Registration No. 33-38761



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

                         POST-EFFECTIVE AMENDMENT NO. 2
                                       TO
                                    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 jurisdiction               (I.R.S. Employer
       of incorporation or organization             Identification No.)


            Post Office Box 7997, Shawnee Mission, Kansas 66207-0997
                    (Address of principal executive offices)
                            ------------------------

                         SPRINT RETIREMENT SAVINGS PLAN
                          FOR BARGAINING UNIT EMPLOYEES
                            (Full title of the Plan)
                            ------------------------

                              CLAUDIA S. TOUSSAINT
    Vice President, Corporate Governance and Ethics, and Corporate Secretary
                                  P.O. Box 7997
                       Shawnee Mission, Kansas 66207-0997
                     (Name and address of agent for service)

          Telephone number, including area code, of agent for service:
                                 (913) 794-1513
                            ------------------------






     This Registration  Statement as originally filed related to the offering of
500,000 shares of Sprint Common Stock ("Sprint Common Stock") issuable under the
Sprint  Retirement  Savings Plan for Bargaining Unit Employees  (formerly called
the United  System  Savings  Plan).  74,487 of such shares were issued by Sprint
before the reclassification of Sprint Common Stock into FON Stock and PCS Stock,
leaving  425,513  shares of Sprint  Common  Stock.  On November  23,  1998,  the
remaining  425,513 shares of Sprint Common Stock were  reclassified into 425,513
shares of FON Common Stock and 212,756 shares of PCS Common Stock.  No shares of
FON Common  Stock were  issued  before the  two-for-one  split of the FON Common
Stock in the 1999  second  quarter,  leaving  all  425,513  shares of FON Common
Stock.  The  two-for-one  split of the FON Common Stock  increased the number of
shares of FON Common Stock remaining under the Registration Statement to 851,026
shares of FON Common  Stock.  9,909  shares of PCS Common  Stock were  issued by
Sprint  before the  two-for-one  split of the PCS Common Stock in the 2000 first
quarter,  leaving 202,847 shares of PCS Common Stock.  The two-for-one  split of
the PCS  Common  Stock  increased  the  number  of shares  of PCS  Common  Stock
remaining  under the  Registration  Statement  to  405,694  shares of PCS Common
Stock. All of the shares of FON Common Stock and PCS Common Stock covered by the
Registration  Statement  have been  issued  pursuant  to the  Sprint  Retirement
Savings Plan for Bargaining Unit Employees.





  PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 8.     Exhibits.

Exhibit
Number    Exhibits


 24. Power of Attorney.





















                                        II-1





                                   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  Amendment  to the
Registration Statement to be signed on its behalf by the undersigned,  thereunto
duly authorized,  in the City of Overland Park, State of Kansas, on the 11th day
of February, 2004.

                                       SPRINT CORPORATION



                                       By /s/ Claudia S. Toussaint
                                       (Claudia S. Toussaint, Vice President)




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

Name                    Title                          Date


                        Chairman of the Board and   )
G. D. FORSEE*           Chief Executive Officer     )
                        (Principal Executive        )
                        Officer)                    )
                                                    )
                        Executive Vice President    )
ROBERT J. DELLINGER*    - Chief Financial Officer   )
                        (Principal Financial        )
                        Officer)                    )
                                                    )
                        Senior Vice President and   )
J. P. MEYER*            Controller                  )
                        (Principal Accounting       )
                        Officer)                    )
                                                    ) February 11, 2004
                                                    )
DUBOSE AUSLEY*                   Director           )
                                                    )
                                                    )
E. LINN DRAPER, JR. *            Director           )
                                                    )
                                                    )
I. O. HOCKADAY, JR.*             Director           )
                                                    )
                                                    )
L. K. LORIMER*                   Director           )
                                                    )


                                      II-2



                                                    )
C. E. RICE*                      Director           )
                                                    )
                                                    )
LOUIS W. SMITH*                  Director           )
                                                    )  February 11, 2004
                                                    )
GERALD L. STORCH*                Director           )
                                                    )
                                                    )
STEWART TURLEY*                  Director           )





/s/ Claudia S. Toussaint
---------------------------

*    Signed by Claudia S.
     Toussaint, Attorney-in-Fact,
     pursuant to Power of Attorney
     filed with this Amendment to
     the Registration Statement No.
     33-38761.



















                                        II-3




                                   SIGNATURES


     Pursuant to the  requirements  of the  Securities  Act of 1933, the Savings
Plan Committee has duly caused this Amendment to the  Registration  Statement to
be signed on its behalf by the undersigned,  thereunto duly  authorized,  in the
City of Overland Park, State of Kansas, on the 11th day of February, 2004.

                              SPRINT RETIREMENT SAVINGS PLAN
                              FOR BARGAINING UNIT EMPLOYEES



                              By: /s/ James G. Kissinger
                                  James G. Kissinger,
                                  Saving Plan Committee Member



















                                        II-4





                                  EXHIBIT INDEX


Exhibit
Number    Exhibits

 24. Power of Attorney.