8-K

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                                 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) July 24, 2006

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                            SPRINT NEXTEL CORPORATION
             (Exact name of Registrant as specified in its charter)
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             Kansas                   1-04721               48-0457967
   (State of Incorporation)   (Commission File Number)   (I.R.S. Employer
                                                        Identification No.)


      2001 Edmund Halley Drive, Reston, Virginia                20191
        (Address of principal executive offices)              (Zip Code)


        Registrant's telephone number, including area code (703) 433-4000

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

________________________________________________________________________________


Check the appropriate box below if the Form 8-K filing 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))

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Item 1.01 Entry Into A Material Definitive Agreement.

Entry into a Material Definitive Agreement

Director Communications Benefit

On July 25, 2006, the board of directors of Sprint Nextel Corporation ("Sprint
Nextel") approved a Director Communications Benefit for active non-employee
members of the board of directors of Sprint Nextel. Under the program, each
eligible director may have up to two wireless units and one connection card
activated on the wireless network and will receive long distance and
international calling cards and wireline long distance services. Specialized
equipment and accessories will also be provided. Participating directors will
pay any personal federal, state or local income taxes on the value of the
communications benefit provided to them. If a current participating director
resigns from the board with less than five years of service, including service
on the board of directors of Nextel Communications, Inc. before the
Sprint-Nextel merger, the communications benefit terminates on the last day of
board service. If a current participating director resigns from the board with
five or more years of service, the communications benefit will continue for the
number of months on the board up to 120 months. Communications benefits provided
to directors joining the board after July 25, 2006 will terminate on the last
day of board service. A summary of the Director Communications Benefit is
attached hereto as Exhibit 10.1 and incorporated herein by reference.

Award of Restricted Stock Units

On July 24, 2006, the Human Capital and Compensation Committee of the board of
directors of Sprint Nextel awarded a grant of restricted stock units to Richard
T.C. LeFave, Sprint Nextel's Chief Information Officer, under Sprint Nextel's
1997 Long-Term Incentive Program. The restricted stock units vest on the second
anniversary of the grant date. A copy of the form of award agreement is attached
hereto as Exhibit 10.2 and incorporated herein by reference.

Amendment of Employment Agreement

On July 24, 2006, the Human Capital and Compensation Committee of the board of
directors of Sprint Nextel approved an amendment to the employment agreement of
Barry J. West, the Chief Technology Officer of Sprint Nextel. In order to retain
Mr. West's services, the amendment (i) extends the period during which he can
resign with good reason under the Nextel Communications, Inc. Change of Control
Retention Bonus and Severance Pay Plan and the Nextel Communications, Inc.
Amended and Restated Incentive Equity Plan until February 28, 2007, (ii) reduces
Mr. West's non-compete period following his departure from Sprint Nextel from 24
months to a period ending on February 28, 2008, and (iii) accelerates vesting of
certain equity awards granted in 2005 and 2006 to February 28, 2007.

The foregoing description of Mr. West's employment agreement does not purport to
be complete and is qualified in its entirety by reference to the amendment,
which is filed as Exhibit 10.3 hereto, and by the Employment Agreement dated
April 1, 2004, between Mr. West and Nextel Communications, Inc. ("Nextel"),
which was filed as Exhibit 10.2.3 to Nextel's Quarterly Report on Form 10-Q for
the quarter ended March 31, 2004, both of which are incorporated herein by
reference.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

The following exhibits are filed with this report:


Exhibit No.  Description

10.1         Summary of Director Communications Benefit.

10.2         Form of Award Agreement for Restricted Stock Units Award under
             the 1997 Long-Term Stock Incentive Program for Richard T.C.
             LeFave.

10.3         First Amendment to the Employment Agreement of Barry J. West,
             dated July 25, 2006.




                                   SIGNATURES

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


                                      SPRINT NEXTEL CORPORATION



Date: July 27, 2006                  By:  /s/ Michael T. Hyde
                                          Michael T. Hyde
                                          Assistant Secretary




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                                  EXHIBIT INDEX


Number     Exhibit

10.1       Summary of Director Communications Benefit.

10.2       Form of Award Agreement for Restricted Stock Units Award under the
           1997 Long-Term Stock Incentive Program for Richard T.C. LeFave.

10.3       First Amendment to the Employment Agreement of Barry J. West,
           dated July 25, 2006.

EX-10

2

                                                                    Exhibit 10.1

          Summary of Board of Director Communications Benefit

Overview

Sprint Nextel is proud of its products and services and we want our board
members to enjoy the benefits of the Sprint Nextel wireless and long distance
experience.

Eligibility

Active outside (non-employee) members of the Sprint Nextel Board of Directors.

Specifications

The Board of Director Communications Benefit offers our active board members
wireless services, wireline long distance and calling cards for domestic and
international long-distance.

An active member may have up to two wireless units plus one connection card
activated on the wireless network. Wireless units will include Personal Digital
Assistants (e.g., Blackberry, Treo).

To determine the value of services for purposes of periodic usage reporting and
for IRS Form 1099 reporting each board member will be placed on a consumer
account that best fits their total usage. Also, the value of additional services
and features (e.g., ringers, call tones, directory assistance), and the retail
cost of the wireless units, replacements and associated accessories will be
included in the value of the communications benefit.

GSM International Phone Rental

Board members can request to use a GSM phone when traveling internationally.
Costs incurred during the use of the phone will be included in the value of the
communications benefit.

Customer Service

Each Sprint Nextel board member will receive a card that lists the names and
numbers he or she can contact with questions regarding billing issues, long
distance, wireless units, Sprint Employee Referral Offer or customer complaints.

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Taxation

Participating directors will pay any personal federal, state or local income
taxes on the value of the communications benefit. The value of services will be
reflected on the director's Form 1099.

Replacement Equipment and Exceptions

Sprint Nextel will pay for the replacement of a damaged wireless unit, if not
covered by warranty. A director may return the damaged unit for it to go through
the refurbishing process.

Exceptions for specialized equipment and accessories will be reviewed by the
board on a case-by-case basis.

There may be other circumstances in which units are provided to board members
(e.g., demo units, field testing units, training units, etc.); these units will
be converted to a consumer account and will apply toward the wireless units
under this communications benefit once the units reach production.

Sprint Employee Referral Offer (SERO):

The communications benefit includes a referral program in which directors may
have up to 10 friends and family members per year activated on one of three
special discounted wireless rate plans.

Termination

Directors as of July 25, 2006:

o If a board member has less than 5 years of service (including pre-merger
  Nextel service) the communications benefit will cease on the last day of board
  service and services will be converted to billed arrangements.
o If a board member has five years or more of service (including pre-merger
  Nextel service), the communications benefit will continue for the earlier of
  the number of months on the Board up to 120 months or until death. Thereafter
  the services will be converted to billed arrangements.

Directors Joining the Board after July 25, 2006:

The communications benefit will cease on the last day of board service and
services will be converted to billed arrangements.

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EX-10

                                                                    Exhibit 10.2

                                 Award Agreement

This Award Agreement (the  "Agreement") is entered into as of _______, 2006 (the
"Grant Date"), by and between Sprint Nextel  Corporation,  a Kansas  corporation
(together   with  its   direct  and   indirect   subsidiaries,   "Sprint")   and
_____________________ (the "Executive"),  an employee of Sprint for the grant of
restricted  stock units with respect to Sprint's  common stock,  par value $2.00
per share  ("Common  Stock").

In  consideration  of the  mutual  covenants  and  agreements set forth in  this
Agreement, the parties agree to the following.

1.Defined  Terms   Incorporated   from  1997  Long-Term  Stock Incentive Program
Capitalized terms used in this Award Agreement and not defined herein shall have
the meanings set forth in Sprint's 1997 Long-Term Stock  Incentive  Program (the
"Program").

2. Grant of Restricted Stock Units
Sprint hereby grants to Executive under  the  Program  ______  restricted  stock
units  (the  "RSUs").  Each RSU represents the unsecured right to require Sprint
to deliver to Executive one share of Common Stock.  With respect to 100%  of the
RSUs, the "vesting date" and "delivery date" is on the second anniversary of the
Grant Date. The RSUs are governed by,and this Agreement hereby incorporates, the
Standard  Terms of Other  Stock Unit  Awards set  forth  in  Section 9(c) of the
Program except as provided in Section 3 below.

3. Terms different from Standard Terms
3.01  Acceleration  for involuntary  termination without  cause or voluntary for
good reason. In the event the  employment  of Executive is terminated  by Sprint
without  cause, or the executive terminates  employment for good reason (in each
case as defined in the Employment Agreement dated as of  _____________), vesting
on the RSUs will accelerate  upon the  executive's  termination of employment as
provided  under Section  9(b)(v) of such  employment  agreement.

3.02  Deferral of delivery not permitted.  Executive  will not have the  ability
to defer  delivery of the RSUs under the provisions of Section 9(c)(ii).

4. Plan Information
To the extent not inconsistent with the  provisions of this Agreement, the terms
of the Program are hereby  incorporated by this reference.

In Witness Whereof, Sprint has caused this  Agreement to be executed by its duly
authorized officer and the Executive has executed the same as of the Grant Date.

                                                Sprint Nextel Corporation


                                             By:__________________________
                                                Authorized Officer


                                                __________________________
                                                "Executive"

EX-10

                                                                    EXHIBIT 10.3

             FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

     THIS FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT (this "First Amendment")
by and between Nextel Communications, Inc., a Delaware corporation (the
"Company") and Barry J. West (the "Executive"), effective as of April 1, 2004,
is made and entered into as of July 25, 2006 (the "Revised Effective Date").

                                   WITNESSETH:

     WHEREAS, the Executive and the Company entered into an Employment Agreement
dated as of April 1, 2004 (the "Original Agreement");

     WHEREAS, under the terms of that certain Agreement and Plan of Merger
entered into December 15, 2004 (the "Merger Agreement"), the Company merged with
and into a subsidiary of Sprint Corporation (the "Merger"), and as of the
Effective Time, Sprint Corporation became known as Sprint Nextel Corporation
("Sprint Nextel");

     WHEREAS, the Merger constituted a Change of Control for purposes of the
Company's Change of Control Retention Bonus and Severance Pay Plan ("Change of
Control Plan") and Amended and Restated Incentive Equity Plan ("Incentive Equity
Plan");

     WHEREAS, pursuant to the terms of the Change of Control Plan, the Executive
is eligible to terminate employment for Good Reason (as defined in the Change of
Control Plan) during the Severance Period (as defined in the Change of Control
Plan);

     WHEREAS, the Executive agrees to continue to be employed and the Company
agrees to continue to employ the Executive pursuant to the terms of the Original
Agreement, as amended by this First Amendment;

     WHEREAS, the Company and the Executive agree that for purposes of the
Change of Control Plan, the Executive's Severance Period shall be extended until
February 28, 2007 and for purposes of the Incentive Equity Plan, the Executive's
Accelerated Vesting Period (as defined in the Incentive Equity Plan) shall be
extended until February 28, 2007;

     WHEREAS, the Company and the Executive agree that the Executive's right to
terminate his employment with the Company for Good Reason under Section 3(h)
(iii) of the Change of Control Plan and Section 2(v)(iii) of the Incentive
Equity Plan shall be extended until February 28, 2007; and

     WHEREAS, pursuant to Section 26 of the Original Agreement, the Company and
the Executive wish to amend the Original Agreement, effective as of the Revised
Effective Date, as set forth herein.

     NOW, THEREFORE, in consideration of the premises and of the covenants and
agreements set forth herein, the Company and the Executive agree as follows:



                                       I.

     Effective as of the Revised Effective Date, pursuant to Section 26 of the
Original Agreement, the Executive and the Company agree to amend the Original
Agreement as provided below.

                                       II.

     Section 3(a) is hereby amended and restated in its entirety as follows:

          The Executive shall continue to serve as the Chief Technology Officer
          of Sprint Nextel, or in such other capacity to which Executive may be
          appointed, until the expiration of the Employment Term. The Executive
          shall perform such duties as may be assigned to the Executive from
          time to time by the Chief Executive Officer of the Company (the "Chief
          Executive Officer") or such other officer of the Company as may be
          designated by the Chief Executive Officer. For purposes of this
          Agreement, "Board" means the Board of Directors of the Company. For
          purposes of this Agreement, "Subsidiary" shall mean any entity,
          corporation, partnership (general or limited), limited liability
          company, entity, firm, business organization, enterprise, association
          or joint venture in which the Company directly or indirectly controls
          ten percent (10%) or more of the voting interest.

                                      III.

     The portion of Section 11 preceding subparagraph (a) is hereby amended and
restated in its entirety as follows:

          11. Non-Competition. In consideration of the Company and the Executive
          entering into the Agreement, as amended by this First Amendment, and
          in particular, the awards of Deferred Shares under Section 4(c)(ii),
          the payments to be made under the Original Agreement, as amended by
          this First Amendment, and the modified vesting provided for under
          Section VI of this First Amendment, for a period commencing on the
          Revised Effective Date and ending on February 28, 2008:

                                       IV.

     The following is added as a new Section 29 of the Agreement:

          29. Application of Code Section 409A. This Agreement is intended to be
          administered and interpreted in a manner that is consistent with the
          requirements of Section 409A of the Code. The timing of all payments
          provided in this Agreement, as modified by this First Amendment, are
          therefore subject to the requirements of Section 409A of the Code and
          other provisions of the Code and the implementing regulations of the
          Code. Notwithstanding the foregoing, no particular tax result for the
          Executive with respect to any income recognized by the Executive in
          connection with the Agreement is guaranteed, and the Executive shall
          be responsible for any taxes, penalties and interest imposed on him
          under or as a result of Section 409A of the Code in connection with
          the Agreement.

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                                       V.

     The following is added as a new Section 30 of the Agreement:

          30. Application of Code Section 280G. Notwithstanding anything in this
          Agreement or Change of Control Plan to the contrary, Section 5(d) of
          the Change of Control Plan (the "280G Protection Provision") will
          apply to the terms and conditions of this Agreement during the
          Employment Term; provided, however, that for purposes of determining
          whether the Executive would be subject to the excise tax imposed by
          Section 4999 of the Code (or any successor provision thereto), by
          reason of being considered "contingent on a change in ownership or
          control" of the Company, within the meaning of Section 280G of the
          Code (or any successor provision thereto) or to any similar tax
          imposed by state or local law, or related interest or penalties as
          provided in the 280G Protection Provision, this Section 30 and the
          280G Protection Provision will only apply to any such tax, interest or
          penalties that may arise by reason of the Merger being considered
          "contingent on a change in ownership or control" of the Company of and
          will not apply to any other "change in ownership or control" of Sprint
          Nextel within the meaning of Section 280G of the Code (or any
          successor provision thereto).

                                       VI.

     The Company hereby amends the vesting provisions of the (i) special
recognition award of deferred shares pursuant to the Executive's Deferred Shares
Agreement - Recognition Award dated February 24, 2005 (the "Special Recognition
Award"), and (ii) entire 2006 equity award (including the award of options
granted to the Executive on February 7, 2006 and restricted stock units granted
to the Executive on June 12, 2006) (the "2006 Award") to provide that each award
will vest 100 percent on February 28, 2007 (the "Special Accelerated Vesting")
to the extent the Executive is employed on such date or otherwise entitled to
vesting pursuant to the Section 9(b) of the Original Agreement. The Executive
will not be entitled to the Special Accelerated Vesting to the extent he
terminates employment prior to February 28, 2007 for any reason other than Good
Reason.

                                      VII.

     Notwithstanding anything in this Agreement, the Change of Control Plan or
the Incentive Equity Plan to the contrary, (a) for purposes of the Change of
Control Plan, the Executive's Severance Period shall be extended until February
28, 2007, (b) for purposes of the Incentive Equity Plan, the Executive's
Accelerated Vesting Period (as defined in the Incentive Equity Plan) shall be
extended until February 28, 2007, and (c) the Executive's right to terminate his
employment with the Company for Good Reason under Section 3(h)(iii) of the
Change of Control Plan and Section 2(v)(iii) of the Incentive Equity Plan shall
be extended until February 28, 2007; provided, however, that to the extent the
Executive terminates his employment for Good Reason as provided in this Section
VII of this First Amendment prior to February 28, 2007, the Executive will not
be entitled to any accelerated vesting of his Special Recognition Award or his
2006 Award. For the avoidance of any doubt, to the extent that the Executive is
terminated by the Company without Cause on or prior to February 28, 2007, the
Executive will be entitled to the

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same severance benefits provided in this Section VII and in Section 9(b) of the
Original Agreement as though the Executive had terminated his employment for
Good Reason on February 28, 2007; and provided, further, that the Executive
would be subject to the covenant of non-competition set forth in Section 11 of
the Original Agreement, as modified by Section III hereof.

                                      VIII.

     Except as specifically amended herein, the Agreement shall remain
unchanged, and as amended herein, shall continue in full force and effect until
the expiration of the Employment Term pursuant to Section 2 of the Original
Agreement, as amended by this First Amendment.

     IN WITNESS WHEREOF, the Company has caused this First Amendment to be
signed by an officer pursuant to the authority of its Board, and the Executive
has executed this First Amendment, as of the day and year first written above.


                                Sprint Nextel Corporation

                                By: /s/ Gary D. Forsee
                                    Gary D. Forsee
                                    Chief Executive Officer




                                    /s/ Barry J. West
                                    Barry J. West


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