UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

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


         Date of Report (Date of earliest event reported) June 13, 2005


                               SPRINT CORPORATION
             (Exact name of Registrant as specified in its charter)

          Kansas                   1-04721                   48-0457967
(State of Incorporation)   (Commission File Number)      (I.R.S. Employer
                                                        Identification No.)


   6200 Sprint Parkway, Overland Park, Kansas                  66251
     (Address of principal executive offices)               (Zip Code)


Registrant's telephone number, including area code      (800) 829-0965



          (Former name or former address, if changed since last report)


               P. O. Box 7997, Shawnee Mission, Kansas 66207-0997
                (Mailing address of principal executive offices)

Check the  appropriate  box below if the Form 8-K is intended to  simultaneously
satisfy  the filing  obligation  of the  registrant  under any of the  following
provisions:

[  ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)
[  ] Pre-commencement  communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement  communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))




Item 3.03 Material Modification to Rights of Security Holders

In  contemplation  of the proposed merger of Sprint  Corporation  ("Sprint") and
Nextel Communications, Inc. ("Nextel"), on June 13, 2005, the board of directors
of Sprint  approved an amendment  (the  "Amendment")  to the Second  Amended and
Restated Rights Agreement,  dated as of March 16, 2004 (the "Rights Agreement").
The primary purposes of the Amendment are to reflect:  (i) the  redesignation of
Series 1 FON Common  Stock and Series 2 FON  Common  Stock into  Series 1 Common
Stock and Series 2 Common Stock, respectively,  (ii) the inclusion of Non-Voting
Common  Stock as an  additional  stock as to which the rights  issued  under the
Rights Agreement, as amended by the Amendment,  will attach upon issuance of the
Non-Voting  Common  Stock to the holders of Nextel  Class B Common  Stock in the
merger,  and (iii) the  change of  Sprint  Corporation's  name to Sprint  Nextel
Corporation   following  the  merger.   The  Amendment  will  become   effective
immediately  before the completion of the merger.  The Amendment will not become
effective if the merger is not completed.

The foregoing  description  of the amendment does not purport to be complete and
is qualified in its  entirety by  reference to the form of  amendment,  which is
filed as Exhibit 4.2 and incorporated herein by reference.


Item 9.01 Financial Statements and Exhibits

          Exhibits

          4.1  Second Amended and Restated Rights  Agreement  between Sprint and
               UMB Bank,  n.a., as Rights Agent,  dated as of March 16, 2004 and
               effective as of April 23, 2004,  (filed as Exhibit 1 to Amendment
               No. 5 to Sprint Corporation's  Registration Statement on Form 8-A
               relating   to   Sprint's   Rights,   filed  April  12,  2004  and
               incorporated herein by reference)

          4.2  Form of Amendment to Second Amended and Restated Rights Agreement







                                       1





                                    SIGNATURE

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


                                    SPRINT CORPORATION



Date:  June 14, 2005               By:  /s/ Michael T. Hyde
                                   Michael T. Hyde, Assistant Secretary










                                       2




                                  EXHIBIT INDEX


Exhibit
Number    Description                                                 Page

4.1  Second Amended and Restated Rights Agreement between Sprint
     and UMB Bank, n.a., as Rights Agent, dated as of March 16, 2004
     and effective as of April 23, 2004, (filed as Exhibit 1 to
     Amendment No.5 to Sprint Corporation's Registration Statement
     on Form 8-A relating to Sprint's Rights, filed April 12, 2004
     and incorporated herein by reference)

4.2  Form of Amendment to Second Amended and Restated Rights Agreement