Registration No. 333-68737
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________
POST-EFFECTIVE AMENDMENT NO. 1
TO
Form S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
________________________
SPRINT CORPORATION
(Exact name of registrant as specified in its charter)
Kansas 48-0457967
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
Post Office Box 7997, Shawnee Mission, Kansas 66207-0997
(Address of principal executive offices)
________________________
SPRINT CORPORATION
MANAGEMENT INCENTIVE STOCK OPTION PLAN
(Full title of the Plan)
________________________
CLAUDIA S. TOUSSAINT
Vice President, Corporate Governance and Ethics, and Corporate Secretary
P.O. Box 7997
Shawnee Mission, Kansas 66207-0997
(Name and address of agent for service)
Telephone number, including area code, of agent for service:
(913) 794-1513
________________________
This Registration Statement as originally filed related to the offering of
3,100,000 options to purchase a share of FON Common Stock and 3,100,000 shares
of FON Common Stock issuable upon exercise of options granted under the
Management Incentive Stock Option Plan, and the offering of 3,300,000 options to
purchase a share of PCS Common Stock and 3,300,000 shares of PCS Common Stock
issuable upon exercise of options granted under the Management Incentive Stock
Option Plan. No shares of FON Common Stock were issued before the two-for-one
split of the FON Common Stock in the 1999 second quarter, leaving all 3,100,000
shares of FON Common Stock. The two-for-one split of the FON Common Stock
increased the number of shares of FON Common Stock remaining under the
Registration Statement to 6,200,000 shares of FON Common Stock. No shares of PCS
Common Stock were issued before the two-for-one split of the PCS Common Stock in
the 2000 first quarter, leaving all 3,300,000 shares of PCS Common Stock. The
two-for-one split of the PCS Common Stock increased the number of shares of PCS
Common Stock remaining under the Registration Statement to 6,600,000 shares of
PCS Common Stock.
On February 28, 2004, Sprint's Board of Directors approved the
recombination of the PCS Common Stock and the FON Common Stock, effective on
April 23, 2004 (the "Conversion Date). None of the 6,600,000 shares of PCS
Common Stock were issued upon the exercise of options before the Conversion
Date. Following the recombination of the PCS Common Stock and the FON Common
Stock, no shares of PCS Common Stock may be issued. Accordingly, the purpose of
this Post-Effective Amendment No. 1 is to deregister the 6,600,000 shares of PCS
Common Stock covered by this Registration Statement.
PART II. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
Exhibit
Number Exhibits
24. Power of Attorney.
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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 Amendment to the
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Overland Park, State of Kansas, on the 13th day
of May, 2004.
SPRINT CORPORATION
By /s/ Claudia S. Toussaint
(Claudia S. Toussaint, Vice President)
Pursuant to the requirements of the Securities Act of 1933, this Amendment
to the Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
Name Title Date
Chairman of the Board and )
G. D. FORSEE* Chief Executive Officer )
(Principal Executive Officer) )
)
Executive Vice President )
ROBERT J. DELLINGER* - Chief Financial Officer )
(Principal Financial Officer) )
)
Senior Vice President and )
J. P. MEYER* Controller )
(Principal Accounting Officer) )
) May 13, 2004
)
DUBOSE AUSLEY* Director )
)
______________________ )
(Gordon M. Bethune) Director )
)
)
E. LINN DRAPER, JR. * Director )
)
______________________ )
(Deborah A. Henretta) Director )
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)
)
I. O. HOCKADAY, JR.* Director )
)
)
L. K. LORIMER* Director )
)
) May 13, 2004
C. E. RICE* Director )
)
)
LOUIS W. SMITH* Director )
)
)
GERALD L. STORCH* Director )
)
/s/ Claudia S. Toussaint
____________________________________
* Signed by Claudia S. Toussaint,
Attorney-in-Fact, pursuant to
Power of Attorney filed with
this Amendment to the Registration
Statement No. 333-68737.
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EXHIBIT INDEX
Exhibit
Number Exhibits
24. Power of Attorney.