EXHIBIT 10.34

                             AMENDMENT NO. 1 TO AGREEMENT


    This AMENDMENT is entered into as of  December 31, 1995 by and between SEGA
ENTERPRISES LTD., a Japanese company with principal offices at 2-12, Haneda 1-
chome, Ohta-ku, Tokyo, Japan (hereinafter "SEGA") and ELECTRONIC ARTS INC., a
Delaware corporation with principal offices at 1450 Fashion Island Blvd., San
Mateo, California, 94404, USA (hereinafter "EA").

    A.  Sega and EA have previously entered into an Agreement dated as of July
14, 1992 (the "AGREEMENT")  in which Sega licenses to EA the right to publish
interactive entertainment software products compatible with the Sega Genesis
System (as defined in the Agreement).

    B.  According to Section 2.2 of the Agreement, the Agreement will expire on
December 31, 1995, unless the term of the Agreement is renewed or extended by
written agreement of the parties.

    C.  Section 10.9 of the Agreement allows the modification of any provision
of the Agreement, provided that such amendment is evidenced by a writing signed
by both parties.

    D.  Sega and EA each wish to extend the term of the Agreement and to
continue to operate under the provisions thereof.

    NOW, THEREFORE, the parties hereto have agreed as follows:

    1.  EXTENSION OF TERM.  Section 2.2 of the Agreement shall be amended and
restated in its entirety as follows:

              "2.2      TERM OF LICENSE.  The term of the license granted
         by Sega in Subsection 2.1, above, shall commence upon January 1,
         1993, and, unless sooner terminated in accordance with the
         provisions of Section 8, below, shall continue in full force and
         effect until December 31, 1997 (the "Term").  Following the
         expiration of this Agreement, EA shall nevertheless be entitled
         to sell-off any units of EA's Genesis Cartridge products which
         remain in its inventory or in the process of manufacture for a
         period of one hundred and eighty (180) days; provided, however,
         that EA shall continue to account for and pay Sega the royalties
         and manufacturing premiums owed with respect to such sales in
         accordance with the provisions of this Agreement."

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    2.  NO OTHER CHANGES.  Except as expressly amended by the terms of this
Amendment, the Agreement will continue unchanged in full force and effect.

    IN WITNESS WHEREOF, the parties below have executed this Amendment as of
the date first set forth above.
For and on behalf of
SEGA ENTERPRISES LTD.                  ELECTRONIC ARTS INC.


By:      /s/ Shinobu Toyoda                 By:  /s/  John W. Heistand
    ------------------------------          ------------------------------

Name:     Shinobu Toyoda               Name:    John W. Heistand
     -----------------------------           -----------------------------

Title:   Chief Operating Officer,      Title:    Senior VP, Business
         -------------------------               -------------------------
          Sega of America, Inc.                  Development
         -------------------------               -------------------------



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