Edgar Filing: SKILLSOFT PUBLIC LIMITED CO

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

TOWNSEND MARK

2. Issuer Name and Ticker or Trading Symbol
SKILLSOFT PUBLIC LIMITED CO [SKIL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
EVP Technology

(Last)

(First)

(Middle)

110 SPITBROOK ROAD, BUILDING ZK02, 2ND FLOOR

3. Date of Earliest Transaction (Month/Day/Year)
04/25/2008

(Street)

NASHUA, NH 03062

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
American Depositary Shares ⁽¹⁾	04/25/2008		M		38,024	A	$ 6.36	486,790	D
American Depositary Shares ⁽¹⁾	04/25/2008		S⁽²⁾		31,250	D	$ 10.35	455,540	D
American Depositary Shares ⁽¹⁾	04/25/2008		S⁽²⁾		6,774	D	$ 10.4	448,766	D
American Depositary Shares ⁽¹⁾	04/28/2008		M		15,985	A	$ 6.36	464,751	D
American Depositary Shares ⁽¹⁾	04/28/2008		M		17,941	A	$ 4.06	482,692	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		15,076	D	$ 10.4	467,616	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		2,650	D	$ 10.41	464,966	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		2,400	D	$ 10.4158	462,566	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		950	D	$ 10.44	461,616	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		4,400	D	$ 10.45	457,216	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		500	D	$ 10.455	456,716	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		7,350	D	$ 10.46	449,366	D
American Depositary Shares ⁽¹⁾	04/28/2008		S⁽²⁾		600	D	$ 10.47	448,766	D
American Depositary Shares ⁽¹⁾								58,785	I	See Footnote ⁽³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Option to Purchase Ordinary Shares ⁽⁴⁾

$ 6.36

04/25/2008

38,024

⁽⁵⁾

09/27/2011

Ordinary Shares ⁽⁴⁾

38,024

$ 0

40,889

Option to Purchase Ordinary Shares ⁽⁴⁾

$ 6.36

04/28/2008

15,985

⁽⁵⁾

09/27/2011

Ordinary Shares ⁽⁴⁾

15,985

$ 0

24,904

Option to Purchase Ordinary Shares ⁽⁴⁾

$ 4.06

04/28/2008

17,941

⁽⁶⁾

08/16/2012

Ordinary Shares ⁽⁴⁾

17,941

$ 0

874,036

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
TOWNSEND MARK 110 SPITBROOK ROAD BUILDING ZK02, 2ND FLOOR NASHUA, NH 03062			EVP Technology

Signatures

/s/Greg Porto (for Mark Townsend)		04/29/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	American Depositary Shares evidenced by American Depositary Receipts, each of which represents one Ordinary Share of SkillSoft Public Limited Company, nominal value 0.11 (Euro) per Ordinary Share.
(2)	Sale made pursuant to Mr. Townsend's Rule 10b5-1 Plan adopted in April 2008.
(3)	Held by the MCM Irrevocable Trust, of which the Reporting Person's spouse is trustee. The Reporting Person disclaims beneficial ownership in these securities to the extent to which such person does not have an actual pecuniary interest in these securities.
(4)	Each issued and outstanding Ordinary Share of the issuer, or option to purchase an Ordinary Share of the issuer, is represented by one (1) ADS.
(5)	100% of the shares subject to this option were fully vested at 09/27/2005.
(6)	100% of the shares subject to this option were fully vested at 08/16/2006.

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