<PAGE>
                    	SECURITIES AND EXCHANGE COMMISSION	
	                         Washington, D.C. 20549


                               	FORM 10-Q/A

            Quarterly Report Pursuant to Section 13 or 
     [ X ]  15(d) of the Securities Exchange Act of 1934
     
For the quarterly period ended November 30, 1996
Commission File Number 1-12577


                            SITEL CORPORATION
	(Exact name of registrant as specified in its charter)


         Minnesota                                             47-0684333
(State or jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                            Identification No.) 


                           	13215 Birch Street
	                         Omaha, Nebraska 68164
	                            (402) 963-6810           
 (Address, including zip code, and telephone number, including area code, of
  registrant's principal executive offices)


	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      

	As of January 10, 1997, the Company had 58,873,359 shares of Common Stock
 outstanding.

	This 10-Q/A consists of 18 pages.
                              
<PAGE>
Part I - FINANCIAL INFORMATION

Item 1 - Financial Statements
Item 2 - Management's Discussion and Analysis of Operations and Financial
         Condition

The registrant hereby amends Part I, Items 1 and 2 of its Form 10-Q for the 
period ended November 30, 1996 to provide amended comparative data for
the three and six month periods ended November 30,1995.  This amended 
comparative data consolidates the financial statements of NAFS and Mitre 
for the three and six month periods ended November 30, 1995 with the
registrants financials statements for the same period.  Previously, the 
comparative data consolidated the financial statements of NAFS and 
Mitre for the three and six months ended June 30, 1995 with the registrant's 
financial statements for the three and six month periods ended November 30, 
1995. The financial statements for the three and six month periods ended 
November 30, 1996 have not changed, except to the extent the opening balance
sheets affected  those financial statements.


                              2
<PAGE>
PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

                            SITEL CORPORATION AND SUBSIDIARIES
                          CONSOLIDATED CONDENSED  BALANCE SHEETS
                            November 30, 1996 and May 31, 1996
                                       (unaudited)
<TABLE>                                 
<CAPTION>                                                                 November 30,           May 31,
                                                                     1996            1996
                                                                                   (restated)
ASSETS                                                           -------------    -----------
<S>                                                             <C>              <C>      
Current assets:             
  Cash and cash equivalents.....................................$  11,898,731    $  6,153,352
  Trade accounts receivable (net of allowance for doubtful
    accounts of $ 1,297,370 and $1,204,241 respectively)........   80,168,700      48,622,731
  Marketable securities.........................................    1,075,061      42,569,744
  Prepaid expenses..............................................    3,050,464       2,130,881
  Other.........................................................    1,752,891       2,138,550
  Deferred income taxes.........................................      508,500         557,700
                                                                 ------------    ------------
     Total current assets.......................................   98,454,347     102,172,958
                                                                 ------------    ------------ 
  Property and equipment, net...................................   52,518,771      32,223,612
  Deposits and other assets... .................................    2,297,886       2,407,138
  Loans receivable from related parties.........................      414,534         339,963
  Goodwill......................................................   39,311,315      10,376,133
  Deferred income taxes.........................................   11,592,034      12,762,305
                                                                 ------------    ------------
Total assets....................................................$ 204,588,887   $ 160,282,109
                                                                 ============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Note payable bank.............................................$   6,007,000   $   6,152,446
  Current portion of long-term debt  and capitalized
    lease obligations...........................................    2,633,406       1,574,329
  Note payable - related parties................................          ---         270,612
  Trade accounts payable........................................   11,808,997       9,281,980
  Income taxes payable..........................................    3,403,594       2,228,095
  Accrued wages, salaries and bonuses...........................   11,344,990       9,061,217
  Accrued operating expenses....................................   15,548,911       4,524,501
  Deferred revenue..............................................    6,216,000       2,412,000
  Customer deposits and other...................................      111,549          86,510
                                                                  -----------     -----------          
     Total current liabilities...................................  57,074,447      35,591,690
                                                                  -----------     ----------- 
  Long-term debt and capitalized lease obligations,
    net of current portion......................................   10,200,942       4,487,571
  Note payable to related party.................................    9,599,785             ---
  Deferred revenue .............................................      583,035         500,000
  Deferred compensation.........................................    1,446,274         970,753
  Redeemable preference shares..................................         ---        2,034,000
  Commitments and contingencies
  Minority interest.............................................      188,291             ---
Stockholders' equity:
  Common stock, voting, $.001 par value 200,000,000 shares 
    authorized, 58,870,060 and 58,377,970 shares issued
    and outstanding, respectively...............................       58,870          58,378
  Paid-in capital...............................................  117,780,961     114,922,117
  Currency exchange adjustment..................................    1,264,283         125,723
  Retained earnings ............................................    6,391,999       1,591,877
  Total stockholders' equity....................................  125,496,113     116,698,095
                                                                -------------   -------------
Total liabilities and stockholders' equity......................$ 204,588,887   $ 160,282,109
                                                                =============   =============
</TABLE>
The accompanying notes are an integral part of the consolidated condensed
financial statements.


                                      3

<PAGE>
                    SITEL CORPORATION AND SUBSIDIARIES

                CONSOLIDATED CONDENSED STATEMENTS OF INCOME
       for the three and six months ended November 30, 1996 and 1995
                                 (unaudited)
<TABLE>
<CAPTION>
                                        For the three months            For the six months
                                         ended November 30,             ended November 30,
                                         1996          1995            1996        1995
                                                    (restated)                  (restated)
                                    ---------------------------   ---------------------------
<S>                                 <C>            <C>            <C>           <C>
Revenues............................$  96,109,067  $  54,086,310  $ 177,598,941 $ 100,559,335
                                    -------------  -------------  -------------  ------------
Operating expenses:
   Cost of services..................  49,147,127     29,743,641     92,157,429    54,545,231
   Division selling, general
     and administrative expenses.....  32,455,234     16,968,192     60,596,192    32,408,575
   Corporate general and
     administrative expenses.........   4,010,768      2,201,062      7,111,001     4,403,073
                                     ------------  -------------  -------------  ------------
Total operating expenses.............  85,613,129     48,912,895    159,864,622    91,356,879
                                     ------------  -------------  -------------  ------------
     Operating income................  10,495,938      5,173,415     17,734,319     9,202,456
                                     ------------  -------------  -------------  ------------
Other income (expense)
  Transaction related expense  ......  (5,700,000)           ---     (6,867,670)          ---
  Other income (expense).............     188,853        (77,632)        19,108      (132,961)
                                     -------------  -------------  -------------  ------------
    Total other income (expense).....  (5,511,147)       (77,632)    (6,848,562)     (132,961)

Income before income taxes
  and minority interest..............   4,984,791      5,095,783     10,885,757     9,069,495
                                     ------------  -------------  -------------  ------------
Income tax expense...................   3,802,278      1,721,172      6,043,747     3,090,130
                                     ------------  -------------  -------------  ------------
Minority interest....................      37,310        423,000         41,888       722,000
                                     ------------  -------------  -------------  ------------
Net income........................... $ 1,145,203    $ 2,951,611    $ 4,800,122   $ 5,257,365
                                     ============  =============  =============  ============
Per share amounts:
  Earnings per common and common
    equivalent shares................ $      0.02    $      0.05    $      0.07   $      0.09
                                      ===========    ===========    ===========   ===========
  Weighted average common and common
    equivalent shares outstanding....  66,579,146     55,150,295     66,473,371    54,872,364
                                       ==========     ==========     ==========    ==========
</TABLE>
The accompanying notes are an integral part of the consolidated condensed
financial statements.


                             4
<PAGE>
                           SITEL CORPORATION AND SUBSIDIARIES					
					
                   CONSOLIDATED CONDENSED  STATEMENTS OF CASH FLOWS					
                  for the six months ended November 30, 1996 and 1995				
 	                                    (unaudited)				
<TABLE>
<CAPTION>
		                                                                       	Six  months ended		
		                                                                  	  November 30,  November 30,
                                                                           1996          1995 
		 		                                                                                	(restated)
                                                                     -------------   -----------
<S>                                                                  <C>             <C>					
Net cash provided by operating activities..........................		$	 13,964,992   $ 7,302,477
		 			
Cash flows from investing activities:		 			
     Purchases of property and equipment........................... 	  (21,578,327)   (5,238,556)
     Acquisition of subsidiary.....................................	 	 (25,135,056)            0 
     Investments in marketable securities..........................	            	0 		(17,913,553)
     Sale of marketable securities.................................	    41,494,683     4,850,000
     Advances on loans receivable from related parties.............		     	(74,571)     (108,443)
     Changes in other assets....................................... 	     (247,047)      402,800 
		 	                                                                 --------------  ------------   		
               Net cash used in investing activities............... 	 	 (5,540,318)  (18,007,752)
         		 	 		                                                     --------------  ------------
		 			 
Cash flows from financing activities:		 	  		
     Borrowings on note payable - bank.............................  	  28,877,000     4,174,000 
     Repayments of note payable - bank............................. 	  (29,151,500)   (5,815,000)
     Repayment of long-term debt and capitalized lease obligations.	 	    (833,747)   (7,382,876)
     Repayment of note payable to related party....................             	0 		   (492,388)
     Repayment of  redeemable preference shares.................... 	   (2,131,000)     (109,000)
     State incentive credits received..............................              0 		    800,000 
     Common stock issued for option exercises and
        in public offerings, net of expenses.......................         98,413    23,136,030 
         		 	 		                                                       ------------   -----------
               Net cash provided by financing activities...........	 	  (3,140,843)   14,310,766 
         		 	 		                                                       ------------   -----------
Effect of exchange rates on cash...................................        461,539        (9,000)
         		 	 		                                                       ------------   -----------
		 			
               Net increase in cash................................      5,745,379     3,596,491 
         		 	 		                                                       ------------   -----------

Cash and cash equivalents, beginning of period.....................      6,153,352     2,149,315 
Cash and cash equivalents, end of period...........................  $  11,898,731   $ 5,745,806 
   	 		                                                              =============   ============
 </TABLE>
The accompanying notes are an integral part of the consolidated condensed
financial statements.					
    

                             5      

<PAGE>
                      SITEL CORPORATION AND SUBSIDIARIES

              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

1.	GENERAL:

The consolidated condensed financial statements at November 30, 1996 and 1995
and for the six months then ended are unaudited and reflect all normal and
recurring adjustments which are, in the opinion of management, necessary for a
fair presentation of the financial position, operating results, and cash flows
for the interim periods.  The financial statements have been restated as
necessary to reflect the poolings of interest for Mitre and NAFS.  

The consolidated condensed financial statements should be read in conjunction
with the consolidated financial statements and notes thereto, together with
management's discussion and analysis of financial condition and results of
operations, contained in the Company's Form 10-K for the year ended May 31,
1996.  The results of operations for the six months ended November 30, 1996
are not necessarily indicative of the results for the entire fiscal year ending
May 31, 1997.


Where appropriate, items within the consolidated condensed financial statements
have been reclassified from the previous periods to conform to the current
year's presentation.

2.	EARNINGS PER  SHARE:

Earnings per share attributable to common shareholders has been computed using
the weighted average number of common and common equivalent shares outstanding:

                                                   Six Months Ended
                                            --------------------------------
                                                    (unaudited)
                                             11/30/96             11/30/95
                                            -----------          -----------
                                                                  (Restated)
Common stock                                 58,531,905           44,822,260
Common stock equivalents--stock options       7,941,466           10,050,104
                                            -----------          -----------
                                             66,473,371           54,872,364
                                            ===========          ===========

Pursuant to Securities and Exchange Commission Staff Accounting Bulletin No. 83,
options to purchase common stock granted with exercise prices below the initial
public offering price per share during the 12 months preceding the date of the
initial filing of the Registration Statement for the Company's initial public
offering are included in the calculation of common equivalent shares, using
the treasury stock method, as if they were outstanding for all periods
presented.	

3.	ACQUISITIONS:

In June 1996, the Company completed the acquisition of NAFS, a credit
collections and accounts receivable management company.  The Company issued
approximately  2.7 million common shares in exchange for all 
                             

                             6
<PAGE>
                    SITEL CORPORATION AND SUBSIDIARIES

               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

3.	ACQUISITIONS (continued):	

of the outstanding  NAFS common   stock  and   incurred  $545,670  of   merger 
transaction  costs.   The  transaction was accounted for as a pooling of
interests.  As a result, the condensed financial  statements for  all prior
periods have been restated as if the acquisition took place at the beginning
of such periods.  

In September 1996, the Company purchased Mitre, an English telemarketing
company.  The Company issued approximately 18.3 million shares of common stock
in exchange for all the outstanding Mitre common stock.  The Company incurred
$6,322,000 of merger transaction costs.  The transaction was accounted for as
a pooling of interests.  As a result, the condensed financial statements for
all prior periods have been restated as if the acquisition took place at the
beginning of such periods.


The following table presents summary information regarding the separate results
of operations of the Company, NAFS and Mitre for periods previously reported.

                                                November 30, 1995          
                                          ------------------------------
                                                   (unaudited)
                                           Three Months     	Six Months
                                              Ended         	   Ended
                                          --------------    ------------
REVENUES
    SITEL (as previously reported)         	$33,015,881     	$ 63,761,094
    NAFS                                 	    2,693,429	        4,809,241
    Mitre                                 	  18,377,000	       31,989,000
                                        	   -----------      ------------
    Combined                               	$54,086,310      $100,559,335
                                            ===========	     ============

NET INCOME
    SITEL (as previously reported)     	     $1,954,044	      $3,859,838
    NAFS                                       	148,567 	        333,527
    Mitre                                    	  849,000 	      1,064,000
                                            	----------      -----------
    Combined                            	    $2,951,611	      $5,257,365
                                            	==========      ===========

EARNINGS PER SHARE
    SITEL (as previously reported)                	$.04            	$.07
                                                   ====            	====
    Combined                                       $.05            	$.10
                                                   ====            	====

                              7
<PAGE>
                    SITEL CORPORATION AND SUBSIDIARIES

               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

3.	ACQUISITIONS (continued):	

In June 1996, the Company completed the acquisition of a 69.2% interest in
Teleaction, S.A. ("Teleaction")  a Spanish teleservicing company.  The Company
paid approximately $25 million in cash for a 69.2% interest and will acquire
the remaining 30.8% of Teleaction in 1998 for a minimum purchase price of
approximately $11 million and an additional contingent purchase price which
is based upon Teleaction's profitability in 1996 and 1997.  The Company has
accounted for the acquisition as a  purchase, has recorded the minimum
obligation, as well as a current estimate of the contingent purchase price,
and consolidated 100% of  Teleaction's operations since the date of acquisition.
The  excess purchase price over the fair values of the net assets acquired was 
$29.2 million which is being amortized over 25 years.  The unpaid portion of the
purchase price that is owed to sellers remaining with the Company is included in
Note Payable to Related Party and the remainder is included in non-current
Long Term Debt.

The results of operations of Teleaction for the six months ended November 30,
1996 have been included in the condensed financial statements.  The following
unaudited pro forma information shows the results of the Company as though
the Teleaction acquisition occurred on June 1, 1995.  These results include
certain adjustments, and do not  necessarily indicate future results, nor the
results of historical operations had the acquisitions actually occurred on
the assumed date.

                                              November 30, 1995      
                                   --------------------------------------
  		                                            (unaudited)
	                                  Three Months Ended   	Six Months Ended
                                   ------------------    ----------------
Revenues                              	$62,604,063         $115,070,335

Net Income                             	$3,580,611          	$6,065,365

Earnings per share	                           $.06                	$.11

4.	STOCK SPLIT:

On October 21, 1996, the Company effected a two-for-one stock split of its
common stock to stockholders of record on October 14, 1996.  All share and
per share information has been restated to reflect this split. 

5.	NOTE PAYABLE BANK:

In December 1996, the Company renewed their domestic revolving line of
credit through December 1997.  The line provides for maximum borrowings
of $22 million.  Interest, payable monthly, accrues on borrowings at 3/4% under
the bank's national prime lending rate.  At November 30, 1996, there was
$450,000 outstanding against the line.

The Company also has several international lines of credit.  These lines accrue
interest at 1.5% over the UK prime lending rate.  The maximum borrowings under
these facilities is approximately $9.5 million.  At November 30, 1996, there
was $5.6 million outstanding against these lines.
                              8
 <PAGE>

                      SITEL CORPORATION AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


6.	INDUSTRY AND GEOGRAPHIC DATA:

The Company's operations are primarily conducted in one business segment
inbound and outbound teleservicing.  A summary of the Company's operations
 by geographic areas follows.
<TABLE>
<CAPTION>
                                       	Three months ended            Six Months ended
                                          November 30,		                November 30,
                                     	   1996       	1995           	1996         	1995       
                                    -------------------------  ----------------------------
                                            (unaudited)                 (unaudited) 
<S>                                 <C>           <C>           <C>             <C>
Revenue:
    United States                  	$47,803,582  	$35,709,310	  $  94,493,377  	$ 68,570,335
    Europe                           46,279,727	   18,377,000	     79,571,266	    31,989,000
    Other                             2,025,758	          ---	      3,534,298	           ---
                            		      -----------	  -----------   -------------   ------------
    Total                           $96,109,067	  $54,086,310	  $ 177,598,941	  $100,559,335
                                    ===========	  ===========   =============	  ============

Operating Earnings (Loss):
    United States                   $ 3,646,968	   $ 3,738,117	  $  8,660,385 	 $  7,346,608
    Europe                          	 6,852,286	     1,435,298 	    9,084,721 	    1,855,848
    Other                                (3,316)           ---        (10,787)           ---
                                  	 -----------    -----------   ------------   ------------
    Total                         	 $10,495,938	   $ 5,173,415	  $ 17,734,319	  $  9,202,456
                                  	 ===========	   ===========	  ============   ============
</TABLE>

                                                  	November 30,     May 31,  
                                                      1996   	       1996     
                                                   (unaudited)     (restated) 
                                                   ------------   -----------
Identifiable Assets:
    United States                                		$ 84,915,195 	 $113,999,294
    Europe                                          111,721,512 	   39,559,000
    Other                                             7,952,180	     6,723,815
                                                   ------------   ------------
    Total                                      		  $204,588,887   $160,282,109
                                                   ============   ============


7.	INCOME TAXES:


The difference between the Company's income tax expense as reported in the
accompanying financial statements and that which would be calculated using
the statutory income tax rate of 34% on income is primarily due to
nondeductible business acquisition expenses.

8.	SUBSEQUENT EVENT:

On December 26, 1996, the Company granted approximately 4.5 million options
to employees with an exercise price equal to the market price on that date.
These options become vested and exercisable on May 12, 2006, but may become
vested and exercisable at an accelerated date if the Company achieves certain
business plan goals.


                             9 
<PAGE>
Item 2.  Management's Discussion and Analysis of Results of Operations
         and Financial Condition																			

                             SITEL CORPORATION AND SUBSIDIARIES				

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

                    Three and six months ended November 30, 1996 and 1995	
                                    		(unaudited)							

The following table sets forth certain financial data and the percentage of
total revenues of the Company for the periods indicated.						

<TABLE>
<CAPTION>	
	                                                	   Three months ended November 30,     Six months ended November 30,
                                                     			     1996		       	 1995			           1996			             1995
						                                                                   (restated)                            (restated)
	                                                     --------------------------------   ----------------------------------
	<S>                                                  <C>       <C>     <C>     <C>      <C>        <C>     <C>      <C>
	Revenues............................................ $	96,109  100.0%		54,086  100.0%  	$	177,599  100.0%		100,559  100.0%
	Operating expenses:			 			 			 			
	     Cost of services...............................   49,147   51.1%		29,744   55.0%		    92,157  	51.9%	  54,545  	54.2%
	     Division selling, general and administrative			 			 			 
	          expenses..................................   32,455  	33.8%		16,968   31.4% 		   60,596   34.1%		 32,409  	32.2%
	     Corporate general and administrative			 			 			 			 
	          expenses..................................		  4,012   	4.2%		 2,201   	4.1%		     7,111    4.0% 	  4,403   	4.4%

	                    Total operating expenses........   85,614  	89.1%	 48,913   90.5%		   159,864   90.0% 		91,357   90.8%
				 			 			 			                                      --------  ------  ------  ------   ---------  ------   ------  ------  
	                    Operating income ...............   10,495  	10.9%		 5,173  	 9.5%		    17,735   10.0% 	 	9,202  	 9.2%
				 			 			 			 
	Other income (expense)												
	      Transaction related expense...................   (5,700) 	-5.9%	     	0 	  0.0% 		   (6,868)  -3.9% 	     	0 	  0.0%
	      Other income (expense) .......................     	189   	0.2%   		(77) 	-0.1%	        	19   	0.0%	    (133) 	-0.1%
			 			 			 			 	                                     --------   -----   ------  -----   ---------  ------   ------  ------
	Other income (expense)..............................   (5,511) 	-5.7%   		(77)	 -0.1%		    (6,849) 	-3.9%		   (133)  -0.1%
			 			 			 			 
	Income before income taxes and minority interest ....   4,984   	5.2%		 5,096   	9.4%		    10,886   	6.1%		  9,069   	9.1%
				 			 			 			 
	Income tax expense ..................................   3,802   	4.0%		 1,721  	 3.2%		     6,044    3.4%		  3,090  	 3.1%

	Minority interest....................................      37   	0.0%	   	423   	0.8%  		      42 	  0.0%    		722  	 0.7%
                                                       -------   -----   -----   -----   ---------  ------   ------  ------ 
	Net income........................................... $	1,145   	1.2%		 2,952   	5.4%	   $	 4,800    2.7% 		 5,257   	5.3%
                                                       =======   =====   =====   =====   =========  ======   ======  ======   
</TABLE>
	

                                       10


<PAGE>
                      SITEL CORPORATION AND SUBSIDIARIES

                          MANAGEMENT'S DISCUSSION AND
          ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
                Three months ended November 30, 1996 and 1995


Accounting Policies:

Under the pooling of interests method of accounting, the historical financial
statements of Mitre, plc ("Mitre") and National Action Financial Services, Inc.
("NAFS") have been consolidated with SITEL on a retroactive basis for all
periods presented as if the companies had always operated on a consolidated
basis. Under the purchase method of accounting, the financial statements of
Teleaction prior to the date of the acquisition have not been restated for that
transaction. 

Acquisitions:

In September 1996 the Company completed the acquisition of Mitre, plc ("Mitre"),
an English  teleservicing company.  The Company issued approximately 18.3
million shares of common stock in exchange for all the outstanding Mitre common
stock.  The Company has accounted for the transaction as a pooling of interests.

Revenues:

Revenues increased $42.0 million, or 77.7%, to $96.1 million in the second
quarter of fiscal 1997 from $54.1 million in the comparable period of fiscal
1996.  On a pro forma basis, thisincrease would have been $32.8 million, or 
1997.  51.8%, if the results of all entities acquired by SITEL during fiscal 
1996 and the first six months of fiscal 1997 had been consolidated as of the 
beginning of fiscal 1996.

Of the $42.0 million increase, $13.9 million was attributable to services
initiated for new clients, $12.9 million to higher revenues from existing 
clients and $15.2 million attributable to revenues from acquisitions in Canada
and Spain consummated following the fiscal 1996 period that were accounted for
under the purchase method of accounting.  The increase in revenues from
existing customers was primarily the result of higher calling volumes rather
than higher rates.


                             11
<PAGE>
                       SITEL CORPORATION AND SUBSIDIARIES

                            MANAGEMENT'S DISCUSSION AND
                  ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION
                  Three months ended November 30, 1996 and 1995

Cost of Services:

Cost of services represents labor and telephone expenses directly related to
teleservicing activities.  As a percentage of revenues, cost of services
decreased to 51.1% in the second quarter of fiscal 1997 from 55.0% in the
comparable period of fiscal 1996.  The decrease was primarily attributable to
improved call center utilization.

Division Selling, General and Administrative Expenses:

Division selling, general and administrative expenses include all expenses which
directly support divisional operations such as each division's management,
facilities expenses (including rent, utilities and taxes, equipment depreciation
and maintenance expenses), sales and marketing activities and client support
services.  These expenses increased $15.5 million, or  91.3%, to $32.5 million
in the second quarter of  fiscal 1997 from  $17.0 million in the comparable
period of fiscal 1996.  This increase was primarily a result of administrative
staff, systems and facilities expenses incurred to add new workstations during
the second quarter of fiscal 1997 in anticipation of higher calling volumes and
revenues.

Corporate General and Administrative Expenses:

Corporate general and administrative expenses represent the cost of central
services the Company provides to support and manage its divisions.
These expenses include senior corporate management, accounting and payroll,
general administration, human resources management and legal services.  Also
included is the amortization of goodwill associated with completed acquisitions.
Corporate general and administrative expenses increased $1.8 million, or 82.3%
to $4.0 million in the second quarter of fiscal  1997 from $2.2 million in the
comparable period of fiscal 1996.  As a percentage of revenues, these expenses
increased to 4.2% in the second quarter of fiscal 1997 from 4.1% in the
comparable period of fiscal 1996.  This percentage increase was primarily 
attributable to goodwill amortization. 
acquisitions.

Operating Income:

Operating income increased $5.3 million, or 103%, to $10.5 million in the second
quarter of fiscal 1997 from  $5.2 million in the comparable period of fiscal 
1996.  As a percentage of revenues, operating income increased to 10.9 % in the
second quarter of fiscal 1997 from 9.5% in the comparable period of fiscal 1996
primarily due to the increase in revenues without a commensurate increase in
corporate overhead and the improvement in cost of services as a percentage
of revenues.
                   

                             12
<PAGE>
                     SITEL CORPORATION AND SUBSIDIARIES

                        MANAGEMENT'S DISCUSSION AND
               ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION
                Three months ended November 30, 1996 and 1995

Transaction Related Expense:

Transaction related expense includes legal, accounting and other non-recurring
expenses associated with acquisitions accounted for as poolings of interest.
During the second quarter of fiscal 1997, the Company incurred $5.7 million
of these expenses to consummate the Mitre acquisition.


Net Income:

Net income was $1.1 million, or 1.2% of revenues in the second quarter of 
fiscal 1997 as compared to net income of $3.0 million, or 5.4% of revenues
in the comparable period of fiscal 1996.  Net income per share decreased to
$0.02 in the second quarter of fiscal 1997 from $0.05 in the comparable 
period of fiscal 1996.  Excluding the non-recurring transaction related
expenses, net income would have increased 132% to $6.8 million, or 7.1% of
revenues, in the second quarter of fiscal 1997 and net income would
have increased to $0.10.  

                             

                             13
<PAGE>
                      SITEL CORPORATION AND SUBSIDIARIES

                          MANAGEMENT'S DISCUSSION AND
            ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
                  Six months ended November 30, 1996 and 1995


Accounting Policies:

Under the pooling of interests method of accounting, the historical financial
statements of Mitre, plc ("Mitre") and National Action Financial Services, Inc.
("NAFS") have been consolidated with SITEL on a retroactive basis for all
periods presented as if the companies had always operated on a consolidated
basis.  Under the purchase method of accounting, the financial statements of
Teleaction S.A.  ("Teleaction ") prior to the date of acquisition have not been
restated for that transaction. 


Acquisitions:

In June, 1996, the Company completed the acquisition of NAFS, a credit
collections and accounts receivable management company.  The Company issued
approximately 2.7 million common shares in exchange for all of the outstanding
NAFS common stock.  The transaction was accounted for as a pooling of 
interests.

In June, 1996, the Company completed the acquisition of a 69.2% interest in
Teleaction, a Spanish teleservicing company.  The Company paid approximately
$25 million in cash for a 69.2% interest and will acquire the remaining 30.8% 
of Teleaction in 1998 for a minimum purchase price of approximately $11 million
and a contingent purchase based upon Teleaction's profitability in 1996 and
1997. The Company has accounted for the acquisition as a purchase.

In September, 1996 the Company completed the acquisition of Mitre , an English
teleservicing company.  The Company issued approximately 18.3 million shares of
common stock in exchange for all the outstanding Mitre common stock. The
Company has accounted for the transaction as a pooling of interests. 


Revenues:

Revenues increased $77 million, or 76.6%, to $177.6 million in the first six
months of fiscal 1997 from $100.6 million in the comparable period of fiscal
1996.  On a pro forma basis, this increase would have been $59.5 million, or
50.3%, if the results of all entities acquired by SITEL during fiscal 1996 and
the first six months of fiscal 1997 had been consolidated as of the beginning
 of fiscal 1996.


                             14
<PAGE>
                      SITEL CORPORATION AND SUBSIDIARIES

                         MANAGEMENT'S DISCUSSION AND
                  ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION
                   Six months ended November 30, 1996 and 1995

Revenues (continued):

Of the $77.0 million increase, $21.1 million was attributable to services
initiated for new clients and $29.3 million was attributable to higher revenues
from existing clients. The remaining $26.6 million of the increase was 
attributable to revenues from acquisitions completed after the fiscal 1996
period which were accounted for under the purchase method of accounting.  The
increase in revenues from existing clients during the first six months of
fiscal year 1997 was primarily the result of higher calling volumes rather than
higher rates.

Cost of Services:

Cost of services represents labor and telephone expenses directly related to
teleservicing activities.  As a percentage of revenues, cost of services
decreased to 51.9% in the first six months of fiscal 1997 from 54.2% in the
comparable period of fiscal 1996. The decrease was primarily attributable to
improved call center utilization.


Division Selling, General and Administrative Expenses:

Division selling, general and administrative expenses include all expenses which
directly support divisional operations such as each division's management,
facilities expenses (including rent, utilities and taxes, equipment depreciation
and maintenance expenses), sales and marketing activities and client support
services.  These expenses increased $28.2 million, or 87.0%, to $60.6 million
in the first six months of  fiscal 1997 from  $32.4 million in the comparable
period of fiscal 1996.  As a percentage of revenue, these expenses increased
to 34.1% in the first six months of fiscal year 1997 from 32.2% in the
comparable period of fiscal 1996.  This increase was primarily the result of
administrative staff, systems and facilities expenses incurred to add new
workstations during the first six months of fiscal 1997 in anticipation of
higher calling volumes and revenues.  

Corporate General and Administrative Expenses:

Corporate general and administrative expenses represent the cost of central
services the Company provides to support and manage its divisions.
These expenses include senior corporate management, accounting and payroll,
general administration, human resources management and legal services.   Also
included is the amortization of goodwill associated with completed acquisitions 
Corporate general and administrative expenses increased $2.7 million, or 61.5%
to $7.1 million in the first six months of fiscal  1997 from $4.4 million in the
comparable period of fiscal 1996. 


                             15
<PAGE>
                      SITEL CORPORATION AND SUBSIDIARIES

                         MANAGEMENT'S DISCUSSION AND
                 ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION
                  Six months ended November 30, 1996 and 1995

Corporate General and Administrative Expenses (continued):

As a percentage of revenues, these expenses decreased to 4.0%  in the first six
months of fiscal 1997 from 4.4% in the comparable period of fiscal 1996.  This
decrease was attributable to an increase in revenues without a commensurate
increase in corporate overhead offset in part by goodwill amortization.


Operating Income:

Operating  income increased $8.5 million, or 92.7% to $17.7 million in the first
six months of fiscal 1997 from  $9.2 million in the comparable period of fiscal
1996.  As a percentage of revenues, operating income increased to 10.0 % in the
first six months of fiscal 1997 from 9.2% in the comparable period of fiscal
1996 due to the increase in revenues without a commensurate increase in
corporate overhead and the improvement in cost of services as a percentage of
revenues.

Transaction Related Expense:

Transaction related expense includes legal, accounting and other non-recurring
expenses associated with acquisitions accounted for as poolings of interest.
During the first six months of fiscal 1997, the Company incurred $6.9 million
of these expenses to consummate the NAFS and Mitre acquisitions.

Net Income:

Net income was $4.8 million, or 2.7% of revenues, in the first six months of
fiscal 1997 as compared to net income of $5.3 million, or 5.3% of revenues in
the comparable period of fiscal 1996.  Net income per share decreased to $0.07
in the first six months of fiscal 1997 from $0.10 in the comparable period of
fiscal 1996.  Excluding the non-recurring transaction related expense, net
income would have increased by 122.0% to $11.7 million, or 6.6% of revenues,
in the first six months of fiscal 1997, and net income per share would 
increased to $0.18.  

                             
                             16

<PAGE>
                        SITEL CORPORATION AND SUBSIDIARIES

                          MANAGEMENT'S DISCUSSION AND
                 ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION
                   Six months ended November 30, 1996 and 1995


Liquidity:

Cash provided by operating activities was $14.0 million during the first six
months of fiscal 1997.  This was the result of $13.1 million of net income
before depreciation and amortization and other non-cash charges and increased
by a $0.9 million change in operating assets and liabilities.  Cash used by
investing activities for the first six months of fiscal 1997 was $<5.5> million
primarily related to capital expenditures and acquisitions offset by the sale
of marketable securities.  Cash provided by financing activities for the first
 six months of fiscal 1997 of $<3.1> million primarily related to the payment of
 long-term debt,  redeemable preference shares, and capital lease obligations.

The Company believes that funds generated from operations, existing cash and
available credit under its revolving bank facility will be sufficient to 
finance its current operations and planned capital expenditure requirements
and internal growth. 


                             17
<PAGE>
                                  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. 


Date:  January 31, 1997                        		SITEL Corporation


                                          					By:/s/ Michael P. May		
                                                  ----------------------------- 
				                                              Michael P. May 
				                                              Chief Executive Officer


                                          					By:/s/ Barry S. Major					
                                                  -----------------------------
		                                              		Barry S. Major
                                            						Executive Vice-President
                                                  and Chief Financial Officer
                                            						(Principal Financial Officer)
































                             18