Exhibit 10(n)

                                 AMENDMENT NO. 3
                      TO THE MCI COMMUNICATIONS CORPORATION
                                STOCK OPTION PLAN


     The MCI Communications  Corporation  Stock Option Plan is hereby  amended,
effective November 1, 1996, in the following respects:

  1.       Section 1.4 is restated in its entirety to read as follows:

     "1.4  Types of Awards  Under the Plan 

     Awards may be made under the Plan in the form of stock options ("options"),
stock appreciation  rights,  restricted stock,  performance shares and incentive
stock units,  and other  awards as may be permitted  under the Plan from time to
time, all as more fully set forth in Article II."

     2.  Sections  2.7,  2.8  and  2.9  are   renumbered   2.8,  2.9  and  2.10,
respectively,  references in the Plan to such sections are modified accordingly,
and a new Section 2.7 is added to read as follows:


    "2.7     Grant of Incentive Stock Units

     (a) The  Committee  may grant an award of incentive  stock  units,  each of
which shall  entitle  the  grantee to receive  one share of Common  Stock at the
maturity date specified in such award.  Incentive  stock unit awards may be made
independently of or in connection with any other award under the Plan.





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     (b) At the time of grant,  the Committee shall specify the date or dates on
which the  incentive  stock units shall become fully vested and  nonforfeitable,
and may specify such conditions to vesting as it deems  appropriate.  Such dates
may be  earlier  than  the  maturity  date of the  award.  In the  event  of the
termination of the grantee's  employment by the Company and its subsidiaries for
any reason,  incentive stock units that have not become  nonforfeitable shall be
forfeited and cancelled.  The Committee at any time may accelerate vesting dates
and otherwise waive or amend any conditions of an award.

     (c) At the maturity date  applicable  to a grant of incentive  stock units,
the Company shall transfer to the grantee one unrestricted,  fully  transferable
share of Common Stock for each such incentive  stock unit.  The Committee  shall
specify the purchase price, if any, to be paid by the grantee to the Company for
such shares of Common Stock; provided, however, that such price shall be no less
than par  value in the case of any  newly  issued  share  of  Common  Stock,  if
required by applicable law."

     3. The first  sentence  of  Section  3.4 is  deleted  and  replaced  by the
following two sentences:

     "Whenever  under the Plan there is a transfer of shares of Common Stock, or
a cash payment,  or the vesting of an award,  such transfer,  payment or vesting
shall be  subject  to  applicable  withholding  requirements  imposed by any tax
(including,  without limitation,  FICA) or other law. The Company shall have the
right to require as a condition  of any such  transfer,  payment or vesting that
the key  employee  remit an amount  sufficient  in the opinion of the Company to
satisfy all withholding requirements related thereto."





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     4. Section 3.11(b) is amended by the addition of the following  sentence at
the end thereof:

     "The maturity date of any  outstanding  incentive stock unit shall likewise
be automatically  accelerated and  unrestricted  shares of Common Stock shall be
transferred to the holders thereof in accordance with Section 2.7(c)."

     5. The first sentence of Section 2.5(a) is restated in its entirety to read
as follows:

     "The Committee may grant a restricted  stock award  entitling the recipient
to acquire shares of Common Stock for a purchase  price,  if any,  determined by
the  Committee;  provided,  however,  that such price  shall be no less than par
value in the case of any newly  issued  share of Common  Stock,  if  required by
applicable law."

                                          MCI COMMUNICATIONS CORPORATION


                                          By: /s/ Bert C. Roberts, Jr.
                                             ---------------------------
                                              Bert C. Roberts, Jr.
                                              Chairman

ATTEST:

/s/ C. Bolton-Smith, Jr.
-------------------------
C. Bolton-Smith, Jr.
Secretary