SUPPLEMENT TO PROXY STATEMENT



                           LIUSKI INTERNATIONAL, INC.
                               6585 Crescent Drive
                             Norcross, Georgia 30071







DEAR FELLOW STOCKHOLDER:


     The   attached   copy  of  the  Current   Report  on  Form  8-K  of  Liuski
International,  Inc. is being delivered to stockholders of record as of June 16,
1997 in  order  to  supplement  the  information  contained  in  Liuski's  Proxy
Statement,  dated June 16, 1997,  relating to the Annual Meeting of Stockholders
on July 18, 1997.

     The time and place of the Annual Meeting and the proposals to be voted upon
have not changed.  You are cordially invited to attend the Annual Meeting, to be
held on Friday, July 18, 1997, at 10:00 o'clock a.m. (Local Time) at the Atlanta
Marriott North Central Hotel, 2000 Century Blvd. N.E., Atlanta, Georgia 30345.





                                          Very truly yours,


                                          Duke Liao
                                          Chairman of the Board

Dated:  July 3, 1997





                       SECURITIES AND EXCHANGE COMMISSION


                              WASHINGTON, DC 20549


                                    FORM 8-K


                                 CURRENT REPORT


     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


         Date of Report (Date of earliest event reported) June 27, 1997


                           LIUSKI INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)


Delaware                             0-19378                  11-3065217
(State or other jurisdiction       (Commission               (IRS Employer
 of incorporation)                  File Number)             Identification No.)



                  6585 Crescent Drive, Norcross, Georgia          30071
- -----------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)


        Registrant's telephone number, including area code (770) 447-9454


                                       N/A
          (Former name or former address, if changed since last report)






Item 1.           Changes in Control of Registrant

     Pursuant to a Stock Purchase  Agreement (the  "Agreement"),  dated June 26,
1997, effective June 27, 1997, Morries Liu (also known as Hsing Yen Liu, "Liu"),
the Chairman of the Board and Chief Executive  Officer of Liuski  International,
Inc. (the "Company"),  sold to Chih-Hung Liao (also known as Duke Liao,  "Liao")
1,783,620  shares  of common  stock,  $.01 par value  ("Common  Stock"),  of the
Company  (approximately  40.7%  of the  outstanding)  for  $1.40  per  share  or
$2,497,068 in the aggregate. Such 1,783,620 shares constituted substantially all
of the shares of Common Stock owned by Liu. Liao has advised the Company that he
is the sole beneficial  owner of 1,783,620  shares of Common Stock.  Pursuant to
the  Agreement,  Liao  guaranteed  all  existing and future  obligations  of the
Company to Marie-Claude  Co., Ltd.  ("Marie-Claude")  and Liuski  International,
Inc. (Taiwan) ("Liuski Taiwan"), totalling approximately $11,000,000 at June 26,
1997,  and  agreed  that  either  the  Company  would  continue  to employ  four
designated employees, including Manuel Tan (President),  Shirley Lee ( Executive
Vice  President - Sales and  Marketing),  Martin Tsai  (acting  Chief  Financial
Officer and  Controller)  and Jennifer Hu (Senior Vice  President - Operations),
for at least a one-year period or Liao would pay their salaries and benefits for
the remainder of such one-year  period.  Substantially  all of the activities of
Marie-Claude and Liuski Taiwan, which are owned by Liu's mother and/or immediate
family, have been dedicated to providing purchasing services for the Company.

     Simultaneously,   the  Company's  Board  of  Directors  (the  "Board")  was
increased  from six to seven  members,  the Board  elected Liao  Chairman of the
Board and Chief  Executive  Officer and Liu  resigned  from such  positions  but
remained a member of the Board. Liao was appointed to the class of the Company's
directors  whose  terms will  expire at the  Company's  1998  annual  meeting of
stockholders.  In his Schedule  13D  relating to his  purchase of the  1,783,620
shares,  Liao  stated  that  he  intends  to  become  actively  involved  in the
management of the Company and that he is evaluating the Company's  needs and may
propose certain changes in management.  On June 30, 1997,  Edward Williams,  the
acting Chief Financial Officer and Controller of the Company, resigned from such
positions  and  Martin  Tsai has been  acting  as Chief  Financial  Officer  and
Controller  since such  date.  Mr.  Tsai is the Chief  Information  Officer  and
Internal Auditor of the Company and served as the principal  accounting  officer
of the  privately-held  predecessors of the Company from  approximately  1986 to
1988.

     Since  founding  DTK  Computer,  Inc.  ("DTK")  in 1986,  Liao has been its
President and Chairman.  DTK is a distributor and assembler of computer  systems
and is  wholly-  owned by DTK  Technology  (USA),  Inc.,  of  which  Liao is the
majority  shareholder  and  Chairman.   Liao  is  also  the  founder,   majority
shareholder and Chairman of other companies in the computer systems and assembly
business  which do business in Germany,  France,  the United  Kingdom,  Austria,
Poland  and  Hungary.  Liao also  founded in 1990,  and has since been  majority
shareholder and Chairman of,  Gemlight  Computer Ltd.  ("Gemlight),  a Hong Kong
corporation which manufactures computer  motherboards,  casings,  power supplies
and other  parts at  factories  in China and Taiwan.  Since 1994,  Liao has been
President and majority  shareholder of Advanced  Creative Computer Corp. Inc., a
Taiwan  corporation,  engaged in  research  and  development  and  assembly  and
distribution of computer  motherboards and workstations in Taiwan. Liao, age 41,
is a  citizen  of  Taiwan  and has a degree  in  Electronic  Engineering  from a
university in Taiwan.

     DTK  assembles  and  distributes  systems  which compete with the Company's
Magitronic brand of IBM-compatible  personal computers.  Marie-Claude and Liuski
Taiwan have been purchasing computer  motherboards from Gemlight. In the future,
the Company  expects to purchase  motherboards  directly  from  Gemlight and may
purchase   other   products  from  companies  of  which  Liao  is  the  majority
shareholder.



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Item 7.  Exhibits

Exhibit
Numbers   Exhibit

10        Stock Purchase Agreement,  with exhibits, dated June 26, 1997, between
          Morries (Hsing Yen) Liu and Chih-Hung (Duke) Liao (incorporated herein
          by reference to the  Schedule  13D of  Chih-Hung  Liao,  dated July 3,
          1997,  relating to his purchase of 1,783,620 shares of common stock of
          Liuski International, Inc.)



                                    SIGNATURE

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                         Registrant


                                         By: /s/ Chih-Hung Liao
                                             -------------------------
                                             Chih-Hung Liao,
                                             Chief Executive Officer


Date:  July 3, 1997

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