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FILED PURSUANT TO RULE 424(b)(3)
REGISTRATION NO. 33-64559
SUPPLEMENT TO PROSPECTUS DATED DECEMBER 7, 1995/1/
SPELLING ENTERTAINMENT GROUP INC.
The Selling Stockholders are selling to Furman Selz Incorporated ("Furman
Selz") Warrants exercisable for 500,000 shares of Common Stock in the
aggregate, at a price per share related to the market price of the Common
Stock on the New York Stock Exchange at the date of sale, less (i) the Warrant
exercise price of $7.5725 per share and (ii) agreed commissions. Furman Selz
has agreed to exercise the Warrants at the aggregate exercise price of
$3,786,250 (which will be paid to the Company) and to sell the shares of
Common Stock or deliver them to cover a short position established after the
date of the Prospectus. See "Use of Proceeds" and "Plan of Distribution."
Dated: December 14, 1995
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/1/ Also references Supplement thereto dated December 12, 1995
* Capitalized terms not otherwise defined in this Supplement have the meanings
ascribed to them in the Prospectus.
