<PAGE>
 
PAGE 1
                                                           REGISTRATION NO.
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
 
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549
 
                               ----------------
 
                                   FORM S-8
                                      TO
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
 
                               ----------------
 
                        MCI COMMUNICATIONS CORPORATION
              (EXACT NAME OF ISSUER AS SPECIFIED IN ITS CHARTER)
 
                               ----------------
 
               DELAWARE                              52-0886267
     (STATE OR OTHER JURISDICTION                (I. R. S. EMPLOYER
   OF INCORPORATION OR ORGANIZATION)             IDENTIFICATION NO.)
 
                        1801 PENNSYLVANIA AVENUE, N.W.
                            WASHINGTON, D. C. 20006
                   (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
 
                               ----------------
 
                        MCI COMMUNICATIONS CORPORATION
                               STOCK OPTION PLAN
                           (FULL TITLE OF THE PLAN)
 
                           MICHAEL H. SALSBURY, ESQ.
                 EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL
                        MCI COMMUNICATIONS CORPORATION
                        1801 PENNSYLVANIA AVENUE, N.W.
                            WASHINGTON, D.C. 20006
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)
 
  TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE: (202) 872-1600
 
  APPROXIMATE DATE OF PROPOSED SALES: From time to time after effective date
of this Registration Statement.
 
                        CALCULATION OF REGISTRATION FEE
 
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                       PROPOSED       PROPOSED
                           AMOUNT      MAXIMUM        MAXIMUM       AMOUNT OF
  TITLE OF SECURITIES      TO BE    OFFERING PRICE   AGGREGATE    REGISTRATION
    TO BE REGISTERED     REGISTERED   PER SHARE    OFFERING PRICE      FEE
--------------------------------------------------------------------------------
<S>                      <C>        <C>            <C>            <C>
Common Stock (par value  20,000,000
 $.10 per share).......    shares      $29.75(a)        N/A       $205,173.85(b)
</TABLE>
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
 
(a) Price will be determined according to plan rules, using the fair market
    value of the Common Stock as reported by the National Association of
    Securities Dealers Inc. through its National Market Automated Quotation
    System.
(b) Filing fee was calculated pursuant to 17 CFR 230.457(c), using a price of
    $29.75 which is the closing price of MCI Communications Corporation Common
    Stock on February 16, 1996, as reported by the National Association of
    Securities Dealers Inc. on its National Market Automated Quotation System,
    which is within one (1) business day prior to the date of filing.
 
  Exhibit Index is located at page 12 of this document.
 
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
PAGE 1 of 11

<PAGE>

PAGE 2 
                             CROSS REFERENCE SHEET
 
                   PURSUANT TO ITEM 501(B) OF REGULATION S-K
 
<TABLE>
<CAPTION>
  ITEM
   NO.           ITEM IN FORM S-8                  CAPTION IN PROSPECTUS
  ----           ----------------                  ---------------------
 <C>     <S>                                <C>
 Part I
   1.    Plan Information................   Employee Handbook. OptionsAdvantage
                                            brochure.
   2.    Registrant Information and
          Employee Plan Annual              Employee Handbook. OptionsAdvantage
          Information....................   brochure. Registration Statement.
 Part II
   3.    Incorporation of Documents by      Employee Handbook. Registration
          Reference......................   Statement.
   4.    Description of Securities.......   Not Applicable.
   5.    Interests of Named Experts and
          Counsel........................   Registration Statement.
   6.    Indemnification of Directors and
          Officers.......................   Registration Statement.
   7.    Exemption from Registration
          Claimed........................   Not Applicable.
   8.    Exhibits........................   Registration Statement.
   9.    Undertakings....................   Registration Statement.
</TABLE>

PAGE 2 of 11

<PAGE>

PAGE 3
 
PROSPECTUS
 
                               20,000,000 SHARES
 
                        MCI COMMUNICATIONS CORPORATION
 
                                 COMMON STOCK
                          (PAR VALUE $.10 PER SHARE)
 
                        MCI COMMUNICATIONS CORPORATION
 
                               STOCK OPTION PLAN
 
                               ----------------
 
  This Prospectus covers a maximum of 20,000,000 shares of Common Stock, par
value $.10 per share ("Common Stock"), of MCI Communications Corporation (the
"Company") offered by the Company to employees of the Company and its
subsidiaries through its Stock Option Plan.
 
                               ----------------
 
  THESE SECURITIES HAVE NOT  BEEN APPROVED OR  DISAPPROVED BY THE SECURITIES
    AND  EXCHANGE  COMMISSION NOR  HAS  THE  COMMISSION  PASSED  UPON  THE
      ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                    TO THE CONTRARY IS A CRIMINAL OFFENSE.
 
                               ----------------
 
               The date of this Prospectus is February 22, 1996
PAGE 3 of 11
<PAGE>

PAGE 4
 
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
 
  The following documents filed by the Registrant with the Securities and
Exchange Commission (the "Commission") are incorporated by reference in this
Registration Statement, except to the extent that any statement or information
contained therein is modified, superseded or replaced by a statement or
information contained in any subsequently filed document incorporated herein
by reference:
 
  (a) The Registrant's Annual Report on Form 10-K for the year ended December
      31, 1994.
 
  (b) The Registrant's Quarterly Reports on Form 10-Q for the quarters ended
      March 31, June 30 and September 30, 1995 and Current Reports on Form 8-
      K dated February 16, 1995 and September 28, 1995.
 
  (c) The description of securities to be registered contained in the
      Registration Statement filed pursuant to Section 12 of the Securities
      Exchange Act of 1934 (the "1934 Act") relating to the Registrant's
      Common Stock, including any amendments or reports filed for the purpose
      of updating such description.
 
  (d) All documents subsequently filed by the Registrant pursuant to Sections
      13(a), 13(c), 14 or 15(d) of the 1934 Act, prior to the filing of a
      post-effective amendment to the Registration Statement which indicates
      that all securities offered hereby have been sold or which deregisters
      all such securities remaining unsold.
 
ITEM 4. DESCRIPTION OF SECURITIES.
 
  Not applicable.
 
ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.
 
  The validity of the securities offered hereby has been passed upon for the
Company by Michael H. Salsbury, Esquire, 1801 Pennsylvania Avenue, N.W.,
Washington, D.C. 20006, General Counsel of the Company. At December 31, 1995,
Mr. Salsbury owned 20,000 shares of Common Stock of the Company.
 
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
 
  The Registrant has in effect an insurance policy covering officers' and
directors' legal liability containing a maximum limit of $25 million per loss
per policy year, including legal fees and expenses, with retained liability
for each loss for its officers and directors of $50,000 in the aggregate, and
$2,500,000 for the Registrant.
 
  The Registrant's Certificate of Incorporation, at Section 8, provides as
follows:
 
  (a) No director of this corporation shall be personally liable to this
      corporation or its stockholders for monetary damages for breach of
      fiduciary duty as a director; provided that this provision shall not
      eliminate or limit the liability of a director (i) for any breach of
      the director's duty of loyalty to this corporation or its stockholders,
      (ii) for acts or omissions not in good faith or which involve
      intentional misconduct or a knowing violation of law, (iii) under
      Section 174 of the General Corporation Law of the State of Delaware, or
      (iv) for any transaction from which the director derived an improper
      personal benefit. If the General Corporation Law of the State of
      Delaware is amended after approval by the stockholders of this
      paragraph (a) to authorize corporate action further limiting or
      eliminating the personal liability of directors, then the liability of
      a director of this corporation shall be limited or eliminated to the
      fullest extent permitted by the General Corporation Law of the State of
      Delaware, as so amended. No amendment or repeal of this paragraph (a)
      shall apply to or have any effect on the liability or alleged liability
      of any director of this corporation for or with respect to any acts or
      omissions of such director occurring prior to such amendment or repeal.
 
  (b) This corporation shall, to the fullest extent permitted by Delaware
      law, as in effect from time to time, indemnify all persons who are or
      were directors, officers and employees of this corporation or any
 
                                       2
PAGE 4 of 11
<PAGE>

PAGE 5
 
     wholly owned subsidiary, and all such directors, officers and employees
     who, at the request of this corporation, are or were at any time serving
     any other corporation, partnership, joint venture, trust, employee
     benefit plan or other enterprise in any capacity. This corporation may
     also indemnify all other persons to the fullest extent permitted by
     Delaware law.
 
  The General Corporation Law of the State of Delaware, at Section 145,
provides, in pertinent part, that a corporation may indemnify any person who
was or is a party or is threatened to be made a party to any threatened,
pending or completed action, suit or proceeding, whether civil, criminal,
administrative or investigative (other than an action by or in the right of
the corporation), by reason of the fact that he is or was a director, officer,
employee or agent of the corporation or serving another corporation at the
request of the corporation, against expenses (including attorneys' fees),
judgments, fines, and amounts paid in settlement, actually and reasonably
incurred by him if he acted in good faith and in a manner he reasonably
believed to be in or not opposed to the best interest of the corporation and,
with respect to any criminal action or proceeding, had no reasonable cause to
believe his conduct was unlawful. Lack of good faith is not presumed from a
settlement or nolo contendere plea. In addition, the indemnification of
expenses (including attorneys' fees) is allowed in derivative actions, except
no indemnification is allowed in respect to any claim, issue or matter as to
which any such person has been adjudged to be liable to the corporation,
unless the Court of Chancery decides that indemnification is proper. To the
extent that any such person succeeds on the merits or otherwise, he shall be
indemnified against expenses (including attorneys' fees). The determination
that the person to be indemnified met the applicable standard of conduct, if
not made by the Court, is made by the board of directors of the corporation by
a majority vote of a quorum consisting of directors not party to such an
action, suit or proceeding or, if a quorum is not obtainable or a
disinterested quorum so directs, by independent legal counsel or by the
stockholders. Expenses may be paid in advance upon the receipt of undertakings
to repay. A corporation may purchase indemnity insurance.
 
  The Registrant has indemnification agreements with each of its directors
which have been approved by stockholders. The indemnification under the
indemnification agreements differs from that provided in Section 8 of the
Registrant's Certificate of Incorporation in the following ways: (i) the
Registrant is obligated to advance litigation expenses to an indemnitee,
subject to reimbursement if the Reviewing Party (as defined in the
indemnification agreements) determines that the director would not be
permitted such indemnification under applicable laws; (ii) the Registrant must
prove that the applicable standard of conduct has not been met for
indemnification if the Registrant denies protection to a director; (iii) upon
a potential change in control (as defined in the indemnification agreements)
the Registrant is required to contribute an amount sufficient to pay all
claims for which the indemnitee is entitled to be indemnified to a trust for
the benefit of the indemnitee (subject to an overall maximum amount on such
trusts); (iv) a subsequent board of directors, hostile to an indemnitee
entitled to indemnification, will not have the right to make a final
determination that the indemnitee has not met the required standard of care;
and (v) the period of time in which the Registrant may sue an indemnitee for
an action is limited to two years from the date of accrual of such cause of
action.
 
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
 
  Not applicable.
 
                                       3
PAGE 5 of 11
<PAGE>
PAGE 6
 
ITEM 8. EXHIBITS.
 
<TABLE>
<CAPTION>
 EXHIBIT NO.                                         DESCRIPTION
 -----------                                         -----------
<S>                      <C>
 4(a)                    Restated Certificate of Incorporation of Registrant (incorporated by
                          reference to Exhibit 3(a) to Registrant's Annual Report on Form 10-K for
                          the year ended December 31, 1994).
 4(b)                    By-laws of Registrant, as amended (incorporated by reference to Exhibit
                          3(ii) to Registrant's Form S-3 Registration No. 33-57155).
 4(c)                    MCI Communications Corporation Stock Option Plan (incorporated by reference
                          to Exhibit 4(e) to Registrant's Original Form S-8, Registration No. 33-
                          49403).
 5                       Opinion of Counsel re Legality.
23(a)                    Consent of Independent Accountants.
23(b)                    Consent of Counsel (included in Exhibit 5).
</TABLE>
 
ITEM 9. UNDERTAKINGS.
 
  The undersigned Registrant hereby undertakes:
 
  1. To file, during any period in which offers or sales are being made, a
     post-effective amendment to this Registration Statement:
 
       (i) To include any prospectus required by Section 10(a)(3) of the
           Securities Act of 1933, as amended (the "1933 Act");
 
      (ii) To reflect in the prospectus any facts or events arising after the
           effective date of the Registration Statement (or the most recent
           post-effective amendment thereof) which, individually or in the
           aggregate, represent a fundamental change in the information set
           forth in the Registration Statement;
 
     (iii) To include any material information with respect to the plan of
           distribution not previously disclosed in the Registration
           Statement or any material change to such information in the
           Registration Statement;
 
           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) above do
           not apply if the information required to be included in a post-
           effective amendment by those paragraphs is contained in periodic
           reports filed by the Registrant pursuant to Section 13 or Section
           15(d) of the 1934 Act that are incorporated by reference in the
           Registration Statement.
 
  2. That, for the purpose of determining any liability under the 1933 Act,
     each such post-effective amendment shall be deemed to be a new
     registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof.
 
  3. To remove from registration by means of a post-effective amendment any
     of the securities being registered which remain unsold at the
     termination of the offering.
 
  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the 1933 Act, each filing of the Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that
is incorporated by reference in the Registration Statement shall be deemed to
be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.
 
  Insofar as indemnification for liabilities arising under the 1933 Act may be
permitted to directors, officers and controlling persons of the Registrant
pursuant to the foregoing provisions, or otherwise, the Registrant has
 
                                       4
PAGE 6 of 11
<PAGE>

PAGE 7
 
been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the 1933 Act and is, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the Registrant of expenses incurred or
paid by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities
being registered, the Registrant will, unless in the opinion of its counsel
the matter has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the 1933 Act and will be governed by the
final adjudication of such issue.
 
                                       5

PAGE 7 of 11
<PAGE>

PAGE 8
 
                                  SIGNATURES
 
  PURSUANT TO THE REQUIREMENTS OF THE 1933 ACT, 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 REGISTRATION STATEMENT TO BE
SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE
CITY OF WASHINGTON, DISTRICT OF COLUMBIA, ON THIS 22TH DAY OF FEBRUARY, 1996.
 
                                          MCI Communications Corporation
 
                                              Bert C. Roberts, Jr., Chairman
                                          By: _________________________________
                                                   BERT C. ROBERTS, JR.,
                                                         CHAIRMAN
 
  PURSUANT TO THE REQUIREMENTS OF THE 1933 ACT, THIS REGISTRATION STATEMENT
HAS BEEN SIGNED BY THE FOLLOWING PERSONS IN THE CAPACITIES INDICATED ON THIS
22TH DAY OF FEBRUARY, 1996.
 
              SIGNATURE                                 TITLE
 
        Bert C. Roberts, Jr.           Principal Executive Officer, Director
-------------------------------------
        BERT C. ROBERTS, JR.
 
          Douglas L. Maine             Principal Financial Officer
-------------------------------------
          DOUGLAS L. MAINE
 
         James M. Schneider            Principal Accounting Officer
-------------------------------------
         JAMES M. SCHNEIDER
 
     Clifford L. Alexander, Jr.        Director
-------------------------------------
     CLIFFORD L. ALEXANDER, JR.
 
            Judith Areen               Director
-------------------------------------
            JUDITH AREEN
 
          Michael H. Bader             Director
-------------------------------------
          MICHAEL H. BADER
 
                                       6

PAGE 8 of 11
<PAGE>

PAGE 9
 
              SIGNATURE                                  TITLE
 
          Richard M. Jones              Director
-------------------------------------
          RICHARD M. JONES
 
          Gordon S. Macklin             Director
-------------------------------------
          GORDON S. MACKLIN
 
          K. Rupert Murdoch             Director
-------------------------------------
          K. RUPERT MURDOCH
 
            Alan W. Rudge               Director
-------------------------------------
            ALAN W. RUDGE
 
         Richard B. Sayford             Director
-------------------------------------
         RICHARD B. SAYFORD
 
          Gerald H. Taylor              Director
-------------------------------------
          GERALD H. TAYLOR
 
          Judith Whittaker              Director
-------------------------------------
          JUDITH WHITTAKER
 
         John R. Worthington            Director
-------------------------------------
         JOHN R. WORTHINGTON
 
                                       7


PAGE 9 of 11
<PAGE>

PAGE 10 
                               INDEX TO EXHIBITS
 
<TABLE>
<CAPTION>
                                                                     SEQUENTIAL
 EXHIBIT NO. DESCRIPTION                                              PAGE NO.
 ----------- -----------                                             ----------
 <C>         <S>                                                     <C>
     4(a)    Restated Certificate of Incorporation of Registrant
              (incorporated by reference to Exhibit 3(a) to
              Registrant's Annual Report on Form 10-K for the year
              ended December 31, 1994)............................
     4(b)    By-laws of Registrant, as amended (incorporated by
              reference to Exhibit 3(iii) to Registrant's Form S-3
              Registration No. 33-57155)..........................
     4(c)    MCI Communications Corporation Stock Option Plan
              (incorporated by reference to Exhibit 4(e) to
              Registrant's Original Form S-8 Registration No. 33-
              49403)..............................................
     5       Opinion of Counsel re Legality.......................       13
    23(a)    Consent of Independent Accountants...................       14
    23(b)    Consent of Counsel (included in Exhibit 5)...........
</TABLE>
 
                                       8
PAGE 10 of 11
<PAGE>
 
       PAGE 0
DOCUMENT HEADER
DOCUMENT DESCRIPTION EXHIBIT INDEX
DOCUMENT TYPE 2
COUNT 1


       PAGE 1



Exhibit Index
-------------

Exhibit 4(a) -
------------
Restated Certificate of Incorporation of Registrant
[Incorporated by reference to Exhibit 3(a) to the Registrant's 
Annual Report on Form 10-K for the year ended December 31, 1994.]

Exhibit 4(b) -
------------
By-laws of Registrant, as amended.  [Incorporated
by reference to Exhibit 3(iii) to Registrant's Form S-3 
Registration No. 33-57155].

Exhibit 4(c) -
------------

MCI Communications Corporation Stock Option Plan [Incorporated 
by reference to Exhibit 4(e) to Registrant's Original Form S-8 
Registration No. 33-49403].

Exhibit 5 -
---------
Opinion of Counsel.

Exhibit 23(a) -
-------------
Consent of Independent Accountants.

Exhibit 23(b) -
-------------
Consent of Counsel [Included in Exhibit 5].



PAGE 1 of 1
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 24225}]
{"company-data": {"conformed-name": "MCI COMMUNICATIONS CORP", "cik": "0000064079", "assigned-sic": "4813", "irs-number": "520886267", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-01137", "film-number": "96523943"}, "business-address": {"street1": "1133 19TH ST NW", "city": "WASHINGTON", "state": "DC", "zip": "20036", "phone": "2028721600"}, "mail-address": {"street1": "1801 PENNSYVANIA AVENUE NW", "city": "WASHINGTON", "state": "DC", "zip": "20006"}}
PAGE 1
                                                           REGISTRATION NO.
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
 
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549
 
                               ----------------
 
                                   FORM S-8
                                      TO
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
 
                               ----------------
 
                        MCI COMMUNICATIONS CORPORATION
              (EXACT NAME OF ISSUER AS SPECIFIED IN ITS CHARTER)
 
                               ----------------
 
               DELAWARE                              52-0886267
     (STATE OR OTHER JURISDICTION                (I. R. S. EMPLOYER
   OF INCORPORATION OR ORGANIZATION)             IDENTIFICATION NO.)
 
                        1801 PENNSYLVANIA AVENUE, N.W.
                            WASHINGTON, D. C. 20006
                   (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
 
                               ----------------
 
                        MCI COMMUNICATIONS CORPORATION
                               STOCK OPTION PLAN
                           (FULL TITLE OF THE PLAN)
 
                           MICHAEL H. SALSBURY, ESQ.
                 EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL
                        MCI COMMUNICATIONS CORPORATION
                        1801 PENNSYLVANIA AVENUE, N.W.
                            WASHINGTON, D.C. 20006
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)
 
  TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE: (202) 872-1600
 
  APPROXIMATE DATE OF PROPOSED SALES: From time to time after effective date
of this Registration Statement.
 
                        CALCULATION OF REGISTRATION FEE
 
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
PROPOSED       PROPOSED
                           AMOUNT      MAXIMUM        MAXIMUM       AMOUNT OF
  TITLE OF SECURITIES      TO BE    OFFERING PRICE   AGGREGATE    REGISTRATION
    TO BE REGISTERED     REGISTERED   PER SHARE    OFFERING PRICE      FEE
--------------------------------------------------------------------------------
Common Stock (par value  20,000,000
 $.10 per share).......    shares      $29.75(a)        N/A       $205,173.85(b)
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
 
(a) Price will be determined according to plan rules, using the fair market
    value of the Common Stock as reported by the National Association of
    Securities Dealers Inc. through its National Market Automated Quotation
    System.
(b) Filing fee was calculated pursuant to 17 CFR 230.457(c), using a price of
    $29.75 which is the closing price of MCI Communications Corporation Common
    Stock on February 16, 1996, as reported by the National Association of
    Securities Dealers Inc. on its National Market Automated Quotation System,
    which is within one (1) business day prior to the date of filing.
 
  Exhibit Index is located at page 12 of this document.
 
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
PAGE 1 of 11
PAGE 2 
                             CROSS REFERENCE SHEET
 
                   PURSUANT TO ITEM 501(B) OF REGULATION S-K
ITEM
   NO.           ITEM IN FORM S-8                  CAPTION IN PROSPECTUS
  ----           ----------------                  ---------------------
Part I
   1.    Plan Information................   Employee Handbook. OptionsAdvantage
                                            brochure.
   2.    Registrant Information and
          Employee Plan Annual              Employee Handbook. OptionsAdvantage
          Information....................   brochure. Registration Statement.
 Part II
   3.    Incorporation of Documents by      Employee Handbook. Registration
          Reference......................   Statement.
   4.    Description of Securities.......   Not Applicable.
   5.    Interests of Named Experts and
          Counsel........................   Registration Statement.
   6.    Indemnification of Directors and
          Officers.......................   Registration Statement.
   7.    Exemption from Registration
          Claimed........................   Not Applicable.
   8.    Exhibits........................   Registration Statement.
   9.    Undertakings....................   Registration Statement.
PAGE 2 of 11
PAGE 3
 
PROSPECTUS
 
                               20,000,000 SHARES
 
                        MCI COMMUNICATIONS CORPORATION
 
                                 COMMON STOCK
                          (PAR VALUE $.10 PER SHARE)
 
                        MCI COMMUNICATIONS CORPORATION
 
                               STOCK OPTION PLAN
 
                               ----------------
 
  This Prospectus covers a maximum of 20,000,000 shares of Common Stock, par
value $.10 per share ("Common Stock"), of MCI Communications Corporation (the
"Company") offered by the Company to employees of the Company and its
subsidiaries through its Stock Option Plan.
 
                               ----------------
 
  THESE SECURITIES HAVE NOT  BEEN APPROVED OR  DISAPPROVED BY THE SECURITIES
    AND  EXCHANGE  COMMISSION NOR  HAS  THE  COMMISSION  PASSED  UPON  THE
      ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                    TO THE CONTRARY IS A CRIMINAL OFFENSE.
 
                               ----------------
 
               The date of this Prospectus is February 22, 1996
PAGE 3 of 11
PAGE 4
 
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
 
  The following documents filed by the Registrant with the Securities and
Exchange Commission (the "Commission") are incorporated by reference in this
Registration Statement, except to the extent that any statement or information
contained therein is modified, superseded or replaced by a statement or
information contained in any subsequently filed document incorporated herein
by reference:
 
  (a) The Registrant's Annual Report on Form 10-K for the year ended December
      31, 1994.
 
  (b) The Registrant's Quarterly Reports on Form 10-Q for the quarters ended
      March 31, June 30 and September 30, 1995 and Current Reports on Form 8-
      K dated February 16, 1995 and September 28, 1995.
 
  (c) The description of securities to be registered contained in the
      Registration Statement filed pursuant to Section 12 of the Securities
      Exchange Act of 1934 (the "1934 Act") relating to the Registrant's
      Common Stock, including any amendments or reports filed for the purpose
      of updating such description.
 
  (d) All documents subsequently filed by the Registrant pursuant to Sections
      13(a), 13(c), 14 or 15(d) of the 1934 Act, prior to the filing of a
      post-effective amendment to the Registration Statement which indicates
      that all securities offered hereby have been sold or which deregisters
      all such securities remaining unsold.
 
ITEM 4. DESCRIPTION OF SECURITIES.
 
  Not applicable.
 
ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.
 
  The validity of the securities offered hereby has been passed upon for the
Company by Michael H. Salsbury, Esquire, 1801 Pennsylvania Avenue, N.W.,
Washington, D.C. 20006, General Counsel of the Company. At December 31, 1995,
Mr. Salsbury owned 20,000 shares of Common Stock of the Company.
 
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
 
  The Registrant has in effect an insurance policy covering officers' and
directors' legal liability containing a maximum limit of $25 million per loss
per policy year, including legal fees and expenses, with retained liability
for each loss for its officers and directors of $50,000 in the aggregate, and
$2,500,000 for the Registrant.
 
  The Registrant's Certificate of Incorporation, at Section 8, provides as
follows:
 
  (a) No director of this corporation shall be personally liable to this
      corporation or its stockholders for monetary damages for breach of
      fiduciary duty as a director; provided that this provision shall not
      eliminate or limit the liability of a director (i) for any breach of
      the director's duty of loyalty to this corporation or its stockholders,
      (ii) for acts or omissions not in good faith or which involve
      intentional misconduct or a knowing violation of law, (iii) under
      Section 174 of the General Corporation Law of the State of Delaware, or
      (iv) for any transaction from which the director derived an improper
      personal benefit. If the General Corporation Law of the State of
      Delaware is amended after approval by the stockholders of this
      paragraph (a) to authorize corporate action further limiting or
      eliminating the personal liability of directors, then the liability of
      a director of this corporation shall be limited or eliminated to the
      fullest extent permitted by the General Corporation Law of the State of
      Delaware, as so amended. No amendment or repeal of this paragraph (a)
      shall apply to or have any effect on the liability or alleged liability
      of any director of this corporation for or with respect to any acts or
      omissions of such director occurring prior to such amendment or repeal.
 
  (b) This corporation shall, to the fullest extent permitted by Delaware
      law, as in effect from time to time, indemnify all persons who are or
      were directors, officers and employees of this corporation or any
 
                                       2
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PAGE 5
 
     wholly owned subsidiary, and all such directors, officers and employees
     who, at the request of this corporation, are or were at any time serving
     any other corporation, partnership, joint venture, trust, employee
     benefit plan or other enterprise in any capacity. This corporation may
     also indemnify all other persons to the fullest extent permitted by
     Delaware law.
 
  The General Corporation Law of the State of Delaware, at Section 145,
provides, in pertinent part, that a corporation may indemnify any person who
was or is a party or is threatened to be made a party to any threatened,
pending or completed action, suit or proceeding, whether civil, criminal,
administrative or investigative (other than an action by or in the right of
the corporation), by reason of the fact that he is or was a director, officer,
employee or agent of the corporation or serving another corporation at the
request of the corporation, against expenses (including attorneys' fees),
judgments, fines, and amounts paid in settlement, actually and reasonably
incurred by him if he acted in good faith and in a manner he reasonably
believed to be in or not opposed to the best interest of the corporation and,
with respect to any criminal action or proceeding, had no reasonable cause to
believe his conduct was unlawful. Lack of good faith is not presumed from a
settlement or nolo contendere plea. In addition, the indemnification of
expenses (including attorneys' fees) is allowed in derivative actions, except
no indemnification is allowed in respect to any claim, issue or matter as to
which any such person has been adjudged to be liable to the corporation,
unless the Court of Chancery decides that indemnification is proper. To the
extent that any such person succeeds on the merits or otherwise, he shall be
indemnified against expenses (including attorneys' fees). The determination
that the person to be indemnified met the applicable standard of conduct, if
not made by the Court, is made by the board of directors of the corporation by
a majority vote of a quorum consisting of directors not party to such an
action, suit or proceeding or, if a quorum is not obtainable or a
disinterested quorum so directs, by independent legal counsel or by the
stockholders. Expenses may be paid in advance upon the receipt of undertakings
to repay. A corporation may purchase indemnity insurance.
 
  The Registrant has indemnification agreements with each of its directors
which have been approved by stockholders. The indemnification under the
indemnification agreements differs from that provided in Section 8 of the
Registrant's Certificate of Incorporation in the following ways: (i) the
Registrant is obligated to advance litigation expenses to an indemnitee,
subject to reimbursement if the Reviewing Party (as defined in the
indemnification agreements) determines that the director would not be
permitted such indemnification under applicable laws; (ii) the Registrant must
prove that the applicable standard of conduct has not been met for
indemnification if the Registrant denies protection to a director; (iii) upon
a potential change in control (as defined in the indemnification agreements)
the Registrant is required to contribute an amount sufficient to pay all
claims for which the indemnitee is entitled to be indemnified to a trust for
the benefit of the indemnitee (subject to an overall maximum amount on such
trusts); (iv) a subsequent board of directors, hostile to an indemnitee
entitled to indemnification, will not have the right to make a final
determination that the indemnitee has not met the required standard of care;
and (v) the period of time in which the Registrant may sue an indemnitee for
an action is limited to two years from the date of accrual of such cause of
action.
 
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
 
  Not applicable.
 
                                       3
PAGE 5 of 11
PAGE 6
 
ITEM 8. EXHIBITS.
EXHIBIT NO.                                         DESCRIPTION
 -----------                                         -----------
4(a)                    Restated Certificate of Incorporation of Registrant (incorporated by
                          reference to Exhibit 3(a) to Registrant's Annual Report on Form 10-K for
                          the year ended December 31, 1994).
 4(b)                    By-laws of Registrant, as amended (incorporated by reference to Exhibit
                          3(ii) to Registrant's Form S-3 Registration No. 33-57155).
 4(c)                    MCI Communications Corporation Stock Option Plan (incorporated by reference
                          to Exhibit 4(e) to Registrant's Original Form S-8, Registration No. 33-
                          49403).
 5                       Opinion of Counsel re Legality.
23(a)                    Consent of Independent Accountants.
23(b)                    Consent of Counsel (included in Exhibit 5).
ITEM 9. UNDERTAKINGS.
 
  The undersigned Registrant hereby undertakes:
 
  1. To file, during any period in which offers or sales are being made, a
     post-effective amendment to this Registration Statement:
 
       (i) To include any prospectus required by Section 10(a)(3) of the
           Securities Act of 1933, as amended (the "1933 Act");
 
      (ii) To reflect in the prospectus any facts or events arising after the
           effective date of the Registration Statement (or the most recent
           post-effective amendment thereof) which, individually or in the
           aggregate, represent a fundamental change in the information set
           forth in the Registration Statement;
 
     (iii) To include any material information with respect to the plan of
           distribution not previously disclosed in the Registration
           Statement or any material change to such information in the
           Registration Statement;
 
           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) above do
           not apply if the information required to be included in a post-
           effective amendment by those paragraphs is contained in periodic
           reports filed by the Registrant pursuant to Section 13 or Section
           15(d) of the 1934 Act that are incorporated by reference in the
           Registration Statement.
 
  2. That, for the purpose of determining any liability under the 1933 Act,
     each such post-effective amendment shall be deemed to be a new
     registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof.
 
  3. To remove from registration by means of a post-effective amendment any
     of the securities being registered which remain unsold at the
     termination of the offering.
 
  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the 1933 Act, each filing of the Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that
is incorporated by reference in the Registration Statement shall be deemed to
be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.
 
  Insofar as indemnification for liabilities arising under the 1933 Act may be
permitted to directors, officers and controlling persons of the Registrant
pursuant to the foregoing provisions, or otherwise, the Registrant has
 
                                       4
PAGE 6 of 11
PAGE 7
 
been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the 1933 Act and is, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the Registrant of expenses incurred or
paid by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities
being registered, the Registrant will, unless in the opinion of its counsel
the matter has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the 1933 Act and will be governed by the
final adjudication of such issue.
 
                                       5

PAGE 7 of 11
PAGE 8
 
                                  SIGNATURES
 
  PURSUANT TO THE REQUIREMENTS OF THE 1933 ACT, 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 REGISTRATION STATEMENT TO BE
SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE
CITY OF WASHINGTON, DISTRICT OF COLUMBIA, ON THIS 22TH DAY OF FEBRUARY, 1996.
 
                                          MCI Communications Corporation
 
                                              Bert C. Roberts, Jr., Chairman
                                          By: _________________________________
                                                   BERT C. ROBERTS, JR.,
                                                         CHAIRMAN
 
  PURSUANT TO THE REQUIREMENTS OF THE 1933 ACT, THIS REGISTRATION STATEMENT
HAS BEEN SIGNED BY THE FOLLOWING PERSONS IN THE CAPACITIES INDICATED ON THIS
22TH DAY OF FEBRUARY, 1996.
 
              SIGNATURE                                 TITLE
 
        Bert C. Roberts, Jr.           Principal Executive Officer, Director
-------------------------------------
        BERT C. ROBERTS, JR.
 
          Douglas L. Maine             Principal Financial Officer
-------------------------------------
          DOUGLAS L. MAINE
 
         James M. Schneider            Principal Accounting Officer
-------------------------------------
         JAMES M. SCHNEIDER
 
     Clifford L. Alexander, Jr.        Director
-------------------------------------
     CLIFFORD L. ALEXANDER, JR.
 
            Judith Areen               Director
-------------------------------------
            JUDITH AREEN
 
          Michael H. Bader             Director
-------------------------------------
          MICHAEL H. BADER
 
                                       6

PAGE 8 of 11
PAGE 9
 
              SIGNATURE                                  TITLE
 
          Richard M. Jones              Director
-------------------------------------
          RICHARD M. JONES
 
          Gordon S. Macklin             Director
-------------------------------------
          GORDON S. MACKLIN
 
          K. Rupert Murdoch             Director
-------------------------------------
          K. RUPERT MURDOCH
 
            Alan W. Rudge               Director
-------------------------------------
            ALAN W. RUDGE
 
         Richard B. Sayford             Director
-------------------------------------
         RICHARD B. SAYFORD
 
          Gerald H. Taylor              Director
-------------------------------------
          GERALD H. TAYLOR
 
          Judith Whittaker              Director
-------------------------------------
          JUDITH WHITTAKER
 
         John R. Worthington            Director
-------------------------------------
         JOHN R. WORTHINGTON
 
                                       7

PAGE 9 of 11
PAGE 10 
                               INDEX TO EXHIBITS
SEQUENTIAL
 EXHIBIT NO. DESCRIPTION                                              PAGE NO.
 ----------- -----------                                             ----------
4(a)    Restated Certificate of Incorporation of Registrant
              (incorporated by reference to Exhibit 3(a) to
              Registrant's Annual Report on Form 10-K for the year
              ended December 31, 1994)............................
     4(b)    By-laws of Registrant, as amended (incorporated by
              reference to Exhibit 3(iii) to Registrant's Form S-3
              Registration No. 33-57155)..........................
     4(c)    MCI Communications Corporation Stock Option Plan
              (incorporated by reference to Exhibit 4(e) to
              Registrant's Original Form S-8 Registration No. 33-
              49403)..............................................
     5       Opinion of Counsel re Legality.......................       13
    23(a)    Consent of Independent Accountants...................       14
    23(b)    Consent of Counsel (included in Exhibit 5)...........
8
PAGE 10 of 11
PAGE 0
DOCUMENT HEADER
DOCUMENT DESCRIPTION EXHIBIT INDEX
DOCUMENT TYPE 2
COUNT 1

       PAGE 1

Exhibit Index
-------------

Exhibit 4(a) -
------------
Restated Certificate of Incorporation of Registrant
[Incorporated by reference to Exhibit 3(a) to the Registrant's 
Annual Report on Form 10-K for the year ended December 31, 1994.]

Exhibit 4(b) -
------------
By-laws of Registrant, as amended.  [Incorporated
by reference to Exhibit 3(iii) to Registrant's Form S-3 
Registration No. 33-57155].

Exhibit 4(c) -
------------

MCI Communications Corporation Stock Option Plan [Incorporated 
by reference to Exhibit 4(e) to Registrant's Original Form S-8 
Registration No. 33-49403].

Exhibit 5 -
---------
Opinion of Counsel.

Exhibit 23(a) -
-------------
Consent of Independent Accountants.

Exhibit 23(b) -
-------------
Consent of Counsel [Included in Exhibit 5].

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