SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0302

 August 5, 2011
 Via E-mail

Mr. Lowell C. McAdam
President and Chief Executive Officer Verizon Communications Inc. 140 West Street New York, NY 10007
Re: Verizon Communications Inc.
Form 10-K for Fiscal Year Ended December 31, 2010 Filed February 28, 2011 File No. 001-08606

Dear Mr. McAdam:
 We have reviewed your letter dated July  22, 2011 and have the following comments.
Please respond to this letter within ten business days and indicate that you will comply with our
comments in future filings.  Confirm in writi ng that you will do so and explain to us how you
intend to comply.  If you do not believe our comme nts apply to your facts and circumstances or
do not believe compliance in future disclosure is appropriate, please tell us  why in your response.

  After reviewing the information you provide  in response to these comments, we may
have additional comments.

 Definitive Proxy Statement Incorporated by Reference Into Part III

Summary Compensation Table, page 44

1. We note your response to comment 1 from our letter dated June 28, 2011, but observe
that treatment of the discreti onary component of the PSU Aw ard as part of your equity
incentive plan has had and, may in the fu ture,  have the effect of under reporting
compensation in the Summary Compensati on Table.  Evidenced by the 2008-2010 PSU
Award, the estimated aggregate value for the plan does not reflect any potential award for the discretionary portion of th e plan.  As explained in comment 2, we believe that the
discretionary component of the PSU Award constitutes a second di screte award with
grant date commensurate with settlement.  W ithin CD&A please continue to describe the
parameters of the discretionary  Second Component in the year  in which those parameters
are set, but report the amount aw arded in the table for the year  in which the award is paid
in accordance with comment 2 below.

2. In response to prior comment 3.b.b from our letter dated June 28, 2011, you state that you
determined a grant date of the 2008-2010 PSU Award to be the date that the Committee
and the independent members of the Board a pproved the award in the first quarter of

Mr. Lowell C. McAdam
Verizon Communications, Inc. August 5, 2011  Page 2
 2008.  You further state that the key terms and conditions of the award, including those
contained in the Addendum, were communicated to the recipient within a relatively short
period of time.  With respect  only to the “Second Com ponent” of the PSU Award as
provided for in the Addendum to the Chairm an and CEO, we do not believe a mutual
understanding of the key terms and conditions  occurred between the Company and the
Chairman and CEO in the first quarter of 2008 in accordance with the definition of a
grant date in ASC 718-10-20 and the addi tional guidance in ASC 718-10-55-81 through
55-83.  Specifically, we believe a mutual unde rstanding did not occur in the first quarter
of 2008 due to the Committee’s sole discreti on to determine the size of any additional
payment pursuant to paragraph three of th e Addendum and the highly subjective nature
of “strategic initiatives” (i) developing Veri zon’s executive talent pool and preparing for
Verizon’s succession plan, (ii) maintaining Verizon Wireless’ market leadership position,
and (v) participating in and providing leader ship to various industry forums and policy
initiatives.  Accordingly, we believe the grant date for this Second Component of the
PSU Award occurred upon settlement, and that your Summary Compensation Table
should be revised in future filings to re port the payout amount for the Second Component
under the Stock Awards column, in addition to the grant-date fair value of any “First
Component” awards granted.  Similarly, revise  the Grants of Plan-Based Awards table.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

You may contact Sharon Vi rga, Staff Accountant, at 202-551-3385 or Terry French,
Accountant Branch Chief, at 202-551-3828 if you have questions regarding comments on the
financial statements and related matters.  Please  contact Jonathan Groff, Staff Attorney, at 202-
551-3458 or me at 202-551-3810 wi th any other questions.

Sincerely,
   /s/ Larry Spirgel
                                                         Larry Spirgel
        A s s i s t a n t  D i r e c t o r