Registration No. 33-31802



                       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 DIRECTOR'S STOCK OPTIONS 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
150,000  shares of Sprint  Common  Stock  ("Sprint  Common  Stock")  issuable to
Outside  Directors  under  Sprint's  Long- Term Stock  Incentive  Program on the
exercise of options.  In December,  1989,  there was a two-for-one  split of the
Sprint Common Stock, increasing the number of shares covered by the Registration
Statement  to 300,000  shares.  In  connection  with the  spin-off  of  Sprint's
cellular   division  in  March  1996,  the  number  of  shares  covered  by  the
Registration  Statement  was  increased to 360,562  shares to prevent  dilution.
Options for 74,128 shares were exercised before the  reclassification  of Sprint
Common  Stock  into FON  Common  Stock and PCS Common  Stock in  November  1998,
leaving  286,434 shares.  The remaining  286,434 shares were  reclassified  into
286,434  shares of FON Common  Stock and  143,217  shares of PCS  Common  stock.
Options  for  76,554  shares of FON  Common  Stock  were  exercised  before  the
two-for-one  split of the FON Common Stock in the 1999 second  quarter,  leaving
209,880  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 419,760  shares of FON Common  Stock.  Options for 40,278 shares of
PCS Common Stock were exercised  before the two-for-one  split of the PCS Common
Stock in the 2000 first quarter, leaving 102,939 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 205,878  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").  43,478 of the remaining 205,878 shares
of PCS  Common  Stock  were  issued  upon the  exercise  of  options  before the
Conversion  Date,  leaving  162,400  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  162,400  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.








                                      II-1









                                   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 19th 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 19, 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                    )
                                                    )  May 19, 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. 33-31802.





                                      II-3





                                  EXHIBIT INDEX


Exhibit
Number    Exhibits

 24. Power of Attorney.