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For SEC Filing
Purposes Only:
Rule 424(b)(5)
File No. 333-01857
Prospectus Supplement to Prospectus Dated March 28, 1996
SERVICE CORPORATION INTERNATIONAL
Terms of 4.75% Convertible Debentures, Series V, due 2007
Title: 4.75% Convertible Debentures, Series V, due 2007 (the
"Debentures").
Principal Amount: $500,000 in aggregate principal amount of the Debentures
will be issued as a portion of the consideration for the
outstanding capital stock of Elton Black & Son Funeral
Home, Inc.
Conversion Price: $40.875 per share, subject to adjustment.
Conversion Date: On or after April 17, 1998.
Maturity Date: April 16, 2007.
Interest Rate: 4.75% per annum accruing from April 16, 1997.
Federal Tax Matters: The applicable federal rate on long-term indebtedness for
April 1997, compounded quarterly, is 6.71% 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 $141.86.
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 Supplement is April 14, 1997.
