SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                  FORM 8-K
  
                          CURRENT REPORT PURSUANT
                       TO SECTION 13 OR 15(D) OF THE
                      SECURITIES EXCHANGE ACT OF 1934
  
       Date of Report (Date of Earliest Event Reported): May 19, 1999
  
  
                         AMERICAN TELECASTING, INC.
           (Exact Name of Registrant as Specified in its Charter)
  
  
                                  DELAWARE
               (State or Other Jurisdiction of Incorporation)
  
  
              0-23008                                54-1486988 
       (Commission File Number)      (I.R.S. Employer Identification No.) 
  
       5575 Tech Center Drive, Suite 300                    80919 
       Colorado Springs, Colorado  
       (Address of Principal Executive offices)           (Zip Code) 
  
  
                               (719) 260-5533
            (Registrant's Telephone Number, Including Area Code
  

 Item 5.   Other Events. 
  
 On May 19, 1999, the Board of Directors of American Telecasting, Inc. (the
 "Company") set May 24, 1999 as the record date for the special meeting of
 the Company stockholders to vote on the acquisition of the Company by
 Sprint Corporation.  The special meeting will be held on June 25, 1999.   
  
 As previously announced, on April 26, 1999, the Company, Sprint
 Corporation, a Kansas corporation ("Sprint"), and DD Acquisition, Corp., a
 Delaware corporation and a wholly owned subsidiary of  Sprint
 ("Acquisition"), entered into an Agreement and Plan of Merger (the "Merger
 Agreement"), pursuant to which Acquisition would be merged with and into
 the Company, with the Company being the surviving corporation of such
 merger. 

 Item 7.   Financial Statements, Pro Forma Financial Information and
           Exhibits. 
  
 (c)      Exhibits  
  
 Exhibit No.    Exhibit 
  
 99.1           Press Release dated May 19, 1999 
  


                                 SIGNATURES
  
 Pursuant to the requirements of the Securities Exchange Act of 1934, the
 registrant has duly caused this report to be signed on its behalf by the
 undersigned thereunto duly authorized.  
  
                                    AMERICAN TELECASTING, INC. 
  
                                    By: /s/ DAVID K. SENTMAN 
                                       -----------------------------------
 Date:  May 20, 1999                Name:  David K. Sentman 
                                    Title: Senior Vice President and Chief
                                           Financial Officer 
  
  

 EXHIBIT INDEX 
  
 Exhibit No.    Exhibit 
  
 99.1           Press Release dated May 19, 1999
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SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                  FORM 8-K
  
                          CURRENT REPORT PURSUANT
                       TO SECTION 13 OR 15(D) OF THE
                      SECURITIES EXCHANGE ACT OF 1934
  
       Date of Report (Date of Earliest Event Reported): May 19, 1999
  
  
                         AMERICAN TELECASTING, INC.
           (Exact Name of Registrant as Specified in its Charter)
  
  
                                  DELAWARE
               (State or Other Jurisdiction of Incorporation)
  
  
              0-23008                                54-1486988 
       (Commission File Number)      (I.R.S. Employer Identification No.) 
  
       5575 Tech Center Drive, Suite 300                    80919 
       Colorado Springs, Colorado  
       (Address of Principal Executive offices)           (Zip Code) 
  
  
                               (719) 260-5533
            (Registrant's Telephone Number, Including Area Code
  

 Item 5.   Other Events. 
  
 On May 19, 1999, the Board of Directors of American Telecasting, Inc. (the
 "Company") set May 24, 1999 as the record date for the special meeting of
 the Company stockholders to vote on the acquisition of the Company by
 Sprint Corporation.  The special meeting will be held on June 25, 1999.   
  
 As previously announced, on April 26, 1999, the Company, Sprint
 Corporation, a Kansas corporation ("Sprint"), and DD Acquisition, Corp., a
 Delaware corporation and a wholly owned subsidiary of  Sprint
 ("Acquisition"), entered into an Agreement and Plan of Merger (the "Merger
 Agreement"), pursuant to which Acquisition would be merged with and into
 the Company, with the Company being the surviving corporation of such
 merger. 

 Item 7.   Financial Statements, Pro Forma Financial Information and
           Exhibits. 
  
 (c)      Exhibits  
  
 Exhibit No.    Exhibit 
  
 99.1           Press Release dated May 19, 1999 
  

                                 SIGNATURES
  
 Pursuant to the requirements of the Securities Exchange Act of 1934, the
 registrant has duly caused this report to be signed on its behalf by the
 undersigned thereunto duly authorized.  
  
                                    AMERICAN TELECASTING, INC. 
  
                                    By: /s/ DAVID K. SENTMAN 
                                       -----------------------------------
 Date:  May 20, 1999                Name:  David K. Sentman 
                                    Title: Senior Vice President and Chief
                                           Financial Officer 
  
  

 EXHIBIT INDEX 
  
 Exhibit No.    Exhibit 
  
 99.1           Press Release dated May 19, 1999