<PAGE>
As filed with the Securities and Exchange Commission on January 18, 2001
Registration No. 333-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________
FORM S-3
REGISTRATION STATEMENT
Under
The Securities Act of 1933
__________________________
SPRINT CAPITAL CORPORATION SPRINT CORPORATION
As Issuer and Registrant of Debt As Issuer and Registrant of Debt
Securities Securities and Guarantees
(Exact names of registrants as specified in their charters)
DELAWARE KANSAS
(State of Incorporation) (State of Incorporation)
48-1132866 48-0457967
(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
____________________________
P.O. BOX 11315, KANSAS CITY, MISSOURI 64112, (913) 624-3000
(Address, including zip code, and telephone number, including area code, of
both registrants' principal executive offices)
THOMAS A. GERKE
VICE PRESIDENT, CORPORATE SECRETARY
AND ASSOCIATE GENERAL COUNSEL
SPRINT CORPORATION
P.O. BOX 11315, KANSAS CITY, MISSOURI 64112
TELEPHONE (913) 624-3326
(Name, address, including zip code, and telephone number, including area
code, of agent for service for registrants)
____________________________
Approximate Date of Commencement of proposed sale to the public: As soon
as practicable after this Registration Statement is declared effective.
If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [_]
<PAGE>
If any of the securities being registered on this Form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box. [_]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [X] 333-83577 and 333-
---------- ---
83577-01
--------
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [_]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [_]
____________________________
CALCULATION OF ADDITIONAL REGISTRATION FEE
<TABLE>
<CAPTION>
Proposed Proposed
Maximum Maximum Amount of
Title of Each Class of Amount to Be Offering Price Aggregate Registration
Securities to be Registered Registered Per Unit (1) Offering Price (1) Fee
------------------------------- --------------- ----------------- --------------------- ---------------
<S> <C> <C> <C> <C>
Debt Securities -- to be issued by
Sprint Capital Corporation $400,000,000 100% $400,000,000 $100,000
Guarantees -- of the Debt
Securities of Sprint Capital
Corporation by Sprint
Corporation (2) (2) (2)
</TABLE>
_______________________________
(1) Estimated solely for the purpose of determining the registration
fee in accordance with Rule 457(o) and for the purpose of this
offering, and not a representation as to a re-offering price.
(2) No separate consideration will be received for the Guarantees.
<PAGE>
EXPLANATORY NOTE
This Registration Statement is being filed pursuant to Rule 462(b) under the
Securities Act of 1933, as amended. The Registrants' Registration Statement on
Form S-3 (Registration Nos. 333-83577 and 333-83577-01), declared effective on
August 3, 1999, is incorporated herein by reference.
EXHIBITS
5.1 Opinion of Michael T. Hyde
23.1.1 Consent of Ernst & Young LLP.
23.1.2 Consent of Deloitte & Touche LLP.
23.1.3 Consent of Michael T. Hyde (included in Exhibit 5.1).
24.1 Powers of Attorney of the officers and directors of the Registrants
signing this Registration Statement (included on pages II-4 through II-6 of the
Registrants' Registration Statement on Form S-3 (Registration Nos. 333-83577 and
333-83577-01), and incorporated herein by reference).
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
registrant certifies that it has reasonable grounds to believe that it meets all
the requirements for filing on Form S-3 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 18/th/ day of
January, 2001.
SPRINT CORPORATION
By /s/ A.B. Krause
----------------------------------------------
A.B. Krause, Executive Vice President -- Chief
Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on January 18, 2001.
<TABLE>
<CAPTION>
Name Title
---- -----
<S> <C>
Chairman of the Board and Chief Executive
/s/ W.T. Esrey * Officer
------------------- (Principal Executive Officer)
(W.T. Esrey)
Executive Vice President --
/s/ A.B. Krause* Chief Financial Officer
--------------------- (Principal Financial Officer)
(A.B. Krause)
Senior Vice President and
/s/ J.P. Meyer * Controller
------------------ (Principal Accounting Officer)
(J.P. Meyer)
/s/ DuBose Ausley * Director
--------------------
(DuBose Ausley)
/s/ Warren Batts * Director
-------------------
(Warren L. Batts)
/s/ I. O. Hockaday, Jr. Director
-------------------------
(Irvine O. Hockaday, Jr.)
/s/ Harold S. Hook * Director
----------------------
(Harold S. Hook)
</TABLE>
<PAGE>
<TABLE>
<S> <C>
/s/ Ronald T. LeMay * Director
----------------------
(Ronald T. LeMay)
/s/ Linda K. Lorimer * Director
-----------------------
(Linda Koch Lorimer)
/s/ Charles E. Rice * Director
-----------------------
(Charles E. Rice)
/s/ Louis W. Smith * Director
-----------------------
(Louis W. Smith)
/s/ Stewart Turley * Director
------------------------
(Stewart Turley)
</TABLE>
*By /s/ A.B. Krause
-----------------------------------
For himself and as Attorney-in-fact
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
registrant certifies that it has reasonable grounds to believe that it meets all
the requirements for filing on Form S-3 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 18th day of
January, 2001.
SPRINT CAPITAL CORPORATION
By /s/ A.B. Krause
-----------------------
A.B. Krause, President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on January 18, 2001.
<TABLE>
<CAPTION>
Name Title
---- -----
<S> <C>
President and
/s/ A.B. Krause * Chief Executive Officer
------------------ and Director (Principal Executive Officer)
(A.B. Krause)
Senior Vice President and
/s/ Gene M. Betts * Chief Financial Officer and Director
-------------------- (Principal Financial Officer)
(G. M. Betts)
/s/ J.P. Meyer * Senior Vice President and
------------------ Controller
(J.P. Meyer) (Principal Accounting Officer)
/s/ Tom Gerke
------------------ Director
(Tom Gerke)
</TABLE>
*By /s/ A. B. Krause
___________________________________
For himself and as Attorney-in-fact
