SOFTKEY INTERNATIONAL INC.
               SUPPLEMENT TO PROSPECTUS DATED OCTOBER 20, 1995

          SoftKey International Inc. (the "Company") was today
          informed that on May 10, 1996, Harry Fox, a Selling
          Stockholder under the Prospectus dated October 20, 1995
          (the "Prospectus") of the Company relating to the offer
          and sale of up to 1,477,667 shares of Common Stock, par
          value $.01 per share (the "Common Stock"), transferred
          record ownership of 75,000 shares of Common Stock shown
          in the Prospectus as beneficially owned by him to a tax-
          exempt charitable remainder trust in a transaction exempt
          from registration under the Securities Act of 1933, as
          amended.  Accordingly, footnote 6 on page 10 of the
          Prospectus is hereby supplemented by the addition of the
          following at the end thereof:

               Includes 75,000 shares owned of record by the
               Harry and Lynda Fox Unitrust, a tax-exempt
               charitable remainder trust established under a
               trust agreement executed on December 23, 1995
               (the "Fox Trust"), of which Mr. Fox is sole
               trustee.  The Fox Trust is also a Selling
               Stockholder hereunder.

          May 10, 1996