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                            December 18, 2020

       Peter H. D   Arrigo
       Chief Financial Officer
       Envestnet, Inc.
       35 East Wacker Drive, Suite 2400,
       Chicago, Illinois 60601

                                                        Re: Envestnet, Inc.
                                                            Form 10-K for the
Fiscal Year Ended December 31, 2019
                                                            Filed February 28,
2020
                                                            File No. 001-34835

       Dear Mr. D   Arrigo:

              We have reviewed your filing and have the following comments. In
some of our
       comments, we may ask you to provide us with information so we may better
understand your
       disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for the Fiscal Year Ended December 31, 2019

       Management's Discussion and Analysis of Financial Condition and Results
of Operations
       Non-GAAP Financial Measures, page 53

   1.                                                   You deduct asset-based
cost of revenues from revenues to arrive at the non-GAAP
                                                        measure "adjusted net
revenues." Please explain to us why it is appropriate to deduct
                                                        costs from revenues to
arrive at a net revenues amount. In connection with this
                                                        measure, you disclose
"excluding this portion of our revenue from certain analysis
                                                        performed by management
improves the usefulness and comparability of such analysis
                                                        when evaluating the
growth and profitability of the overall business, and in comparing
                                                        segment performance."
Please clarify for us how the revenue excluded relates to the
                                                        asset-based cost of
revenues adjustment in arriving at adjusted net revenues, and how
                                                        usefulness and
comparability are improved by this exclusion.
 Peter H. D   Arrigo
Envestnet, Inc.
December 18, 2020
Page 2



General

2.       We note that your forum selection provision in your Fifth Amended and
Restated
         Certificate of Incorporation identifies the Court of Chancery of the
State of Delaware as
         the exclusive forum for certain litigation, including any
derivative action.    Please tell us
         whether and to what extent this provision applies to actions arising
under the Securities
         Act or Exchange Act. In that regard, we note that Section 27 of the
Exchange Act creates
         exclusive federal jurisdiction over all suits brought to enforce any
duty or liability created
         by the Exchange Act or the rules and regulations thereunder, and
Section 22 of the
         Securities Act creates concurrent jurisdiction for federal and state
courts over all suits
         brought to enforce any duty or liability created by the Securities Act
or the rules and
         regulations thereunder. If the provision applies to Securities Act
claims, in future filings,
         please clearly describe the provision in your disclosure including any
risks to investors
         related to the provision. Please also state that there is uncertainty
as to whether a court
         would enforce such provision and that investors cannot waive
compliance with the federal
         securities laws and the rules and regulations thereunder. If the
provision does not apply to
         actions arising under the Securities Act or Exchange Act, please tell
us how you will
         inform investors in future filings that the provision does not apply
to any actions arising
         under the Securities Act or Exchange Act.
        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

       You may contact Aamira Chaudhry at 202-551-3389 or Doug Jones at
202-551-3309 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Donald Field at 202-551-3680 or Jacqueline Kaufman at 202-551-3797 with
any other
questions.



FirstName LastNamePeter H. D   Arrigo                             Sincerely,
Comapany NameEnvestnet, Inc.
                                                                Division of
Corporation Finance
December 18, 2020 Page 2                                        Office of Trade
& Services
FirstName LastName