SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C.  20549

	Schedule 13G

	Under the Securities Exchange Act of 1934
	(Amendment No.  1   )*

	Softkey Intl. Inc.

	________________________________________
	(Name of Issuer)

	Common Stock
	________________________________________
	(Title of Class of Securities)

	719612
	_________________________
	(CUSIP Number)


Check the following box if a fee is being paid with 
this statement [].  (A fee is not required only if 
the filing person:  (1) has a previous statement on 
file reporting beneficial ownership of more than 
five percent of the class of securities described in 
Item 1; and (2) has filed no amendment subsequent 
thereto reporting beneficial ownership of five 
percent or less of such class.)  (See Rule 13d - 7.)

*  The remainder of the 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 the 
disclosures provided in a prior cover page.

The information required in 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 ("Act") 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).

(Continued on following page(s))




CUSIP No.  719612     13G     
          __________                   ___   ___

1.	NAME OF REPORTING PERSON
	S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

	Metropolitan Life Insurance Company
	(I.R.S. NO. 13-5581829)

2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  [   ]  Not applicable.
(b)  [   ]  Not applicable.

3.	SEC USE ONLY


4.	CITIZENSHIP OR PLACE OF ORGANIZATION
	A New York corporation.


				5.	SOLE VOTING POWER
						0
	NUMBER OF
	SHARES		6.	SHARED VOTING POWER	
	BENEFICIALLY			- 0 -
	OWNED BY EACH
	REPORTING		7.	SOLE DISPOSITIVE POWER	
	PERSON WITH			0

				8.	SHARED DISPOSITIVE POWER
						- 0 -

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 
REPORTING PERSON
					0

10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) 
EXCLUDES CERTAIN SHARES*

11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
		0%

12.	TYPE OF REPORTING PERSON*
	HC, IC

 


SCHEDULE 13G
	
	Item 1 (a).	Name of Issuer
	Softkey Intl. Inc.


	Item 1 (b).	Address of Issuer's Principal 
Office:
	One Athenaeum St. 
	Cambridge MA 02142

	Item 2 (a).	Name of Person Filing
	Metropolitan Life Insurance Company
	By Jane C. Weinberg, Associate General 
Counsel.

	Item 2 (b)	Address of Principal Business 
Office:
	One Madison Avenue
	New York, New York 10010.

	Item 2 (c).	Citizenship
	A New York corporation.

	Item 2 (d).	Title of Class of Securities
	Common Stock

	Item 2 (e).	CUSIP Number
	719612

	Item 3.	If this statement is filed pursuant to 
Rules 13d-1(b), or 13d-2(b), check whether the 
person filing is a:
	(a) [ ]	Broker or Dealer registered under 
Section 15 of the Act.
	(b) [ ]	Bank as defined in Section 3 (a) (6) of 
the Act.
	(c) [X]	Insurance Company as defined in Section 
3 (a) (19) of the Act.
	(d) [ ]	Investment Company registered under 
Section 8 of the Investment Company Act.
	(e) [ ]	Investment Adviser registered under 
Section 203 of the Investment Advisers Act of 1940.
	(f) [ ]	Employee Benefit Plan, Pension Fund 
which is subject to the provisions of the Employee 
Retirement Income Security Act of 1974 or Endowment 
Fund
	(g) [X]	Parent Holding Company, in accordance 
with Section 240.13d-1(b) (ii) (G) (Note: See Item 
7).
	(h) [ ]	Group, in accordance with Section 
240.13d-1 (b) (1) (ii) (H)


SCHEDULE 13G

Item	     4.	Ownership.

If the percent of the class owned, as of December 31 
of the year covered by the statement, or as of the 
last day of any month described in Rule 13d-1(b) 
(2), if applicable, exceeds five percent, provide 
the following information as of that date and 
identify those shares which there is a right to 
acquire.

	(a)	Amount Beneficially Owned:  N/A

	(b)	Percent of Class:  N/A

	(c)	Number of shares as to which such person has:

	(i)	sole power to vote or to direct the 
			vote:  N/A
	(ii)	shared power to vote or to direct the 
			vote:  N/A
	(iii)	sole power to dispose or to direct the 	
			disposition of:  N/A
	(iv)	shared power to dispose or to direct 
			the disposition of:  N/A  


Item	5.	Ownership of Five Percent or Less of a 
Class.

If this statement is being filed to report the fact 
that as of the date hereof the reporting person has 
ceased to be the beneficial owner of more than five 
percent of the class of securities, check the 
following  [x].

Item	6.	Ownership of More than Five Percent on 
Behalf of Another Person.
	    Not applicable.


SCHEDULE 13G

Item	     7.	Identification and Classification of 
the Subsidiary Which Acquired the Security Being 
Reported on By the Parent Holding Company: Not 
applicable

Item 8.	Identification and Classification of 
Members of the Group.

			Not applicable.

Item 9.	Notice of Dissolution of Group.

			Not applicable.

Item 10.	Certification.

By signing below I certify that, to the best of my 
knowledge and belief, the securities referred to 
above were acquired in the ordinary course of 
business and were not acquired for the purpose of 
and do not have the effect of changing or 
influencing the control of the issuer of such 
securities and were not acquired in connection with 
or as a participant in any transaction having such 
purpose or effect.

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.

	Date:	February 4, 1997
	Signature:	/s/ Jane C. Weinberg



		Jane C. Weinberg
		Associate General Counsel