SECURITIES AND EXCHANGE COMMISSION 
                             Washington, D.C. 20549


                                    FORM 10-Q/A


            Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

    For the quarterly period                  Commission File Number:  0-19860
      ended August 31, 1998                                     



                             SCHOLASTIC CORPORATION
             (Exact name of registrant as specified in its charter)




             DELAWARE                                    13-3385513
 (State or other jurisdiction of              (IRS Employer Identification No.)
  incorporation or organization)

   555 BROADWAY, NEW YORK, NEW YORK                        10012
(Address of principal executive offices)                 (Zip Code)


        Registrant's telephone number, including area code (212) 343-6100


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. [X]


Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                                             Number of shares outstanding
        Title of Each Class                    as of September 30, 1998
        -------------------                  ----------------------------

   Common Stock, $.01 par value                       15,493,204
   Class A Stock, $.01 par value                         828,100




                                   SIGNATURES



Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                                 SCHOLASTIC CORPORATION
                                                 (Registrant)






Date: October 16, 1998                           /s/ RICHARD ROBINSON      
                                                 ------------------------------
                                                 Chairman of the Board,
                                                 President, Chief Executive
                                                 Officer and Director





Date: October 16, 1998                           /s/ KEVIN J. MCENERY    
                                                 ----------------------------
                                                 Executive Vice President and
                                                 Chief Financial   Officer



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