<PAGE>


                                        Registration No. 33-

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                    ________________________

                            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                 (I.R.S. Employer
         jurisdiction                 Identification No.)
     of incorporation or
        organization)
                                
       Post Office Box 11315, Kansas City, Missouri  64112
            (Address of principal executive offices)
                    ________________________
                                
                       SPRINT CORPORATION
               1988 EMPLOYEES STOCK PURCHASE PLAN
                    (Full title of the Plan)
                    ________________________
                                
                          DON A. JENSEN
                  Vice President and Secretary
                         P.O. Box 11315
                  Kansas City, Missouri  64112
             (Name and address of agent for service)
                                
  Telephone number, including area code, of agent for service:
                         (913) 624-3326
                    ________________________
<TABLE>
<CAPTION>
                 CALCULATION OF REGISTRATION FEE

                                      Proposed      Proposed        
                        Amount        maximum       maximum       Amount of
Title of securities     to be         offering      aggregate     registration
to be registered        registered    price         offering      fee
                                      per share     price<FN-1>
                                      <FN-1>

<S>                     <C>           <C>           <C>           <C>

Shares of Common Stock                                      
($2.50 par value)   . . 7,000,00      $36.3125      $254,187,500  $87,651


<FN>
<FN-1>Estimated  solely for purposes of determining  the  registration
fee  in accordance with Rule 457(h)(1).  The average of the  high
and  low  prices of the Common Stock on May 12, 1994, as reported
in the consolidated reporting system, was $36.3125.

</TABLE>   

Pursuant  to  Rule  429 under the Securities  Act  of  1933,  the
Prospectus  relating  to this Registration  Statement  meets  the
requirements  for  use in connection with the  shares  of  common
stock  registered under the following Registration  Statement  on
Form  S-8:   No. 33-21662 pertaining to the 1988 Employees  Stock
Purchase Plan.
                                


<PAGE>  II-1

  PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
                                

Item 3.     Incorporation of Documents by Reference

       The   following  documents  filed  by  Sprint  Corporation
("Sprint") with the Securities and Exchange Commission (File  No.
1-4721)  are  incorporated  in  this  Registration  Statement  by
reference:

      Sprint's  Annual  Report on Form 10-K for  the  year  ended
December  31,  1993; its Quarterly Report on Form  10-Q  for  the
quarter ended March 31, 1994; and its Current Report on Form  8-K
dated May 16, 1994.

      All  documents  subsequently filed by  Sprint  pursuant  to
Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange  Act
of  1934, prior to the filing of a post-effective amendment which
indicates  that all securities offered have been  sold  or  which
deregisters all securities then remaining unsold, shall be deemed
to  be  incorporated by reference in this Registration  Statement
and  to  be part of this Registration Statement from the date  of
the  filing  of  such documents.  Sprint expressly excludes  from
such incorporation the Report of the Compensation Committee,  the
Performance  Graph  and any Report on Repricing  of  Options/SARs
contained  in  any  proxy statement filed by Sprint  pursuant  to
Section  14 of the Securities Exchange Act of 1934 subsequent  to
the  date  of filing of this Registration Statement and prior  to
the termination of the offering of the securities covered by this
Registration Statement.

Item 4.  Description of Securities

       The  authorized  capital  stock  of  Sprint  consists   of
500,000,000  shares of Sprint Common Stock and 20,000,000  shares
of Sprint Preferred Stock.  The authorized but unissued shares of
Sprint  Preferred Stock are issuable in one or more series,  with
such   designations,  preferences  and  relative,  participating,
optional  or  special  rights, if any,  and  the  qualifications,
limitations  or  restrictions  thereof  as  may  be   fixed   and
determined by resolution of the Board of Directors of Sprint (the
"Sprint Board").

     The following are brief summaries of certain provisions with
respect  to  Sprint  Common Stock, par  value  $2.50  per  share,
contained in Sprint's Articles of Incorporation, as amended. Such
statements are qualified in their entirety by reference  to  such
Articles.   The  term  Preferred  Stock,  as  hereinafter   used,
includes  the  Preferred  Stock-First  Series,  Convertible  (the
"First Series"), Preferred Stock-Second Series, Convertible  (the
"Second Series"), Preferred Stock-Third Series, 7-3/4% Cumulative
(the  "Third  Series"),  and Preferred  Stock-Fifth  Series  (the
"Fifth  Series") and any other series hereinafter established  by
the  Sprint Board and issued by Sprint (including, if issued, the
Preferred  Stock-Fourth Series, Junior Participating referred  to
below under "Shareholder Rights").  Sprint Common Stock is listed
and traded on the New York, Chicago and Pacific Stock Exchanges.

<PAGE>  II-2

Dividend Rights and Restrictions

      Subject to certain dividend restrictions of indentures  and
other borrowing agreements and to the preferential rights of  the
Preferred  Stock, holders of Sprint Common Stock are entitled  to
dividends as declared thereon by the Sprint Board only out of net
income   or  earned  surplus.   The  most  restrictive   covenant
applicable  to  dividends  is contained  in  a  revolving  credit
agreement.   Among  other restrictions, this  agreement  requires
Sprint to maintain specified levels of consolidated net worth, as
defined.   As  a  result of this requirement,  $1.53  billion  of
Sprint's   $2.33  billion  consolidated  retained  earnings   was
effectively restricted from payment of dividends as of March  31,
1994.  Before any dividends on Sprint Common Stock may be paid or
declared and set apart for payment, full cumulative dividends  on
the Sprint Preferred Stock must be paid or declared and set apart
for payment.  If Sprint fails to purchase the Fifth Series shares
upon  tender  by the holders, it is precluded from  declaring  or
paying  dividends on its Common Stock until it has deposited  the
funds  necessary  for  the purchase of  such  shares.   Upon  the
issuance of other series of Preferred Stock, the Sprint Board may
provide  for dividend restrictions on Sprint Common Stock  as  to
such series.

Voting Rights

      Except as hereinafter noted, holders of Sprint Common Stock
and  the First Series, the Second Series and the Fifth Series are
entitled  at  each stockholders' meeting of Sprint,  as  to  each
matter to be voted upon, to cast one vote for each share held  of
record on the books of Sprint.

      The  Preferred Stock is entitled to vote as  a  class  with
respect to certain matters affecting preferences of the Preferred
Stock  or  creating  prior  ranking  or  parity  stock.   If  six
quarterly dividends on any series of the Preferred Stock  are  in
arrears,  or  if any sinking fund payment on any  series  of  the
Sprint  Preferred  Stock has been in arrears for  more  than  one
year,  the number of Sprint's directors will be increased by  two
and  the  holders of Preferred Stock voting as a  class  will  be
entitled  to  elect two directors until all arrears in  dividends
and  sinking  fund  payments have been paid, and  in  such  event
Sprint Common Stock and all voting series of the Preferred  Stock
would  be  entitled  to  elect  the remaining  directors.  If  no
dividends  or  less than full cumulative dividends on  the  Fifth
Series shall have been paid for each of four consecutive dividend
periods,  or  if  arrearages in the payment of dividends  on  the
Fifth  Series  shall have cumulated in an amount  equal  to  full
cumulative  dividends  on  the Fifth  Series  for  six  quarterly
dividend periods, the holders of the Fifth Series, acting  alone,
will  be  entitled  to elect the smallest number  constituting  a
majority  of  Sprint's  Directors then to be  elected  until  all
arrears in such dividends are paid or set aside for payment.

      The  Sprint Board is divided into three classes, with  each
class  consisting,  as nearly as possible, of  one-third  of  the
total  number  of  directors and serving a  staggered  three-year
term.  Only one class is elected each year, and it is elected for
a  three-year  term.   Sprint stockholders are  not  entitled  to
cumulative voting rights in the election of directors.

<PAGE>  II-3

      Sprint's  Articles  of Incorporation require  that  certain
business  combinations  initiated by a  holder  of  at  least  10
percent  of Sprint's voting stock must be approved by the holders
of 80 percent of the outstanding voting stock.

Restriction on Purchase of Equity Securities by Sprint

      Sprint's  Articles  of Incorporation prohibit  Sprint  from
purchasing its own equity securities from an owner of  5  percent
or  more of such equity securities (if any of the securities have
been held for less than two years) at a premium over market price
unless Sprint either (1) obtains the approval of the holders of a
majority  of  the  shares  of Sprint's outstanding  voting  stock
(excluding  the shares held by the 5 percent security holder)  or
(2)  makes  a tender or exchange offer to purchase securities  of
the  same  class on the same terms to all holders of such  equity
securities.

Shareholder Rights

      Each  share  of  Sprint Common Stock issued  prior  to  the
occurrence  of certain takeover events has one-half  of  a  Right
attached  in  accordance with the terms of a  Shareholder  Rights
Plan  adopted  by Sprint on August 8, 1989.  The  Rights  do  not
become  exercisable and do not separate from the shares of Common
Stock  until the occurrence of such takeover events.  Each Right,
when  it  becomes exercisable, entitles the holder to purchase  a
unit  consisting  of  one one-hundredth of a share  of  Preferred
Stock-Fourth Series, Junior Participating at a price of $235  per
unit,  or to purchase Sprint Common Stock or common stock of  the
acquiring company having a value equal to two times the  exercise
price  of  the  Right,  depending upon the circumstances.   Under
certain  circumstances, Rights beneficially owned by a person  or
group  of affiliated or associated persons who have acquired,  or
obtained the right to acquire, beneficial ownership of 20 percent
or  more of the outstanding shares of Sprint Common Stock  become
null  and void.  The Rights may be redeemed by Sprint at a  price
of one cent per Right and expire on September 8, 1999.

Liquidation Rights

      In the event of liquidation, holders of Sprint Common Stock
will  be entitled to share ratably in any assets remaining  after
the  satisfaction  in  full  of the prior  rights  of  creditors,
including  holders  of  Sprint indebtedness,  and  the  aggregate
liquidation  preference  of  any  Sprint  Preferred  Stock   then
outstanding.

Preemptive Rights

      No  holder  of shares of Sprint Common Stock or  any  other
capital  stock  of  Sprint is entitled to  preemptive  rights  or
subscription  rights, other than pursuant to the Rights  referred
to under "Shareholder Rights" above.

<PAGE>  II-4

Fully Paid

      The outstanding shares of Sprint Common Stock are, and  the
shares of Sprint Common Stock offered hereby when issued will be,
fully paid and nonassessable.

Transfer Agents and Registrars

      The  Transfer Agents and Registrars for Sprint Common Stock
are United Missouri Bank, n.a. (Missouri), and Chemical Bank (New
York).


Item 5.     Interests of Named Experts and Counsel.

      The validity of the 7,000,000 newly authorized and unissued
shares  of  Sprint  Common  Stock to be  issued  under  the  1988
Employees  Stock Purchase Plan was passed upon by Don A.  Jensen,
Esq., Vice President and Secretary of Sprint.

Item 6.     Indemnification of Directors and Officers.

      Consistent  with  Section 17-6305 of  the  Kansas  Statutes
Annotated,  Article  IV,  Section 11  of  the  Bylaws  of  Sprint
provides that Sprint will indemnify directors and officers of the
corporation  against expenses, judgments, fines and amounts  paid
in  settlement in connection with any action, suit or  proceeding
if  the  director or officer acted in good faith and in a  manner
reasonably believed to be in or not opposed to the best interests
of  Sprint.  With respect to a criminal action or proceeding, the
director  or  officer must also have had no reasonable  cause  to
believe his conduct was unlawful.

     Under Section 11, Sprint may purchase and maintain insurance
on  behalf  of  any  person who is or was  a  director,  officer,
employee  or  agent of Sprint, or who is or was  serving  at  the
request  of Sprint as a director, officer, employee or  agent  of
another  corporation, partnership, joint venture, trust or  other
enterprise,  against any liability arising out of his  status  as
such,  whether or not Sprint would be required to indemnify  such
persons   against   such  liability.   Sprint  carries   standard
directors  and officers liability coverage for its directors  and
officers.   Subject  to certain limitations and  exclusions,  the
policies  reimburse  Sprint  for  liabilities  indemnified  under
Section 11 and indemnify directors and officers of Sprint against
additional liabilities not indemnified under Section 11.

      Sprint has entered into indemnification agreements with its
directors  and  officers.   These  agreements  provide  for   the
indemnification,  to  the  full  extent  permitted  by  law,   of
expenses,  judgments,  fines,  penalties  and  amounts  paid   in
settlement incurred by the director or officer in connection with
any  threatened, pending or completed action, suit or  proceeding
on account of service as a director, officer or agent of Sprint.

<PAGE>  II-5

Item 8.     Exhibits.

Exhibit
Number    Exhibit


 4A.      Article  Fifth,  Article  Sixth,  Article  Seventh  and
          Article  Eighth  of  the Articles of  Incorporation  of
          Sprint  Corporation (the Articles of Incorporation  are
          filed  as  Exhibit  4  to Sprint Corporation's  Current
          Report on Form 8-K dated March 9, 1993 and incorporated
          herein by reference).
 
 4B.      Rights  Agreement  dated as of August 8,  1989, between
          Sprint Corporation (formerly United Telecommunications,
          Inc.)  and United Missouri Bank, n.a. (formerly  United
          Missouri  Bank  of Kansas City, N.A.) as  Rights  Agent
          (filed   as   Exhibit  2(b)  to  Sprint   Corporation's
          Registration  Statement on Form 8-A  dated  August  11,
          1989  (File  No.  1-4721)  and incorporated  herein  by
          reference).
 
 4C.      Amendment and supplement dated June 4, 1992  to  Rights
          Agreement dated as of August 8, 1989 (filed as  Exhibit
          2(c) to Amendment No. 1 on Form 8 dated June 8, 1992 to
          Sprint Corporation's Registration Statement on Form 8-A
          dated   August   11,  1989  (File  No.   1-4721),   and
          incorporated herein by reference).
 
 5.       Opinion and consent of Don A. Jensen, Esq.
 
 23A.     Consent of Ernst & Young.
 
 23B.     Consent of Arthur Andersen & Co.
 
 23C.     Consent  of  Don  A. Jensen, Esq. is contained  in  his
          opinion filed as Exhibit 5.
 
 24.      Power  of  Attorney is contained on page  II-7 of  this
          Registration Statement.
 
 
Item 9.  Undertakings.

     The undersigned registrant hereby undertakes:

      (1)  To file, during any period in which offers or sales of
the  securities being registered 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,  unless  such
          information is contained in a periodic report filed  by
          the  registrant pursuant to Section 13 or Section 

<PAGE>  II-6

          15(d) of the Securities Exchange Act of 1934 and 
          incorporated herein by reference;
     
                (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,
          unless  such  information is contained  in  a  periodic
          report  filed by the registrant pursuant to Section  13
          or Section 15(d) of the Securities Exchange Act of 1934
          and incorporated herein by reference; and
     
               (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.
     
      (2)   That,  for the purpose of determining  any  liability
under  the  Securities  Act  of 1933,  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.

      (4)   That, for purposes of determining any liability under
the  Securities  Act  of 1933, each filing  of  the  registrant's
annual  report pursuant to Section 13(a) or Section 15(d) of  the
Securities  Exchange  Act of 1934 (and,  where  applicable,  each
filing  of  an employee benefit plan's annual report pursuant  to
Section  15(d)  of the Securities Exchange Act of 1934)  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
Securities  Act  of 1933 may be permitted to directors,  officers
and  controlling  persons  of  the  registrant  pursuant  to  the
foregoing  provisions described under Item 6 above, or otherwise,
the  registrant  has  been advised that in  the  opinion  of  the
Securities  and  Exchange  Commission  such  indemnification   is
against public policy as expressed in the 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  Act  and  will  be  governed  by  the   final
adjudication of such issue.

<PAGE>  II-7

                           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 Registration Statement to be signed
on  its behalf by the undersigned, thereunto duly authorized,  in
the City of Westwood, State of Kansas, on the 17th     day of May, 
1994.

                         SPRINT CORPORATION


                         By /s/ W. T. ESREY
                         (W. T. Esrey, Chairman of the Board)

                        POWER OF ATTORNEY

      We,  the  undersigned  officers  and  directors  of  Sprint
Corporation,  hereby severally constitute  W.  T.  Esrey,  A.  B.
Krause  and  J.R. Devlin and each of them singly,  our  true  and
lawful  attorneys  with  full power to them,  and  each  of  them
singly,  to  sign  for  us  and in our names  in  the  capacities
indicated below the Registration Statement filed herewith and any
and  all amendments to said Registration Statement, and generally
to do all such things in our name and behalf in our capacities as
officers  and  directors to enable Sprint Corporation  to  comply
with  the  provisions of the Securities Act of 1933, as  amended,
and  all  requirements of the Securities and Exchange Commission,
hereby  ratifying and confirming our signatures as  they  may  be
signed   by  our  said  attorneys,  or  any  of  them,  to   said
Registration Statement and any and all amendments thereto.

      Pursuant to the requirements of the Securities Act of 1933,
this  Registration  Statement and Power  of  Attorney  have  been
signed by the following persons in the capacities and on the date
indicated.

<TABLE>
<CAPTION>

Name                    Title                             Date
                                                        
<S>                     <C>                               <C>

                        Chairman of the Board and       ) 
                        Chief Executive Officer         )
/s/ W. T. ESREY         (Principal Executive Officer)   ) May 17, 1994
(W. T. Esrey)                                           ) 
                                                        ) 
                        Executive Vice President        ) 
                        and Chief Financial Officer     ) 
/s/ A. B. KRAUSE        (Principal Financial Officer)   ) May 17, 1994
(A. B. Krause)                                          ) 
                                                        ) 
                        Senior  Vice President and      ) 
                        Controller                      ) 
/s/ JOHN P. MEYER       (Principal Accounting Officer   ) May 17, 1994
(J. P. Meyer)                                           ) 

<PAGE>  II-8

<CAPTION>

Name                    Title                             Date
                                                     
<S>                     <C>                               <C>                                                     ) 
                                                      
/s/ D. AUSLEY           Director                        ) May 17, 1994 
(D. Ausley)                                             ) 
                                                        ) 
                                                        ) 
/s/ WARREN L. BATTS     Director                        ) May 17, 1994
(W. L. Batts)                                           ) 
                                                        ) 
                                                        ) 
_____________           Director                        ) 
(R. M. Davis)                                           ) 
                                                        ) 
                                                        ) 
/s/ JOSEPH L. DIONNE    Director                        ) May 17, 1994
(J. L. Dionne)                                          ) 
                                                        ) 
                                                        ) 
/s/ DONALD J. HALL      Director                        ) May 17, 1994
(D. J. Hall)                                            ) 
                                                        ) 
                                                        ) 
/s/ P. H. HENSON        Director                        ) May 17, 1994
(P. H. Henson)                                          ) 
                                                        ) 
                                                        ) 
/s/ HAROLD S. HOOK      Director                        ) May 17, 1994
(H. S. Hook)                                            ) 
                                                        ) 
                                                        ) 
/s/ R. E. R. HUNTLEY    Director                        ) May 17, 1994
(R. E. R. Huntley)                                      ) 
                                                        ) 
                                                        ) 
/s/ RONALD T. LEMAY     Director                        ) May 17, 1994
(R. T. LeMay)                                           ) 
                                                        ) 
                                                        ) 
/s/ LINDA K. LORIMER    Director                        ) May 17, 1994
(L. K. Lorimer)                                         ) 
                                                        ) 
                                                        ) 
/s/ C. H. PRICE         Director                        ) May 17, 1994
(C. H. Price II)                                        ) 
                                                        ) 
                                                       
<PAGE>  II-9

<CAPTION>

Name                    Title                             Date

<S>                     <C>                               <C>
                                                       
/s/ FRANK E. REED       Director                        ) May 17, 1994
(F. E. Reed)                                            ) 
                                                        ) 
                                                        ) 
/s/ C. E. RICE          Director                        ) May 17, 1994
(C. E. Rice)                                            ) 
                                                        ) 
                                                        ) 
/s/ STEWART TURLEY      Director                        ) May 9, 1994
(S. Turley)                                             ) 
                                                       
</TABLE>

<PAGE>  

                        Exhibit Index
                                

Exhibit                                                     Page
Number

 4A.      Article  Fifth, Article Sixth, Article  Seventh
          and   Article   Eighth  of  the   Articles   of
          Incorporation   of   Sprint  Corporation   (the
          Articles of Incorporation are filed as  Exhibit
          4  to  Sprint Corporation's Current  Report  on
          Form  8-K  dated March 9, 1993 and incorporated
          herein by reference).
 
 4B.      Rights Agreement  dated as of August  8,  1989,
          between  Sprint  Corporation  (formerly  United
          Telecommunications, Inc.) and  United  Missouri
          Bank,  n.a. (formerly United Missouri  Bank  of
          Kansas  City, N.A.) as Rights Agent  (filed  as
          Exhibit    2(b)    to   Sprint    Corporation's
          Registration Statement on Form 8-A dated August
          11,  1989  (File  No. 1-4721) and  incorporated
          herein by reference).
 
 4C.      Amendment and supplement dated June 4, 1992  to
          Rights  Agreement dated as of  August  8,  1989
          (filed  as Exhibit 2(c) to Amendment No.  1  on
          Form   8   dated   June  8,  1992   to   Sprint
          Corporation's Registration Statement on Form 8-
          A  dated August 11, 1989 (File No. 1-4721), and
          incorporated herein by reference).
 
 5.       Opinion and consent of Don A. Jensen, Esq.
 
 23A.     Consent of Ernst & Young.
 
 23B.     Consent of Arthur Andersen & Co.
 
 23C.     Consent  of Don A. Jensen, Esq. is contained in
          his opinion filed as Exhibit 5.
 
 24.      Power of Attorney is contained on page II-7  of
          this Registration Statement.
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 29008}]
{"company-data": {"conformed-name": "SPRINT CORP", "cik": "0000101830", "assigned-sic": "4813", "irs-number": "480457967", "state-of-incorporation": "KS", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-53695", "film-number": "94529318"}, "business-address": {"street1": "2330 SHAWNEE MISSION PKWY", "street2": "P O BOX 11315", "city": "WESTWOOD", "state": "KS", "zip": "66205", "phone": "9136243000"}, "mail-address": {"street1": "2330 SHAWNEE MISSION PKWY", "street2": "NULL", "city": "WESTWOOD", "state": "KS", "zip": "66205"}, "former-company": [{"former-conformed-name": "UNITED TELECOMMUNICATIONS INC", "date-changed": "19920316"}, {"former-conformed-name": "UNITED UTILITIES INC", "date-changed": "19731011"}]}
Registration No. 33-

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                    ________________________

                            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                 (I.R.S. Employer
         jurisdiction                 Identification No.)
     of incorporation or
        organization)
                                
       Post Office Box 11315, Kansas City, Missouri  64112
            (Address of principal executive offices)
                    ________________________
                                
                       SPRINT CORPORATION
               1988 EMPLOYEES STOCK PURCHASE PLAN
                    (Full title of the Plan)
                    ________________________
                                
                          DON A. JENSEN
                  Vice President and Secretary
                         P.O. Box 11315
                  Kansas City, Missouri  64112
             (Name and address of agent for service)
                                
  Telephone number, including area code, of agent for service:
                         (913) 624-3326
                    ________________________
CALCULATION OF REGISTRATION FEE

                                      Proposed      Proposed        
                        Amount        maximum       maximum       Amount of
Title of securities     to be         offering      aggregate     registration
to be registered        registered    price         offering      fee
                                      per share     price
Shares of Common Stock                                      
($2.50 par value)   . . 7,000,00      $36.3125      $254,187,500  $87,651
Estimated  solely for purposes of determining  the  registration
fee  in accordance with Rule 457(h)(1).  The average of the  high
and  low  prices of the Common Stock on May 12, 1994, as reported
in the consolidated reporting system, was $36.3125.
Pursuant  to  Rule  429 under the Securities  Act  of  1933,  the
Prospectus  relating  to this Registration  Statement  meets  the
requirements  for  use in connection with the  shares  of  common
stock  registered under the following Registration  Statement  on
Form  S-8:   No. 33-21662 pertaining to the 1988 Employees  Stock
Purchase Plan.
II-1

  PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
                                

Item 3.     Incorporation of Documents by Reference

       The   following  documents  filed  by  Sprint  Corporation
("Sprint") with the Securities and Exchange Commission (File  No.
1-4721)  are  incorporated  in  this  Registration  Statement  by
reference:

      Sprint's  Annual  Report on Form 10-K for  the  year  ended
December  31,  1993; its Quarterly Report on Form  10-Q  for  the
quarter ended March 31, 1994; and its Current Report on Form  8-K
dated May 16, 1994.

      All  documents  subsequently filed by  Sprint  pursuant  to
Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange  Act
of  1934, prior to the filing of a post-effective amendment which
indicates  that all securities offered have been  sold  or  which
deregisters all securities then remaining unsold, shall be deemed
to  be  incorporated by reference in this Registration  Statement
and  to  be part of this Registration Statement from the date  of
the  filing  of  such documents.  Sprint expressly excludes  from
such incorporation the Report of the Compensation Committee,  the
Performance  Graph  and any Report on Repricing  of  Options/SARs
contained  in  any  proxy statement filed by Sprint  pursuant  to
Section  14 of the Securities Exchange Act of 1934 subsequent  to
the  date  of filing of this Registration Statement and prior  to
the termination of the offering of the securities covered by this
Registration Statement.

Item 4.  Description of Securities

       The  authorized  capital  stock  of  Sprint  consists   of
500,000,000  shares of Sprint Common Stock and 20,000,000  shares
of Sprint Preferred Stock.  The authorized but unissued shares of
Sprint  Preferred Stock are issuable in one or more series,  with
such   designations,  preferences  and  relative,  participating,
optional  or  special  rights, if any,  and  the  qualifications,
limitations  or  restrictions  thereof  as  may  be   fixed   and
determined by resolution of the Board of Directors of Sprint (the
"Sprint Board").

     The following are brief summaries of certain provisions with
respect  to  Sprint  Common Stock, par  value  $2.50  per  share,
contained in Sprint's Articles of Incorporation, as amended. Such
statements are qualified in their entirety by reference  to  such
Articles.   The  term  Preferred  Stock,  as  hereinafter   used,
includes  the  Preferred  Stock-First  Series,  Convertible  (the
"First Series"), Preferred Stock-Second Series, Convertible  (the
"Second Series"), Preferred Stock-Third Series, 7-3/4% Cumulative
(the  "Third  Series"),  and Preferred  Stock-Fifth  Series  (the
"Fifth  Series") and any other series hereinafter established  by
the  Sprint Board and issued by Sprint (including, if issued, the
Preferred  Stock-Fourth Series, Junior Participating referred  to
below under "Shareholder Rights").  Sprint Common Stock is listed
and traded on the New York, Chicago and Pacific Stock Exchanges.
II-2

Dividend Rights and Restrictions

      Subject to certain dividend restrictions of indentures  and
other borrowing agreements and to the preferential rights of  the
Preferred  Stock, holders of Sprint Common Stock are entitled  to
dividends as declared thereon by the Sprint Board only out of net
income   or  earned  surplus.   The  most  restrictive   covenant
applicable  to  dividends  is contained  in  a  revolving  credit
agreement.   Among  other restrictions, this  agreement  requires
Sprint to maintain specified levels of consolidated net worth, as
defined.   As  a  result of this requirement,  $1.53  billion  of
Sprint's   $2.33  billion  consolidated  retained  earnings   was
effectively restricted from payment of dividends as of March  31,
1994.  Before any dividends on Sprint Common Stock may be paid or
declared and set apart for payment, full cumulative dividends  on
the Sprint Preferred Stock must be paid or declared and set apart
for payment.  If Sprint fails to purchase the Fifth Series shares
upon  tender  by the holders, it is precluded from  declaring  or
paying  dividends on its Common Stock until it has deposited  the
funds  necessary  for  the purchase of  such  shares.   Upon  the
issuance of other series of Preferred Stock, the Sprint Board may
provide  for dividend restrictions on Sprint Common Stock  as  to
such series.

Voting Rights

      Except as hereinafter noted, holders of Sprint Common Stock
and  the First Series, the Second Series and the Fifth Series are
entitled  at  each stockholders' meeting of Sprint,  as  to  each
matter to be voted upon, to cast one vote for each share held  of
record on the books of Sprint.

      The  Preferred Stock is entitled to vote as  a  class  with
respect to certain matters affecting preferences of the Preferred
Stock  or  creating  prior  ranking  or  parity  stock.   If  six
quarterly dividends on any series of the Preferred Stock  are  in
arrears,  or  if any sinking fund payment on any  series  of  the
Sprint  Preferred  Stock has been in arrears for  more  than  one
year,  the number of Sprint's directors will be increased by  two
and  the  holders of Preferred Stock voting as a  class  will  be
entitled  to  elect two directors until all arrears in  dividends
and  sinking  fund  payments have been paid, and  in  such  event
Sprint Common Stock and all voting series of the Preferred  Stock
would  be  entitled  to  elect  the remaining  directors.  If  no
dividends  or  less than full cumulative dividends on  the  Fifth
Series shall have been paid for each of four consecutive dividend
periods,  or  if  arrearages in the payment of dividends  on  the
Fifth  Series  shall have cumulated in an amount  equal  to  full
cumulative  dividends  on  the Fifth  Series  for  six  quarterly
dividend periods, the holders of the Fifth Series, acting  alone,
will  be  entitled  to elect the smallest number  constituting  a
majority  of  Sprint's  Directors then to be  elected  until  all
arrears in such dividends are paid or set aside for payment.

      The  Sprint Board is divided into three classes, with  each
class  consisting,  as nearly as possible, of  one-third  of  the
total  number  of  directors and serving a  staggered  three-year
term.  Only one class is elected each year, and it is elected for
a  three-year  term.   Sprint stockholders are  not  entitled  to
cumulative voting rights in the election of directors.
II-3

      Sprint's  Articles  of Incorporation require  that  certain
business  combinations  initiated by a  holder  of  at  least  10
percent  of Sprint's voting stock must be approved by the holders
of 80 percent of the outstanding voting stock.

Restriction on Purchase of Equity Securities by Sprint

      Sprint's  Articles  of Incorporation prohibit  Sprint  from
purchasing its own equity securities from an owner of  5  percent
or  more of such equity securities (if any of the securities have
been held for less than two years) at a premium over market price
unless Sprint either (1) obtains the approval of the holders of a
majority  of  the  shares  of Sprint's outstanding  voting  stock
(excluding  the shares held by the 5 percent security holder)  or
(2)  makes  a tender or exchange offer to purchase securities  of
the  same  class on the same terms to all holders of such  equity
securities.

Shareholder Rights

      Each  share  of  Sprint Common Stock issued  prior  to  the
occurrence  of certain takeover events has one-half  of  a  Right
attached  in  accordance with the terms of a  Shareholder  Rights
Plan  adopted  by Sprint on August 8, 1989.  The  Rights  do  not
become  exercisable and do not separate from the shares of Common
Stock  until the occurrence of such takeover events.  Each Right,
when  it  becomes exercisable, entitles the holder to purchase  a
unit  consisting  of  one one-hundredth of a share  of  Preferred
Stock-Fourth Series, Junior Participating at a price of $235  per
unit,  or to purchase Sprint Common Stock or common stock of  the
acquiring company having a value equal to two times the  exercise
price  of  the  Right,  depending upon the circumstances.   Under
certain  circumstances, Rights beneficially owned by a person  or
group  of affiliated or associated persons who have acquired,  or
obtained the right to acquire, beneficial ownership of 20 percent
or  more of the outstanding shares of Sprint Common Stock  become
null  and void.  The Rights may be redeemed by Sprint at a  price
of one cent per Right and expire on September 8, 1999.

Liquidation Rights

      In the event of liquidation, holders of Sprint Common Stock
will  be entitled to share ratably in any assets remaining  after
the  satisfaction  in  full  of the prior  rights  of  creditors,
including  holders  of  Sprint indebtedness,  and  the  aggregate
liquidation  preference  of  any  Sprint  Preferred  Stock   then
outstanding.

Preemptive Rights

      No  holder  of shares of Sprint Common Stock or  any  other
capital  stock  of  Sprint is entitled to  preemptive  rights  or
subscription  rights, other than pursuant to the Rights  referred
to under "Shareholder Rights" above.
II-4

Fully Paid

      The outstanding shares of Sprint Common Stock are, and  the
shares of Sprint Common Stock offered hereby when issued will be,
fully paid and nonassessable.

Transfer Agents and Registrars

      The  Transfer Agents and Registrars for Sprint Common Stock
are United Missouri Bank, n.a. (Missouri), and Chemical Bank (New
York).

Item 5.     Interests of Named Experts and Counsel.

      The validity of the 7,000,000 newly authorized and unissued
shares  of  Sprint  Common  Stock to be  issued  under  the  1988
Employees  Stock Purchase Plan was passed upon by Don A.  Jensen,
Esq., Vice President and Secretary of Sprint.

Item 6.     Indemnification of Directors and Officers.

      Consistent  with  Section 17-6305 of  the  Kansas  Statutes
Annotated,  Article  IV,  Section 11  of  the  Bylaws  of  Sprint
provides that Sprint will indemnify directors and officers of the
corporation  against expenses, judgments, fines and amounts  paid
in  settlement in connection with any action, suit or  proceeding
if  the  director or officer acted in good faith and in a  manner
reasonably believed to be in or not opposed to the best interests
of  Sprint.  With respect to a criminal action or proceeding, the
director  or  officer must also have had no reasonable  cause  to
believe his conduct was unlawful.

     Under Section 11, Sprint may purchase and maintain insurance
on  behalf  of  any  person who is or was  a  director,  officer,
employee  or  agent of Sprint, or who is or was  serving  at  the
request  of Sprint as a director, officer, employee or  agent  of
another  corporation, partnership, joint venture, trust or  other
enterprise,  against any liability arising out of his  status  as
such,  whether or not Sprint would be required to indemnify  such
persons   against   such  liability.   Sprint  carries   standard
directors  and officers liability coverage for its directors  and
officers.   Subject  to certain limitations and  exclusions,  the
policies  reimburse  Sprint  for  liabilities  indemnified  under
Section 11 and indemnify directors and officers of Sprint against
additional liabilities not indemnified under Section 11.

      Sprint has entered into indemnification agreements with its
directors  and  officers.   These  agreements  provide  for   the
indemnification,  to  the  full  extent  permitted  by  law,   of
expenses,  judgments,  fines,  penalties  and  amounts  paid   in
settlement incurred by the director or officer in connection with
any  threatened, pending or completed action, suit or  proceeding
on account of service as a director, officer or agent of Sprint.
II-5

Item 8.     Exhibits.

Exhibit
Number    Exhibit

 4A.      Article  Fifth,  Article  Sixth,  Article  Seventh  and
          Article  Eighth  of  the Articles of  Incorporation  of
          Sprint  Corporation (the Articles of Incorporation  are
          filed  as  Exhibit  4  to Sprint Corporation's  Current
          Report on Form 8-K dated March 9, 1993 and incorporated
          herein by reference).
 
 4B.      Rights  Agreement  dated as of August 8,  1989, between
          Sprint Corporation (formerly United Telecommunications,
          Inc.)  and United Missouri Bank, n.a. (formerly  United
          Missouri  Bank  of Kansas City, N.A.) as  Rights  Agent
          (filed   as   Exhibit  2(b)  to  Sprint   Corporation's
          Registration  Statement on Form 8-A  dated  August  11,
          1989  (File  No.  1-4721)  and incorporated  herein  by
          reference).
 
 4C.      Amendment and supplement dated June 4, 1992  to  Rights
          Agreement dated as of August 8, 1989 (filed as  Exhibit
          2(c) to Amendment No. 1 on Form 8 dated June 8, 1992 to
          Sprint Corporation's Registration Statement on Form 8-A
          dated   August   11,  1989  (File  No.   1-4721),   and
          incorporated herein by reference).
 
 5.       Opinion and consent of Don A. Jensen, Esq.
 
 23A.     Consent of Ernst & Young.
 
 23B.     Consent of Arthur Andersen & Co.
 
 23C.     Consent  of  Don  A. Jensen, Esq. is contained  in  his
          opinion filed as Exhibit 5.
 
 24.      Power  of  Attorney is contained on page  II-7 of  this
          Registration Statement.
 
 
Item 9.  Undertakings.

     The undersigned registrant hereby undertakes:

      (1)  To file, during any period in which offers or sales of
the  securities being registered 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,  unless  such
          information is contained in a periodic report filed  by
          the  registrant pursuant to Section 13 or Section
II-6

          15(d) of the Securities Exchange Act of 1934 and 
          incorporated herein by reference;
     
                (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,
          unless  such  information is contained  in  a  periodic
          report  filed by the registrant pursuant to Section  13
          or Section 15(d) of the Securities Exchange Act of 1934
          and incorporated herein by reference; and
     
               (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.
     
      (2)   That,  for the purpose of determining  any  liability
under  the  Securities  Act  of 1933,  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.

      (4)   That, for purposes of determining any liability under
the  Securities  Act  of 1933, each filing  of  the  registrant's
annual  report pursuant to Section 13(a) or Section 15(d) of  the
Securities  Exchange  Act of 1934 (and,  where  applicable,  each
filing  of  an employee benefit plan's annual report pursuant  to
Section  15(d)  of the Securities Exchange Act of 1934)  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
Securities  Act  of 1933 may be permitted to directors,  officers
and  controlling  persons  of  the  registrant  pursuant  to  the
foregoing  provisions described under Item 6 above, or otherwise,
the  registrant  has  been advised that in  the  opinion  of  the
Securities  and  Exchange  Commission  such  indemnification   is
against public policy as expressed in the 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  Act  and  will  be  governed  by  the   final
adjudication of such issue.
II-7

                           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 Registration Statement to be signed
on  its behalf by the undersigned, thereunto duly authorized,  in
the City of Westwood, State of Kansas, on the 17th     day of May, 
1994.

                         SPRINT CORPORATION

                         By /s/ W. T. ESREY
                         (W. T. Esrey, Chairman of the Board)

                        POWER OF ATTORNEY

      We,  the  undersigned  officers  and  directors  of  Sprint
Corporation,  hereby severally constitute  W.  T.  Esrey,  A.  B.
Krause  and  J.R. Devlin and each of them singly,  our  true  and
lawful  attorneys  with  full power to them,  and  each  of  them
singly,  to  sign  for  us  and in our names  in  the  capacities
indicated below the Registration Statement filed herewith and any
and  all amendments to said Registration Statement, and generally
to do all such things in our name and behalf in our capacities as
officers  and  directors to enable Sprint Corporation  to  comply
with  the  provisions of the Securities Act of 1933, as  amended,
and  all  requirements of the Securities and Exchange Commission,
hereby  ratifying and confirming our signatures as  they  may  be
signed   by  our  said  attorneys,  or  any  of  them,  to   said
Registration Statement and any and all amendments thereto.

      Pursuant to the requirements of the Securities Act of 1933,
this  Registration  Statement and Power  of  Attorney  have  been
signed by the following persons in the capacities and on the date
indicated.
Name                    Title                             Date
Chairman of the Board and       ) 
                        Chief Executive Officer         )
/s/ W. T. ESREY         (Principal Executive Officer)   ) May 17, 1994
(W. T. Esrey)                                           ) 
                                                        ) 
                        Executive Vice President        ) 
                        and Chief Financial Officer     ) 
/s/ A. B. KRAUSE        (Principal Financial Officer)   ) May 17, 1994
(A. B. Krause)                                          ) 
                                                        ) 
                        Senior  Vice President and      ) 
                        Controller                      ) 
/s/ JOHN P. MEYER       (Principal Accounting Officer   ) May 17, 1994
(J. P. Meyer)                                           )
II-8
Name                    Title                             Date
) 
                                                      
/s/ D. AUSLEY           Director                        ) May 17, 1994 
(D. Ausley)                                             ) 
                                                        ) 
                                                        ) 
/s/ WARREN L. BATTS     Director                        ) May 17, 1994
(W. L. Batts)                                           ) 
                                                        ) 
                                                        ) 
_____________           Director                        ) 
(R. M. Davis)                                           ) 
                                                        ) 
                                                        ) 
/s/ JOSEPH L. DIONNE    Director                        ) May 17, 1994
(J. L. Dionne)                                          ) 
                                                        ) 
                                                        ) 
/s/ DONALD J. HALL      Director                        ) May 17, 1994
(D. J. Hall)                                            ) 
                                                        ) 
                                                        ) 
/s/ P. H. HENSON        Director                        ) May 17, 1994
(P. H. Henson)                                          ) 
                                                        ) 
                                                        ) 
/s/ HAROLD S. HOOK      Director                        ) May 17, 1994
(H. S. Hook)                                            ) 
                                                        ) 
                                                        ) 
/s/ R. E. R. HUNTLEY    Director                        ) May 17, 1994
(R. E. R. Huntley)                                      ) 
                                                        ) 
                                                        ) 
/s/ RONALD T. LEMAY     Director                        ) May 17, 1994
(R. T. LeMay)                                           ) 
                                                        ) 
                                                        ) 
/s/ LINDA K. LORIMER    Director                        ) May 17, 1994
(L. K. Lorimer)                                         ) 
                                                        ) 
                                                        ) 
/s/ C. H. PRICE         Director                        ) May 17, 1994
(C. H. Price II)                                        ) 
                                                        )
II-9
Name                    Title                             Date
/s/ FRANK E. REED       Director                        ) May 17, 1994
(F. E. Reed)                                            ) 
                                                        ) 
                                                        ) 
/s/ C. E. RICE          Director                        ) May 17, 1994
(C. E. Rice)                                            ) 
                                                        ) 
                                                        ) 
/s/ STEWART TURLEY      Director                        ) May 9, 1994
(S. Turley)                                             )
Exhibit Index
                                

Exhibit                                                     Page
Number

 4A.      Article  Fifth, Article Sixth, Article  Seventh
          and   Article   Eighth  of  the   Articles   of
          Incorporation   of   Sprint  Corporation   (the
          Articles of Incorporation are filed as  Exhibit
          4  to  Sprint Corporation's Current  Report  on
          Form  8-K  dated March 9, 1993 and incorporated
          herein by reference).
 
 4B.      Rights Agreement  dated as of August  8,  1989,
          between  Sprint  Corporation  (formerly  United
          Telecommunications, Inc.) and  United  Missouri
          Bank,  n.a. (formerly United Missouri  Bank  of
          Kansas  City, N.A.) as Rights Agent  (filed  as
          Exhibit    2(b)    to   Sprint    Corporation's
          Registration Statement on Form 8-A dated August
          11,  1989  (File  No. 1-4721) and  incorporated
          herein by reference).
 
 4C.      Amendment and supplement dated June 4, 1992  to
          Rights  Agreement dated as of  August  8,  1989
          (filed  as Exhibit 2(c) to Amendment No.  1  on
          Form   8   dated   June  8,  1992   to   Sprint
          Corporation's Registration Statement on Form 8-
          A  dated August 11, 1989 (File No. 1-4721), and
          incorporated herein by reference).
 
 5.       Opinion and consent of Don A. Jensen, Esq.
 
 23A.     Consent of Ernst & Young.
 
 23B.     Consent of Arthur Andersen & Co.
 
 23C.     Consent  of Don A. Jensen, Esq. is contained in
          his opinion filed as Exhibit 5.
 
 24.      Power of Attorney is contained on page II-7  of
          this Registration Statement.