Proxy Statement
Security Ownership of Certain Beneficial Owners and Management

Principal Shareholders

On January 30, 2009, there were approximately 2.84 billion shares of Verizon common stock outstanding. The following table sets forth information about persons we know to beneficially own more than five percent of the shares of Verizon common stock, based on our records and information reported in filings with the SEC.

Name and Address of Beneficial Owner		Amount and Nature of Beneficial Ownership		Percent of Class
Capital Research Global Investors1 333 South Hope Street Los Angeles, CA 90071		144,789,820		5.1%

1

This information is based on a Schedule 13G filed with the SEC on February 17, 2009 by Capital Research Global Investors, a division of Capital Research and Management Company, setting forth information as of December 31, 2008. The Schedule 13G states that Capital Research Global Investors, an investment adviser, has sole voting power with respect to 108,790,170 shares and sole dispositive power with respect to 144,789,820 shares.

Directors and Executive Officers

In the following table, you can find information showing the number of shares of Verizon common stock beneficially owned by each of the named executive officers, each Director, each person who served as a Director in 2008 and all executive officers and Directors as a group as of January 30, 2009. This information includes shares held in Verizon’s employee savings plans and shares that may be acquired within 60 days pursuant to the exercise of stock options and/or the conversion of certain stock units under deferred compensation plans. The aggregate number of shares owned by executive officers and Directors represents less than one percent of the total number of outstanding shares of Verizon common stock. Unless we have indicated otherwise, each individual and/or his or her family member(s) has or have sole or shared voting and/or investment power with respect to the securities. Executive officers and Directors also have interests in other stock-based units under Verizon deferred compensation plans and stock-based long-term incentive awards. We have included these interests in the “Total” column in the table below to show the total economic interest that the executive officers and Directors have in Verizon common stock.

Name	Stock	1	Total	2
Named Executive Officers:
Ivan G. Seidenberg*	3,945,538		5,685,936
Dennis F. Strigl3	1,280,008		2,201,795
William P. Barr	1,127,382		1,559,866
Doreen A. Toben	778,639		1,235,344
Lowell C. McAdam	13,116		399,550
Directors:
Richard L. Carrión	56,495		89,553
M. Frances Keeth	—		11,025
Robert W. Lane	16,600		35,228
Sandra O. Moose	36,123		77,098
Joseph Neubauer	56,683		121,826
Donald T. Nicolaisen	—		16,210
Thomas H. O’Brien	41,349		89,996
Clarence Otis, Jr.	—		15,764
Hugh B. Price	43,157		75,205
John W. Snow	3,000		13,651
John R. Stafford	57,574		89,853
Robert D. Storey**	8,619		8,619
All of the above and other executive officers as a group	10,239,804		17,384,508

*	Also serves as a Director.
**	Mr. Storey retired from the Board in May 2008 pursuant to the Board’s retirement policy.
1	In addition to direct and indirect holdings, the “Stock” column includes shares that may be acquired pursuant to stock options that are or will become exercisable within 60 days and/or pursuant to the conversion of certain stock units under deferred compensation plans as follows: 3,806,438 shares for Mr. Seidenberg; 1,278,493 shares for Mr. Strigl; 1,112,797 shares for Mr. Barr; 775,800 shares for Ms. Toben; 55,318 shares for Mr. Carrión; 16,600 shares for Mr. Lane; 36,123 shares for Dr. Moose; 50,775 shares for Mr. Neubauer; 33,793 shares for Mr. O’Brien; 43,099 shares for Mr. Price; 51,124 shares for Mr. Stafford and 8,619 shares for Mr. Storey. The shares underlying the stock options and deferred compensation units may not be voted or transferred. No shares are pledged as security.
2	The “Total” column includes, in addition to shares listed in the “Stock” column, stock-based units under deferred compensation plans and stock-based long-term incentive awards, which may not be voted or transferred.
3	The amounts reported for Mr. Strigl include 142 shares held by his spouse. Mr. Strigl disclaims beneficial ownership of these shares.

Section 16(a) Beneficial Ownership Reporting Compliance

SEC rules require that we disclose any late filings of stock transaction reports by our executive officers and Directors. Based solely on a review of the reports that we filed on behalf of these individuals or that were otherwise provided to us, our executive officers and Directors met all Section 16(a) filing requirements during calendar year 2008 except that, as a result of an administrative error by the Company, four transactions by Joseph Neubauer were not reported timely.