Sec Form 4 Filing - BABBIO LAWRENCE T JR @ VERIZON COMMUNICATIONS INC - 2006-12-29

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person BABBIO LAWRENCE T JR 2. Issuer Name and Ticker or Trading Symbol VERIZON COMMUNICATIONS INC [ VZ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Vice Chairman and President (Last) (First) (Middle) VERIZON COMMUNICATIONS INC., 140 WEST STREET, 29TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/29/2006 (Street) NEW YORK, NY10007 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 12/29/2006 A 61 A $ 37.24 20,496 I Deferred Compensation Common Stock 01/03/2007 M 3,150 A $ 31.74 157,195 D Common Stock 01/03/2007 S 3,150 D $ 38.17 154,045 ( 1 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option ISO $ 31.74 01/03/2007 M 3,150 01/27/1999 01/27/2007 Common Stock 3,150 $ 31.74 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BABBIO LAWRENCE T JR VERIZON COMMUNICATIONS INC. 140 WEST STREET, 29TH FLOOR NEW YORK, NY10007 Vice Chairman and President Signatures Phillip M. Huston, Jr., Attorney-in-fact for Babbio, Jr., Lawrence T. 01/04/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sale of shares set forth herein is made in connection with Mr. Babbio's sales plan pursuant to Rule 10b5-1(c). In connection with the spin-off of Verizon's domestic directories business on November 17, 2006, stock-based awards held by current and former Verizon employees, including this option, which was originally granted to the reporting person for 3,044 shares of common stock at an exercise price of $32.84, were adjusted pursuant to antidilution provisions of Verizon's Long-Term Incentive Plan. The following securities are also held indirectly: as of 12/31/2005: 31,655 in Savings Plan; 94,025 in 2004 PSUs; 129,373 in 2005 PSUs; and 86,249 in 2005 RSUs; and as reported on Form 4 dated 02/01/2006: 142,500 in 2006 PSUs; and 95,000 in 2006 RSUs.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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