Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SOFTBANK CORP
2. Date of Event Requiring Statement (Month/Day/Year)
10/15/2012
3. Issuer Name and Ticker or Trading Symbol
SPRINT NEXTEL CORP [S]
(Last)
(First)
(Middle)
1-9-1, HIGASHI-SHIMBASHI
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MINATO-KU TOKYO, M0 105-7303
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Bond   (1)   (2) Series 1 Common 590,476,190 $ 5.25 (3) I See Footnote (4)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SOFTBANK CORP
1-9-1, HIGASHI-SHIMBASHI
MINATO-KU TOKYO, M0 105-7303
    X    
Starburst I, Inc.
38 GLEN AVENUE
NEWTON, MA 02459
    X    
Starburst II, Inc.
38 GLEN AVENUE
NEWTON, MA 02459
    X    
Starburst III, Inc.
38 GLEN AVENUE
NEWTON, MA 02459
    X    

Signatures

/s/ Masayoshi Son, Chairman & CEO 10/25/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Convertible immediately prior to the consummation of the Merger (as defined in the Agreement and Plan of Merger, dated October 15, 2012, by and among Sprint Nextel Corporation and the Reporting Persons (the "Merger Agreement")) or, after the termination of the Merger Agreement without the consummation of the Merger, upon not less than three business days prior written notice by Starburst II, Inc. to Issuer, in each case, subject to the terms and conditions of the Bond Purchase Agreement, dated October 15, 2012, by and between Sprint Nextel Corporation and Starburst II, Inc. (the "Bond Purchase Agreement").
(2) If not earlier converted, the Bond (as defined in the Bond Purchase Agreement) matures October 15, 2019.
(3) The conversion price represents the per share price of Issuer Series 1 Common Stock, $2.00 par value per share, into which the aggregate principal value of the Bond is convertible, subject to the terms and conditions of the Bond Purchase Agreement. No further consideration is required for conversion of the Bond.
(4) These securities are owned directly by Starburst II, Inc., which is a wholly-owned subsidiary of Starburst I, Inc., which is a wholly-owned subsidiary of SOFTBANK CORP. Starburst III, Inc., which is a wholly-owned subsidiary of Starburst II, Inc., is the Merger Sub, as defined in the Merger Agreement, and has no pecuniary interest in the Bond.

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