SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                               -------------------


                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934





                                January 13, 1998
--------------------------------------------------------------------------------
                Date of Report (Date of earliest event reported)

                           360 COMMUNICATIONS COMPANY
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)





      Delaware                 1-14108                   47-0649117
-----------------------  --------------------  ---------------------------------
(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)




                  8725 W. Higgins Road, Chicago, Illinois 60631
--------------------------------------------------------------------------------
                 (Address of principal executive offices)    (Zip Code)

                                 (773) 399-2500
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)




<PAGE>



Item 7.  Financial Statements and Exhibits.

               (c)  Exhibits.

               1.1  Underwriting Agreement dated as of January 8, 1998.

               4.8  360 Communications Company's 6.65% Senior Note Due 2008.

             10.11  Second  Amended and Restated  Credit  Agreement  dated as of
                    December  5, 1997  among  360  Communications  Company,  the
                    initial   lenders   named   therein,   Citibank,   N.A.,  as
                    Administrative   Agent,   The  Chase   Manhattan   Bank,  as
                    Syndication  Agent,  Toronto  Dominion  (Texas),   Inc.,  as
                    Documentation  Agent,  and Bank of America  N.T. & S.A.,  as
                    Syndication Agent.





                                       2

<PAGE>



                                    SIGNATURE


         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


                                        360 COMMUNICATIONS COMPANY


                                             /s/ Jeffrey R. Gardner
                                        By:____________________________________
                                           Jeffrey R. Gardner
                                           Senior Vice President - Finance



Date: January 13, 1998


                                       3

<PAGE>



                                  EXHIBIT INDEX




         Exhibit
           No.                     Description of Exhibits
          ----                     -----------------------

          1.1       Underwriting Agreement dated as of March 12, 1997.

          4.8       360 Communications Company's 6.65% Senior Note Due 2008.

          10.11     Second  Amended and Restated  Credit  Agreement  dated as of
                    December  5, 1997  among  360  Communications  Company,  the
                    initial   lenders   named   therein,   Citibank,   N.A.,  as
                    Administrative   Agent,   The  Chase   Manhattan   Bank,  as
                    Syndication  Agent,  Toronto  Dominion  (Texas),   Inc.,  as
                    Documentation  Agent,  and Bank of America  N.T. & S.A.,  as
                    Syndication Agent.




                                       4
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{"company-data": {"conformed-name": "360 COMMUNICATIONS CO", "cik": "0001003959", "assigned-sic": "4813", "irs-number": "470649117", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-14108", "film-number": "98505425"}, "business-address": {"street1": "8725 W HIGGINS RD", "city": "CHICAGO", "state": "IL", "zip": "60631", "phone": "3123992500"}, "mail-address": {"street1": "8725 W HIGGINS ROAD", "city": "CHICAGO", "state": "IL", "zip": "60631"}, "former-company": {"former-conformed-name": "SPRINT CELLULAR CO", "date-changed": "19951124"}}
SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                               -------------------

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                                January 13, 1998
--------------------------------------------------------------------------------
                Date of Report (Date of earliest event reported)

                           360 COMMUNICATIONS COMPANY
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

      Delaware                 1-14108                   47-0649117
-----------------------  --------------------  ---------------------------------
(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)

                  8725 W. Higgins Road, Chicago, Illinois 60631
--------------------------------------------------------------------------------
                 (Address of principal executive offices)    (Zip Code)

                                 (773) 399-2500
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)
Item 7.  Financial Statements and Exhibits.

               (c)  Exhibits.

               1.1  Underwriting Agreement dated as of January 8, 1998.

               4.8  360 Communications Company's 6.65% Senior Note Due 2008.

             10.11  Second  Amended and Restated  Credit  Agreement  dated as of
                    December  5, 1997  among  360  Communications  Company,  the
                    initial   lenders   named   therein,   Citibank,   N.A.,  as
                    Administrative   Agent,   The  Chase   Manhattan   Bank,  as
                    Syndication  Agent,  Toronto  Dominion  (Texas),   Inc.,  as
                    Documentation  Agent,  and Bank of America  N.T. & S.A.,  as
                    Syndication Agent.

                                       2
SIGNATURE

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

                                        360 COMMUNICATIONS COMPANY

                                             /s/ Jeffrey R. Gardner
                                        By:____________________________________
                                           Jeffrey R. Gardner
                                           Senior Vice President - Finance

Date: January 13, 1998

                                       3
EXHIBIT INDEX

         Exhibit
           No.                     Description of Exhibits
          ----                     -----------------------

          1.1       Underwriting Agreement dated as of March 12, 1997.

          4.8       360 Communications Company's 6.65% Senior Note Due 2008.

          10.11     Second  Amended and Restated  Credit  Agreement  dated as of
                    December  5, 1997  among  360  Communications  Company,  the
                    initial   lenders   named   therein,   Citibank,   N.A.,  as
                    Administrative   Agent,   The  Chase   Manhattan   Bank,  as
                    Syndication  Agent,  Toronto  Dominion  (Texas),   Inc.,  as
                    Documentation  Agent,  and Bank of America  N.T. & S.A.,  as
                    Syndication Agent.

                                       4