhanced the integration of its higher education
information  systems with the Campus Pipeline  product to provide 24-hour access
to campus and  Internet  resources  and allow  students to enroll,  register for
classes, view grades, request transcripts and loan status, obtain reading lists,
buy books,  access email,  and participate in interactive  chat sessions.  While
some of these  features  have  been  included  in a product  released  by Campus
Pipeline, other features are scheduled for future releases.

During  fiscal year 2000,  the Company made an  investment  in WebCT and entered
into a strategic  alliance with WebCT to exclusively market the WebCT e-learning
tools and  e-learning  hub to the Company's  higher  education  client base. The
alliance builds upon the Company's  existing  relationship with Campus Pipeline,
Inc.  and the  Company's  self-service  Web  for  Students  and Web for  Faculty
products  to offer a  unified,  on-line,  connected  e-learning  solution.  This
integrated solution will enable clients to access information systems,  learning
tools, online services, campus communication,  and community resources through a
single  point  of  access.   The  Company  intends  to  provide  the  real-time,
bi-directional exchange of data between the Company's student information system
and the WebCT course  environment,  eliminating  manual  synchronization of like
information.

During  fiscal year 2000,  the Company sold its eFile  Management  middleware to
CourtLink,  an  e-filing  leader,  for cash  and a small  equity  investment  in
CourtLink.  The Company also entered into a strategic alliance with CourtLink to

<PAGE>


market the product in connection  with the Company's  products.  The  middleware
complements  CourtLink's  e-filing and access solution for the government market
by  integrating  e-filing  and Web  access  with a  court's  case  and  document
management applications.  Through this alliance, the Company and CourtLink bring
together the essential components of electronic filing, creating a comprehensive
e-filing solution. The Company also entered into a strategic marketing agreement
with  Netgov.com,  an electronic  government  leader,  to market its  electronic
government  solution in connection  with the Company's  products and services in
exchange for cash and a small equity investment in Netgov. The Netgov electronic
government  solution  components in conjunction with the Company's  products and
solution services create a comprehensive electronic government offering. Through
this alliance, the Company and Netgov bring together the necessary components of
integrated e-government,  creating a solution that benefits both governments and
their constituents.

The success of these  investments and strategic  alliances depends upon: (i) the
ability  of the  Company  and its  alliance  partners  to meet  development  and
implementation  schedules  for products  and to enhance the products  over time,
(ii) the market  acceptance of the products,  and (iii) the Company's ability to
integrate  the  alliance   partners'   products  with  the  Company's   products
cost-effectively and on a timely basis.

Certain of the  Company's  contracts  are subject to "fiscal  funding"  clauses,
which entitle the client, in the event of budgetary  constraints,  to reduce the
level of services to be provided by the Company, with a corresponding  reduction
in the fee the  client  must pay.  In  certain  circumstances,  the  client  may
terminate  the  services  altogether.  While the Company  has not been  impacted
materially by early terminations or reductions in service from the use of fiscal
funding  provisions in the past,  there can be no assurance that such provisions
will not give rise to early terminations or reductions of service in the future.
If clients that represent a substantial  portion of the Company's  revenues were
to invoke the fiscal funding provisions of their outsourcing services contracts,
the Company's results of operations could be adversely affected.

The Company provides software-related services, including systems implementation
and  integration  services.  Services  are  generally  provided  under  time and
materials contracts,  and revenue is recognized as the services are provided. In
some  circumstances,  services are provided under  fixed-price  arrangements  in
which revenue is recognized on the percentage-of-completion method. Revisions in
estimates of costs to complete are reflected in operations  during the period in
which the Company learns of facts requiring those revisions.

The impact on the Company of areas such as the Internet,  online  services,  and
electronic  commerce is  uncertain.  There can be no assurance  that the Company
will be able to provide a product that will satisfy new client  demands in these
areas. In addition, standards for network protocols and other industry standards
for the Internet are evolving rapidly.  There can be no assurance that standards
the Company  chooses  will  position  its  products to compete  effectively  for
business  opportunities  as they  arise on the  Internet  and in other  emerging
areas.

The Company  relies on a combination  of copyright,  trademark,  trade  secrets,
confidentiality   procedures,   and   contractual   procedures  to  protect  its
intellectual  property  rights.  Despite  the  Company's  efforts to protect its
intellectual  property rights, it may be possible for unauthorized third parties
to copy certain  portions of the Company's  products,  or to reverse engineer or

<PAGE>


obtain and use technology or other  Company-proprietary  information.  There can
also be no assurances  that the  Company's  intellectual  property  rights would
survive a legal challenge to their validity or provide significant protection to
the  Company.  In  addition,  the laws of certain  countries  do not protect the
Company's  proprietary  rights to the same  extent as do the laws of the  United
States. Accordingly,  there can be no assurance that the Company will be able to
protect its proprietary  technology against unauthorized  third-party copying or
use, which could adversely affect the Company's competitive position.

Other factors that could affect the Company's future  operating  results include
the effect of  publicity  on demand for the  Company's  products  and  services;
general economic and political  conditions;  continued market  acceptance of the
Company's products and services;  the timing of services contracts and renewals;
continued  competitive  and pricing  pressures in the  marketplace;  new product
introductions  by the  Company's  competitors;  and  the  Company's  ability  to
complete fixed-price contracts profitably.


QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

There have been no material  changes in quantitative or qualitative  disclosures
for fiscal year 2001.  Reference is made to Item 7A in the Annual Report on Form
10-K for the year ended September 30, 2000.

























<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES

PART II

Item 1.   Legal Proceedings

The  Company  has  been   involved   in   litigation   relating  to  a  software
implementation  in Broward  County,  Florida.  The Company  believed that it had
meritorious  defenses and the probability of an unfavorable  outcome against the
Company was  unlikely.  However,  on October 31, 2000,  an adverse  decision was
rendered   against  the  Company  in  this  matter.   The  Company's  claim  for
approximately  $3.1  million -- which was  included  in the  Company's  accounts
receivable  balances -- for software licensed,  services rendered,  and expenses
incurred was denied. In addition,  the Company was ordered to pay damages in the
amount of approximately  $3.2 million plus prejudgment  interest on a portion of
that amount.  On post-trial  motions,  the amount of the judgment was reduced by
approximately  $0.6 million.  The Company has appealed the decision and believes
that  insurance  proceeds  may be  available  to cover a portion of the  damages
awarded  against it. As a result of the court's  decision  and the  inability to
predict the  possibility  of  overturning  the  judgment on appeal,  the Company
recorded a pretax charge of $5.8 million for damages and other costs  associated
with the action in the fourth  quarter of fiscal  year 2000.  In the  opinion of
management,  this amount,  plus amounts previously accrued should be adequate to
cover  the  ultimate  loss  resulting  from this  matter  in the event  that the
appellate court affirms the lower court's decision.

The Company is also involved in other legal  proceedings and litigation  arising
in the ordinary course of business. In the opinion of management, the outcome of
such proceedings and litigation currently pending will not materially affect the
Company's consolidated financial statements.



Item 6 (b).   Reports on Form 8-K

The  registrant  did not file any  current  reports on Form 8-K during the three
months ended December 31, 2000

















<PAGE>


SYSTEMS & COMPUTER TECHNOLOGY CORPORATION AND SUBSIDIARIES



SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                         SYSTEMS & COMPUTER TECHNOLOGY CORPORATION
                                        (Registrant)


Date: 02/13/01                 /s/  Eric Haskell
                         --------------------------------



                         Eric Haskell
                         Senior Vice President, Finance & Administration,
                            Treasurer, and Chief Financial Officer