As filed with the Securities and Exchange Commission on July 8, 1994
                                    Registration No. 33-____________
                                                                              



              SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549
                                        

                            FORM S-8
                    REGISTRATION STATEMENT

                              Under
                   THE SECURITIES ACT OF 1933
                                                     

                           NOVELL, INC.
      (Exact name of issuer as specified in its charter)

      DELAWARE                                       87-0393339           
(State of Incorporation)                  (IRS Employer Identification No.)

                       122 East 1700 South
                         Provo, Utah 84606
             (Address of principal executive offices)
                                                     

                  NOVELL/WORDPERFECT STOCK PLAN
                      (Full title of the plan)
                                                     

                       David R. Bradford, Esq.
                             Novell, Inc.
                         122 East 1700 South
                          Provo, Utah 84606
                           (801) 429-7000
                (Name, address and telephone number,
             including area code, of agent for service)

                               Copy to:

                           Aaron J. Alter, Esq.
                 WILSON, SONSINI, GOODRICH & ROSATI
                       Professional Corporation
                          650 Page Mill Road
                 Palo Alto, California  94304-1050                   
<PAGE>
<PAGE>
<TABLE>

                          <C>CALCULATION OF REGISTRATION FEE


                      
<S>                      <C>                   <C>           <C>            <C>             
                                      
                                               Proposed      Proposed     
                                               Maximum       Maximum         Amount
Title of                 Amount                Offering      Aggregate       of
Securities to            to be                 Price         Offering        Registration
be Registered            Registered            Per Share(1)  Price(1)        Fee


Common Stock to be         7,233,000 shares    $8.50         $61,480,500       -
issued pursuant to the                 
Novell/WordPerfect         52,500 shares       $10.50        $551,250          -
Stock Plan, par value 
$.10 per share             500,500 shares      $13.50        $6,756,750        -

Aggregate to be
registered              7,786,000 shares       $8.8349       $68,788,500       $23,720



(1)     Estimated pursuant to Rule 457(h) solely for the purpose of
        calculating the registration fee on the basis of the exercise
        price of outstanding options (weighted average exercise price of
        $8.8349 per share).













</PAGE>
/TABLE
<PAGE>
<PAGE>
                            NOVELL, INC.
                 REGISTRATION STATEMENT ON FORM S-8



                              PART II

           INFORMATION REQUIRED IN REGISTRATION STATEMENT


Item 3.   Incorporation of Documents by References

     There are hereby incorporated by reference in this Registration 
Statement the following documents and information heretofore
filed by Novell, Inc. (the "Company") with the Securities and
Exchange Commission:

     (1)  The Company's Annual Report on Form 10-K for the fiscal
year ended October 30, 1993, filed pursuant to Section 13 of the
Securities Exchange Act of 1934, as amended (the "1934 Act").

     (2)  The Company's Quarterly Report on Form 10-Q for the
quarter ended January 29, 1994 filed pursuant to Section 13 of the
1934 Act.

     (3)  The Company's Quarterly Report on Form 10-Q for the
quarter ended April 30, 1994 filed pursuant to Section 13 of the
1934 Act.

     (4)  The Company's current report on Form 8-K for the date of 
report June 24, 1994 filed pursuant to Section 13 of the 1934 Act.

     (5)  The description of the Company's Common Stock contained
in the Company's Registration Statement on Form 8-A filed April 3,
1985, pursuant to Section 12(g) of the 1934 Act and the description
of the Company's Preferred Shares Rights Plan and the Series A
Junior Participating Preferred Shares issuable thereunder contained
in the Company's Registration Statement on Form 8-A dated
December 12, 1988.

     All documents filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the 1934 Act on or after the date of this
Registration Statement and prior to the filing of a post-effective
amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold
shall be deemed to be incorporated by reference in this Registration 
Statement and to be part hereof from the date of filing of
such documents.


Item 4.   Description of Securities.

     Not applicable.

/PAGE
<PAGE>
<PAGE>
Item 5.   Interests of Named Experts and Counsel.

     Counsel for the Company, Wilson, Sonsini, Goodrich & 
Rosati, Professional Corporation, 650 Page Mill Road, Palo Alto, 
California 94304-1050, has rendered an opinion to the effect 
that the Common Stock offered hereby is duly and validly issued, 
fully paid and nonassessable.  Certain members of Wilson, Sonsini, 
Goodrich & Rosati, P.C., or investment partnerships of which such 
persons are partners, beneficially own approximately 13,000 shares 
of the Company's Common Stock.  Larry Sonsini, a member of Wilson, 
Sonsini, Goodrich & Rosati, and a member of the Board of Directors
of the Company, holds options to purchase 40,000 shares of the
Company's Common Stock.

Item 6.   Indemnification of Directors and Officers.

     Section 145 of the Delaware General Corporation Law authorizes a 
court to award, or a corporation's Board of Directors to grant, 
indemnity to directors and officers in terms sufficiently broad to 
permit such indemnification under certain circumstances for liabilities 
(including reimbursement forexpenses incurred) arising under the 
Securities Act of 1933, as amended (the "Securities Act").  Further, 
in accordance with the Delaware General Corporation Law, the Company's 
Certificate of Incorporation eliminates the liability of a director of 
the Company to the Company and its stockholders for monetary damages for 
breaches of such director's fiduciary duty of care in certain instances.  
Article VII of the Bylaws of the Company provides for indemnification of 
certain agents to the maximum extent permitted by the Delaware General 
Corporation Law.  Persons covered by this indemnification provision 
include any current or former directors, officers, employees and other 
agents of the Company, as well as persons who serve at the request of the 
Company as directors, officers, employees or agents of another enterprise.

     In addition, the Company has entered into contractual agreements with 
certain directors and officers of the Company designated by the Board to 
indemnify such individuals to the full extent permitted by law.  These 
agreements also resolve certain procedural and substantive matters that 
are not covered, or are covered in less detail, in the Bylaws or by the 
Delaware General Corporation Law.

     Insofar as indemnification for liabilities arising under the 
Securities Act may be permitted to directors, officers and controlling 
persons of the Company pursuant to the Delaware General Corporation Law, 
the Company's Certificate of Incorporation, the foregoing Bylaw 
provisions or the Company's indemnification agreements, the Company 
has been informed that in the opinion of the Securities and Exchange 
Commission such indemnificationis against public policy as expressed 
in the Securities Act and is therefore unenforceable.

In the event that a claim for indemnification against such liabilities 
(other than the payment by the Company of expenses incurred or paid by 
a director, officer or controlling person of the Company in a successful 
defense of any action, suit or proceeding) is asserted by such director, 
officer or controlling person in connection with the securities being 
registered hereunder, the Company will, unless in the opinion
of its counsel the question has already been settled by controlling 
precedent, submit to a court of appropriate jurisdiction the question 
of whether such indemnification by it is against public policy as 
expressed in the Securities Act and will be governed by the final 
adjudication of such issue.


/PAGE
<PAGE>
<PAGE>

Item 7.   Exemption from Registration Claimed.

          Not applicable.


Item 8.   Exhibits.

          Exhibit
          Number         Description
                                                                     
            5.1          Opinion of counsel as to legality of securities
                         being registered (see page II-6).

           10.1          Novell/WordPerfect Stock Plan and form of
                         agreement thereunder.

           23.1          Consent of Independent Auditors (see page II-7).

           23.2          Consent of Counsel (contained in Exhibit 5.1).

           24.1          Power of Attorney (see page II-5).



Item 9.   Undertakings.

     A.   The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales
are being made, a post-effective amendment to this registration
statement to include any material information with respect to the
plan of distribution not previously disclosed in the registration
statement or any material change to such information in the
registration statement.

          (2)  That, for the purpose of determining any liability
under the Securities Act, each such post-effective amendment shall
be deemed to be a new registration statement relating to the securities 
offered therein, and the offering of such securities at that
time shall be deemed to be the initial bona fide offering thereof.

/PAGE
<PAGE>
           (3)  To remove from registration by means of a post-
effective amendment any of the securities being registered which
remain unsold at the termination of the offering.

     B.   The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act,
each filing of the registrant's annual report pursuant to Sec-
tion 13(a) or Section 15(d) of the 1934 Act (and, where applicable,
each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the 1934 Act) that is incorporated by reference in
the registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

/PAGE
<PAGE>
<PAGE>

                                       SIGNATURES


         Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and
has duly caused this registration statement to be signed on its
behalf by the undesigned, thereunto duly authorized, in the City of
Provo, State of Utah, on July 8, 1994.

                                       NOVELL, INC.



                                      By:  /s/David R. Bradford, Esq.

                                            David R. Bradford, Esq.
                                            Senior Vice President,
                                            Secretary and General Counsel




/PAGE
<PAGE>
<PAGE>

                       POWER OF ATTORNEY


     KNOW ALL PERSONS BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints Raymond J. Noorda
and David R. Bradford and each of them, as his or her attorney-in-
fact, with full power of substitution in each, for him or her in
any and all capacities to sign any amendments to this Registration
Statement on Form S-8, and to file the same, with exhibits thereto
and other documents in connection therewith, with the Securities
and Exchange Commission, hereby ratifying and confirming all that
said attorney-in-fact, or his substitutes, may do or cause to be
done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed below by the following
persons in the capacities and on the dates indicated.

Signature                       Capacity                       Date
                                                                           
/s/ Raymond J. Noorda           Chairman of the Board          July 8, 1994
Raymond J. Noorda

/s/ Robert J. Frankenberg
Robert J. Frankenberg           President and Chief            July 8, 1994
                                Executive Officer and
                                Director
                                (Principal Executive
                                Officer)


/s/ James R. Tolonen            Chief Financial Officer       July 8, 1994
James R. Tolonen                (Principal Financial and
                                Accounting Officer)

/s/ Elaine R. Bond              Director                      July 8, 1994
Elaine R. Bond
                      
/s/ Jack L. Messman             Director                      July 8, 1994
Jack L. Messman

                                Executive Vice President,     July 8, 1994
Kanwal S. Rekhi                 Corporate Technology and
                                Director

                                                                              
/s/ Larry W. Sonsini            Director                     July 8, 1994
Larry W. Sonsini     

/s/ Ian R. Wilson               Director                     July 8, 1994
Ian R. Wilson                              
             
         
/PAGE
<PAGE>
<PAGE>
                            Exhibit 5.1






                           July 8, 1994



Novell, Inc.
122 East 1700 South
Provo, Utah  84606

     Re:  Registration Statement on Form S-8

Ladies and Gentlemen:

     We have examined the Registration Statement on Form S-8 to be
filed by you with the Securities and Exchange Commission on or
about July 8, 1994 (the "Registration Statement"), in connection
with the registration under the Securities Act of 1933, as amended,
of 7,786,000 shares of your Common Stock (the "Shares") reserved
for issuance under the Novell/WordPerfect Stock Plan (the "Plan"). 
As your legal counsel, we have examined the proceedings taken and
are familiar with the proceedings proposed to be taken by you in
connection with the sale and issuance of the Shares under the Plan.

     It is our opinion that, when issued and sold in the manner
referred to in the Plan and pursuant to the agreements which
accompany the Plan, the Shares will be legally and validly issued,
fully paid and nonassessable.

     We consent to the use of this opinion as an exhibit to the
Registration Statement and further consent to the use of our name
wherever appearing in the Registration Statement, including any
Prospectus constituting a part thereof, and any amendments thereto.

                            Sincerely yours,

                            /s/ Wilson, Sonsini, Goodrich & Rosati

                            WILSON, SONSINI, GOODRICH & ROSATI



/PAGE
<PAGE>
<PAGE>



                          Exhibit 23.1

           CONSENT OF ERNST & YOUNG, INDEPENDENT AUDITORS




     We consent to the incorporation by reference in the Registration 
Statement (Form S-8) pertaining to the Novell/WordPerfect Stock Plan of
Novell, Inc. of our reports dated December 7, 1993, with respect to the 
consolidated financial statements of Novell, Inc. incorporated by
reference in its Annual Report (Form 10-K) for the year ended 
October 30, 1993, and the related financial statement schedules included 
therein, filed with the Securities and Exchange Commission.  The financial 
statements and schedules of Novell, Inc. incorporated by reference or 
includedin its Annual Report (Form 10-K) for the year ended October 30, 
1993 will be restated to reflect the combined financial results of Novell, 
Inc. and WordPerfect Corporation to give effect to the merger of the two 
companies using the pooling of interests method of accounting.


                                                  /s/ Ernst & Young

                                                   ERNST & YOUNG




San Jose, California
July 5, 1994


/PAGE
<PAGE>
<PAGE>

                           SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C.  20549


                        ----------------------------------------

                                        EXHIBITS
                        ----------------------------------------

                           Registration Statement on Form S-8

                                      NOVELL, INC.


                                     July 8, 1994

PAGE
<PAGE>
<PAGE>


                                   INDEX TO EXHIBITS
           
        Exhibit                                                        Page
           No.                      Description                         No.

          5.1    Opinion of Counsel as to legality of securities        __
                 being registered (see page II-6 of the
                 Registration Statement).

         10.1    Novell/WordPerfect Stock Plan and form of              __
                 agreement thereunder.
         
         23.1    Consent of Independent Auditors (see page II-7         __
                 of the Registration Statement).

         23.2    Consent of Counsel (contained in Exhibit 5.1           __
                 hereto).

         24.1    Power of Attorney (see page II-5 of the                __
                 Registration Statement).

         27.1    Financial Data Schedule                                __






</PAGE>       
<PAGE>
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{"company-data": {"conformed-name": "NOVELL INC", "cik": "0000758004", "assigned-sic": "7373", "irs-number": "870393339", "state-of-incorporation": "DE", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-54483", "film-number": "94538196"}, "business-address": {"street1": "122 EAST 1700 SOUTH", "city": "PROVO", "state": "UT", "zip": "84606", "phone": "8014297000"}, "mail-address": {"street1": "122 E. 1700 S.", "city": "PROVO", "state": "UT", "zip": "84606"}}
As filed with the Securities and Exchange Commission on July 8, 1994
                                    Registration No. 33-____________
                                                                              

              SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549
                                        

                            FORM S-8
                    REGISTRATION STATEMENT

                              Under
                   THE SECURITIES ACT OF 1933
                                                     

                           NOVELL, INC.
      (Exact name of issuer as specified in its charter)

      DELAWARE                                       87-0393339           
(State of Incorporation)                  (IRS Employer Identification No.)

                       122 East 1700 South
                         Provo, Utah 84606
             (Address of principal executive offices)
                                                     

                  NOVELL/WORDPERFECT STOCK PLAN
                      (Full title of the plan)
                                                     

                       David R. Bradford, Esq.
                             Novell, Inc.
                         122 East 1700 South
                          Provo, Utah 84606
                           (801) 429-7000
                (Name, address and telephone number,
             including area code, of agent for service)

                               Copy to:

                           Aaron J. Alter, Esq.
                 WILSON, SONSINI, GOODRICH & ROSATI
                       Professional Corporation
                          650 Page Mill Road
                 Palo Alto, California  94304-1050
CALCULATION OF REGISTRATION FEE
Proposed      Proposed     
                                               Maximum       Maximum         Amount
Title of                 Amount                Offering      Aggregate       of
Securities to            to be                 Price         Offering        Registration
be Registered            Registered            Per Share(1)  Price(1)        Fee

Common Stock to be         7,233,000 shares    $8.50         $61,480,500       -
issued pursuant to the                 
Novell/WordPerfect         52,500 shares       $10.50        $551,250          -
Stock Plan, par value 
$.10 per share             500,500 shares      $13.50        $6,756,750        -

Aggregate to be
registered              7,786,000 shares       $8.8349       $68,788,500       $23,720

(1)     Estimated pursuant to Rule 457(h) solely for the purpose of
        calculating the registration fee on the basis of the exercise
        price of outstanding options (weighted average exercise price of
        $8.8349 per share).

/TABLE
NOVELL, INC.
                 REGISTRATION STATEMENT ON FORM S-8

                              PART II

           INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by References

     There are hereby incorporated by reference in this Registration 
Statement the following documents and information heretofore
filed by Novell, Inc. (the "Company") with the Securities and
Exchange Commission:

     (1)  The Company's Annual Report on Form 10-K for the fiscal
year ended October 30, 1993, filed pursuant to Section 13 of the
Securities Exchange Act of 1934, as amended (the "1934 Act").

     (2)  The Company's Quarterly Report on Form 10-Q for the
quarter ended January 29, 1994 filed pursuant to Section 13 of the
1934 Act.

     (3)  The Company's Quarterly Report on Form 10-Q for the
quarter ended April 30, 1994 filed pursuant to Section 13 of the
1934 Act.

     (4)  The Company's current report on Form 8-K for the date of 
report June 24, 1994 filed pursuant to Section 13 of the 1934 Act.

     (5)  The description of the Company's Common Stock contained
in the Company's Registration Statement on Form 8-A filed April 3,
1985, pursuant to Section 12(g) of the 1934 Act and the description
of the Company's Preferred Shares Rights Plan and the Series A
Junior Participating Preferred Shares issuable thereunder contained
in the Company's Registration Statement on Form 8-A dated
December 12, 1988.

     All documents filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the 1934 Act on or after the date of this
Registration Statement and prior to the filing of a post-effective
amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold
shall be deemed to be incorporated by reference in this Registration 
Statement and to be part hereof from the date of filing of
such documents.

Item 4.   Description of Securities.

     Not applicable.

/PAGE
Item 5.   Interests of Named Experts and Counsel.

     Counsel for the Company, Wilson, Sonsini, Goodrich & 
Rosati, Professional Corporation, 650 Page Mill Road, Palo Alto, 
California 94304-1050, has rendered an opinion to the effect 
that the Common Stock offered hereby is duly and validly issued, 
fully paid and nonassessable.  Certain members of Wilson, Sonsini, 
Goodrich & Rosati, P.C., or investment partnerships of which such 
persons are partners, beneficially own approximately 13,000 shares 
of the Company's Common Stock.  Larry Sonsini, a member of Wilson, 
Sonsini, Goodrich & Rosati, and a member of the Board of Directors
of the Company, holds options to purchase 40,000 shares of the
Company's Common Stock.

Item 6.   Indemnification of Directors and Officers.

     Section 145 of the Delaware General Corporation Law authorizes a 
court to award, or a corporation's Board of Directors to grant, 
indemnity to directors and officers in terms sufficiently broad to 
permit such indemnification under certain circumstances for liabilities 
(including reimbursement forexpenses incurred) arising under the 
Securities Act of 1933, as amended (the "Securities Act").  Further, 
in accordance with the Delaware General Corporation Law, the Company's 
Certificate of Incorporation eliminates the liability of a director of 
the Company to the Company and its stockholders for monetary damages for 
breaches of such director's fiduciary duty of care in certain instances.  
Article VII of the Bylaws of the Company provides for indemnification of 
certain agents to the maximum extent permitted by the Delaware General 
Corporation Law.  Persons covered by this indemnification provision 
include any current or former directors, officers, employees and other 
agents of the Company, as well as persons who serve at the request of the 
Company as directors, officers, employees or agents of another enterprise.

     In addition, the Company has entered into contractual agreements with 
certain directors and officers of the Company designated by the Board to 
indemnify such individuals to the full extent permitted by law.  These 
agreements also resolve certain procedural and substantive matters that 
are not covered, or are covered in less detail, in the Bylaws or by the 
Delaware General Corporation Law.

     Insofar as indemnification for liabilities arising under the 
Securities Act may be permitted to directors, officers and controlling 
persons of the Company pursuant to the Delaware General Corporation Law, 
the Company's Certificate of Incorporation, the foregoing Bylaw 
provisions or the Company's indemnification agreements, the Company 
has been informed that in the opinion of the Securities and Exchange 
Commission such indemnificationis against public policy as expressed 
in the Securities Act and is therefore unenforceable.

In the event that a claim for indemnification against such liabilities 
(other than the payment by the Company of expenses incurred or paid by 
a director, officer or controlling person of the Company in a successful 
defense of any action, suit or proceeding) is asserted by such director, 
officer or controlling person in connection with the securities being 
registered hereunder, the Company will, unless in the opinion
of its counsel the question has already been settled by controlling 
precedent, submit to a court of appropriate jurisdiction the question 
of whether such indemnification by it is against public policy as 
expressed in the Securities Act and will be governed by the final 
adjudication of such issue.

/PAGE
Item 7.   Exemption from Registration Claimed.

          Not applicable.

Item 8.   Exhibits.

          Exhibit
          Number         Description
                                                                     
            5.1          Opinion of counsel as to legality of securities
                         being registered (see page II-6).

           10.1          Novell/WordPerfect Stock Plan and form of
                         agreement thereunder.

           23.1          Consent of Independent Auditors (see page II-7).

           23.2          Consent of Counsel (contained in Exhibit 5.1).

           24.1          Power of Attorney (see page II-5).

Item 9.   Undertakings.

     A.   The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales
are being made, a post-effective amendment to this registration
statement to include any material information with respect to the
plan of distribution not previously disclosed in the registration
statement or any material change to such information in the
registration statement.

          (2)  That, for the purpose of determining any liability
under the Securities Act, each such post-effective amendment shall
be deemed to be a new registration statement relating to the securities 
offered therein, and the offering of such securities at that
time shall be deemed to be the initial bona fide offering thereof.

/PAGE
(3)  To remove from registration by means of a post-
effective amendment any of the securities being registered which
remain unsold at the termination of the offering.

     B.   The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act,
each filing of the registrant's annual report pursuant to Sec-
tion 13(a) or Section 15(d) of the 1934 Act (and, where applicable,
each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the 1934 Act) that is incorporated by reference in
the registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

/PAGE
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and
has duly caused this registration statement to be signed on its
behalf by the undesigned, thereunto duly authorized, in the City of
Provo, State of Utah, on July 8, 1994.

                                       NOVELL, INC.

                                      By:  /s/David R. Bradford, Esq.

                                            David R. Bradford, Esq.
                                            Senior Vice President,
                                            Secretary and General Counsel

/PAGE
POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints Raymond J. Noorda
and David R. Bradford and each of them, as his or her attorney-in-
fact, with full power of substitution in each, for him or her in
any and all capacities to sign any amendments to this Registration
Statement on Form S-8, and to file the same, with exhibits thereto
and other documents in connection therewith, with the Securities
and Exchange Commission, hereby ratifying and confirming all that
said attorney-in-fact, or his substitutes, may do or cause to be
done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed below by the following
persons in the capacities and on the dates indicated.

Signature                       Capacity                       Date
                                                                           
/s/ Raymond J. Noorda           Chairman of the Board          July 8, 1994
Raymond J. Noorda

/s/ Robert J. Frankenberg
Robert J. Frankenberg           President and Chief            July 8, 1994
                                Executive Officer and
                                Director
                                (Principal Executive
                                Officer)

/s/ James R. Tolonen            Chief Financial Officer       July 8, 1994
James R. Tolonen                (Principal Financial and
                                Accounting Officer)

/s/ Elaine R. Bond              Director                      July 8, 1994
Elaine R. Bond
                      
/s/ Jack L. Messman             Director                      July 8, 1994
Jack L. Messman

                                Executive Vice President,     July 8, 1994
Kanwal S. Rekhi                 Corporate Technology and
                                Director

                                                                              
/s/ Larry W. Sonsini            Director                     July 8, 1994
Larry W. Sonsini     

/s/ Ian R. Wilson               Director                     July 8, 1994
Ian R. Wilson                              
             
         
/PAGE
Exhibit 5.1

                           July 8, 1994

Novell, Inc.
122 East 1700 South
Provo, Utah  84606

     Re:  Registration Statement on Form S-8

Ladies and Gentlemen:

     We have examined the Registration Statement on Form S-8 to be
filed by you with the Securities and Exchange Commission on or
about July 8, 1994 (the "Registration Statement"), in connection
with the registration under the Securities Act of 1933, as amended,
of 7,786,000 shares of your Common Stock (the "Shares") reserved
for issuance under the Novell/WordPerfect Stock Plan (the "Plan"). 
As your legal counsel, we have examined the proceedings taken and
are familiar with the proceedings proposed to be taken by you in
connection with the sale and issuance of the Shares under the Plan.

     It is our opinion that, when issued and sold in the manner
referred to in the Plan and pursuant to the agreements which
accompany the Plan, the Shares will be legally and validly issued,
fully paid and nonassessable.

     We consent to the use of this opinion as an exhibit to the
Registration Statement and further consent to the use of our name
wherever appearing in the Registration Statement, including any
Prospectus constituting a part thereof, and any amendments thereto.

                            Sincerely yours,

                            /s/ Wilson, Sonsini, Goodrich & Rosati

                            WILSON, SONSINI, GOODRICH & ROSATI

/PAGE
Exhibit 23.1

           CONSENT OF ERNST & YOUNG, INDEPENDENT AUDITORS

     We consent to the incorporation by reference in the Registration 
Statement (Form S-8) pertaining to the Novell/WordPerfect Stock Plan of
Novell, Inc. of our reports dated December 7, 1993, with respect to the 
consolidated financial statements of Novell, Inc. incorporated by
reference in its Annual Report (Form 10-K) for the year ended 
October 30, 1993, and the related financial statement schedules included 
therein, filed with the Securities and Exchange Commission.  The financial 
statements and schedules of Novell, Inc. incorporated by reference or 
includedin its Annual Report (Form 10-K) for the year ended October 30, 
1993 will be restated to reflect the combined financial results of Novell, 
Inc. and WordPerfect Corporation to give effect to the merger of the two 
companies using the pooling of interests method of accounting.

                                                  /s/ Ernst & Young

                                                   ERNST & YOUNG

San Jose, California
July 5, 1994

/PAGE
SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C.  20549

                        ----------------------------------------

                                        EXHIBITS
                        ----------------------------------------

                           Registration Statement on Form S-8

                                      NOVELL, INC.

                                     July 8, 1994

PAGE
INDEX TO EXHIBITS
           
        Exhibit                                                        Page
           No.                      Description                         No.

          5.1    Opinion of Counsel as to legality of securities        __
                 being registered (see page II-6 of the
                 Registration Statement).

         10.1    Novell/WordPerfect Stock Plan and form of              __
                 agreement thereunder.
         
         23.1    Consent of Independent Auditors (see page II-7         __
                 of the Registration Statement).

         23.2    Consent of Counsel (contained in Exhibit 5.1           __
                 hereto).

         24.1    Power of Attorney (see page II-5 of the                __
                 Registration Statement).

         27.1    Financial Data Schedule                                __