EXHIBIT (a)(1)(E)

                              NOTICE OF WITHDRAWAL

If you wish to withdraw your Election to Participate in WorldCom's Stock Option
Exchange Program, you must:

1.    Complete this form, sign it, and deliver it to WorldCom, Inc., Stock
      Option Department, 500 Clinton Center Drive, Clinton, Mississippi 39056,
      by fax to (601) 460-5669 (vnet: 460-5669), as soon as possible, but in any
      event, for receipt before 12:00 midnight, Eastern Standard Time, on
      February 14, 2002. The method of delivery is at the participant's expense.

2.    If you provide an e-mail address below, a confirmation that we have
      received this withdrawal should be sent to that address within three
      business days after delivery of this Notice of Withdrawal. Note that
      participants who return forms for receipt after February 7, 2002 may not
      receive timely confirmation.

      By withdrawing my Election to Participate, I understand that I will not
receive a replacement option, and I will keep my current option(s), which will
continue to be governed by the stock option plan under which they were granted
and existing option agreements with WorldCom. I have completed and signed the
following exactly as my name appears on the Election to Participate.

Date: ______________________________    ________________________________________
                                        Signature of Optionee

____________________________________
E-mail address where the Stock Option    Name
Department can send confirmation of      Tax I.D./Social Security No.
receipt of this Notice of Withdrawal

Please note that you may again elect to exchange your eligible options only by
submitting a new Election to Participate prior to 12:00 midnight, Eastern
Standard Time, on February 14, 2002.

If you have questions, you may contact the Stock Option Department at
stock-options@wcom.com or call 601-460-8001 (vnet: 460-8001) or toll free
1-877-999-7780.