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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.1)
SPRINT CORPORATION
(Name of Issuer)
PCS COMMON STOCK SERIES 1
$1.00 PAR VALUE
(Title of Class of Securities)
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852061506
(Cusip Number)
Comcast Corporation
(Name of Person Filing Statement)
Arthur R. Block
1500 Market Street
Philadelphia, Pennsylvania 19102-2148
Tel No.: (215) 665-1700
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
November 23, 1998
(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this statement because of Rule 13d-1 (e), 13d-1 (f) or 13d-1 (g), check the
following: [ ]
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CUSIP No. 85206150 13D Page 2 of 5 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
COMCAST CORPORATION
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS
OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |X|
6. CITIZENSHIP OR PLACE OF ORGANIZATION
PENNSYLVANIA
7. SOLE VOTING POWER 53,479,187
NUMBER OF (See Item Nos. 1 and 6)
SHARES
BENEFICIALLY 8. SHARED VOTING POWER 0 shares
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER 53,479,187 PCS Common
REPORTING Stock-Series-2 $1.00 par
PERSON WITH value per share (See
Item Nos. 1, 4 and 6)
10. SHARED DISPOSITIVE POWER 0 shares
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
(a) Amount beneficially owned: 53,479,187*
53,479,187 shares consists of shares (i) 47,248,435 of Series 2 PCS
Stock, (ii) presently exercisable Warrants to purchase an additional
3,015,858 shares of Series 2 PCS Stock, and (iii) 61,726 shares of
Series 7 Preferred Stock (which for purposes of this Report are assumed
to be convertible into an aggregate of 3,214,895 shares of Series 2 PCS
Stock). Each share of Series 2 PCS Stock automatically converts into
one share of Series 1 PCS Stock under certain circumstances.
* Assumes the conversion of all shares of Series 2 PCS Stock
beneficially owned by the Reporting Person (including all shares of
Series 2 PCS Stock issuable upon exercise of all Warrants and upon
conversion of all Series 7 Preferred Stock) into the corresponding
number of shares of Series 1 PCS Stock. See Item No. 1.
Because the Reporting Person does not have the right to acquire any
shares of Series 1 PCS Stock, underlying the shares of Series 2 PCS
Stock, shares of the Series 7 Preferred Stock or the Warrants, within
sixty days of the date of the event requiring this Report, the
Reporting Person disclaims beneficialownership of all shares of Series
1 PCS Stock underlying the Series 2 PCS Stock, the Series 7 Preferred
Stock and the Warrants. The filing of this Report by the Reporting
Person shall not be construed as an admission that the Reporting Person
is the beneficial owner of any shares of Series 1 PCS Stock.
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.7%
Because each share of Series 2 PCS Stock generally is entitled to
one-tenth of the applicable vote per share of Series 1 PCS Stock, the
shares of Series 2 PCS Stock beneficially owned by the Reporting Person
represent less than 1% of the voting power of Sprint Corporation.
The shares of Series 2 PCS Stock beneficially owned by the Reporting
Person represent approximately 11.3% of the outstanding Series 1 PCS
Stock of the Issuer (which class includes the Series 1 PCS Stock, the
Series 2 PCS Stock and the Series 3 PCS Stock), assuming the exercise
of all Warrants to purchase shares of Series 2 PCS Stock initially
issued to the Reporting Person, the conversion of all shares of Series
7 Preferred Stock initially issued to the Reporting Person into shares
of Series 7 Preferred Stock, the issuance of all shares of Series 3 PCS
Stock issuable in respect of the Sprint's outstanding Class A Common
Stock and the issuance of all shares of Series 1 PCS Stock represented
by the Sprint FON Group's "inter-group interest" in Sprint's PCS Group
(including that portion of such inter-group interest corresponding to
the Series 7 Preferred Stock and the Warrants to purchase Series 2 PCS
Stock held by the Reporting Person and certain other holders).
14. TYPE OF REPORTING PERSON
CO
Comcast Corporation, a Pennsylvania corporation hereby amends its Report
on Schedule 13D, originally filed together with other reporting persons on
December 11, 1998 (the "Schedule 13D"), to disclose the acquisition of its
interest in PCS Common Stock Series 1 of the Sprint Corporation, a Kansas
corporation (the "Issuer").
Unless otherwise indicated, each capitalized term used but not defined
herein shall have the meaning assigned to such term in the Schedule 13D.
Item 2. Identity and Background and Item 5. Interest in Securities of the
Issuer.
Schedule A of the Report is hereby amended and restated in its entirety by
the following:
SCHEDULE A
DIRECTORS AND EXECUTIVE OFFICERS OF COMCAST
The name, business address, title, present principal occupation or
employment of each of the directors and executive officers of Comcast
Corporation ("Comcast") are set forth below. If no business address is given,
the director's or officer's business address is 1500 Market Street,
Philadelphia, PA 19102-2148. Unless otherwise indicated, each occupation set
forth opposite an individual's name refers to Comcast. Unless otherwise
indicated below, all of the persons listed below are citizens of the United
States of America.
<TABLE>
<CAPTION>
Name Title Business Address Present Principal Occupation
- -------------------------- ---------------------- -------------------------- -----------------------------------
<S> <C> <C> <C>
Ralph J. Roberts Chairman of the Board 1500 Market Street Chairman of the Board of Directors
of Directors and Philadelphia, PA 19102 of Comcast
Director
Julian A. Brodsky Vice Chairman of the 1500 Market Street Vice President of the Board of
Board of Directors and Philadelphia, PA 19102 Directors of Comcast
Director
Brian L. Roberts President; Director 1500 Market Street President of Comcast
Philadelphia, PA 19102
Gustave G. Amsterdam Director 1845 Walnut Street Attorney
Suite 2390 1845 Walnut Street
Philadelphia, PA 19103 Suite 2390
Philadelphia, PA 19103
Sheldon M. Bonovitz Director 4200 One Liberty Place Partner in the law firm of Duane,
Philadelphia, PA 19103 Morris and Heckscher
4200 Liberty Place
Philadelphia, PA 19103
Joseph L. Castle Director One Valley Square President of Castle Energy Corp.
Suite 101 One Valley Square
512 Township Line Road Suite 101
Blue Bell, PA 19422 512 Township Line Road
Blue Bell, PA 19422
Bernard C. Watson Director 1630 Locust Street President of William Penn
Philadelphia, PA 19103 Foundation
1630 Locust Street
Philadelphia, PA 19103
Irving A. Wechsler Director One Oliver Plaza Partner in Wechsler, Myers &
Pittsburgh, PA 15222 Walsh, Certified Public Accountants
One Oliver Plaza
Pittsburgh, PA 15222
Anne Wexler Director 1317 F. Street, N.W. Chairman of The Wexler Group
Suite 600 1317 F. Street, N.W.
Washington, DC 20004 Suite 600
Washington, DC 20004
Lawrence S. Smith Executive Officer 1500 Market Street Executive Vice President of
Philadelphia, PA 19102 Comcast
John R. Alchin* Executive Officer 1500 Market Street Senior Vice President and Treasurer
Philadelphia, PA 19102 of Comcast
Stephen B. Burke Executive Officer 1500 Market Street Senior Vice President of Comcast
Philadelphia, PA 19102
Stanley L. Wang Executive Officer 1500 Market Street Senior Vice President, General
Philadelphia, PA 19102 Counsel and Secretary of Comcast
</TABLE>
* Citizen of Australia
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: December 15, 1998
Comcast Corporation
By: /s/ Arthur R. Block
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Name: Arthur R. Block
Title: Vice President
