A Direct Stock Purchase and ShareOwnership Plan for Common Stockof Verizon Communications Inc.

VerizonCommunicationsDirectInvest

• Purchase Verizon Communications sharesconveniently.

• Build your ownership systematically by reinvestingdividends and by making additional investments.

• Access your account online to review and manage yourinvestment.

• Protect your Verizon Communications stockcertificates by turning them in for share safekeeping atno cost.

• Establish an IRA that invests in VerizonCommunications shares.

Neither the Securities and Exchange Commission nor any state securitiescommission has approved or disapproved of the securities discussed in thisprospectus, or determined if this prospectus is truthful or complete. Anyrepresentation to the contrary is a criminal offense.

Prospectus dated July 19, 2012.

Summary of Important Plan Features

Registered Shareowners - If you are a registeredVerizon Communications shareowner, you mayenroll in the Plan immediately.

Initial Investment - If you are not a registeredVerizon Communications shareowner, you mayenroll by investing at least $250 or by authorizingthe Plan Administrator to automatically deduct five(5) $50 monthly payments from your U.S. bankaccount.

Dividend Reinvestment - Dividends on all or aportion of your Plan shares may be automaticallyreinvested in Verizon Communications commonshares.

Additional Investments - You can make additionalinvestments by authorizing the Plan Administratorto automatically deduct $50 or more from your U.S.bank account each month.

Share Safekeeping - Whether you participate in thePlan or not, if you own shares of VerizonCommunications and you hold them in certificateform, you may send them to the PlanAdministrator for share safekeeping. There is nocost to you for this service.

Periodic Statements - Each time you invest, you willreceive a statement that will show you the status ofyour account.

Participant Fees - You will pay certain fees inconnection with the Plan. These fees are describedfurther in this prospectus.

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Table of Contents

Verizon CommunicationsDirect Invest - The Plan

Administration and Contact Information 4

Who Can Join 4

Enrollment 5

Participant Fees 7

How Shares are Purchased and Priced 8

Investment Methods and Timing 9

Account Statements 11

Share Safekeeping 12

IRA Accounts 13

Gift or Transfer of Shares 13

Sales 14

Withdrawal from the Plan 16

Adverse Market Conditions 17

Tax Consequences 17

Voting of Proxies 18

Stock Splits and Other Distributions 18

Changes to the Plan 18

Responsibilities of Verizon Communicationsand the Plan Administrator 19

Governing Law 19

Use of Proceeds 19

Experts 19

Legal Matters 20

Indemnification 20

Where You Can Find More Information 21

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Administration and Contact Information

You may contact the Plan Administrator,Computershare Trust Company, N.A., by:

• Internet:

www.computershare.com/verizon

• Telephone:

1-800-631-2355

• Mail:

Verizon Communications Direct Investc/o Computershare Trust Company, N.A.P.O. Box 43078Providence, RI 02940-3078

Unless otherwise specified, Plan transactions can behandled via the Internet, by telephone or throughthe mail. Computershare Trust Company, N.A. isa federally chartered trust institution withComputershare, Inc., a transfer agent registeredwith the Securities and Exchange Commission, asservice agent.

Who Can Join

• Registered shareowners of VerizonCommunications are eligible to join the Plan.

• New investors who would like to becomeregistered shareowners may join by making aninitial investment of at least $250.

• Non-U.S. residents are eligible to participate aslong as their participation would not violateapplicable laws in their home countries.

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Enrollment

Minimum and Maximum Investment Amounts

Minimum Initial InvestmentRegistered Shareowners:New Investors:

$0$250

Automatic Deduction:$50 per month for five (5) consecutive months

Minimum Additional InvestmentCash and One-time Online Deduction:

Automatic Deduction:$50 per payment

$50 per month

Maximum Investment - $200,000 per calendar year

Registered Shareowners - If you are a VerizonCommunications registered shareowner, and youalready have established online account access, youmay enroll or change your Plan election at anytime by accessing your account atwww.computershare.com/verizon. Otherwise youmay call the Plan Administrator directly at1-800-631-2355 or complete a new ShareownerAuthorization Form and return it to the PlanAdministrator. Your request must be received bythe Plan Administrator prior to a given dividendrecord date in order for the change to be effectivefor such dividend. If your request is not received intime, your Plan election may not be processeduntil the next dividend payment date.

New Investors - If you do not already own VerizonCommunications shares, or if you wish to establisha separate account (for example, a joint accountwith your spouse, or as a custodian for a minor),you may:

• Go to www.computershare.com/verizon andfollow the instructions for opening a Verizon

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Communications shareowner account online.You may enroll in the Plan by authorizing aone-time deduction from your U.S. bankaccount for an initial investment of at least$250 or by establishing an automatic monthlydeduction from your U.S. bank account for aminimum of $50 per transaction for at leastfive (5) consecutive months; or

• Contact the Plan Administrator to obtain anInitial Enrollment Form, complete the formand return it to the address provided. Youcan either:

> Enclose a check for a minimuminvestment of $250. Please make sure yourcheck is payable to “Computershare -Verizon;” or,

> Authorize an automatic monthlydeduction from your U.S. bank accountfor a minimum of $50 per transaction forat least five (5) consecutive months.Automatic investment enrollment isprovided on the Direct DebitAuthorization Form.

If you wish to make your initial investmentthrough automatic monthly deductions, you mustagree to continue the deductions until the $250minimum initial investment is reached. Please note,such automatic monthly deductions continueindefinitely beyond the initial investment until younotify the Plan Administrator to stop your monthlydeductions.

Beneficial (“Street Name”) Owners - If your sharesare held in the name of a bank, broker or othernominee (that is, in “street name”), you shoulddirect your bank, broker or other nominee to haveyour shares of Verizon Communications registereddirectly in your name. You can then enroll in thePlan as a registered shareowner.

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Dividend Reinvestment Options - Quarterly cashdividends on some or all of your shares may beautomatically reinvested in additional VerizonCommunications shares.

• Full Reinvestment - If you wish to reinvest thedividends on all your shares, elect the FullDividend Reinvestment option.

• Partial Reinvestment - If you wish to reinvest thedividends on less than all your shares, elect thePartial Dividend Reinvestment option andspecify the number of whole shares for whichyou would like to receive a dividend check.The dividends on the remaining shares will bereinvested in additional shares of VerizonCommunications.

• All Dividends Paid in Cash (No DividendReinvestment) - If you do not wish to reinvestthe dividends on any of your shares, elect the AllDividends Paid in Cash option. All of yourdividends will be paid to you by check or directdeposit (at your option).

Participant Fees

Investment FeesDividend Reinvestment 5% of Amount Invested

($1.00 Min./$3.00 Max.)

Batch Order Sale Fee $15.00 per saleMarket Order Sale Fee $25.00 per sale

Per Share FeeOn Sales $0.12 per shareOn Purchases $0.03 per share

Other fees may apply – see below

Dividend Reinvestment - The fee for reinvestingeach quarterly dividend is 5% of the amountinvested, with a minimum fee of $1.00 and amaximum fee of $3.00. (In other words, if yourquarterly dividend is $20 or less, the Plan

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Administrator’s fee will be $1.00. If your quarterlydividend is $40, the Plan Administrator’s fee willbe $2.00. If your quarterly dividend is $60 ormore, the Plan Administrator’s fee is capped at$3.00).

Sale Fees - The fee for each market order sale is$25.00 per transaction, plus an additional per sharesale fee described below. The fee for each batchorder sale is $15.00 per transaction, plus anadditional per share sale fee described below.

Per Share Fees - A sale fee of $0.12 per share will bededucted from the sales proceeds. A purchase fee of$0.03 per share will be deducted from the purchaseamount, except when new shares or treasury sharesare purchased from Verizon Communications.However, per share fees include the cost of anybrokerage commission that may be incurred by thePlan Administrator.

Other Fees - The Plan Administrator may charge afee for each of the following: returned payments,check copy, retrieval of certain archived data, prioryear tax forms, overnight delivery, certain marketprice information, and confirmation of accountbalance for party other than holder.

How Shares are Purchased and Priced

Cash dividends elected for reinvestment, andadditional investments, will be used to purchaseVerizon Communications shares. At the solediscretion of Verizon Communications, the sharespurchased for the Plan will either be newly issuedshares, treasury shares, shares acquired in the openmarket by the Plan Administrator or anycombination of the foregoing.

• Purchases from Verizon Communications - Theprice of new and/or treasury shares purchaseddirectly from Verizon Communications will bethe average of the high and low prices ofVerizon Communications stock on the purchase

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date (based on the New York Stock ExchangeComposite Transaction Listing) or the priortrading day, if the New York Stock Exchange isclosed on the purchase date. Customarily, thepurchase date for dividends will be the dividendpayment date; for additional investments,purchases will be made at least weekly.Although no brokerage commissions and/or feeswill be charged to Plan participants for sharespurchased directly from VerizonCommunications, the investment fees listed inthe “Participant Fees” section of this prospectuswill still apply.

• Purchases in the Open Market - The price of sharespurchased in the open market will be theweighted average price per share paid by thePlan Administrator during the purchase period.For reinvested dividends, purchases may beginfour (4) business days prior to the dividendpayment date and end thirty (30) days after thedividend payment date.

• Combined Purchases - If within a singleinvestment period, the Plan Administratorpurchases shares both directly from VerizonCommunications and in the open market, theprice of shares will be the weighted average ofthe price of all shares purchased directly fromVerizon Communications and the price of allshares purchased in the open market during thatinvestment period.

Investment Methods and Timing

• Reinvested Dividends - The Plan Administratorwill follow the procedures above to acquireshares for dividend reinvestment, based on thesource of the shares, as VerizonCommunications may decide from time to time.

• Initial and Additional Investments - Customarily,all funds will be used to purchase shares at least

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weekly, regardless of the source of the shares. Ifyou are investing through a one-time deductiononline, please note the estimated debit date andinvestment date provided when you processyour transaction. If you are investing by mail,the Plan Administrator must receive your checkat least two (2) business days prior to aninvestment date in order to purchase shares onsuch date. All funds, whether by check orautomatic deduction from your bank account,must be payable in U.S. funds, and drawn on aU.S. bank. Checks should be made payable to“Computershare - Verizon” and mailed, with acompleted form attached to your accountstatement, to the address indicated on youraccount statement. Cash, money orders,traveler’s checks, starter checks and third partychecks will not be accepted.

• Automatic Monthly Investments - If you wish toelect this investment option, the PlanAdministrator must receive your request via theInternet at www.computershare.com/verizon orby mail on an enrollment form, at least three (3)business days before the end of the month, inorder to begin deductions the following month.Funds will be transferred on the 25th of eachmonth. If the 25th is not a banking business day,your funds will be transferred on the priorbanking business day. Once deducted, the PlanAdministrator will invest these funds on the nextavailable investment date. You can change thedollar amount or stop the automatic monthlyinvestments by contacting the PlanAdministrator. The Plan Administrator mustreceive your request at least seven (7) businessdays before the funds transfer date.

Due to the frequency of investments, the PlanAdministrator will not return any additional cashpayments but will use the funds to purchaseVerizon Communications shares.

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The Plan Administrator may sell such shares inyour account, as necessary, to collect any amountdue in the event that a payment is returned unpaid.The Plan Administrator may also collect a fee foreach payment returned unpaid and may selladditional shares in your account to cover this fee.

Total investments cannot exceed $200,000 percalendar year. For purposes of applying this limit,all deposits (including initial investments, automaticmonthly deductions, and additional investments,but excluding dividend reinvestment and sharedeposits) are aggregated.

Please note that you will not be able to instruct thePlan Administrator to purchase shares at a specifictime or at a specific price. Therefore, you will notbe able to time precisely your purchase through thePlan, and you will bear the market risk associatedwith fluctuations in the market price of VerizonCommunications shares. That is, if you send in aninitial or additional investment or authorizeautomatic deductions, it is possible that the marketprice of Verizon Communications shares couldincrease or decrease before the Plan Administratorpurchases shares with your funds. In addition, youwill not earn interest on investments for the periodbefore the shares are purchased.

Account Statements

The Plan Administrator will send you a statementshowing the status of your account each time youpurchase shares, whether by dividend reinvestment,additional investments or automatic deductions, orsell shares. For shares acquired in the Plan afterJanuary 1, 2011, specific cost basis information willbe included in your account statement inaccordance with applicable law. For market ordersales, the time of sale will be provided. You mayalso view your account information online.

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Share Safekeeping

Shares of Verizon Communications purchasedunder the Plan will be maintained in your Planaccount for safekeeping. Commonly known as“book-entry” ownership, this method ofshareowner registration saves you the time, costand inconvenience of having to care for stockcertificates that can be easily damaged, lost orstolen. Once your shares are in safekeeping, youcan conveniently transfer and sell them bycontacting the Plan Administrator.

In addition, whether you participate in the Plan ornot, if you own shares of VerizonCommunications and you hold them in certificateform, you may send them to the PlanAdministrator for safekeeping. Shareowners usingthis service who are not participating in the Planwill continue to receive their dividends in cash.

All shareowners that take advantage of this servicewill receive a detailed statement each time there isactivity in their account. To use the safekeepingservice, send your certificates along with a letter ofinstruction to the Plan Administrator. There is nocost to you for this service.

We recommend that you use Registered Mail -return receipt requested - insured for up to 3% ofthe market value when sending certificates to thePlan Administrator. Do not endorse the certificatesor complete the assignment section.

To obtain a stock certificate for a portion of yourshares, you may contact the Plan Administrator.Certificates will be issued for full shares only.Please allow up to five (5) business days once thePlan Administrator receives your request to issuethe certificate.

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IRA Accounts

You may establish a Traditional or Roth IndividualRetirement Account (IRA) consisting of VerizonCommunications shares through the Plan byinvesting $250 or more. You may make a regularIRA contribution for a given taxable year inamounts up to $5,000. If you are at least age 50 orolder by the last day of the taxable year, the annualcash contribution limit is increased by$1,000. Traditional IRA allows individuals todirect pre-tax income toward investments that cangrow tax-deferred. Roth IRA contributions arefunded with after-tax earnings. However, earningsgrow tax-free and can be withdrawn tax-free, too,as long as the account is open for five years andyou’re age 591⁄2 or older. This service has anannual fee. If you would like to request an IRAenrollment form, you may call the PlanAdministrator at 1-800-597-7736 or visitwww.computershare.com/verizon and click on thelink for Direct Invest Prospectus and refer to thePlan Features section. This is not a comprehensivesummary regarding Individual RetirementAccounts. For more information, please contactthe Plan Administrator or your tax advisor.

Gift or Transfer of Shares

To gift or transfer some or all of your VerizonCommunications shares to another person, youwill need to call the Plan Administrator to request“Transfer Instructions.” Transfer forms may also bedownloaded from the Internet atwww.computershare.com/verizon. The completedtransfer form must be signed and your signaturemust be guaranteed by a financial institutionparticipating in the Medallion Guarantee program.Once your completed transfer instructions arereceived, your request will be processed promptlyby the Plan Administrator. You are not chargedany fees to gift or transfer shares under the Plan.

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Sales

You can sell some or all of the shares you haveaccumulated in the Plan by contacting the PlanAdministrator. You have two choices whenmaking a sale, depending on how you submit yoursale request, as follows:

• Market Order: A market order is a request to sellshares promptly at the current market price.Market order sales are only available atwww.computershare.com/verizon or by callingthe Plan Administrator directly at1-800-631-2355. Market order sale requestsreceived at www.computershare.com/verizonor by telephone will be placed promptly uponreceipt during market hours (normally 9:30 a.m.to 4:00 p.m. Eastern Time). Any orders receivedafter 4:00 p.m. Eastern Time will be placedpromptly on the next day the market is open.The sales price per share will be the marketprice of the sale obtained by the PlanAdministrator. The cash proceeds that you willreceive will be equal to the number of sharessold multiplied by the sales price, minus a$25.00 market order sale fee per transaction andan additional $.12 fee per share sold.

• Batch Order: A batch order is an accumulation ofall sales requests for a security submitted togetheras a collective request. Batch orders aresubmitted daily and will generally be processedtwo to five business days after the date on whichthe order is received. Batch order sales areavailable at www.computershare.com/verizon,by calling the Plan Administrator directly at1-800-631-2355 or in writing. If the dollarvalue of the sale is expected to exceed $100,000,you must submit your sale request to the PlanAdministrator in writing by completing andmailing the form attached to your accountstatement. All Individual Retirement Account

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sales must be in writing. All sale requests receivedin writing will automatically be treated as batchorder sale requests. The Plan Administrator willseek to sell shares in round lot transactions. Thesales price per share will be the weighted averageprice per share received by the PlanAdministrator for all sales made that day for Planparticipants and non-participants using the“safekeeping” service. The cash proceeds thatyou will receive will be equal to the number ofshares sold multiplied by the sales price, minus a$15.00 batch order sale fee per transaction and anadditional $.12 fee per share sold.

The Plan Administrator reserves the right todecline to process a sale if it determines, in its solediscretion, that supporting legal documentation isrequired. In addition, only the Plan Administratorwill select the broker(s) or dealer(s) through orfrom whom sales are to be made.

Please note that if you choose to sell all of theshares you have accumulated in the Plan, you willno longer be a participant. See “Withdrawal fromthe Plan.”

If you live outside of the United States and elect tosell shares, you may utilize the Plan Administrator’sinternational currency exchange service to convertyour sale proceeds to your local currency prior tobeing sent to you. Receiving your sales proceeds ina local currency and having your check drawn on alocal bank avoids the time-consuming and costly“collection” process required for cashing U.S. dollarchecks. You can establish your internationalcurrency elections online atwww.computershare.com/verizon or by completingthe International Currency Payment RegistrationForm and returning it to the Plan Administrator.Note: Your international currency elections must becompleted online or received via mail by the PlanAdministrator prior to requesting this service for anysales processed by telephone. This service is subjectto additional terms and conditions and fees.

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Withdrawal from the Plan

You can withdraw from the Plan at any time byaccessing your Plan account online atwww.computershare.com/verizon. Alternatively,you may contact the Plan Administrator in writingor by telephone. In your request, you must instructthe Plan Administrator to terminate yourparticipation by:

• Continuing to hold your full shares in“safekeeping” and selling any fraction of a share;or,

• Issuing a certificate for the full shares held in thePlan account and selling any fraction of a share;or

• Selling all shares, including any fraction of ashare, held in your Plan account.

The Plan Administrator will process a proper andcomplete request for withdrawal as soon aspracticable (typically within five (5) business daysafter receipt). Upon withdrawal from the Plan, thePlan Administrator will mail you a check for theamount of any shares or fractional shares sold, lessany applicable fees. In order to be effective for aparticular dividend date, the Plan Administratorshould receive your request prior to thedividend record date. If the request is not receivedprior to the dividend record date, your request willbe processed but may not include any additionalshares purchased with reinvested dividends.

Please note that if your Plan account contains lessthan one share of Verizon Communications stock,the Plan Administrator is authorized to terminateyour Plan account and mail you a check for thefractional share amount, less any applicable fees.

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Adverse Market Conditions

In the event of an adverse market condition, suchas trading curbs or market closure, the PlanAdministrator will not be able to guarantee theexecution of any purchase or sale transactionsaccording to the terms and conditions of the Plan.

Tax Consequences

• All the dividends paid to you - whether or notthey are reinvested under the Plan - areconsidered taxable income to you in the yearthey are received. The total amount will bereported to you and to the Internal RevenueService (IRS) each year.

• You will not realize a gain or loss for U.S.Federal income tax purposes upon the transfer ofshares to the Plan or the withdrawal of wholeshares from the Plan.

• All shares that are sold through the PlanAdministrator will also be reported to the IRS,as required by law. Any profit or loss you incurshould be reflected when you file your incometax returns.

• For shares acquired in the Plan after January 1,2011, specific cost basis information will beincluded in your account statement inaccordance with applicable law.

This summary is not a comprehensive summary ofall the tax considerations that may be relevant toyour participation in the Plan. In addition, specialtax considerations may apply to certain participants,such as non-U.S. persons and those personsparticipating through an IRA. Be sure to keepyour account statements for income tax purposes.If you have questions about the tax basis orramifications of any transaction, please consult yourown tax advisor.

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Voting of Proxies

For any shareowner meeting, you will receive aproxy that will cover all the VerizonCommunications shares registered in your name.The proxy allows you to indicate how you want tovote your shares. We will vote your shares only asyou indicate. If you return a signed and datedproxy card but do not indicate how the shares areto be voted, however, the shares represented byyour proxy card will be voted as recommended bythe Verizon Communications’ Board of Directors.

Stock Splits and Other Distributions

If Verizon Communications declares a stock splitor stock dividend, the new shares of commonstock will be added to your account or distributedin the form of a certificate, at the sole discretion ofVerizon Communications.

In the event of a stock subscription or otheroffering of rights to shareowners, your rights willbe based on your registered holdings. Materials willbe distributed that will allow you to exercise yourtotal rights.

Changes to the Plan

Verizon Communications reserves the right to addto, modify or terminate the Plan at any time. ThePlan Administrator will send you written notice ofany significant changes. No modification ortermination will affect your previously executedtransactions. The Plan Administrator also reservesthe right to change any administrative proceduresof the Plan or add new and improved features tothe Plan without notifying Plan participants. Visitwww.computershare.com/verizon to see new Planfeatures.

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Responsibilities of VerizonCommunications and the PlanAdministrator

Neither Verizon Communications nor the PlanAdministrator, Computershare Trust Company,N.A., will be liable for any act, or for any failure toact, as long as they have made good faith efforts tocarry out the terms of the Plan, including, withoutlimitation, any claims of liability (a) arising out offailure to cease reinvestment of dividends for youupon your death prior to receipt of written noticeof death from the appropriate fiduciary, and(b) with respect to the prices or times at whichshares are purchased or sold for your account, asdescribed in this prospectus and on the forms thatare designed to accompany each investment oractivity. Additionally, neither VerizonCommunications nor the Plan Administrator willhave any responsibility for the market value ofshares in your Plan account.

Governing Law

Delaware law governs the terms and conditions ofthe Plan, including those in this document, as wellas those that are described in detail on theenrollment forms and account statements.

Use of Proceeds

The proceeds, if any, from the sale by VerizonCommunications of newly issued and treasuryshares offered will be used for general corporatepurposes. We are unable to estimate the aggregateamount of these proceeds.

Experts

The consolidated financial statements of VerizonCommunications incorporated by reference inVerizon Communications’ Annual Report (Form10-K) for the year ended December 31, 2011

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(including the schedule appearing therein), and theeffectiveness of Verizon Communications’ internalcontrol over financial reporting as of December 31,2011, have been audited by Ernst & Young LLP,independent registered public accounting firm, asset forth in their reports thereon, incorporated byreference therein, and incorporated herein byreference. Such consolidated financial statementsare incorporated herein by reference in relianceupon such reports given on the authority of suchfirm as experts in accounting and auditing.

Legal Matters

Randal S. Milch, Executive Vice President andGeneral Counsel of Verizon Communications, passedupon the legality of the securities being offeredpursuant to the Plan. As of June 30, 2012, Mr. Milchbeneficially owned 26,496 shares of VerizonCommunications common stock, including 11,976shares that may be acquired pursuant to theconversion of certain stock units under deferredcompensation plans.

Indemnification

As permitted by law, directors and officers ofVerizon Communications are entitled toindemnification under certain circumstances againstliabilities and expenses incurred in connection withlegal proceedings in which they become involvedas a result of serving as such director or officer.Insofar as indemnification for liabilities arisingunder the Securities Act of 1933 may be permittedto directors, officers or persons controlling VerizonCommunications pursuant to the foregoingprovisions, Verizon Communications has beeninformed that in the opinion of the Securities andExchange Commission such indemnification isagainst public policy as expressed in the Act and is,therefore, unenforceable.

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Where You Can Find More Information

Verizon Communications files annual, quarterlyand special reports, proxy statements and otherinformation with the Securities and ExchangeCommission (SEC). You may read and copy anyreports, proxy statements or other information wefile at the SEC’s public reference room at 100 F.Street, N.E., Washington, D.C. 20549. Please callthe SEC at 1-800-SEC-0330 for furtherinformation on the public reference rooms. Youmay also access our SEC filings at the SEC’sInternet site (http://www.sec.gov).

This prospectus is part of a Registration Statementon Form S-3 that we filed with the SEC to registerthe shares offered under the Plan. As allowed bySEC rules, this prospectus does not contain allinformation you can find in the RegistrationStatement or the exhibits to the RegistrationStatement. The SEC allows us to “incorporate byreference” information into this prospectus, whichmeans that we can disclose important informationto you by referring you to another document filedseparately with the SEC. The informationincorporated by reference is considered to be partof this prospectus and later information filed withthe SEC will update and supersede thisinformation. We incorporate by reference thedocuments listed below and any future filings madewith the SEC under Section 13(a), 13(c), 14 or15(d) of the Securities Exchange Act of 1934 untilour offering is completed:

• Annual Report on Form 10-K for the fiscalyear ended December 31, 2011;

• Quarterly Report on Form 10-Q for thequarter ended March 31, 2012;

• Current Reports on Form 8-K filedon May 9, 2012 and July 18, 2012; and

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• the description of the Company’s CommonStock contained in the registration statementon Form 8-A filed on March 12, 2010, underSection 12(b) of the Securities Exchange Actof 1934, including any amendment or reportfiled for the purpose of updating thatdescription.

To receive a copy of any documents that weincorporate by reference at no cost contact us at:

Verizon Communications Inc.Shareowner ServicesOne Verizon WayBasking Ridge, NJ 07920Telephone (212) 395-1525Internet site: www.verizon.com/investor

You should rely only on the information containedor incorporated by reference in this prospectus. Wehave authorized no one to provide you withdifferent information. You should not assume thatthe information in this prospectus is accurate as ofany date other than the date hereof.

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008FUN0029

• Ticker symbol (NYSE and NASDAQ): VZ

• Internet site: http://www.verizon.com/investor

• Plan Administrator:Computershare Trust Company, N.A.Telephone 1-800-631-2355www.computershare.com/verizon