Form D

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
VERIZON COMMUNICATIONS INC
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
Over Five Years Ago

Previous Name(s)

  • BELL ATLANTIC CORP
Entity Type
CORPORATION

Item 2 Issuer Principal Place of Business and Contact Information

140 WEST STREET
NEW YORK, NY 10007
Phone Number: subscription required

Item 3. Related Persons

Name
RICHARD L. CARRION
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
FRANCIS J. SHAMMO
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
THOMAS J. TAUKE
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
LOWELL C. MCADAM
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
RANDAL S. MILCH
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
MARC C. REED
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
VIRGINIA P. RUESTERHOLZ
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
JOHN W. DIERCKSEN
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
SHAYGAN KHERADPIR
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
JOHN F. KILLIAN
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
RICHARD J. LYNCH
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
IVAN G. SEIDENBERG
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
JOHN W. SNOW
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
JOHN R. STAFFORD
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
ROBERT J. BARISH
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
DONALD T. NICOLAISEN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
THOMAS H. O'BRIEN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
CLARENCE OTIS, JR.
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
HUGH B. PRICE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
M. FRANCES KEETH
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
ROBERT W. LANE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
SANDRA O. MOOSE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
JOSEPH NEUBAUER
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 4. Industry Group

TELECOMMUNICATIONS

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
OVER $100,000,000

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

Amendment
Date of First Sale in this Offering:
02/09/2006

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
Yes

Item 9. Type(s) of Securities Offered

  • Debt

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
250000

Item 12. Sales Compensation

Recipient
BANC OF AMERICA, LLC
Recipient CRD Number
26091
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
ONE BRYANT PARK
NEW YORK, NY 10036
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
MORGAN STANLEY CO.
Recipient CRD Number
8209
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
1585 BROADWAY
NEW YORK, NY 10036
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
THE WILLIAMS CAPITAL GROUP
Recipient CRD Number
35149
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
650 FIFTH AVENUE
NEW YORK, NY 10019
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
GOLDMAN SACHS
Recipient CRD Number
361
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
85 BROAD STREET
NEW YORK, NY 10004
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
J.P.MORGAN SECURITIES
Recipient CRD Number
79
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
270 PARK AVENUE
NEW YORK, NY 10017
States of Solicitation
  • ALL STATES

Item 13. Offering and Sales Amounts

Total Offering Amount
INDEFINITE
Total Amount Sold
75000000
Total Remaining to be Sold
INDEFINITE
Clarification of Response
AMOUNT SOLD REPRESENTS FEBRUARY 28, 2010 OUTSTANDING BALANCE. THIS IS AN ONGOING COMMERCIAL PAPER PROGRAM WITH FREQUENT ISSUANCES AND MATURITIES. TOTAL AMOUNT OUTSTANDING AT ANY ONE TIME CANNOT EXCEED $5 BILLION.

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
100

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
1500000.0 Is an estimate
Finders' Fees
0.0
Clarification of Response
COMMISSION IS BASED ON THE ASSUMPTION THAT THE FULL $5 BILLION IS OUTSTANDING.

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response
PROCEEDS ARE USED FOR GENERAL CORPORATE PURPOSES.

Signature and Submission

Issuer Name
VERIZON COMMUNICATIONS INC
Issuer Signature
/S/ JANET M. GARRITY
Signer Name
JANET M. GARRITY
Signer Title
ASSISTANT TREASURER
Signature Date
03/04/2010

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