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                                                                  For SEC Filing
                                                                  Purposes Only:
                                                                  Rule 424(b)(5)
                                                               File No. 33-54996


     Amended Prospectus Supplement to Prospectus Dated December 11, 1992


                       SERVICE CORPORATION INTERNATIONAL


           Terms of 5-1/2% Convertible Debentures, Series M due 2005


Title:                    5-1/2% Convertible Debentures, Series M, due 2005
                          (the "Debentures").

Principal Amount:         $2,500,000 in aggregate principal amount of the
                          Debentures will be issued as a portion of the
                          consideration for the outstanding capital stock of
                          Berkowitz-Kumin-Bookatz, Inc.

Conversion Price:         $43.31 per share, subject to adjustment.

Conversion Date:          On or after September 13, 1996.

Maturity Date:            September 12, 2005.

Interest Rate:            5-1/2% per annum accruing from September 12, 1995.

Federal Tax Matters:      The applicable federal rate on long-term indebtedness
                          for September 1995, compounded quarterly, is 6.73%
                          for purposes of determining the original issue
                          discount applicable to the Debentures for federal
                          income tax purposes.  The original issue discount per
                          $1,000 principal amount of the Debentures is $89.10.

Other Matters:            Payments of principal and interest on the Debentures
                          are subject to the Company's rights of set-off as
                          provided in the agreement governing the acquisition.


               The Date of this Amended Supplement is September 7, 1995.