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                                                                 Exhibit (10)(u)

                Special Compensation and Non-Compete Agreement



This Agreement is entered into as of the 6th day of August, 1999 (the "Grant
Date"), by and between Sprint Corporation, a Kansas corporation ("Sprint," and
it, together with its Subsidiaries, the "Employer"), and Vonya B. McCann
("Employee").


                                   Recitals


     1. Employer is engaged in the telecommunications and related businesses.
        This is a worldwide business that may be conducted from sites and serve
        customers throughout the world.

     2. By virtue of her agreement to work for Employer, Employee will gain
        access to valuable Proprietary Information of Employer.

     3. Employer desires to enter into this Agreement to provide severance and
        other benefits for Employee in exchange for Employee's agreement to
        maintain the confidentiality of certain information and to refrain from
        competing with Employer during and after termination of her employment
        with Employer.


Capitalized terms are defined in Section 5 or parenthetically throughout this
Agreement.

Now, Therefore, in consideration of the premises and of the mutual promises
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties, the parties hereby
agree as follows:


1.  Employment At Will.

Employee's employment may be terminated by either party for any reason. Employee
shall provide Employer with written notice of her intent to terminate at least
30 days before the effective date of the termination. Except in the event of
Termination for Cause, Employer shall provide Employee with written notice of
its intent to terminate Employee's employment at least 30 days before the
effective date of the termination.


2.  Employee's Covenants.

2.01.   Exclusivity of Services.

Employee shall, during her employment with Employer, owe an undivided duty of
loyalty to Employer and agrees to devote her entire business time and attention
to the performance of those duties and responsibilities and to use her best
efforts to promote and develop the business of Employer. Employee shall adhere
to the conflicts of interest provisions set forth in Section 7 of the Sprint
Code of Ethics (or any successor provision, which is incorporated by this
reference)

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as in effect as of the date of this Agreement and as may be amended from time to
time hereafter. The determination of the Committee as to the Employee's
compliance with this provision shall be final.

2.02.   Proprietary Information.

Employee acknowledges that during the course of her employment she has learned
or will learn or develop Proprietary Information. Employee further acknowledges
that unauthorized disclosure or use of such Proprietary Information, other than
in discharge of Employee's duties, will cause Employer irreparable harm.

Except in the course of her employment with Employer under this Agreement, in
the pursuit of the business of Employer, or as otherwise required in employment
with Employer, Employee shall not, during the course of her employment or at any
time following termination of her employment, directly or indirectly, disclose,
publish, communicate, or use on her behalf or another's behalf, any Proprietary
Information. If during or after her employment Employee has any questions about
whether particular information is Proprietary Information she shall consult with
Employer's Corporate Secretary.

2.03.   Non-Competition.

Employee shall not, during the Non-Compete Period, engage in Competitive
Employment, whether paid or unpaid and whether as a consultant, employee, or
otherwise. This provision shall not apply if, within one year following a Change
in Control:

 (i)  Employer terminates Employee's employment with Employer for any reason
      other than Termination for Cause or Total Disability; or

 (ii) Employee terminates her employment with Employer upon Constructive
      Discharge.

If Employee ceases to be employed by Employer because of the sale, spin-off,
divestiture, or other disposition by Employer of the Subsidiary, division, or
other divested unit employing Employee, this provision shall continue to apply
during the Non-Compete Period, except that Employee's continued employment for
the Subsidiary, division, or other divested unit disposed of by the Employer
shall not be deemed a violation of this provision.

Employee agrees that because of the worldwide nature of Employer's business,
breach of this agreement by accepting Competitive Employment anywhere in the
United States would irreparably injure Employer and that, therefore, a more
limited geographic restriction is neither feasible nor appropriate to protect
Employer's interests.

Employee's representation of a Competitor of Employer in the private practice of
law as a member of a law firm shall not be deemed as breaching this
Non-Competition covenant.

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2.04.   Inducement of Employees, Customers and Others.

During the term of her employment and the Non-Compete Period, Employee shall not
directly or indirectly solicit, induce, or encourage any employee, consultant,
agent, or customer of Employer with whom she has worked or about whom she has
gained Proprietary Information to terminate his or its employment, agency, or
customer relationship with Employer or to render services for or transfer
business to any Competitor of Employer.

2.05.   Return of Employer's Property.

Employee shall, upon termination of her employment with Employer, return to
Employer all property of Employer in her possession, including all notes,
reports, sketches, plans, published memoranda or other documents, whether in
hard copy or in computer form, created, developed, generated, received, or held
by Employee during employment, concerning or related to Employer's business,
whether containing or relating to Proprietary Information or not. Employee shall
not remove, by e-mail, by removal of computer discs or hard drives, or by other
means, any of the above property containing Proprietary Information, or
reproductions or copies thereof, or any apparatus from Employer's premises
without Employer's authorization.

2.06.   Exit Interview.

At Employer's request, Employee shall participate in an exit interview prior to
her Severance Date to provide for the orderly transition of her duties, to
arrange for the return of Employer's property, to discuss her intended new
employment, and to discuss and complete such other matters as may be necessary
to ensure full compliance with this Agreement.

2.07.   Confidentiality of Agreement.

Employee shall not disclose or discuss the existence of this Agreement, the
Special Compensation, or any other terms of the Agreement except

 (i)   to members of her immediate family,

 (ii)  to her financial advisor or attorney, but then only to the extent
       necessary for them to assist her,

 (iii) to a potential employer on a strictly confidential basis, and then only
       to the extent necessary for reasonable disclosure in the course of
       serious negotiations, or

 (iv)  as required by law or to enforce her legal rights.


3.  Payment of Special Compensation.

In lieu of any payments or benefits available under any and all Employer
severance plans or policies but not in lieu of benefits under Sprint's Long-Term
Disability Plan, Employee shall be entitled to Special Compensation plus any
vacation pay for vacation accrued but not taken by Employee on her Severance
Date, if

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(i)  Employer terminates Employee's employment with Employer for any reason
     other than Termination for Cause or Total Disability or

(ii) Employee terminates her employment with Employer upon Constructive
     Discharge.

The payments and benefits provided for in this section shall be in addition to
all other sums then payable and owing to Employee hereunder and, except as
expressly provided herein, shall not be subject to reduction for any amounts
received by Employee for employment or services provided to any Person other
than Employer after the Severance Date and shall be in full settlement and
satisfaction of all of Employee's claims against and demands upon Employer.

Employee's right to receive severance or other benefits pursuant to this section
shall cease immediately if (1) Employee is reemployed by Employer, (2) Employee
materially breaches this Agreement, or (3) Employee, while bound by the
provisions of Section 2.03, represents a Competitor of Employer in the private
practice of law as permitted by the last sentence of Section 2.03.


4.  Dispute Resolution.

4.01.   Jurisdiction and Venue.

Employee consents to jurisdiction and venue in the state and federal courts in
and for Johnson County, Kansas, for any and all disputes arising under this
Agreement, provided, however, that Employer may seek injunctive relief in any
court of competent jurisdiction to enjoin any violation of the covenants under
Section 2, as well as seeking damages therefor.

4.02.   Remedies.

Employee acknowledges that the restraints and agreements herein provided are
fair and reasonable, that enforcement of the provisions of this Agreement will
not cause her undue hardship and that the provisions are reasonably necessary
and commensurate with the need to protect Employer and its legitimate and
proprietary business interests and property from irreparable harm.

Employee acknowledges that failure to comply with the terms of this Agreement,
particularly the provisions of Section 2, will cause irreparable damage to
Employer. Therefore, Employee agrees that Employer is entitled to specific
performance or injunctive relief, without bond, against Employee to prevent such
damage or breach, and the existence of any claim or cause of action Employee may
have against Employer shall not constitute a defense thereto.

If Employee materially breaches any provision of Section 2 or if any of those
provisions are held to be unenforceable against Employee, Employee shall return
any Special Compensation paid pursuant to this Agreement. During Employee's
employment with Employer, the Committee shall determine whether Employee has
materially breached the provisions of Section 2, and the Committee's
determination shall be final.

5.  Definitions.

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5.01.   Affiliate.

"Affiliate" means, with respect to any Person, a Person, other than a Subsidiary
of such Person, (i) controlling, controlled by, or under common control with
such Person and (ii) any other Person with whom such Person reports consolidated
financial information for financial reporting purposes. "Control" for this
purpose means direct or indirect possession by one Person of voting or
management rights of at least 20% with respect to another Person.

5.02.   Change in Control.

"Change in Control" means the occurrence of any of the following events:

 (i)   the acquisition by any "person" or "group" as such terms are defined in
       Sections 13(d) and 14(d) of the Securities Exchange Act of 1934 (the
       "Exchange Act") and the rules thereunder other than

       (A) a trustee or other fiduciary holding securities under an employee
           benefit plan of Sprint,

       (B) Sprint or a corporation owned, directly or indirectly, by the stock
           holders of Sprint in substantially the same proportions as their
           ownership of stock of Sprint, or

       (C) Deutsche Telekom AG or France Telecom, individually or collectively;

       of securities of Sprint representing 20% or more of the combined voting
       power of Sprint's then outstanding securities; or

 (ii)  at the end of any two-year period, less than a majority of the directors
       of Sprint are directors

       (A) who were directors of Sprint at the beginning of the two-year period
           or

       (B) whose election or nomination as director was approved by a vote of
           2/3's of the then directors described in this clause (ii) of this
           Section 5.02 by prior nomination or election; or

 (iii) the shareholders of Sprint approve a merger (in which Sprint is not the
       surviving operating entity), consolidation, liquidation, or dissolution
       of Sprint, or a sale of all or substantially all of the assets of Sprint;
       or

 (iv)  the acquisition by Deutsche Telekom AG or France Telecom, individually or
       collectively, of additional securities of the Company that would result
       in their possessing in the aggregate 35% or more of the combined voting
       power of the Company's then outstanding securities.

5.03.  Committee.

"Committee" means the Organization, Compensation, and Nominating Committee of
Sprint's board of directors.

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5.04.   Competitive Employment.

"Competitive Employment" means the performance of duties or responsibilities for
a Competitor of Employer

 (i)  that are of a similar nature or employ similar professional or technical
      skills (e.g., marketing, engineering, legal, etc.) to those employed by
      Employee in her performance of services for Employer at any time during
      the two years before the Severance Date,

 (ii) that relate to products or services that are competitive with Employer's
      products or services with respect to which Employee performed services for
      Employer at any time during the two years before the Severance Date, or

(iii) in the performance of which Proprietary Information to which Employee had
      access at any time during the two-year period before the Severance Date
      could be of substantial economic value to the Competitor of Employer.

5.05. Competitor of Employer.

Because of the highly competitive, evolving nature of Employer's industry, the
identities of companies in competition with Employer are likely to change over
time. The following tests, while not exclusive indications of what employment
may be competitive, are designed to assist the parties and any court in
evaluating whether particular employment is prohibited under this Agreement. A
Sprint Affiliate shall not be a Competitor of Employer.

"Competitor of Employer" means

 (i)  any Person doing business in the United States whose primary business is
      providing local or long distance telephone or wireless service;

 (ii) any Person doing business in the United States, who, together with its
      Consolidated Affiliates, receives more than 15% of its gross operating
      revenue from a line of business in which Employer, together with its
      Consolidated Affiliates, receives more than 15% of its gross operating
      revenues, all as measured by the most recent available financial
      information of both Employer and such other Person, at the time Employee
      accepts, or proposes to accept, employment with or to otherwise perform
      services for such Person;

(iii) any Person doing business in the United States and operating, for less
      than 5 years, a line of business from which Employer derives more than 15%
      of its gross operating revenues, notwithstanding such Person's lack of
      substantial revenues in such line of business; and

 (iv) any Person doing business in the United States, who receives more than 15%
      of its gross operating revenue from a line of business in which Employer
      has operated for less than 5 years, notwithstanding Employer's lack of
      substantial revenues in such line of business.

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If financial information is not publicly available or is inadequate for purposes
of applying this definition, the burden shall be on the Employee to demonstrate
that such Person is not a Competitor of Employer.

5.06.   Consolidated Affiliate.

"Consolidated Affiliate" means, with respect to any person, all Affiliates and
Subsidiaries of such person, if any, with whom the financial statements of such
person are required, under generally accepted accounting principles, to be
reported on a consolidated basis.

5.07.   Constructive Discharge.

"Constructive Discharge" means termination by the Employee of her employment
with the Employer by written notice given within 60 days following one or more
of the following events:

 (i)  unless Employer first offers to Employee a position having an equal or
      greater grade rating, reassignment of Employee from her then current
      position with Employer to a position having a lower grade rating, in each
      case under Employer's methodology of rating employment positions for its
      employees generally;

 (ii) a reduction in Employee's targeted total compensation by more than 10%
      other than by an across-the-board reduction affecting substantially all
      similarly situated employees of Employer; or

(iii) a change in the Employee's base employment area to anywhere other than the
      Washington, D.C., metropolitan area within one year following a Change in
      Control.

5.08.   Non-Compete Period.

"Non-Compete Period" means the 18-month period beginning on Employee's Severance
Date. If Employee breaches or violates any of the covenants or provisions of
this Agreement, the running of the Non-Compete Period shall be tolled during the
period the breach or violation continues.

5.09.   Person.

"Person" means any individual, corporation, partnership, association, company,
or other entity.

5.10.   Proprietary Information.

"Proprietary Information" means trade secrets (such as customer information,
technical and non-technical data, a formula, pattern, compilation, program,
device, method, technique, drawing, process) and other confidential and
proprietary information concerning the products, processes, or services of
Employer or Employer's Affiliates, including but not limited to: computer
programs, unpatented or unpatentable inventions, discoveries or improvements;
marketing, manufacturing, or organizational research and development results and
plans; business and strategic plans; sales forecasts and plans; personnel
information, in-

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cluding the identity of other employees of Employer, their responsibilities,
competence, abilities, and compensation; pricing and financial information;
current and prospective customer lists and information on customers or their
employees; information concerning purchases of major equipment or property; and
information about potential mergers or acquisitions which information: (i) has
not been made known generally to the public; and (ii) is useful or of value to
the current or anticipated business, or research or development activities of
Employer or of any customer or supplier of Employer, or (iii) has been
identified to Employee as confidential by Employer, either orally or in writing.

5.11.   Severance Date.

"Severance Date" means the last day on which Employee actually performs services
as an employee of Employer.

5.12.   Severance Period.

"Severance Period" means the 18-month period beginning on Employee's Severance
Date.

5.13.   Special Compensation.

"Special Compensation" means Employee's right

 (i)  to continue to receive during the Severance Period periodic compensation
      at the same rate as her base salary in effect at the Employee's Severance
      Date;

 (ii) to receive bonuses under one or more of Sprint's Management Incentive
      Plan, Executive Management Incentive Plan, and Sales Incentive
      Compensation Plan in which Employee participated on the Severance Date
      (together with other incentive compensation plans specifically approved
      for this purpose by the Committee, the "Short-Term Incentive Plans") based
      on the Employee's target amount under such plans on the Severance Date,
      and assuming achievement of performance targets under the Short-Term
      Incentive Plans of

      (A) the actual performance level for periods before the beginning of the
          Severance Period and

      (B) the lesser of (a) the actual performance level during the Severance
          Period and (b) 100% of targeted performance during the Severance
          Period,

      pro-rating the foregoing performance levels under the Short-Term Incentive
      Plans based on the ratio of the amount of time in each of the foregoing
      time periods to the amount of time in the whole performance period under
      each Short-Term Incentive Plan;

(iii) to receive an award under the Long Term Incentive Plan and the Executive
      Long Term Incentive Plan (the "Long-Term Incentive Plans"), assuming
      achievement of performance targets under the Long-Term Incentive Plans of

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       (A) the actual performance level for periods before the beginning of the
           Severance Period and

       (B) 0% of targeted performance during the Severance Period,

       pro-rating the foregoing performance levels under the Long-Term Incentive
       Plans based on the ratio of the amount of time in each of the foregoing
       time periods to the amount of time in the whole performance period under
       each Long-Term Incentive Plan;

(iv)   to continue to participate throughout the Severance Period in all group
       health plans (as defined in Code section 106(b)(3) or any successor
       provision of the Internal Revenue Code of 1986, as amended, including but
       not limited to any medical and dental) that Employer continues to make
       available to Employer's employees generally and that Employee was
       participating in on her Severance Date, except that participation in
       those plans after Employee becomes employed full-time during the
       Severance Period shall immediately cease unless Employee elects to
       continue coverage under the COBRA continuation provisions of any group
       health plan by paying the applicable premium therefor;

(v)    to continue to participate throughout the Severance Period in all group
       life insurance and qualified or non-qualified retirement plans that
       Employer continues to make available to Employer's employees generally
       and that Employee was participating in on her Severance Date;

(vi)   to receive out-placement counseling by a firm selected by Employer to
       continue until Employee becomes employed;

(vii)  to continue to receive throughout the Severance Period all executive
       perquisites (including automobile allowance, long distance services and
       all miscellaneous services) Employee was entitled to receive on the
       Severance Date except country club membership dues and accrual of
       vacation; and

(viii) to have the end of the Severance Period treated as Employee's termination
       date for purposes of Sprint's employee stock option plans and restricted
       stock plans.

Employee shall not be entitled to participate in Sprint's long- and short-term
disability plan after the Severance Date.

5.14.   Subsidiary.

"Subsidiary" means, with respect to any Person (the "Controlling Person"), all
other Persons (the "Controlled Persons") in whom the Controlling Person, alone
or in combination with one or more of its Subsidiaries, owns or controls more
than 50% of the management or voting rights, together with all Subsidiaries of
such Controlled Persons.

5.15.   Termination for Cause.

"Termination for Cause" means termination by Employer of Employee's employment
because of

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(i)  conduct by the Employee that violates the Employers code of ethics or
     reflects adversely on the Employee's honesty or

(ii) Employee's willful engagement in conduct that is materially injurious to
     the Employer.

Termination for failure to meet performance expectations, unless willful,
continuing, and substantial, shall not be deemed a Termination for Cause.

5.16.   Total Disability.

"Total Disability" shall have the same meaning as in Sprint's Long Term
Disability Plan, as amended from time to time.


6.  General Provisions.

6.01.   Obligations to Survive Termination of Employment.

Employee's obligations under this Agreement shall survive her termination of
employment with Employer.

6.02.   Binding Effect.

This Agreement shall be binding upon and inure to the benefit of Employee's
executors, administrators, legal representatives, heirs, and legatees and to
Employer's successors and assigns.

6.03.   Partial Invalidity.

The various provisions of this Agreement are intended to be severable and to
constitute independent and distinct binding obligations. Should any provision of
this Agreement be determined to be void and unenforceable, in whole or in part,
it shall not be deemed to affect or impair the validity of any other provision
or part thereof, and such provision or part thereof shall be deemed modified to
the extent required to permit enforcement. Without limiting the generality of
the foregoing, if the scope of any provision contained in this Agreement is too
broad to permit enforcement to its full extent, but may be enforceable by
limitations thereon, such provision shall be enforced to the maximum extent
permitted by law, and Employee hereby agrees that such scope may be judicially
modified accordingly.

6.04.   Waiver.

The waiver by either party of a breach of any provision of this Agreement by any
other party shall not operate or be construed as a waiver of any subsequent
breach.

6.05.   Prior Agreements Merged into Agreement.

This Agreement represents the entire understanding of the parties and, to the
extent that there is any conflict, supersedes all other agreements with respect
to the subject matter hereof.

6.06.   Notices.

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Any notice or other communication required or permitted to be given hereunder
shall be determined to have been duly given to any party

 (i)   upon actual receipt at the address of such party specified below if
       delivered personally or by regular U.S. mail;

 (ii)  upon receipt by the sender of a "GOOD" or "OK" confirmation of
       transmission if transmitted by facsimile, but only if a copy is also sent
       by regular mail or courier;

 (iii) when delivery is certified if sent as certified mail, return receipt
       requested, addressed, in any case to the party at the following
       addresses:

           If to Employee:              If to Employer:

           Vonya B. McCann              Sprint Corporation
           2911 Fessenden St., N.W.     Attn: Corporate Secretary
           Washington, D.C.             2330 Shawnee Mission Parkway
                                        Westwood, KS 66205
                                        FAX: (913) 624-2256

     or to such other address or telecopy number as any party may designate by
     written notice in the aforesaid manner, or with respect to Employee, such
     address as Employee may provide Employer for purposes of its human
     resources database.

6.07.   Governing Law.

Because Employer's business is headquartered in Kansas, and to ensure uniformity
of enforcement of this Agreement, the validity, interpretation, and enforcement
of this Agreement shall be governed by the laws of the State of Kansas.

6.08.   Number and Gender.

Wherever the context requires, each term stated in either the singular or plural
shall include the singular and the plural, and the pronouns stated in either the
masculine, the feminine, or the neuter gender shall include the masculine,
feminine, or neuter as appropriate.

6.09.   Headings.

The headings of the Sections of this Agreement are for reference purposes only
and do not define or limit, and shall not be used to interpret or construe the
contents of this Agreement.

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In Witness Whereof, the parties have caused this Agreement to be duly executed
and effective as of August 6, 1999.


                               Sprint Corporation




                               by: /s/ Don A. Jensen
                                  Don A. Jensen, Vice President and
                                  Secretary




                                  /s/ Vonya B. McCann
                                  Vonya B. McCann, Employee

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                Special Compensation and Non-Compete Agreement

This Agreement is entered into as of the 9th day of December, 1997 (the
"Effective Date"), by and between Sprint Corporation, a Kansas corporation
("Sprint," and it, together with its Subsidiaries, the "Employer"), and Thomas
E. Weigman ("Employee").


                                   Recitals


  1. Employer is engaged in the telecommunications and related businesses.  This
     is a worldwide business that may be conducted from sites and serve
     customers throughout the world.

  2. By virtue of his work for Employer, Employee has gained and will continue
     to gain additional valuable Proprietary Information of Employer.


  3. Employer desires to enter into this Agreement to provide severance and
     other benefits for Employee in exchange for Employee's agreement to
     maintain the confidentiality of certain information and to refrain from
     competing with Employer during and after termination of his employment with
     Employer.


Capitalized terms are defined in Section 6 or parenthetically throughout this
Agreement.

Now, Therefore, in consideration of the premises and of the mutual promises
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties, the parties hereby
agree as follows:


1.  Employment At Will.

Employee's employment may be terminated by either party for any reason. Employee
shall provide Employer with written notice of his intent to terminate at least
30 days before the effective date of the termination. Except in the event of
Termination for Cause, Employer shall provide Employee with written notice of
its intent to terminate Employee's employment at least 30 days before the
effective date of the termination.


2.  Employee's Covenants.

2.01.  Exclusivity of Services.

Employee shall, during his employment with Employer, owe an undivided duty of
loyalty to Employer and agrees to devote his entire business time and


                                  1
<PAGE>

attention to the performance of those duties and responsibilities and to use his
best efforts to promote and develop the business of Employer. Employee shall
adhere to the conflicts of interest provisions set forth in Section 7 of the
Sprint Code of Ethics (or any successor provision, which is incorporated by this
reference) as in effect as of the date of this Agreement and as may be amended
from time to time hereafter. The determination of the Committee as to the
Employee's compliance with this provision shall be final.

2.02.  Proprietary Information.

Employee acknowledges that during the course of his employment he has learned or
will learn or develop Proprietary Information. Employee further acknowledges
that unauthorized disclosure or use of such Proprietary Information, other than
in discharge of Employee's duties, will cause Employer irreparable harm.

Except in the course of his employment with Employer under this Agreement, in
the pursuit of the business of Employer, or as otherwise required in employment
with Employer, Employee shall not, during the course of his employment or at any
time following termination of his employment, directly or indirectly, disclose,
publish, communicate, or use on his behalf or another's behalf, any Proprietary
Information. If during or after his employment Employee has any questions about
whether particular information is Proprietary Information he shall consult with
Employer's Corporate Secretary.

2.03.  Non-Competition.

Employee shall not, during the Non-Compete Period, engage in Competitive
Employment, whether paid or unpaid and whether as a consultant, employee, or
otherwise. This provision shall not apply if, within one year following a Change
in Control:

 (i) Employer terminates Employee's employment with Employer for any reason
     other than Termination for Cause or Total Disability; or

(ii) Employee terminates his employment with Employer upon Constructive
     Discharge.

If Employee ceases to be employed by Employer because of the sale, spin-off,
divestiture, or other disposition by Employer of the subsidiary, division, or
other divested unit employing Employee, this provision shall continue to apply
during the Non-Compete Period, except that Employee's continued employment for
the Subsidiary, division, or other divested unit disposed of by the Employer
shall not be deemed a violation of this provision.

                                  2
<PAGE>

Employee agrees that because of the worldwide nature of Employer's business,
breach of this agreement by accepting Competitive Employment anywhere in the
United States would irreparably injure Employer and that, therefore, a more
limited geographic restriction is neither feasible nor appropriate to protect
Employer's interests.

2.04.  Inducement of Employees, Customers and Others.

During the term of his employment and the Non-Compete Period, Employee shall not
directly or indirectly solicit, induce, or encourage any employee, consultant,
agent, or customer of Employer with whom he has worked or about whom he has
gained Proprietary Information to terminate his or its employment, agency, or
customer relationship with Employer or to render services for or transfer
business to any Competitor of Employer.

2.05.  Return of Employer's Property.

Employee shall, upon termination of his employment with Employer, return to
Employer all property of Employer in his possession, including all notes,
reports, sketches, plans, published memoranda or other documents, whether in
hard copy or in computer form, created, developed, generated, received, or held
by Employee during employment, concerning or related to Employer's business,
whether containing or relating to Proprietary Information or not. Employee shall
not remove, by e-mail, by removal of computer discs or hard drives, or by other
means, any of the above property containing Proprietary Information, or
reproductions or copies thereof, or any apparatus from Employer's premises
without Employer's authorization.

2.06.  Exit Interview.

At Employer's request, Employee shall participate in an exit interview prior to
his Severance Date to provide for the orderly transition of his duties, to
arrange for the return of Employer's property, to discuss his intended new
employment, and to discuss and complete such other matters as may be necessary
to ensure full compliance with this Agreement.

                                  3
<PAGE>

2.07.  Confidentiality of Agreement.

Employee shall not disclose or discuss the existence of this Agreement, the
Alternative Stock-Based Award, the Special Compensation, or any other terms of
the Agreement except

 (i)  to members of his immediate family,

(ii)  to his financial advisor or attorney, but then only to the extent
      necessary for them to assist him,

(iii) to a potential employer on a strictly confidential basis, and then only to
      the extent necessary for reasonable disclosure in the course of serious
      negotiations, or

(iv)  as required by law or to enforce his legal rights.


3.  Alternative Stock-Based Awards.

As partial consideration for Employee's agreements hereunder, Employee shall be
granted one of the two Stock-Based Awards, at the election of Employee, on the
terms set forth in this section. Employee must indicate which of the two forms
of compensation he elects to receive by checking the corresponding box above his
signature line at the bottom of this Agreement. If Employee signs this Agreement
but checks neither box or both boxes, Employee shall be considered to have
elected to receive restricted stock.

3.01.  Alternative Award of Restricted Stock.

If Employee elects to receive Restricted Stock, this Section 3.01 shall be
considered a part of this Agreement, otherwise it shall not be considered a part
of this Agreement.

Employer hereby grants to Employee an award of 7,500 shares of restricted stock
under Sprint's 1990 Restricted Stock Plan, the terms of which are hereby
incorporated into this Agreement by this reference.

(a) Lapse of Restrictions.

    Employee may not sell, transfer, assign, pledge, or otherwise encumber or
    dispose of shares of restricted stock until the restrictions on the shares
    lapse. Restrictions on the shares covered by this award shall lapse, with
    respect to 25% of the total shares granted, on each of the first four
    anniversary dates of the Effective Date.

(b) Rights as Stockholder and Issuance of Shares.

    Except as set forth in the 1990 Restricted Stock Plan, Employee shall have
    all rights of a stockholder with respect to the shares of restricted

                                  4
<PAGE>

    stock, including the right to vote the shares of stock and the right to
    dividends on the shares. The shares of restricted stock shall be registered
    in the name of the Employee and the certificates evidencing the shares
    shall, at Employer's sole election, either (i) bear an appropriate legend
    referring to the terms, conditions, and restrictions applicable to the award
    or (ii) be held in escrow by the Company. Within 60 days of the Effective
    Date of this Agreement, the Employee shall execute a stock power or powers
    assigning the shares of restricted stock to Sprint, and Sprint shall hold
    the stock power and the certificate in escrow and may use the stock power to
    effect forfeiture of the restricted stock to the extent the shares are
    forfeited under the terms of this Agreement. Sprint shall cause the
    certificate evidencing unrestricted shares of common stock to be issued to
    the Employee as soon as practicable after the restrictions lapse on the
    restricted shares.

3.02.  Alternative Award of Stock Options.

If Employee elects to receive stock options, this Section 3.02 shall be
considered a part of this Agreement; otherwise it shall not be considered a part
of this Agreement.

Sprint hereby grants to Employee, under Sprint's 1990 Stock Option Plan, an
option to purchase 30,000 shares of Sprint common stock at a price of $56.50 per
share. The option shall become exercisable, with respect to 25% of the total
shares granted, on each of the first four anniversaries of the Effective Date.
The option shall expire on December 9, 2007. The terms of the 1990 Stock Option
Plan are hereby incorporated into this Agreement by reference.

3.03.  Provisions Applicable to Awards of both Restricted Stock and Stock
       Options.


(a) Acceleration of Stock-Based Awards.

    (1) Conditions to Acceleration.

        The restrictions on all shares of restricted stock that have not
        otherwise lapsed shall lapse or the stock options shall become
        immediately exercisable, as the case may be, if, on or after the first
        anniversary of the Effective Date, Employee is not in breach of this
        Agreement and

        (i)  Employer terminates Employee's employment with Employer for any
             reason other than Termination for Cause or Employee's Total
             Disability or

                                  5
<PAGE>

         (ii)  Employee terminates his employment with Employer by reason of
               Employee's Constructive Discharge or

         (iii) Employee ceases to be employed by Employer because of a sale,
               merger, divestiture, or other transaction entered into by
               Employer.

    (2) No Acceleration on Transfer of Employment to Affiliates.

        In no event shall the restrictions lapse on restricted stock nor the
        exercisability of stock options be accelerated as provided in the prior
        section upon Employee's ceasing employment with Employer to commence
        employment with an Affiliate of Sprint.

    (3) Section 280G Limits on Acceleration.

        If the acceleration of the vesting of restricted stock or the
        exercisability of the stock-based award hereunder, together with all
        other payments or benefits contingent on a change in control within the
        meaning of Internal Revenue Code Section 280G or any successor provision
        ("280G"), results in any portion of such payments or benefits to the
        Employee not being deductible by the Employer or its successor as a
        result of the application of 280G, the Employee's benefits shall be
        reduced until the entire amount of the benefits is deductible. The
        reduction shall be effected by the exclusion of grants of options,
        restricted stock, or other benefits not deductible by Sprint under 280G
        in reverse chronological order of grant date from the application of
        this or other acceleration provision, until no portion of such benefits
        is rendered non-deductible by application of Code Section 280G.

(b) Forfeiture of Stock-Based Award on Transfer to Affiliates and on Termination
    of Employment in Certain Circumstances.

    Employee shall not be entitled to sell or continue to own any unvested
    shares of restricted stock or exercise or continue to own any unexercisable
    stock options, as the case may be, if before such restricted shares vest or
    before such stock options become exercisable

     (i)  Employee ceases employment with Employer and begins employment with an
          Affiliate of Employer,

     (ii) Employer terminates Employee's employment with Employer for any reason
          constituting Termination for Cause or by reason of Employee's Total
          Disability, or

                                  6
<PAGE>

    (iii) Employee terminates his employment with Employer for any reason other
          than Employee's Constructive Discharge.

    Except as to clause (iii), this provision applies regardless of what
    subsequent employment Employee may take.

(c) Tax Withholding. Employer may withhold the amount of any tax attributable to
    any amount payable or shares issuable under this Agreement.


4.  Payment of Special Compensation.

In lieu of any payments or benefits available under any and all Employer
severance plans or policies but not in lieu of benefits under Sprint's Long-Term
Disability Plan, Employee shall be entitled to Special Compensation plus any
vacation pay for vacation accrued but not taken by Employee on his Severance
Date, if

 (i) Employer terminates Employee's employment with Employer for any reason
     other than Termination for Cause or Total Disability or

(ii) Employee terminates his employment with Employer upon Constructive
     Discharge.

The payments and benefits provided for in this section shall be in addition to
all other sums then payable and owing to Employee hereunder and, except as
expressly provided herein, shall not be subject to reduction for any amounts
received by Employee for employment or services provided to any Person other
than Employer after the Severance Date and shall be in full settlement and
satisfaction of all of Employee's claims against and demands upon Employer.

Employee's right to receive severance or other benefits pursuant to this section
shall cease immediately if Employee is re-employed by Employer or Employee
materially breaches this Agreement.


5.  Dispute Resolution.

5.01.  Jurisdiction and Venue.

Employee consents to jurisdiction and venue in the state and federal courts in
and for Johnson County, Kansas, for any and all disputes arising under this
Agreement, provided, however, that Employer may seek injunctive relief in any
court of competent jurisdiction to enjoin any violation of the covenants under
Section 2, as well as seeking damages therefor.

                                  7
<PAGE>

5.02.  Remedies.

Employee acknowledges that the restraints and agreements herein provided are
fair and reasonable, that enforcement of the provisions of this Agreement will
not cause him undue hardship and that the provisions are reasonably necessary
and commensurate with the need to protect Employer and its legitimate and
proprietary business interests and property from irreparable harm.

Employee acknowledges that failure to comply with the terms of this Agreement,
particularly the provisions of Section 2, will cause irreparable damage to
Employer. Therefore, Employee agrees that, in addition to any other remedies at
law or in equity available to Employer for Employee's breach or threatened
breach of this Agreement, Employer is entitled to specific performance or
injunctive relief, without bond, against Employee to prevent such damage or
breach, and the existence of any claim or cause of action Employee may have
against Employer shall not constitute a defense thereto.

If Employee materially breaches any provision of Section 2 or if any of those
provisions are held to be unenforceable against Employee

 (i) Employee shall return any Special Compensation paid pursuant to this
     Agreement and

(ii) if Employee's breach occurs within the five-year period beginning on the
     Effective Date of this Agreement, Employee shall return to Employer the
     stock received with respect to the Stock-Based Award, or, if Employee has
     disposed of the stock, an amount equal to the fair market value thereof on
     the date of disposition.

This remedy is a return of consideration and shall be in addition to any other
remedies. During Employee's employment with Employer, the Committee shall
determine whether Employee has materially breached the provisions of Section 2,
and the Committee's determination shall be final.


6.  Definitions.

6.01.  Affiliate.

"Affiliate" means, with respect to any Person, a Person, other than a Subsidiary
of such Person, (i) controlling, controlled by, or under common control with
such Person and (ii) any other Person with whom such Person reports consolidated
financial information for financial reporting purposes. "Control" for this
purpose means direct or indirect possession by one Person of voting or
management rights of at least 20% with respect to another Person.

                                  8
<PAGE>

6.02.  Change in Control.

"Change in Control" means the occurrence of any of the following events:

 (i)  the acquisition, without the approval of a majority of the directors
      described in clause (ii) of this Section 6.02, by any "person" or "group"
      as such terms are defined in Sections 13(d) and 14(d) of the Securities
      Exchange Act of 1934 (the "Exchange Act") and the rules thereunder other
      than


      (A) a trustee or other fiduciary holding securities under an employee
          benefit plan of Sprint,

      (B) Sprint or a corporation owned, directly or indirectly, by the
          stockholders of Sprint in substantially the same proportions as their
          ownership of stock of Sprint, or

      (C) Deutsche Telekom AG or France Telecom, individually or collectively;


      of securities of Sprint representing 20% or more of the combined voting
      power of Sprint's then outstanding securities; or

(ii)  at the end of any two-year period, less than a majority of the directors
      of Sprint are directors

      (A) who were directors of Sprint at the beginning of the two-year period
          or

      (B) whose election or nomination as director was approved by a vote of
          2/3's of the then directors described in this clause (ii) of this
          Section 6.02 by prior nomination or election; or

(iii) the shareholders of Sprint approve a merger (in which Sprint is not the
      surviving operating entity), consolidation, liquidation, or dissolution of
      Sprint, or a sale of all or substantially all of the assets of Sprint; or

(iv)  the acquisition by Deutsche Telekom AG or France Telecom, individually or
      collectively, of additional securities of the Company that would result in
      their possessing in the aggregate 35% or more of the combined voting power
      of the Company's then outstanding securities.


6.03.  Committee.

"Committee" means the Organization, Compensation, and Nominating Committee of
Sprint's board of directors.

                                  9
<PAGE>

6.04.  Competitive Employment.

"Competitive Employment" means the performance of duties or responsibilities for
a Competitor of Employer

 (i)  that are of a similar nature or employ similar professional or technical
      skills (e.g., marketing, engineering, legal, etc.) to those employed by
      Employee in his performance of services for Employer at any time during
      the two years before the Severance Date,

(ii)  that relate to products or services that are competitive with Employer's
      products or services with respect to which Employee performed services for
      Employer at any time during the two years before the Severance Date, or

(iii) in the performance of which Proprietary Information to which Employee had
      access at any time during the two-year period before the Severance Date
      could be of substantial economic value to the Competitor of Employer.


6.05.  Competitor of Employer.

Because of the highly competitive, evolving nature of Employer's industry, the
identities of companies in competition with Employer are likely to change over
time. The following tests, while not exclusive indications of what employment
may be competitive, are designed to assist the parties and any court in
evaluating whether particular employment is prohibited under this Agreement. A
Sprint Affiliate shall not be a Competitor of Employer.

"Competitor of Employer" means

 (i)  any Person doing business in the United States whose primary business is
      providing local or long distance telephone or wireless service;

(ii)  any Person doing business in the United States, who, together with its
      Consolidated Affiliates, receives more than 15% of its gross operating
      revenue from a line of business in which Employer, together with its
      Consolidated Affiliates, receives more than 15% of its gross operating
      revenues, all as measured by the most recent available financial
      information of both Employer and such other Person, at the time Employee
      accepts, or proposes to accept, employment with or to otherwise perform
      services for such Person;

(iii) any Person doing business in the United States and operating, for less
      than 5 years, a line of business from which Employer derives more than 15%
      of its gross operating revenues, notwithstanding such Person's lack

                                 10
<PAGE>

      of substantial revenues in such line of business; and

(iv)  any Person doing business in the United States, who receives more than 15%
      of its gross operating revenue from a line of business in which Employer
      has operated for less than 5 years, notwithstanding Employer's lack of
      substantial revenues in such line of business.

If financial information is not publicly available or is inadequate for purposes
of applying this definition, the burden shall be on the Employee to demonstrate
that such Person is not a Competitor of Employer.

6.06.  Consolidated Affiliate.

"Consolidated Affiliate" means, with respect to any person, all Affiliates and
Subsidiaries of such person, if any, with whom the financial statements of such
person are required, under generally accepted accounting principles, to be
reported on a consolidated basis.

6.07.  Constructive Discharge.

"Constructive Discharge" means termination by the Employee of his employment
with the Employer by written notice given within 60 days following one or more
of the following events:

 (i)  unless Employer first offers to Employee a position having an equal or
      greater grade rating, reassignment of Employee from his then current
      position with Employer to a position having a lower grade rating, in each
      case under Employer's methodology of rating employment positions for its
      employees generally;

(ii)  a reduction in Employee's targeted total compensation by more than 10%
      other than by an across-the-board reduction affecting substantially all
      similarly situated employees of Employer; or

(iii) a change in the Employee's base employment area to anywhere other than the
      Kansas City metropolitan area within one year following a Change in
      Control.


6.08.  Non-Compete Period.

"Non-Compete Period" means the 18-month period beginning on Employee's Severance
Date. If Employee breaches or violates any of the covenants or provisions of
this Agreement, the running of the Non-Compete Period shall be tolled during the
period the breach or violation continues.

                                 11
<PAGE>

6.09.  Person.

"Person" means any individual, corporation, partnership, association, company,
or other entity.

6.10.  Proprietary Information.

"Proprietary Information" means trade secrets (such as customer information,
technical and non-technical data, a formula, pattern, compilation, program,
device, method, technique, drawing, process) and other confidential and
proprietary information concerning the products, processes, or services of
Employer or Employer's Affiliates, including but not limited to: computer
programs, unpatented or unpatentable inventions, discoveries or improvements;
marketing, manufacturing, or organizational research and development results and
plans; business and strategic plans; sales forecasts and plans; personnel
information, including the identity of other employees of Employer, their
responsibilities, competence, abilities, and compensation; pricing and financial
information; current and prospective customer lists and information on customers
or their employees; information concerning purchases of major equipment or
property; and information about potential mergers or acquisitions which
information: (i) has not been made generally to the public; and (ii) is useful
or of value to the current or anticipated business, or research or development
activities of Employer or of any customer or supplier of Employer, or (iii) has
been identified to Employee as confidential by Employer, either orally or in
writing.

6.11.  Severance Date.

"Severance Date" means the last day on which Employee actually performs services
as an employee of Employer.

6.12.  Severance Period.

"Severance Period" means the 18-month period beginning on Employee's Severance
Date.

6.13.  Special Compensation.

"Special Compensation" means Employee's right

 (i) to continue to receive during the Severance Period periodic compensation at
     the same rate as his base salary in effect at the Employee's Severance
     Date;

(ii) to receive bonuses under one or more of Sprint's Management Incentive Plan,
     Executive Management Incentive Plan, and Sales Incentive Compensation Plan
     in which Employee participated on the Severance

                                 12
<PAGE>

     Date (together with other incentive compensation plans specifically
     approved for this purpose by the Committee, the "Short-Term Incentive
     Plans") based on the Employee's target amount under such plans on the
     Severance Date, and assuming achievement of performance targets under the
     Short-Term Incentive Plans of


     (A) the actual performance level for periods before the beginning of the
         Severance Period and

     (B) the lesser of (a) the actual performance level during the Severance
         Period and (b) 100% of targeted performance during the Severance
         Period,

     pro-rating the foregoing performance levels under the Short-Term Incentive
     Plans based on the ratio of the amount of time in each of the foregoing
     time periods to the amount of time in the whole performance period under
     each Short-Term Incentive Plan;

(iii) to receive an award under the Long Term Incentive Plan and the Executive
      Long Term Incentive Plan (the "Long-Term Incentive Plans"), assuming
      achievement of performance targets under the Long-Term Incentive Plans of


     (A) the actual performance level for periods before the beginning of the
         Severance Period and

     (B) 0% of targeted performance during the Severance Period,


     pro-rating the foregoing performance levels under the Long-Term Incentive
     Plans based on the ratio of the amount of time in each of the foregoing
     time periods to the amount of time in the whole performance period under
     each Long-Term Incentive Plan;

(iv) to continue to participate throughout the Severance Period in all group
     health plans (as defined in Code section 106(b)(3) or any successor
     provision of the Internal Revenue Code of 1986, as amended, including but
     not limited to any medical and dental) that Employer continues to make
     available to Employer's employees generally and that Employee was
     participating in on his Severance Date, except that participation in those
     plans after Employee becomes employed full-time during the Severance Period
     shall immediately cease unless Employee elects to continue coverage under
     the COBRA continuation provisions of any group health plan by paying the
     applicable premium therefor;

                                 13
<PAGE>

(v)    to continue to participate throughout the Severance Period in all group
       life insurance and qualified or non-qualified retirement plans that
       Employer continues to make available to Employer's employees generally
       and that Employee was participating in on his Severance Date;

(vi)   to receive out-placement counseling by a firm selected by Employer to
       continue until Employee becomes employed;

(vii)  to continue to receive throughout the Severance Period all executive
       perquisites (including automobile allowance, long distance services and
       all miscellaneous services) Employee was entitled to receive on the
       Severance Date except country club membership dues and accrual of
       vacation; and

(viii) to have the end of the Severance Period treated as Employee's termination
       date for purposes of Sprint's employee stock option plans and restricted
       stock plans.

Employee shall not be entitled to participate in Sprint's long- and short-term
disability plan after the Severance Date.

6.14.  Stock-Based Award.

"Stock-Based Award" means the award of restricted stock or stock options as
elected by Employee under Section 3 of this Agreement.

6.15.  Subsidiary.

"Subsidiary" means, with respect to any Person (the "Controlling Person"), all
other Persons (the "Controlled Persons") in whom the Controlling Person, alone
or in combination with one or more of its Subsidiaries, owns or controls more
than 50% of the management or voting rights, together with all Subsidiaries of
such Controlled Persons.

6.16.  Termination for Cause.

"Termination for Cause" means termination by Employer of Employee's employment
because of

 (i) conduct by the  Employee  that  violates  the  Employers  code of ethics or
     reflects adversely on the Employee's honesty or

(ii) Employee's  willful  engagement in conduct that is materially  injurious to
     the Employer.

Termination for failure to meet performance expectations, unless willful,
continuing, and substantial, shall not be deemed a Termination for Cause.

                                 14
<PAGE>

6.17.  Total Disability.

"Total Disability" shall have the same meaning as in Sprint's Long Term
Disability Plan, as amended from time to time.

7.  General Provisions.

7.01.  Obligations to Survive Termination of Employment.

Employee's obligations under this Agreement shall survive his termination of
employment with Employer.

7.02.  Binding Effect.

This Agreement shall be binding upon and inure to the benefit of Employee's
executors, administrators, legal representatives, heirs, and legatees and to
Employer's successors and assigns.

7.03.  Partial Invalidity.

The various provisions of this Agreement are intended to be severable and to
constitute independent and distinct binding obligations. Should any provision of
this Agreement be determined to be void and unenforceable, in whole or in part,
it shall not be deemed to affect or impair the validity of any other provision
or part thereof, and such provision or part thereof shall be deemed modified to
the extent required to permit enforcement. Without limiting the generality of
the foregoing, if the scope of any provision contained in this Agreement is too
broad to permit enforcement to its full extent, but may be enforceable by
limitations thereon, such provision shall be enforced to the maximum extent
permitted by law, and Employee hereby agrees that such scope may be judicially
modified accordingly.

7.04.  Waiver.

The waiver by either party of a breach of any provision of this Agreement by any
other party shall not operate or be construed as a waiver of any subsequent
breach.

7.05.  Prior Agreements Merged into Agreement.

This Agreement represents the entire understanding of the parties and, to the
extent that there is any conflict, supersedes all other agreements with respect
to the subject matter hereof.

7.06.  Notices.

Any notice or other communication required or permitted to be given hereunder
shall be determined to have been duly given to any party

                                 15
<PAGE>

 (i)  upon actual receipt at the address of such party specified below if
      delivered personally or by regular U.S. mail;

(ii)  upon receipt by the sender of a "GOOD" or "OK" confirmation of
      transmission if transmitted by facsimile, but only if a copy is also sent
      by regular mail or courier;

(iii) when delivery is certified if sent as certified mail, return receipt
      requested, addressed, in any case to the party at the following addresses:

            If to Employee:             If to Employer:

            Thomas E. Weigman           Sprint Corporation
            11729 Manor                 Attn: Corporate Secretary
            Leawood, KS 66211           2330 Shawnee Mission Parkway
                                        Westwood, KS 66205
                                        FAX: (913) 624-2256

     or to such other address or telecopy number as any party may designate by
     written notice in the aforesaid manner, or with respect to Employee, such
     address as Employee may provide Employer for purposes of its human
     resources database.


7.07.  Governing Law.

Because Employer's business is headquartered in Kansas, and to ensure uniformity
of enforcement of this Agreement, the validity, interpretation, and enforcement
of this Agreement shall be governed by the laws of the State of Kansas.

7.08.  Number and Gender.

Wherever the context requires, each term stated in either the singular or plural
shall include the singular and the plural, and the pronouns stated in either the
masculine, the feminine, or the neuter gender shall include the masculine,
feminine, or neuter as appropriate.

7.09.  Headings.

The headings of the Sections of this Agreement are for reference purposes only
and do not define or limit, and shall not be used to interpret or construe the
contents of this Agreement.

                                 16
<PAGE>

In Witness Whereof, the parties have caused this Agreement to be duly executed
and effective as of December 9, 1997.


                                  Sprint Corporation




                                  by: /s/ Don A. Jensen
                                     Don A. Jensen, Vice President
                                     and Secretary


I hereby elect to receive the following as the Stock-Based Award (check one):

___ Restricted Stock

_x_ Stock Options




                                     /s/ Thomas E. Weigman
                                     Thomas E. Weigman, Employee


                                 17