content: <PAGE>   1
     As filed with the Securities and Exchange Commission on January 28, 1998
                                                      Registration No. 333-______
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON D.C. 20549
  
                              -----------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                          UNDER THE SECURITIES ACT OF 1933
  
                              -----------------------
  
                                   WORLDCOM, INC.
               (Exact name of registrant as specified in its charter)
  
             GEORGIA                                               58-1521612
  (State or other jurisdiction of                               (I.R.S. Employer
  incorporation or organization)                               Identification No.)
  
                               515 EAST AMITE STREET
                          JACKSON, MISSISSIPPI 39201-2702
                           (Address, including zip code,
                    of registrants principal executive offices)
  
  
  
                       WORLDCOM, INC. 1997 STOCK OPTION PLAN
  --------------------------------------------------------------------------------
                            (Full title of the plan(s))
  
                              P. BRUCE BORGHARDT, ESQ.
                                   WORLDCOM, INC.
                        10777 SUNSET OFFICE DRIVE, SUITE 330
                             ST. LOUIS, MISSOURI 63127
                                   (314) 909-4100
             (Name, address, including zip code, and telephone number,
                     including area code, of agent for service)
                          -------------------------------
  
                          CALCULATION OF REGISTRATION FEE
  
  <TABLE>
  <CAPTION>
  ------------------------------------------------------------------------------------------------------------------------------
                                                         Proposed maximum         Proposed maximum
   Title of securities to    Amount to be registered    offering price per       aggregate offering     Amount of registration
        be registered                                         share1                   price1                     fee
  ------------------------------------------------------------------------------------------------------------------------------
  <S>                              <C>                      <C>                      <C>                      <C>        
  Common stock, $0.01 par
  value, and associated            20,000,000               $31.78125                 $635,625,000             $187,510
  preferred stock purchase          shares 3
  rights2
  ------------------------------------------------------------------------------------------------------------------------------
  </TABLE>
  
  ---------------------
           1      Computed pursuant to Rule 457(c) and Rule 457(h) solely for the
                   purpose of determining the registration fee. Proposed maximum
                   offering price represents the high and low prices for common
                   stock. Proposed maximum offering price represents the average
                   high and low prices for the Registrant's Common Stock reported
                   on the Nasdaq National Market on January 21, 1998.
  
           2      Each share of Common Stock also represents one preferred stock 
                   purchase right. Preferred stock purchase rights cannot trade
                   separately from the underlying common stock and, therefore, do
                   not carry a separate price or necessitate an additional filing
                   fee.
  
           3      This Registration Statement also covers such additional shares 
                   of Common Stock as may be issuable pursuant to antidilution
                   provisions.
  
  <PAGE>   2
  This Registration Statement registers additional securities of the same class
  as other securities for which a registration statement filed on this form
  relating to the same employee benefit plan is effective. Consequently, pursuant
  to General Instruction E of Form S-8, the contents of the Registration
  Statement on Form S-8 filed by WorldCom, Inc. (the "Company") with respect to
  the WorldCom, Inc. 1997 Stock Option Plan (the "Plan"), on June 27, 1997,
  Registration No. 333-30279, are incorporated by reference into this
  Registration Statement.
  
  Item 8.  Exhibits
  
           See Exhibit Index.
  
  
  
  
  
  
  
  
  
  
  
                                        2
  <PAGE>   3
  
  
  
  
                                     SIGNATURES
  
            Pursuant to the requirements of the Securities Act of 1933, the
  registrant certifies that it is has reasonable grounds to believe that it meets
  all the requirements for filing on Form S-8 and has duly caused this
  Registration Statement to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of Jackson, State of Mississippi on January 27,
  1998.
  
                                                   WORLDCOM, INC.
  
  
  
                                                   By: /s/ Scott D. Sullivan
                                                      ----------------------------
                                                         Scott D. Sullivan
                                                         Chief Financial Officer
  
                                 POWER OF ATTORNEY
  
            Each person whose signature appears below hereby constitutes and
  appoints Bernard J. Ebbers, Scott D. Sullivan, and P. Bruce Borghardt, and each
  of them (with full power to each of them to act alone), his true and lawful
  attorneys in fact and agents for him and on his behalf and in his name, place
  and stead, in any and all capacities to sign any and all amendments (including
  post-effective amendments) to this Registration Statement, and to file the
  same, with exhibits and any and all other documents filed with respect thereto,
  with the Securities and Exchange Commission (or any other governmental or
  regulatory authority), granting unto said attorneys, and each of them, full
  power and authority to do and to perform each and every act and thing requisite
  and necessary to be done in and about the premises in order to effectuate the
  same as fully to all intents and purposes as he himself might or could do if
  personally present, hereby ratifying and confirming all that said attorneys in
  fact and agents, or any of them, may lawfully do or cause to be done by virtue
  hereof.
  
            Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed by the following persons in the
  capacities and on the dates indicated.
  
  
  <TABLE>
  <CAPTION>
                    Name                               Title                           Date
                    ----                               -----                           ----
  <S>                                                 <C>                          <C>
  /s/ Carl J. Aycock                                  Director                     January 27, 1998
  --------------------------------------------
                Carl J. Aycock
  
  
  
  /s/ Max E. Bobbitt                                  Director                     January 27, 1998
  --------------------------------------------
                Max E. Bobbitt
  
  
  
  /s/ Bernard J. Ebbers                               Director, President and      January 27, 1998
  --------------------------------------------        Chief Executive Officer
               Bernard J. Ebbers                      
  
  
  /s/ Francesco Galesi                                Director                     January 27, 1998
  --------------------------------------------
               Francesco Galesi
  </TABLE>
  
  
  
                                        3
  
  <PAGE>   4
  <TABLE>
  <CAPTION>
                    Name                               Title                           Date
                    ----                               -----                           ----
  <S>                                                 <C>                          <C>
  /s/ Richard R. Jaros                                Director                     January 27, 1998
  --------------------------------------------
                 Richard R. Jaros
  
  
  
  /s/ Stiles A. Kellett, Jr.                          Director                     January 27, 1998
  --------------------------------------------
              Stiles A. Kellett, Jr.
  
  
  
  /s/ David C. McCourt                                Director                     January 27, 1998
  --------------------------------------------
               David C. McCourt
  
  
  
  /s/ John A. Porter                                  Director                     January 27, 1998
  --------------------------------------------
               John A. Porter
  
  
  
  /s/ John W. Sidgmore                                Director                     January 27, 1998
  --------------------------------------------
               John W. Sidgmore
  
  
  
  /s/ Scott D. Sullivan                               Director and Chief Financial January 27, 1998
  --------------------------------------------        Officer (Principal Financial
               Scott D. Sullivan                      Officer and Principal
                                                      Accounting Officer)
  
  /s/ Lawrence C. Tucker                              Director                     January 27, 1998
  --------------------------------------------
              Lawrence C. Tucker
  </TABLE>
  
  
  
  
  
  
  
                                        4
  <PAGE>   5
                                   EXHIBIT INDEX
  
  
  
  
  <TABLE>
  <CAPTION>
  EXHIBIT
  NUMBER                            DESCRIPTION
  -------                           -----------
   <S>        <C>
    5.1       Opinion of William E. Anderson as to the legality of the 
              Securities to be issued
  
   23.1       Consent of Arthur Andersen LLP
  
   23.2       Consent of Coopers & Lybrand LLP
  
   23.3       Consent of Arthur Andersen LLP
  
   23.4       Consent of Arthur Andersen LLP
  
   23.5       Consent of Price Waterhouse LLP
  
   23.6       Consent of William E. Anderson (included in Exhibit 5.1)
  
   24.1       Power of Attorney (included in Signature Pages)
  </TABLE>
metadata_documents: [{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 10197}]
metadata_filer: {"company-data": {"conformed-name": "WORLDCOM INC /GA/", "cik": "0000723527", "assigned-sic": "4813", "irs-number": "581521612", "state-of-incorporation": "GA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-45079", "film-number": "98515615"}, "business-address": {"street1": "515 EAST AMITE ST", "city": "JACKSON", "state": "MS", "zip": "39201-2702", "phone": "6013608600"}, "former-company": [{"former-conformed-name": "LDDS COMMUNICATIONS INC /GA/", "date-changed": "19930916"}, {"former-conformed-name": "RESURGENS COMMUNICATIONS GROUP INC", "date-changed": "19920703"}, {"former-conformed-name": "CENTRAL CORP /GA/", "date-changed": "19890523"}]}
text: 1
     As filed with the Securities and Exchange Commission on January 28, 1998
                                                      Registration No. 333-______
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON D.C. 20549
  
                              -----------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                          UNDER THE SECURITIES ACT OF 1933
  
                              -----------------------
  
                                   WORLDCOM, INC.
               (Exact name of registrant as specified in its charter)
  
             GEORGIA                                               58-1521612
  (State or other jurisdiction of                               (I.R.S. Employer
  incorporation or organization)                               Identification No.)
  
                               515 EAST AMITE STREET
                          JACKSON, MISSISSIPPI 39201-2702
                           (Address, including zip code,
                    of registrants principal executive offices)
  
                       WORLDCOM, INC. 1997 STOCK OPTION PLAN
  --------------------------------------------------------------------------------
                            (Full title of the plan(s))
  
                              P. BRUCE BORGHARDT, ESQ.
                                   WORLDCOM, INC.
                        10777 SUNSET OFFICE DRIVE, SUITE 330
                             ST. LOUIS, MISSOURI 63127
                                   (314) 909-4100
             (Name, address, including zip code, and telephone number,
                     including area code, of agent for service)
                          -------------------------------
  
                          CALCULATION OF REGISTRATION FEE
  ------------------------------------------------------------------------------------------------------------------------------
                                                         Proposed maximum         Proposed maximum
   Title of securities to    Amount to be registered    offering price per       aggregate offering     Amount of registration
        be registered                                         share1                   price1                     fee
  ------------------------------------------------------------------------------------------------------------------------------
  Common stock, $0.01 par
  value, and associated            20,000,000               $31.78125                 $635,625,000             $187,510
  preferred stock purchase          shares 3
  rights2
  ------------------------------------------------------------------------------------------------------------------------------
  ---------------------
           1      Computed pursuant to Rule 457(c) and Rule 457(h) solely for the
                   purpose of determining the registration fee. Proposed maximum
                   offering price represents the high and low prices for common
                   stock. Proposed maximum offering price represents the average
                   high and low prices for the Registrant's Common Stock reported
                   on the Nasdaq National Market on January 21, 1998.
  
           2      Each share of Common Stock also represents one preferred stock 
                   purchase right. Preferred stock purchase rights cannot trade
                   separately from the underlying common stock and, therefore, do
                   not carry a separate price or necessitate an additional filing
                   fee.
  
           3      This Registration Statement also covers such additional shares 
                   of Common Stock as may be issuable pursuant to antidilution
                   provisions.
  2
  This Registration Statement registers additional securities of the same class
  as other securities for which a registration statement filed on this form
  relating to the same employee benefit plan is effective. Consequently, pursuant
  to General Instruction E of Form S-8, the contents of the Registration
  Statement on Form S-8 filed by WorldCom, Inc. (the "Company") with respect to
  the WorldCom, Inc. 1997 Stock Option Plan (the "Plan"), on June 27, 1997,
  Registration No. 333-30279, are incorporated by reference into this
  Registration Statement.
  
  Item 8.  Exhibits
  
           See Exhibit Index.
  
                                        2
  3
  
                                     SIGNATURES
  
            Pursuant to the requirements of the Securities Act of 1933, the
  registrant certifies that it is has reasonable grounds to believe that it meets
  all the requirements for filing on Form S-8 and has duly caused this
  Registration Statement to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of Jackson, State of Mississippi on January 27,
  1998.
  
                                                   WORLDCOM, INC.
  
                                                   By: /s/ Scott D. Sullivan
                                                      ----------------------------
                                                         Scott D. Sullivan
                                                         Chief Financial Officer
  
                                 POWER OF ATTORNEY
  
            Each person whose signature appears below hereby constitutes and
  appoints Bernard J. Ebbers, Scott D. Sullivan, and P. Bruce Borghardt, and each
  of them (with full power to each of them to act alone), his true and lawful
  attorneys in fact and agents for him and on his behalf and in his name, place
  and stead, in any and all capacities to sign any and all amendments (including
  post-effective amendments) to this Registration Statement, and to file the
  same, with exhibits and any and all other documents filed with respect thereto,
  with the Securities and Exchange Commission (or any other governmental or
  regulatory authority), granting unto said attorneys, and each of them, full
  power and authority to do and to perform each and every act and thing requisite
  and necessary to be done in and about the premises in order to effectuate the
  same as fully to all intents and purposes as he himself might or could do if
  personally present, hereby ratifying and confirming all that said attorneys in
  fact and agents, or any of them, may lawfully do or cause to be done by virtue
  hereof.
  
            Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed by the following persons in the
  capacities and on the dates indicated.
  Name                               Title                           Date
                    ----                               -----                           ----
  /s/ Carl J. Aycock                                  Director                     January 27, 1998
  --------------------------------------------
                Carl J. Aycock
  
  /s/ Max E. Bobbitt                                  Director                     January 27, 1998
  --------------------------------------------
                Max E. Bobbitt
  
  /s/ Bernard J. Ebbers                               Director, President and      January 27, 1998
  --------------------------------------------        Chief Executive Officer
               Bernard J. Ebbers                      
  
  /s/ Francesco Galesi                                Director                     January 27, 1998
  --------------------------------------------
               Francesco Galesi
  3
  4
  Name                               Title                           Date
                    ----                               -----                           ----
  /s/ Richard R. Jaros                                Director                     January 27, 1998
  --------------------------------------------
                 Richard R. Jaros
  
  /s/ Stiles A. Kellett, Jr.                          Director                     January 27, 1998
  --------------------------------------------
              Stiles A. Kellett, Jr.
  
  /s/ David C. McCourt                                Director                     January 27, 1998
  --------------------------------------------
               David C. McCourt
  
  /s/ John A. Porter                                  Director                     January 27, 1998
  --------------------------------------------
               John A. Porter
  
  /s/ John W. Sidgmore                                Director                     January 27, 1998
  --------------------------------------------
               John W. Sidgmore
  
  /s/ Scott D. Sullivan                               Director and Chief Financial January 27, 1998
  --------------------------------------------        Officer (Principal Financial
               Scott D. Sullivan                      Officer and Principal
                                                      Accounting Officer)
  
  /s/ Lawrence C. Tucker                              Director                     January 27, 1998
  --------------------------------------------
              Lawrence C. Tucker
  4
  5
                                   EXHIBIT INDEX
  EXHIBIT
  NUMBER                            DESCRIPTION
  -------                           -----------
  5.1       Opinion of William E. Anderson as to the legality of the 
              Securities to be issued
  
   23.1       Consent of Arthur Andersen LLP
  
   23.2       Consent of Coopers & Lybrand LLP
  
   23.3       Consent of Arthur Andersen LLP
  
   23.4       Consent of Arthur Andersen LLP
  
   23.5       Consent of Price Waterhouse LLP
  
   23.6       Consent of William E. Anderson (included in Exhibit 5.1)
  
   24.1       Power of Attorney (included in Signature Pages)