X0303 4 2008-09-19 0 0000940181 SKILLSOFT PUBLIC LIMITED CO SKIL 0001240190 MCDONALD THOMAS J SKILLSOFT 107 NORTHEASTERN BLVD NASHUA NH 03062 0 1 0 0 CFO & EVP Operations American Depositary Shares 2008-09-19 4 S 0 21800 10.4469 D 43614 D American Depositary Shares 2008-09-22 4 S 0 20913 10.4163 D 22701 D American Depositary Shares 2008-09-23 4 M 0 20000 4.06 A 42701 D American Depositary Shares 2008-09-23 4 S 0 20000 10.0792 D 22701 D American Depositary Shares 1953 I See Footnote American Depositary Shares 1953 I See Footnote Option to Purchase Ordinary Shares 4.06 2008-09-23 4 M 0 20000 0 D 2012-08-16 Ordinary Shares 20000 731959 D 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. The price reported represents the weighted average price of the shares sold. Shares were sold at varying prices in the range of $10.40 - $10.49. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. The price reported represents the weighted average price of the shares sold. Shares were sold at varying prices in the range of $10.40 - $10.50. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. Sale made pursuant to Mr. McDonald's Rule 10b5-1 Sales Plan adopted in April 2008, as amended. The price reported represents the weighted average price of the shares sold. Shares were sold at varying prices in the range of $10.001 - $10.15. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. Held by the family trust, of which the Reporting Person's spouse is trustee. The Reporting Person disclaims beneficial ownership of these securities to the extent to which such person does not have an actual pecuniary interest in these securities. These shares represent the aggregate number of shares held by Mr. McDonald as custodian for his daughter under the Uniform Gifts to Minors Act. Mr. McDonald disclaims beneficial ownership of these securities, and the filing of this report is not an admission that Mr. McDonald is the beneficial owner of these securities for purposes of Section 16 or any other purpose. 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. 100% of the shares subject to this option were fully vested at 08/16/2006. /s/Mark Murray (for Thomas McDonald) 2008-09-23