<SUBMISSION>
<ACCESSION-NUMBER>0000950134-01-501324
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>3
<PERIOD>20010509
<ITEMS>7
<FILING-DATE>20010509
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>VERIZON COMMUNICATIONS INC
<CIK>0000732712
<ASSIGNED-SIC>4813
<IRS-NUMBER>232259884
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>001-08606
<FILM-NUMBER>1626702
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>1095 AVE OF THE AMERICAS
<CITY>NEW YORK
<STATE>NY
<ZIP>10036
<PHONE>2123952121
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>1717 ARCH ST 47TH FL
<CITY>PHILADELPHIA
<STATE>PA
<ZIP>19103
</MAIL-ADDRESS>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>BELL ATLANTIC CORP
<DATE-CHANGED>19920703
</FORMER-COMPANY>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>d86872e8-k.txt
<DESCRIPTION>FORM 8-K
<TEXT>

<PAGE>   1
================================================================================

                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT


     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


                           Date of Report: May 9, 2001
                        (Date of earliest event reported)




                           VERIZON COMMUNICATIONS INC.
             (Exact name of registrant as specified in its charter)




        Delaware                          1-8606                 23-2259884
(State or other jurisdiction of   (Commission File Number)    (I.R.S. Employer
     incorporation)                                          Identification No.)


   1095 Avenue of the Americas,
          New York, New York                                        10036
(Address of principal executive offices)                         (Zip Code)



       Registrant's telephone number, including area code: (212) 395-2121



                                 Not applicable
          (Former name or former address, if changed since last report)



================================================================================


<PAGE>   2



Item 7.  Financial Statements and Exhibits.

(c)      Exhibits.

         12     Computation of Ratio of Earnings to Fixed Charges.
         99     Press release, dated May 9, 2001, issued by Verizon
                Communications Inc.





                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                                Verizon Communications Inc.
                                            -----------------------------------
                                                       (Registrant)

Date:      May 9, 2001                      /s/ Lawrence R. Whitman
      ---------------------                 ------------------------------------
                                            Lawrence R. Whitman
                                            Senior Vice President and Controller






<PAGE>   3


                                  EXHIBIT INDEX


<TABLE>
<CAPTION>

EXHIBIT
NUMBER       DESCRIPTION
-------      -----------

<S>          <C>
  12         Computation of Ratio of Earnings to Fixed Charges.
  99         Press release, dated May 9, 2001, issued by Verizon
             Communications Inc.
</TABLE>





</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-12
<SEQUENCE>2
<FILENAME>d86872ex12.txt
<DESCRIPTION>COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
<TEXT>

<PAGE>   1



                                                                      EXHIBIT 12


                COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                  Verizon Communications Inc. and Subsidiaries


<TABLE>
<CAPTION>

(Dollars in Millions)                                                                         THREE MONTHS ENDED MARCH 31, 2001
---------------------                                                                         ----------------------------------
<S>                                                                                            <C>
Income before provision for income taxes, extraordinary item and cumulative effect
   of change in accounting principle                                                                         $ 2,758
Minority interest                                                                                                 98
Equity in income from unconsolidated businesses                                                                 (216)
Dividends from unconsolidated businesses                                                                          16
Interest expense                                                                                                 921
Portion of rent expense representing interest                                                                    103
Amortization of capitalized interest                                                                              16
                                                                                                             -------
Income, as adjusted                                                                                          $ 3,696
                                                                                                             =======
Fixed charges:
Interest expense                                                                                             $   921
Portion of rent expense representing interest                                                                    103
Capitalized interest                                                                                              84
Preferred stock dividend requirement                                                                               3
                                                                                                             -------
Fixed charges                                                                                                $ 1,111
                                                                                                             =======
Ratio of earnings to fixed charges                                                                              3.33
                                                                                                             =======
</TABLE>










</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>d86872ex99.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

<PAGE>   1
                                                                      EXHIBIT 99


NEWS RELEASE                                                      [Verizon Logo]




FOR IMMEDIATE RELEASE                                 CONTACT:
MAY 9, 2001                                           DAVID FRAIL
                                                      212-395-7726
                                                      DAVID.FRAIL@VERIZON.COM

                             VERIZON PRICES OFFERING
                     OF SENIOR ZERO-COUPON CONVERTIBLE NOTES

         NEW YORK - Verizon Communications Inc. (NYSE:VZ) announced today that
it has agreed to sell zero-coupon convertible notes due 2021 through its
financing subsidiary, Verizon Global Funding, in a private offering resulting in
gross proceeds of approximately $3 billion. The initial purchasers will also
have a 30-day option to purchase up to an additional $450 million of notes to
cover over-allotments.

         The notes will be convertible into shares of Verizon common stock at an
initial price of $69.50 per share if the closing price of Verizon common stock
on the New York Stock Exchange exceeds specified levels or in certain other
circumstances. The conversion price increases by 3 percent a year, resulting in
a conversion price of $75.99 per share in the third year, when holders may first
put the notes, and $80.66 per share in the fifth year, when Verizon may call the
notes. Noteholders may also put the notes to Verizon in the fifth, 10th and 15th
years.

         The initial conversion price represents a 25 percent premium over the
May 8, 2001 closing price of $55.60 per share. At the initial conversion, each
$1,000 principal amount of notes will be convertible into 7.9318 shares of
Verizon common stock. There are no scheduled cash interest payments associated
with the notes.

         The purpose of the offering is to obtain low-cost funds for general
corporate purposes.


<PAGE>   2

Verizon News Release, Page 2

         This news release does not constitute an offer to sell or the
solicitation of an offer to buy securities. The offering is being made only to
qualified institutional buyers. The convertible securities and the shares of
common stock issuable upon conversion of the convertible securities have not
been registered under the United States or state securities laws and may not be
offered or sold in the United States absent registration or an applicable
exemption from the registration requirements.

         Verizon Communications (NYSE:VZ) is one of the world's leading
providers of communications services. Verizon companies are the largest
providers of wireline and wireless communications in the United States, with 112
million access line equivalents and 27 million wireless customers. Verizon is
also the largest directory publisher in the world. A Fortune 10 company with
approximately 260,000 employees and more than $65 billion in annual revenues,
Verizon's global presence extends to 40 countries in the Americas, Europe, Asia
and the Pacific. For more information on Verizon, visit www.verizon.com.

                                      ####

ON THE INTERNET: Verizon news releases, executive speeches and biographies, news
media contacts and other information are available at Verizon's News Center on
the World Wide Web (www.verizon.com/news). To receive news releases by email,
visit the News Center and register for personalized automatic delivery of
Verizon news releases.


</TEXT>
</DOCUMENT>
</SUBMISSION>
