SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MCLEOD JOHN

(Last)

(First)

(Middle)

C/O SANCHEZ COMPUTER ASSOCIATES, INC.

40 VALLEY STREAM PARKWAY

(Street)

MALVERN

19355

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SANCHEZ COMPUTER ASSOCIATES INC [ SCAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, Wealth Management

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/14/2004		D		244,020	D	$6.5⁽¹⁾	0	D
Common Stock	04/14/2004		D		56,896	D	$6.5⁽¹⁾	0	I	By McLeod Family Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (Right to Buy)	$2.175	04/14/2004		D			200,000	⁽²⁾⁽³⁾	⁽²⁾⁽⁴⁾	Common Stock	200,000	⁽²⁾	0	D
Non-Qualified Stock Option (Right to Buy)	$3.38	04/14/2004		D			15,000	⁽²⁾⁽⁵⁾	⁽²⁾⁽⁴⁾	Common Stock	15,000	⁽²⁾	0	D
Non-Qualifed Stock Option (Right to Buy)	$4.1	04/14/2004		D			12,509	⁽²⁾⁽⁶⁾	⁽²⁾⁽⁴⁾	Common Stock	12,509	⁽²⁾	0	D

Explanation of Responses:

1. Disposed of in connection with the consummation of the first-step merger (the "Merger") contemplated by that certain Restated Agreement and Plan of Merger, dated as of January 27, 2004 and restated as of March 4, 2004 (the "Merger Agreement"), by and among the Issuer, Fidelty National Financial, Inc. ("FNF"), Fidelity Information Services, Inc., Sunday Merger Corp. and Sunday Merger, LLC. Pursuant to the Merger Agreement, each outstanding share of the Issuer's Common Stock was converted into the right to receive consideration valued at $6.50 per share in cash, shares of FNF Common Stock or a combination of both.

2. Upon consummation of the Merger, each outstanding option to purchase Issuer Common Stock was converted to an option to purchase shares of FNF Common Stock on substantially the same terms, except that the number of shares was adjusted by multiplying the number of Issuer option shares by .1673 (rounding down to the nearest whole number) and the option exercise price was adjusted by dividing the exercise price of each Issuer option by .1673.

3. Options vested one-fourth each year starting on the grant date.

4. Each vested segment of the option had a five-year term from the date it first became exercisable.

5. Options vested one-third each year starting on the first anniversary of the grant date.

6. Options vested 50% starting six months from the grant date and another 50% on the first anniversary of the grant date.

Remarks:

Mr. McLeod resigned as an officer of the Issuer effective March 31, 2004.

	Todd Pittman, Attorney In Fact for John McLeod	04/14/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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