Registration No. 333-25449



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                            ------------------------

                         POST-EFFECTIVE AMENDMENT NO. 2
                                       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)
                            ------------------------

                       OUTSIDE DIRECTORS SHARES UNDER THE
            SPRINT CORPORATION 1997 LONG-TERM STOCK INCENTIVE PROGRAM
                            (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
100,000  shares of Sprint  Common  Stock  ("Sprint  Common  Stock")  issuable to
Outside Directors under Sprint's Long-Term Stock Incentive Program. 1,362 shares
were issued before the  reclassification  of Sprint Common Stock into FON Common
Stock  and PCS  Common  Stock in  November  1998,  leaving  98,638  shares.  The
remaining 98,638 shares were reclassified into 98,638 shares of FON Common Stock
and 49,319  shares of PCS  Common  stock.  992  shares of FON Common  Stock were
issued before the  two-for-one  split of the FON Common Stock in the 1999 second
quarter, leaving 97,646 shares of FON Common Stock. The two-for-one split of the
FON Common  Stock  increased  the number of shares of FON Common Stock under the
registration  statement to 195,292 shares of FON Common Stock. 720 shares of PCS
Common Stock were issued before the two-for-one split of the PCS Common Stock in
the 2000 first quarter,  leaving 48,599 shares of PCS Common Stock. The two-for-
one split of the PCS Common Stock  increased  the number of shares of PCS Common
Stock under the Registration Statement to 97,198 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"). 91,370 of the remaining 97,198 shares of
PCS Common Stock were issued before the Conversion Date, leaving 5,828 shares of
PCS Common Stock.  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. 2 is to deregister  the remaining
5,828 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.






                                   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 4th day
of June, 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) )
                                                       ) June 4, 2004
DUBOSE AUSLEY*          Director                       )
                                                       )
_____________________                                  )
(Gordon M. Bethune)     Director                       )
                                                       )
                                                       )
E. LINN DRAPER, JR. *   Director                       )
                                                       )
_____________________                                  )
(Deborah A. Henretta)   Director                       )
                                                       )



                                      II-2





                                                       )
I. O. HOCKADAY, JR.*    Director                       )
                                                       )
                                                       )
L. K. LORIMER*          Director                       )
                                                       )
                                                       )
C. E. RICE*             Director                       )
                                                       )
                                                       )
LOUIS W. SMITH*         Director                       )
                                                       )  June 4, 2004
                                                       )
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. 333-25449.




                                      II-3







                                  EXHIBIT INDEX


Exhibit
Number    Exhibits

 24. Power of Attorney.