SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 3)
Systems & Computer Technology Corporation
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(Name of Issuer)
Common Stock, $.01 per share
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(Title of Class of Securities)
871873105
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(CUSIP Number)
Elizabeth F. Bosco
Tocqueville Asset Management L.P.
1675 Broadway
New York, NY 10019
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 10, 2003
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(Date of Event which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7 for
other parties to whom copies are to be sent.
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(1) The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 871873105
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Tocqueville Asset Management L.P.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
7. SOLE VOTING POWER
1,511,640
8. SHARED VOTING POWER
9. SOLE DISPOSITIVE POWER
1,544,940
10. SHARED DISPOSITIVE POWER
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,544,940
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.57%
14. TYPE OF REPORTING PERSON
PN
CUSIP No. 871873105
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Item 1. Security and Issuer.
No Change
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Item 2. Identity and Background.
No Change.
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Item 3. Source and Amount of Funds or Other Consideration.
No change.
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Item 4. Purpose of Transaction.
The Reporting Person sold 334,330 Shares on behalf of its clients in the
ordinary course of its business activities.
No further changes.
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Item 5. Interest in Securities of the Issuer.
As of the date hereof, the Reporting Person may be deemed to be the
beneficial owner of 1,544,940 Shares, or 4.57% of the outstanding Shares of the
Issuer, based upon the 33,818,000 Shares outstanding as of August 8, 2003,
according to the Issuer's most recently published Form 10-Q.
The Reporting Person has the sole power to vote or direct the vote of the
1,511,640 Shares to which this filing relates.
The Reporting Person has the sole power to dispose or direct the
disposition of the 1,544,940 Shares to which this filing relates.
The Reporting Person specifically disclaims beneficial ownership in the
Shares reported herein except to the extent of its pecuniary interest therein.
The trading date, number of Shares sold and the price per Share for all
transactions in the Shares that were effected during the past 60 days are set
forth in Exhibit A attached hereto and was effected through broker transactions.
As of October 10, 2003, the reporting person ceased to be the beneficial
owner of more than five percent of the Shares.
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
No change.
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Item 7. Material to be Filed as Exhibits.
Exhibit A: Schedule of Transactions in the Shares of the Issuer.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
October 21, 2003
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(Date)
TOCQUEVILLE ASSET MANAGEMENT L.P.*
BY: /s/ Elizabeth F. Bosco*
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Name: Elizabeth F. Bosco
Title: Compliance Officer
* The Reporting Person specifically disclaims beneficial ownership in the Shares
reported herein except to the extent of its pecuniary interests therein.
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
Exhibit A
Transactions in the Shares
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Transaction Trade Trade
Type Date Quantity Amount
Sold 9/9/2003 330 $3,813.41
Sold 9/10/2003 150 $1,631.25
Sold 9/10/2003 150 $1,631.25
Sold 9/10/2003 200 $2,174.99
Sold 9/16/2003 4,125 $45,369.15
Sold 9/16/2003 275 $3,024.61
Sold 9/16/2003 440 $4,839.38
Sold 9/16/2003 1,210 $13,308.28
Buy 9/16/2003 550 $6,191.02
Sold 9/30/2003 3,375 $35,194.34
Sold 9/30/2003 225 $2,346.29
Sold 9/30/2003 360 $3,754.06
Sold 9/30/2003 990 $10,323.68
Sold 10/3/2003 100 $1,243.00
Sold 10/3/2003 300 $3,729.02
Sold 10/3/2003 200 $2,486.01
Sold 10/3/2003 300 $3,729.62
Sold 10/3/2003 500 $6,216.04
Sold 10/3/2003 500 $6,216.04
Sold 10/3/2003 300 $3,729.30
Sold 10/3/2003 350 $4,350.85
Sold 10/3/2003 150 $1,864.65
Sold 10/3/2003 300 $3,729.47
Sold 10/3/2003 450 $5,594.20
Sold 10/3/2003 250 $3,107.89
Sold 10/3/2003 200 $2,475.51
Sold 10/3/2003 700 $8,701.42
Sold 10/3/2003 300 $3,729.92
Sold 10/3/2003 2,000 $24,866.13
Sold 10/3/2003 700 $8,703.14
Sold 10/3/2003 2,900 $36,055.88
Sold 10/3/2003 100 $1,243.31
Sold 10/3/2003 100 $1,242.93
Sold 10/3/2003 300 $3,728.79
Sold 10/3/2003 100 $1,242.93
Sold 10/7/2003 1,200 $15,914.37
Sold 10/7/2003 1,600 $21,219.15
Sold 10/7/2003 4,200 $55,703.28
Sold 10/7/2003 9,600 $127,321.78
Sold 10/7/2003 4,000 $53,050.74
Sold 10/7/2003 1,200 $15,915.22
Sold 10/7/2003 6,000 $79,576.11
Sold 10/7/2003 5,800 $76,921.84
Sold 10/7/2003 2,600 $34,624.13
Sold 10/7/2003 1,400 $18,643.76
Sold 10/7/2003 200 $2,663.39
Sold 10/7/2003 450 $5,992.64
Sold 10/7/2003 550 $7,324.33
Sold 10/7/2003 1,000 $13,316.97
Sold 10/7/2003 600 $7,990.19
Sold 10/7/2003 11,000 $146,486.71
Sold 10/7/2003 29,600 $394,182.42
Sold 10/7/2003 2,600 $34,624.13
Sold 10/7/2003 7,200 $95,882.21
Sold 10/7/2003 9,200 $122,516.16
Sold 10/9/2003 24,000 $317,745.06
Sold 10/9/2003 23,000 $304,505.68
Sold 10/9/2003 3,000 $39,718.13
Sold 10/10/2003 35,600 $470,325.09
Sold 10/10/2003 15,900 $210,060.92
Sold 10/10/2003 31,800 $420,121.84
Sold 10/10/2003 16,700 $220,630.03
52276.0001 #435379