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November 21, 2022

Jeffrey Tarr
Chief Executive Officer
Skillsoft Corp.
300 Innovative Way, Suite 201
Nashua, New Hampshire 03062

Re: Skillsoft Corp.
Form 10-K for the
Fiscal Year Ended January 31, 2022
File No. 001-38960

Dear Jeffrey Tarr:

We have completed our review of your filing. We remind you that
the company and its
management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding
any review, comments, action or absence of action by the staff.




Sincerely,


Division of Corporation Finance

Office of Technology