VERIZON COMMUNICATIONS INC — Director's Dealing 2010

Feb 23, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VERIZON COMMUNICATIONS INC (VZ)
CIK: 0000732712
Period of Report: 2010-02-19

Reporting Person: Ruesterholz Virginia P (President - Verizon Services)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-19	Phantom Stock (unitized)	$	A	4372.342	Acquired		Common Stock (1257)	Indirect
2010-02-22	Restricted Stock Units - 2007-09 Award Cycle	$	F	13670.734	Disposed	2010-02-22	Common Stock (13670.734)	Direct
2010-02-22	Restricted Stock Units - 2007-09 Award Cycle	$	M	28464.411	Disposed	2010-02-22	Common Stock (28464.411)	Direct

Footnotes

F1: Each share of phantom stock is the economic equivalent of a portion of one share of common stock and is settled in cash. The shares of phantom stock become payable upon events established by the reporting person in accordance with the deferred compensation plan.

F2: Includes phantom stock acquired through dividend reinvestment.

F3: Each Restricted Stock Unit (RSU) represents the right to receive a cash payment equal to the value of one share of common stock, plus accrued dividends, upon vesting on December 31, 2009, based on the closing sale price of common stock on the New York Stock Exchange on the last trading day in December 2009.
*The Company also made a payment with respect to 85,315.779 performance stock units earned for the 2007-09 award cycle in accordance with their terms.