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                                                                     EXHIBIT 10f

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                           VERIZON COMMUNICATIONS INC.

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                          VERIZON INCOME DEFERRAL PLAN

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                            Effective January 1, 2002

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                                TABLE OF CONTENTS

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<S>                                                                                                               <C>
ARTICLE 1.   INTRODUCTION.........................................................................................1
         1.01     Name of Plan....................................................................................1
         1.02     Purpose of Plan.................................................................................1
         1.03     Effective Date..................................................................................1
         1.04     Employees Who Terminated Employment Before Effective Date.......................................1

ARTICLE 2.   DEFINITIONS..........................................................................................2
         2.01     Definitions.....................................................................................2
         2.02     Gender and Number...............................................................................7

ARTICLE 3.   PARTICIPATION........................................................................................8
         3.01     Active Participation............................................................................8
         3.02     Inactive Participation..........................................................................9

ARTICLE 4.   PARTICIPANT DEFERRALS...............................................................................10
         4.01     Nature of Deferrals............................................................................10
         4.02     Exclusive Entitlement to Payment...............................................................10
         4.03     Time and Manner of Deferral Elections..........................................................10
         4.04     Timing of Elections............................................................................10
         4.05     Amount of Deferrals............................................................................12

ARTICLE 5.   COMPANY CONTRIBUTION CREDITS........................................................................13
         5.01     Matching Contribution Credits..................................................................13
         5.02     Section 415 Credits............................................................................14
         5.03     Retirement Contribution Credits................................................................14
         5.04     Other Credits..................................................................................15

ARTICLE 6.   ACCOUNT INVESTMENTS.................................................................................16
         6.01     General........................................................................................16
         6.02     Verizon Shares Fund............................................................................16
         6.03     Moody's Investment Fund........................................................................17
         6.04     Investment Elections...........................................................................18

ARTICLE 7.   PAYMENTS FROM THE PLAN..............................................................................20
         7.01     Participant Elections..........................................................................20
         7.02     Method of Payment..............................................................................22
         7.03     Payment Commencement...........................................................................23
         7.04     Special Rules in the Event of Disability.......................................................25
         7.05     Death Benefits.................................................................................26
         7.06     Early Payments.................................................................................27
         7.07     Default for Form and Timing of Payments........................................................29
         7.08     Payment of Small Benefits......................................................................29
         7.09     Prior Plan Payment Rules.......................................................................29
</Table>

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Verizon Income Deferral Plan                                              Page i
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<Table>
<S>                                                                                                              <C>
ARTICLE 8.   VESTING, FORFEITURE, NON-COMPETITION, AND NON-SOLICITATION..........................................30
         8.01     Personal Deferral Sub-Account..................................................................30
         8.02     Matching Contribution Sub-Account..............................................................30
         8.03     Retirement Contribution Sub-Account............................................................30
         8.04     Forfeiture.....................................................................................31
         8.05     Competitive Activities.........................................................................33
         8.06     Non-Competition/Non-Solicitation Agreement Upon or After Termination of Employment.............34
         8.07     Change in Control..............................................................................35

ARTICLE 9.   NATURE OF PLAN AND ACCOUNTS.........................................................................37
         9.01     Unfunded Plan..................................................................................37
         9.02     Hypothetical Accounts..........................................................................37

ARTICLE 10.   MISCELLANEOUS......................................................................................38
         10.01    Plan Administrator.............................................................................38
         10.02    Allocation of Administrative and Other Expenses................................................38
         10.03    Amendment and Termination of Plan..............................................................38
         10.04    Determination and Withholding of Taxes.........................................................40
         10.05    No Assignment or Alienation....................................................................40
         10.06    Severability...................................................................................40
         10.07    Certain Rights Reserved........................................................................40
         10.08    Titles and Headings Not to Control.............................................................41
         10.09    Governing Law..................................................................................41
</Table>

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Verizon Income Deferral Plan                                             Page ii
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                            ARTICLE 1. INTRODUCTION

1.01 NAME OF PLAN

     The name of the Plan is the Verizon Income Deferral Plan.

1.02 PURPOSE OF PLAN

     The Verizon Income Deferral Plan is a nonqualified deferred compensation
     and supplemental retirement plan. The purpose of the Plan is to enable
     Participants to defer voluntarily the receipt of certain compensation not
     otherwise eligible for deferral under any other deferred compensation
     arrangement maintained by any Verizon Company, to receive matching credits
     on certain deferrals that are comparable to the matching contributions
     under the Savings Plan, and to provide retirement and other benefits to
     Participants through an individual account program.

1.03 EFFECTIVE DATE

     The Plan is an amendment and restatement of the plan formerly known as the
     Bell Atlantic Senior Management Income Deferral Plan, which was effective
     January 1, 1998. The effective date of this amendment and restatement of
     the Plan is January 1, 2002.

1.04 EMPLOYEES WHO TERMINATED EMPLOYMENT BEFORE EFFECTIVE DATE

     The terms of the Plan, as amended and restated herein, apply only to
     individuals who are actively employed as a Senior Manager by a Verizon
     Company on or after January 1, 2002. If an employee terminated employment
     on or before December 31, 2001, with an account balance governed by the
     provisions of the Plan in effect before January 1, 2002, or with an account
     balance or accrued benefit governed by the provisions of any other deferred
     compensation or supplemental retirement plan of any Verizon Company, his
     account balance or accrued benefit shall be governed by the plan provisions
     that were in effect on the date he terminated employment (as those plan
     provisions may be amended from time to time).

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Verizon Income Deferral Plan                                              Page 1
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                            ARTICLE 2. DEFINITIONS

2.01 DEFINITIONS

     Unless the context clearly indicates otherwise, the following terms, when
     used in capitalized form in the Plan, shall have the meanings set forth
     below.

     (a)  "ARTICLE" means an Article of the Plan.

     (b)  "BASE SALARY" means the gross amount of annual base salary, before
          such annual base salary is reduced for tax withholding and pre-tax or
          after-contributions to any employee benefit plan, and before any other
          special payroll deductions.

     (c)  "BENEFICIARY" or "BENEFICIARIES" means a Participant's beneficiary or
          beneficiaries designated in accordance with procedures established by
          the Plan Administrator, or, if no beneficiary is so designated, the
          Participant's estate. A Beneficiary shall not be permitted to name a
          beneficiary of his right to all or a portion of a Participant's
          Account in the Plan; the beneficiary of a Beneficiary shall be the
          Beneficiary's estate.

     (d)  "BOARD" means the Board of Directors of Verizon.

     (e)  "CAUSE" means (1) grossly incompetent performance or substantial or
          continuing inattention to or neglect of the duties and
          responsibilities assigned to an employee; fraud, misappropriation or
          embezzlement involving the Company; or a material breach of the
          Participant's Non-Compete Agreement, as determined by the Plan
          Administrator or (2) commission of any felony of which the employee is
          finally adjudged guilty by a court of competent jurisdiction. A
          Participant who voluntarily terminates employment with a Verizon
          Company to avoid being terminated for Cause shall, for purposes of the
          Plan, be deemed to have been terminated for Cause. Notwithstanding the
          preceding two sentences of this Section 2.01(e), for purposes of the
          Plan, a Participant shall not be treated as having been terminated for
          Cause if the Participant is eligible to Retire.

     (f)  "CHANGE IN CONTROL" has the meaning provided in Section 8.07.

     (g)  "CODE" means the Internal Revenue Code of 1986, as amended, and any
          applicable Treasury regulations and rulings issued thereunder.

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Verizon Income Deferral Plan                                              Page 2
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     (h)  "COMPANY BALANCE" means the vested balances in a Participant's
          Matching Contribution Sub-Account, Retirement Contribution Sub-Account
          and any other sub-account so designated by the Plan Administrator.

     (i)  "COMMITTEE" means the Human Resources Committee of the Board or any
          successor to that committee.

     (j)  "DIRECTOR" means any active employee of a Verizon Company who is
          designated as a "Director" in accordance with procedures that the
          Committee approves or is in a position comparable to that of a
          Director as determined by the Plan Administrator. The term Director
          shall not include an individual temporarily assigned the status of
          Director or promoted to or designated as a Director on an acting
          basis.

     (k)  "DISABILITY" means "Disability" as that term is defined in the Pension
          Plan.

     (l)  "ELIGIBLE BASE SALARY" means the amount of Base Salary for a Plan Year
          in excess of the limit for that Plan Year under section 401(a)(17) of
          the Code; provided that, in determining Eligible Base Salary for a
          Plan Year, the Plan Administrator may disregard all or part of any
          Base Salary earned before an Eligible Employee becomes an Active
          Participant.

     (m)  "ELIGIBLE COMPENSATION" means the sum of Eligible Base Salary and
          Eligible Short-Term Incentive.

     (n)  "ELIGIBLE SHORT-TERM INCENTIVE" means all of an Active Participant's
          Short-Term Incentive for a Plan Year; provided that, in determining
          the amount of an Eligible Short-Term Incentive for a Plan Year, the
          Plan Administrator may disregard all or part of any Short-Term
          Incentive earned before an Eligible Employee becomes an Active
          Participant.

     (o)  "ELIGIBLE EMPLOYEE" means an employee of a Participating Company who
          has the status of Senior Manager and has been designated by the Plan
          Administrator as being eligible to participate in the Plan.

     (p)  "EMPLOYEE BALANCE" means the vested balance in a Participant's
          Personal Deferral Sub-Account.

     (q)  "EXECUTIVE DIRECTOR" means any active employee of a Verizon Company
          who is designated as an "Executive Director" in accordance with
          procedures that the Committee approves or is in a position comparable
          to that of an Executive Director as determined by the Plan
          Administrator. The term Executive Director shall not include an
          individual temporarily assigned the status of Executive Director or
          promoted to or designated as a Executive Director on an acting basis.

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Verizon Income Deferral Plan                                              Page 3
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     (r)  "INCUMBENT BOARD" means those persons who either (1) have been members
          of the Board of Directors of the Company since June 30, 2000, or (2)
          are new directors whose election by the Board of Directors or
          nomination for election by the shareowners of the Company was approved
          by a vote of at least three-fourths of the members of the Incumbent
          Board then in office who either were directors described in Section
          2.01(r)(1) or whose election or nomination for election was previously
          so approved, but shall not include any director elected as a result of
          an actual or threatened solicitation of proxies by any Person.

     (s)  "INVESTMENT FUNDS" means the unfunded bookkeeping accounts identified
          in Article 6.

     (t)  "MOODY'S RATE" means the "Corporate Average" yield of long-term,
          high-grade corporate bonds as reported by Moody's Investors Service,
          or such other substantially similar yield that the Plan Administrator
          designates as the applicable interest rate.

     (u)  "NON-COMPETE AGREEMENT" means the non-competition/non-solicitation
          agreement described in Section 8.06(a).

     (v)  "OTHER ELIGIBLE COMPENSATION" means any compensation that (1) is not
          Eligible Base Salary or an Eligible Short-Term Incentive and (2) the
          Plan Administrator determines is eligible to be deferred under the
          Plan or otherwise used as the basis for credits to a Participant's
          Account. The Plan Administrator may determine the sub-account to which
          Other Eligible Compensation shall be credited.

     (w)  "PARTICIPANT" means an individual who is either an "Active
          Participant" or an "Inactive Participant" as those terms are defined
          in Article 3.

     (x)  "PARTICIPANT'S ACCOUNT" means, collectively, the unfunded book-entry
          sub-accounts that represent a Participant's deferred compensation,
          retirement benefits, and other benefits under the Plan, as adjusted
          from time to time to reflect credits to and withdrawals from such
          sub-accounts as well as earnings and losses derived from the
          performance of the Investment Funds to which sub-account balances have
          been allocated. Each Participant's Account, and the credits reflected
          in such Participant's Account, shall consist of the aggregate of the
          amounts, if any, in the following sub-accounts and of the following
          credits:

          (1)  PERSONAL DEFERRAL SUB-ACCOUNT AND PERSONAL DEFERRAL CREDITS

               The "Personal Deferral Sub-Account" shall consist of (A) certain
               conversion and other credits provided for in Appendix A or

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Verizon Income Deferral Plan                                              Page 4
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               Appendix B, (B) credits pursuant to a Participant's voluntary
               election to defer the receipt of Eligible Base Salary, Eligible
               Short-Term Incentive, or Other Eligible Compensation as provided
               for in Article 4, and (C) certain credits pursuant to any
               employment, retention, stay incentive, or other agreement between
               a Participant and any Verizon Company that provides for a credit
               of Other Eligible Compensation to this sub-account. All credits
               described in this Section 2.01(x)(1), as adjusted to reflect all
               earnings and losses with respect to such credits, are referred to
               collectively as "Personal Deferral Credits."

          (2)  MATCHING CONTRIBUTION SUB-ACCOUNT AND MATCHING CONTRIBUTION
               CREDITS

               The "Matching Contribution Sub-Account" shall consist of (A)
               certain conversion and other credits provided for in Appendix A
               and (B) matching credits provided by the Company in accordance
               with Section 5.01. All credits described in this Section
               2.01(x)(2), as adjusted to reflect all earnings and losses with
               respect to such credits, are referred to collectively as
               "Matching Contribution Credits."

          (3)  RETIREMENT CONTRIBUTION SUB-ACCOUNT AND RETIREMENT CONTRIBUTION
               CREDITS

               The "Retirement Contribution Sub-Account" shall consist of (A)
               certain conversion and other credits provided for in Appendix A
               or Appendix B, (B) retirement credits provided by the Company in
               accordance with Section 5.02, (C) certain other retirement
               credits provided by the Company in accordance with Section 5.03,
               and (D) credits pursuant to any employment, retention, stay
               incentive or other agreement between a Participant and any
               Verizon Company that provides for a credit of Other Eligible
               Compensation to this sub-account. All credits described in this
               Section 2.01(x)(3), as adjusted to reflect all earnings and
               losses with respect to such credits, are referred to collectively
               as "Retirement Contribution Credits."

     (y)  "PARTICIPATING COMPANY" means each Verizon Company that the Plan
          Administrator designates as a "Participating Company."

     (z)  "PENSION PLAN" means the Verizon Management Pension Plan, as it may be
          amended from time to time, or any successor thereto.

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Verizon Income Deferral Plan                                              Page 5
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     (aa) "PERSON" means any individual, firm, corporation, partnership, joint
          venture, association, trust, or other entity.

     (bb) "PLAN" means this Verizon Income Deferral Plan, as it may be amended
          from time to time, or any successor thereto.

     (cc) "PLAN ADMINISTRATOR" means "Plan Administrator" as that term is
          defined in Section 10.01, except that, with respect to a Section 16
          Person, the "Plan Administrator" means the Committee.

     (dd) "PLAN YEAR" means the calendar year.

     (ee) "RETIRE" or "RETIREMENT" means attaining normal retirement age under
          the Pension Plan or satisfying either the Rule of 75 in section
          6A.2(b)(i) (or any successor provision) of the Pension Plan or the
          Rule of 73 in section 6A.2(b)(ii) (or any successor provision) of the
          Pension Plan.

     (ff) "SAVINGS PLAN" means the Verizon Savings Plan for Management
          Employees, as it may be amended from time to time, or any successor
          thereto.

     (gg) "SECTION" means a section of the Plan, unless the context clearly
          indicates another meaning (for example, "Section 16" shall have the
          meaning prescribed by Section 2.01(hh)).

     (hh) "SECTION 16" means Section 16 of the Securities Exchange Act of 1934,
          as amended from time to time, and "SECTION 16 PERSON" means a
          Participant who is an "officer" or "director" of the Company within
          the meaning of Section 16.

     (ii) "SENIOR MANAGER" means any active employee of a Verizon Company who is
          designated as a "Senior Manager" in accordance with procedures
          approved by the Committee or is in a position comparable to that of a
          Senior Manager as determined by the Plan Administrator. The term
          "Senior Manager" shall not include an individual temporarily assigned
          the status of Senior Manager or promoted to or designated as a Senior
          Manager on an acting basis.

     (jj) "SHORT-TERM INCENTIVE" means the amount of (1) any short-term
          incentive award paid or payable under the Verizon Short-Term Incentive
          Plan and (2) any other incentive award that the Plan Administrator
          designates as Short-Term Incentive for purposes of the Plan. The term
          Short-Term Incentive shall mean the gross amount of any such award,
          before such award is reduced for tax withholding and pre-tax or
          after-

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Verizon Income Deferral Plan                                              Page 6
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          contributions to any employee benefit plan, and before any other
          special payroll deductions.

     (kk) "VERIZON" or "COMPANY" means Verizon Communications Inc. or any
          successor. "VERIZON COMPANY" means (1) Verizon, (2) each corporation
          and partnership in which Verizon has a direct or indirect ownership
          interest of at least 50%, and (3) any other corporation, partnership,
          or other entity that the Plan Administrator determines shall be
          treated as a Verizon Company for purposes of the Plan.

2.02 GENDER AND NUMBER

     Throughout the Plan, the use of masculine pronouns shall refer to both
     males and females. The singular form shall include the plural, where
     appropriate.

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Verizon Income Deferral Plan                                              Page 7
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                           ARTICLE 3. PARTICIPATION

     3.01 ACTIVE PARTICIPATION

     (a)  BECOMING AN ACTIVE PARTICIPANT

          (1)  ELIGIBLE EMPLOYEES ON JANUARY 1, 2002

               A Senior Manager who is actively employed on January 1, 2002,
               shall be an "Active Participant" effective January 1, 2002.

          (2)  ELIGIBLE EMPLOYEES AFTER JANUARY 1, 2002

               An individual who is not an Active Participant and who becomes a
               Senior Manager after January 1, 2002, shall be an Active
               Participant effective on the date on which the individual becomes
               a Senior Manager.

     (b)  DURATION OF ACTIVE PARTICIPATION

          An Active Participant shall remain an Active Participant for so long
          as he is a Senior Manager.

     (c)  AFFECT ON PARTICIPATION IN OTHER PLANS

          Each Participant shall not participate in any other nonqualified
          deferred compensation plan or arrangement of a Verizon Company if the
          Plan Administrator determines that the Senior Manager shall no longer
          participate in such plan or arrangement.

          Each Senior Manager who was a Participant in the Plan before January
          1, 2002, and is actively employed by a Verizon Company on or after
          January 1, 2002, shall no longer be subject to the terms of the Plan
          as it existed before January 1, 2002.

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Verizon Income Deferral Plan                                              Page 8
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3.02 INACTIVE PARTICIPATION

     (a)  BECOMING AN INACTIVE PARTICIPANT

          An Active Participant whose employment terminates shall be an
          "Inactive Participant" as of the effective date of his termination.

          An Active Participant who is demoted shall become an "Inactive
          Participant" as of the effective date of his demotion if, in his new
          position after the demotion, he is not a Senior Manager.

     (b)  DURATION OF INACTIVE PARTICIPATION

          An Inactive Participant shall remain an Inactive Participant for so
          long as he has a positive account balance under the Plan and does not
          become an Active Participant under Section 3.01(a).

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Verizon Income Deferral Plan                                              Page 9
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                       ARTICLE 4. PARTICIPANT DEFERRALS

4.01 NATURE OF DEFERRALS

     Each Eligible Employee may elect to defer receipt of Eligible Base Salary,
     Eligible Short-Term Incentive, and Other Eligible Compensation in
     accordance with this Article 4.

     If an Eligible Employee makes an election to defer pursuant to this Article
     4, Personal Deferral Credits for the amounts deferred shall be calculated
     and added to his Personal Deferral Sub-Account according to such procedures
     as the Plan Administrator may establish.

4.02 EXCLUSIVE ENTITLEMENT TO PAYMENT

     If an Eligible Employee makes an election to defer pursuant to this Article
     4, he waives his right to receive the amount deferred and agrees to receive
     instead the amounts payable to him under Article 7. No other amounts shall
     be due to or on behalf of an Eligible Employee as a result of his election
     to defer pursuant to this Article 4.

4.03 TIME AND MANNER OF DEFERRAL ELECTIONS

     An Eligible Employee's election to defer (or a change in any such election
     to defer) must be made, executed, and delivered at a time and in a manner
     acceptable to the Plan Administrator.

4.04 TIMING OF ELECTIONS

     (a)  ELIGIBLE BASE SALARY

          Subject to Section 4.03, an Eligible Employee may at any time deliver
          an election to defer Eligible Base Salary to the Plan Administrator,
          and may at any time change, revoke, or modify such election. If an
          individual delivers an election to the Plan Administrator before he
          becomes an Eligible Employee, his election shall be deemed to have
          been delivered on the date he becomes an Eligible Employee.

          Any such election shall be effective (1) as soon as administratively
          practicable after the election is delivered or deemed to be delivered
          to the Plan Administrator or on such later date as the Eligible
          Employee may

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Verizon Income Deferral Plan                                             Page 10
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          elect, (2) only with respect to Eligible Base Salary earned after the
          effective date of the election, and (3) only with respect to Eligible
          Base Salary earned while the Eligible Employee is an Active
          Participant.

          Any such election shall remain in effect until changed, revoked, or
          modified, and shall be deemed to be renewed automatically for each
          succeeding Plan Year unless changed, revoked, or modified by the
          Eligible Employee as provided in this Section 4.04(a).

     (b)  ELIGIBLE SHORT-TERM INCENTIVE

          Subject to Section 4.03, an Eligible Employee may at any time deliver
          an election to defer an Eligible Short-Term Incentive to the Plan
          Administrator. Any such election may be changed, revoked, or modified
          at any time before, but not after, the deadline for making such
          election or such other period as may be determined by the Plan
          Administrator.

          Any such election shall be effective for a Plan Year (1) only if it is
          executed and delivered or deemed to be delivered before the last
          business day of December before the year in which the Eligible
          Short-Term Incentive to be deferred would have been payable, or such
          other date as may be determined by the Plan Administrator for this
          purpose, (2) only with respect to an Eligible Short-Term Incentive
          earned after the election is delivered to the Plan Administrator, and
          (3) only if the Eligible Employee is an Active Participant when such
          Eligible Short-Term Incentive becomes payable. For purposes of the
          Plan, a Participant shall be deemed to have "earned" all of his
          Eligible Short-Term Incentive for a Plan Year on the last day of such
          Plan Year or at such earlier date as the Plan Administrator may
          determine.

          Unless changed, revoked, or modified sooner, any such election (1)
          shall remain in effect until the beginning of the next succeeding Plan
          Year and (2) shall not be deemed to be renewed automatically for each
          succeeding Plan Year.

     (c)  OTHER ELIGIBLE COMPENSATION

          Any election to defer receipt of Other Eligible Compensation must be
          delivered or deemed to be delivered to the Plan Administrator not
          later than the date determined by the Plan Administrator.

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Verizon Income Deferral Plan                                             Page 11
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          Any such election may be changed, revoked, or modified for such period
          as the Plan Administrator may determine.

4.05 AMOUNT OF DEFERRALS

     An Eligible Employee may make separate deferral elections for Eligible Base
     Salary, Eligible Short-Term Incentive, and Other Eligible Compensation,
     subject to the requirements of this Article 4 and such requirements as the
     Plan Administrator may impose, in the following percentages or amounts:

     (a)  ELIGIBLE BASE SALARY

          An Eligible Employee may elect to defer a whole percentage (up to 100%
          or such lesser percentage as the Plan Administrator may determine for
          this purpose) of his Eligible Base Salary or, if permitted by the Plan
          Administrator, a stated amount of his Eligible Base Salary.

     (b)  ELIGIBLE SHORT-TERM INCENTIVE

          An Eligible Employee may elect to defer a whole percentage (up to 100%
          or such lesser percentage as the Plan Administrator may determine for
          this purpose) of his Eligible Short-Term Incentive or, if permitted by
          the Plan Administrator, a stated amount of his Eligible Short-Term
          Incentive.

     (c)  OTHER ELIGIBLE COMPENSATION

          An Eligible Employee may elect to defer a whole percentage (up to 100%
          or such lesser percentage as the Plan Administrator may determine for
          this purpose) of his Other Eligible Compensation or, if permitted by
          the Plan Administrator, a stated amount of his Other Eligible
          Compensation.

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Verizon Income Deferral Plan                                             Page 12
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                    ARTICLE 5. COMPANY CONTRIBUTION CREDITS

5.01 MATCHING CONTRIBUTION CREDITS

     Each Active Participant who makes an election to defer pursuant to Article
     4 shall have Matching Contribution Credits added to his Matching
     Contribution Sub-Account as provided in this Section 5.01, at a time and in
     a manner that the Plan Administrator approves, and as of the same date as
     the associated Personal Deferral Credits provided for in Article 4.

     (a)  ELIGIBLE BASE SALARY AND ELIGIBLE SHORT-TERM INCENTIVE

          Subject to the next paragraph of this Section 5.01(a), for each Plan
          Year--

          (1)  An Eligible Employee who defers at least 6% of his Eligible
               Compensation for the Plan Year shall receive Matching
               Contribution Credits equal to 5% of his Eligible Compensation.

          (2)  An Eligible Employee who defers less than 6% of his Eligible
               Compensation for the Plan Year shall receive Matching
               Contribution Credits equal to the sum of (A) 100% of the first 4%
               of the Eligible Compensation he defers and (B) 50% of the next 2%
               of the Eligible Compensation he defers.

          If a Participant is an Inactive Participant at the time an Eligible
          Short-Term Incentive becomes payable (or would otherwise become
          payable in the absence of a deferral election under the Plan), the
          Participant shall receive the Matching Contribution Credits with
          respect to such Eligible Short-Term Incentive (1) only if the Plan
          Administrator determines that the Participant shall receive such
          Matching Contribution Credits and (2) subject to any terms and
          conditions that the Plan Administrator establishes.

     (b)  OTHER ELIGIBLE COMPENSATION

          An Eligible Employee who elects to defer all or part of his Other
          Eligible Compensation for the Plan Year shall receive Matching
          Contribution Credits only to the extent the Plan Administrator
          determines that the Participant shall receive such Matching
          Contribution Credits.

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Verizon Income Deferral Plan                                             Page 13
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5.02 SECTION 415 CREDITS

     To the extent provided in the succeeding paragraph of this Section 5.02, if
     the present value of a Participant's accrued benefit under the Pension
     Plan, upon commencement of benefits thereunder, exceeds the benefit that
     can be paid to the Participant from the Pension Plan under section 415 of
     the Code, the excess amount shall be credited to the Participant's
     Retirement Contribution Sub-Account as of the Participant's benefit
     commencement date, except that such credit shall be reduced by the amount,
     if any, previously credited to such Participant account under the NYNEX
     Senior Management Nonqualified Defined Contribution Pension Plan (the
     "NYNEX Defined Contribution Plan") because his benefit under a qualified
     retirement plan exceeded the benefit permitted to be paid from that plan
     under section 415 of the Code. Any credit pursuant to this Section 5.02
     shall be in full satisfaction of any right to similar credits or benefits
     that the Participant may have under any other employee benefit plan of a
     Verizon Company.

5.03 RETIREMENT CONTRIBUTION CREDITS

     Each Active Participant who is a Senior Manager shall have Retirement
     Contribution Credits added to his Retirement Contribution Sub-Account on
     the following basis at a time and in a manner that the Plan Administrator
     approves:

     (a)  ELIGIBLE BASE SALARY

          Following commencement of participation in the Plan as a Senior
          Manager, Retirement Contribution Credits equal to 32% of the
          Participant's Eligible Base Salary shall be added to the Participant's
          Retirement Contribution Sub-Account for each of the first 240 months
          during which the Participant earns Eligible Base Salary, except that
          such 240-month period shall be reduced by the number of months (if
          any) during which the Participant previously participated in the NYNEX
          Defined Contribution Plan. After such 240-month (or shorter) period,
          Retirement Contribution Credits equal to 7% of the Participant's
          Eligible Base Salary shall be added to the Participant's Retirement
          Contribution Sub-Account for each month that the Participant is a
          Senior Manager and earns Eligible Base Salary.

          The Retirement Contribution Credits provided for in this Section
          5.03(a) shall be calculated in accordance with guidelines that the
          Plan Administrator shall establish.

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Verizon Income Deferral Plan                                             Page 14
<PAGE>

     (b)  ELIGIBLE SHORT-TERM INCENTIVE

          Following commencement of participation in the Plan as a Senior
          Manager and subject to the next paragraph of this Section 5.03(b),
          annual Retirement Contribution Credits equal to 32% of a Participant's
          Eligible Short-Term Incentive for the Plan Year shall be added to each
          Active Participant's Retirement Contribution Sub-Account for each Plan
          Year ends during the first 240 months in which the Participant earns
          Eligible Short-Term Incentive, except that such 240-month period shall
          be reduced by the number of months (if any) during which the
          Participant previously participated in the NYNEX Defined Contribution
          Plan. After such 240-month (or shorter) period, annual Retirement
          Contribution Credits equal to 7% of the Participant's Eligible
          Short-Term Incentive for the Plan Year shall be added to the
          Participant's Retirement Contribution Sub-Account. Such Retirement
          Contribution Credits shall be made on an annual basis.

          If a Participant is an Inactive Participant as a result of his
          Retirement or involuntarily termination without Cause at the time an
          Eligible Short-Term Incentive becomes payable (or would otherwise
          become payable in the absence of a deferral election under the Plan),
          the Participant shall receive the Retirement Contribution Credits
          provided for in this Section 5.03(b) with respect to such Eligible
          Short-Term Incentive only if (1) the Participant executes a release in
          a form acceptable to the Plan Administrator or (2) the Plan
          Administrator determines that the Participant shall receive such
          Retirement Contribution Credits. A Participant who is an Inactive
          Participant for any other reason shall not be eligible to receive the
          Retirement Contribution Credits unless the Plan Administrator
          determines otherwise.

          The Retirement Contribution Credits provided for in this Section
          5.03(b) shall be added to the Participant's Retirement Contribution
          Sub-Account as of the date that the associated Eligible Short-Term
          Incentive becomes payable (or would otherwise become payable in the
          absence of a deferral election under the Plan).

5.04 OTHER CREDITS

     Other credits shall be provided to Participants in accordance with
     Appendices A and B to this Plan.

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Verizon Income Deferral Plan                                             Page 15
<PAGE>

                        ARTICLE 6. ACCOUNT INVESTMENTS

6.01 GENERAL

     A Participant may allocate the balance in the Participant's Account among
     the Investment Funds available under the Plan in accordance with this
     Article 6. The Investment Funds shall consist of a set of unfunded
     book-entry investment accounts. A separate bookkeeping account shall be
     maintained for each Participant.

     Except as provided in this Article 6, (a) the investment performance of
     each Investment Fund shall mirror the investment performance of a
     corresponding investment fund under the Savings Plan; (b) each Investment
     Fund shall be subject to any restrictions imposed on the corresponding
     investment fund in the Savings Plan; (c) each Investment Fund shall be
     available as an investment choice for the balance in a Participant's
     Account; and (d) if there is a change in, addition to, or deletion of any
     of the investment funds under the Savings Plan, a corresponding change,
     addition, or deletion shall be made in the Investment Funds offered under
     this Plan.

6.02 VERIZON SHARES FUND

     (a)  THE INVESTMENT FUND

          The Plan shall maintain an Investment Fund known as the "Verizon
          Shares Fund." The investment performance of this fund shall mirror the
          investment performance of Verizon common stock.

          Any credits added to a Participant's Matching Contribution
          Sub-Account, other than credits made pursuant to Appendix A, shall
          initially be allocated to the Verizon Shares Fund, and a Participant
          may thereafter transfer all or any portion of such balance out of the
          Verizon Shares Fund and into any other available Investment Fund in
          accordance with the "Diversification Transfers" provisions in section
          14.17 of the Savings Plan or any successor to those provisions.

          If a Participant transfers any portion of his Participant's Account
          into or out of the Verizon Shares Fund, such transfer shall be
          executed using the closing price of a share of Verizon common stock on
          the composite tape of New York Stock Exchange issues on the day the
          Participant initiates the transfer (or if there was no reported sale
          of Verizon common stock on

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Verizon Income Deferral Plan                                             Page 16
<PAGE>

          such date, on the next succeeding day on which there was such a
          reported sale).

     (b)  DIVIDEND EQUIVALENTS

          Any credits in a Participant's Account allocated to the Verizon Shares
          Fund shall be increased on each date that a dividend is paid on
          Verizon common stock. The number of additional credits credited to a
          Participant's Account as a result of such increase shall be determined
          by (1) dividing the balance of a Participant's Account in the Verizon
          Shares Fund by the closing price of a share of Verizon common stock on
          the composite tape of New York Stock Exchange issues on the dividend
          declaration date (or if there was no reported sale of Verizon common
          stock on such date, on the next preceding day on which there was such
          a reported sale), and then (2) multiplying the amount resulting from
          the calculation in clause (1) by the amount of the dividend declared
          per share of Verizon common stock on the dividend declaration date.

     (c)  EFFECT OF RECAPITALIZATION

          In the event of a transaction or event described in this Section
          6.02(c), the balance in a Participant's Account in the Verizon Shares
          Fund shall be adjusted in such manner as the Plan Administrator deems
          equitable. A transaction or event is described in this Section 6.02(c)
          if and only if (1) it is a dividend or other distribution (whether in
          the form of cash, shares, other securities, or other property),
          extraordinary cash dividend, recapitalization, stock split, reverse
          stock split, reorganization, merger, consolidation, split-up,
          spin-off, combination, repurchase, or exchange of shares or other
          securities, the issuance of warrants or other rights to purchase
          shares or other securities, or other similar corporate transaction or
          event, and (2) the Plan Administrator determines that such transaction
          or event affects the shares of Verizon common stock, such that an
          adjustment pursuant to this Section 6.02(c) is appropriate to prevent
          dilution or enlargement of the benefits or potential benefits intended
          to be made available under the Plan.

6.03 MOODY'S INVESTMENT FUND

     The Plan shall maintain an Investment Fund known as the "Moody's Investment
     Fund" that shall credit interest as follows: (1) balances in this
     Investment Fund as of the end of the immediately preceding calendar quarter
     that were not withdrawn from or transferred out of the Moody's Investment
     Fund shall

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Verizon Income Deferral Plan                                             Page 17
<PAGE>

     earn interest for the entire calendar quarter; and (2) all other balances
     in this Investment Fund shall earn interest from the beginning of the
     calendar quarter until the day they are withdrawn from or transferred out
     of the Moody's Investment Fund. The rate at which interest shall be
     credited for purposes of this Section 6.03 shall be the equivalent of the
     annualized rate equal to the Moody's Rate as of the day immediately
     preceding the beginning of the applicable calendar quarter. Any or all of
     the balance of a Participant's Account allocated to the Moody's Investment
     Fund may be transferred to any other Investment Fund in accordance with
     Section 6.04(b), below.

6.04 INVESTMENT ELECTIONS

     A Participant may allocate the balance in his Participant's Account among
     the available Investment Funds in whole percentages and at a time and in a
     manner that the Plan Administrator approves, subject to the following
     rules:

     (a)  INITIAL ELECTIONS

          Each Active Participant may submit his initial investment elections at
          any time. However, if an Active Participant fails to submit an
          investment election before amounts are credited to his Participant's
          Account, the Plan Administrator shall allocate such amounts as the
          Plan Administrator deems appropriate, except that, if the individual
          first becomes a Senior Manager on or after January 1, 2002, and fails
          to submit an investment election before amounts are credited to his
          Retirement Contribution Sub-Account, such Retirement Contribution
          Credits shall initially be allocated to the Moody's Investment Fund
          described in Section 6.03 and may be transferred only as provided in
          Section 6.03.

          Investment elections may allocate balances in a Participant's Account
          to any Investment Fund, and elections shall be applied uniformly to
          the balance in each of the Participant's sub-accounts, except that
          balances in the Matching Contribution Sub-Account shall initially be
          allocated to the Verizon Shares Fund as provided in Section 6.02 and
          may be transferred only as provided in Section 6.02.

     (b)  CHANGES IN INVESTMENT ELECTIONS

          Except as otherwise provided in this Article 6, Participants shall be
          permitted to change their investment elections daily, and may be
          permitted to change their elections more frequently if the Plan
          Administrator so determines.

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Verizon Income Deferral Plan                                             Page 18
<PAGE>

          Changes in investment elections and the consequent transfers among
          Investment Funds shall be applied uniformly to the balances in each of
          the Participant's sub-accounts, except that balances in the Matching
          Contribution Sub-Account shall initially be allocated to the Verizon
          Shares Fund as provided in Section 6.02 and may be transferred only as
          provided in Section 6.02. Any change in investment elections shall be
          effected as soon as administratively practicable after the Plan
          Administrator receives the Participant's request for the change.

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Verizon Income Deferral Plan                                             Page 19
<PAGE>

                       ARTICLE 7. PAYMENTS FROM THE PLAN

7.01 PARTICIPANT ELECTIONS

     Each Participant shall be permitted to make an election regarding the
     payment of the vested balance in his Participant's Account on a form
     provided by the Plan Administrator. Any such election must comply with the
     requirements of this Article 7, must be made at a time and in a manner that
     the Plan Administrator approves, and shall be subject to Sections 8.04 and
     8.06.

     (a)  TIMING OF ELECTION

          A Participant's completed election form must be delivered to the Plan
          Administrator at least twelve months before the earlier of (1) the
          commencement date specified on the Participant's election form or (2)
          the commencement date specified by Section 7.07. Any such election
          that modifies a previously-delivered payment election shall also be
          subject to the provisions of Section 7.01(b).

          Except as provided in the next paragraph of this Section 7.01(a) or in
          Section 7.04, if an election does not comply with the provisions of
          the preceding paragraph, (1) the election shall be disregarded for the
          first twelve months following the delivery of the Participant's
          election to the Plan Administrator and payment shall be made in
          accordance with a valid payment election (made in accordance with
          Section 7.01) in effect or, if there is no such election in effect, in
          accordance with the default rules in Section 7.07) and (2) after the
          expiration of such twelve-month period, any unpaid amount to which the
          election applies shall be paid in accordance with the election (and
          the earlier valid election under which payments were being made during
          such twelve-month period shall be disregarded).

          If a Participant elects to commence payment as of his termination of
          employment with all Verizon Companies, and such termination occurs
          during the twelve-month period immediately following the date such
          election is delivered to the Plan Administrator, payment shall be made
          as of the last day of the month in which the Participant terminates
          employment with all Verizon Companies only (1) if the Participant
          elects, before January 1, 2002, to commence payments as of such date
          and such termination occurs during the twelve-month period immediately
          following the delivery of such election to the Plan Administrator or
          (2) if the Participant elects, within thirty days after becoming an
          Active Participant, to commence payments as of the last day of the
          month in which the

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Verizon Income Deferral Plan                                             Page 20
<PAGE>

          Participant terminates employment with all Verizon Companies and such
          termination occurs during the twelve-month period immediately
          following the delivery of such election to the Plan Administrator.

     (b)  MODIFYING AN ELECTION

          Once each Plan Year, a Participant may modify a previously delivered
          payment election with respect to the Participant's Employee Balance
          and modify a previously delivered payment election with respect to the
          Participant's Company Balance, provided that a modification will be
          effective only with respect to payments that are scheduled to be made
          more than twelve months from the date the modification is delivered to
          the Plan Administrator. Such modifying elections may be made on
          separate occasions, on a form provided by the Plan Administrator,
          provided that each such election shall otherwise be subject to the
          rules set forth in this Section 7.01 (including the requirement of
          Section 7.01(a) that the date for payment commencement be at least
          twelve months after the date the election is delivered to the Plan
          Administrator).

          If a modification delivered to the Plan Administrator is invalid for
          any reason with respect to any or all payments subject to the
          modification, such payments shall be made in accordance with the
          election in effect at the time the modification was delivered to the
          Plan Administrator or, if no such election was in effect, in
          accordance with the default rules in Section 7.07.

     (c)  DIVISION OF ACCOUNT

          A Participant may divide his Employee Balance and his Company Balance
          into no more than two parts each (with each such part consisting of a
          whole percentage of the total Employee Balance or Company Balance) and
          may elect a different method of payment and payment commencement date
          for each part, except as provided in Section 8.06(d).

     (d)  DISABILITY OR DEATH OF PARTICIPANT

          If a Participant becomes Disabled or dies, the disability or death
          benefit payment rules, as applicable, in Sections 7.04 and 7.05 shall
          apply.

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Verizon Income Deferral Plan                                             Page 21
<PAGE>

     (e)  PAYMENT OF SMALL BENEFITS

          If, on termination of employment, the vested balance in a
          Participant's Account is $100,000 or less, the rules applicable to
          small benefits in Section 7.08 shall apply.

7.02 METHOD OF PAYMENT

     Payments to a Participant shall be made solely in cash and pursuant to the
     method provided for in this Section 7.02 that the Participant elects in
     accordance with Section 7.01, pursuant to the default rules in Section 7.07
     if no valid election is in effect, or pursuant to the small benefit rules
     in Section 7.08 if the vested balance in the Participant's Account is
     $100,000 or less at his termination of employment. Subject to Sections 8.04
     and 8.06, the Participant may elect to receive payment of all or a portion
     of the vested balance in his Participant's Account as follows:

     (a)  SINGLE SUM

          A Participant may elect to receive a single-sum payment of all or a
          portion of the vested balance in the Participant's Account. At the
          time such payment is due, the amount of the payment shall be
          calculated by the Plan Administrator and shall be paid as soon as
          administratively practicable following such calculation.

     (b)  INSTALLMENT PAYMENTS

          A Participant may elect to receive installment payments of all or a
          portion of the vested balance in the Participant's Account, which
          shall be paid monthly, quarterly, semi-annually, or annually, over a
          period of two to thirty years as elected by the Participant, except as
          provided in Section 7.03(a). Each installment shall be equal to (1)
          the unpaid portion of the vested balance in the Participant's Account
          covered by the election (as adjusted to reflect any earnings or losses
          thereon and any earlier payments), divided by (2) the number of
          remaining installments. At the time each installment is due, the Plan
          Administrator shall calculate the amount of the installment and shall
          pay the installment as soon as administratively practicable following
          such calculation.

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Verizon Income Deferral Plan                                             Page 22
<PAGE>

     (c)  APPRECIATION ONLY

          A Participant may elect to receive payments of appreciation with
          respect to the Employee Balance or Company Balance covered by an
          election, provided such Employee Balance or Company Balance is at
          least $100,000 at the time the election is delivered to the Plan
          Administrator. Under this option, payments shall be made to the
          Participant each month over a period of two to thirty years as elected
          by the Participant, except as provided in Section 7.03(a). At the end
          of the payment period, the then-unpaid balance covered by this
          election (adjusted to reflect such prior monthly payments) shall be
          paid in a lump sum as soon as administratively practicable. Each
          monthly payment shall be equal to the greater of (1) a fixed amount
          equal to two-thirds of 1% of the vested balance covered by the
          election before the first payment, or (2) the amount by which the
          current vested balance covered by the election exceeds such balance
          immediately after the first payment. Before each monthly payment is
          due, the Plan Administrator shall calculate the amount of the payment
          and shall pay the installment as soon as administratively practicable
          following such calculation.

7.03 PAYMENT COMMENCEMENT

     Subject to Sections 7.08, 8.04, and 8.06, the payments to a Participant
     with respect to the vested balance in the Participant's Account shall
     commence either on a specific date in accordance with Section 7.03(a) or on
     termination of employment in accordance with Section 7.03(b), as selected
     by the Participant under Section 7.01, or otherwise shall commence pursuant
     to the default rules in Section 7.07.

     If the Participant begins to receive payments under this Section 7.03 and
     becomes Disabled or dies before the vested balance of his Participant's
     Account is paid in accordance with this Section 7.03, the then-remaining
     vested balance in his Participant's Account shall be paid in accordance
     with Sections 7.04 (Disability) or 7.05 (Death) below.

     (a)  SPECIFIC DATE

          A Participant may select a specific date for the commencement of
          payment of the vested portion of the Participant's Account, subject to
          the following rules:

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Verizon Income Deferral Plan                                             Page 23
<PAGE>

          (1)  SPECIFIC DATE BEFORE TERMINATION OF EMPLOYMENT

               With respect to the Participant's Employee Balance, a Participant
               may select a specific date that precedes the Participant's
               termination of employment with all Verizon Companies.

               With respect to the Participant's Company Balance, a
               Participant's election of a specific date that precedes the
               Participant's termination of employment with all Verizon
               Companies shall be valid only if there has been a Change in
               Control before payments commence. If there has not been a Change
               in Control, the election with respect to the Company Balance
               shall be invalid, and such Company Balance shall be paid in
               accordance with the default rules in Section 7.07.

               Any election to have payments commence before a Participant's
               termination of employment with all Verizon Companies shall apply
               only with respect to the vested balance of the Participant's
               Account as of the date such payments commence. Subject to Section
               7.01(c), any amounts attributable to subsequent deferrals or
               credits shall be paid in accordance with either the terms of a
               separate election applicable to such deferrals or credits or the
               default rules in Section 7.07.

          (2)  SPECIFIC DATE AFTER TERMINATION OF EMPLOYMENT

               With respect to the vested balance in the Participant's Account,
               a Participant may select a specific date that is after the
               Participant's termination of employment with all Verizon
               Companies.

               A lump sum shall not be paid to or on behalf of a Participant
               more than thirty years from the date the Participant terminates
               employment with all Verizon Companies. For any part of a
               Participant's Account that is paid in a lump sum, the Participant
               shall be deemed to have elected to receive the lump sum on the
               earlier of (a) the date elected by the Participant or (b) the
               date that is thirty years from the date the Participant
               terminates employment with all Verizon Companies.

               No installment or appreciation-only payments shall be made to or
               on behalf of a Participant more than thirty years from the date
               the Participant terminates employment with all Verizon Companies.

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Verizon Income Deferral Plan                                             Page 24
<PAGE>

               For any part of a Participant's Account that is paid in
               installment or appreciation-only payments, the Participant shall
               be deemed to have elected the number of installments or
               appreciation-only payments equal to the lesser of (a) the number
               of installments or appreciation-only payments elected by the
               Participant or (b) the maximum number of installments or
               appreciation-only payments between the date payments commence and
               the date that is thirty years from the date the Participant
               terminates employment with all Verizon Companies.

     (b)  TERMINATION OF EMPLOYMENT

          A Participant may elect to commence receiving payments upon his
          termination of employment with all Verizon Companies.

          The Plan Administrator shall calculate the amount of such payment or
          payments and pay the Participant as soon as administratively feasible
          after the Participant's termination of employment.

7.04 SPECIAL RULES IN THE EVENT OF DISABILITY

     A Participant who incurs a Disability after he terminates employment with
     all Verizon Companies shall be paid the vested balance of his Participant's
     Account in accordance with a valid payment election (made in accordance
     with Section 7.01) in effect at the onset of the Disability or, if there is
     no such election then in effect, in accordance with the default rules in
     Section 7.07.

     A Participant who incurs a Disability before he terminates employment with
     all Verizon Companies shall be paid the vested balance of his Participant's
     Account (a) if the vested balance in his Participant's Account is $100,000
     or less at the onset of the Disability, in accordance with the small
     benefit payment rules in Section 7.08 or (b) if the vested balance in his
     Participant's Account exceeds $100,000 at the onset of the Disability, in
     accordance with a valid payment election (made in accordance with Section
     7.01) in effect at the onset of the Disability or, if there is no valid
     election in effect at the onset of the Disability, in accordance with the
     default rules in Section 7.07; provided that, if the vested balance in the
     Participant's Account exceeds $100,000 at the onset of a Disability, the
     Participant may make a new election regarding the form and timing of
     payments without regard to the 12-month requirements in Section 7.01(a)
     or(b), subject to the approval of the Plan Administrator.

     If payments are to be made in installments, the Plan Administrator shall
     calculate and pay the first installment as soon as administratively
     practicable following the date of the Participant's Disability, provided
     that no payment shall be made until

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Verizon Income Deferral Plan                                             Page 25
<PAGE>

     the first business day of the first calendar quarter that begins after the
     onset of the Disability.

     If the Participant begins to receive payments under this Section 7.04 and
     dies before the vested balance of his Participant's Account is paid in
     accordance with this Section 7.04, the then-remaining vested balance in his
     Participant's Account in the Plan shall be paid in accordance with Section
     7.05 below.

7.05 DEATH BENEFITS

     If a Participant dies with a vested balance in his Participant's Account
     that exceeds $100,000, the payment election in effect on the date of death
     shall be canceled (except as provided in clause (1) of the next paragraph)
     and the rules of this Section 7.05 shall apply. If a Participant dies with
     a vested balance in his Participant's Account equal to $100,000 or less,
     the payment election in effect on the date of death shall be canceled and
     payment shall be made in accordance with the small payment rules in Section
     7.08.

     Each Participant shall be entitled to make a payment election that provides
     for the then-remaining vested balance in his Participant's Account at the
     time of his death to be paid to the Participant's Beneficiary or
     Beneficiaries either (1) in accordance with a valid payment election in
     effect at the time of the Participant's death, (2) in two to ten annual
     installments, or (3) in a single sum as soon as administratively
     practicable after the Participant's death. Any such election must be
     delivered to the Plan Administrator before the Participant's death on a
     form provided by the Plan Administrator. A Participant may change any such
     election at any time before his death, but a Beneficiary shall not be
     permitted to change such election.

     Any installment paid to a particular Beneficiary shall be equal to (1) the
     unpaid portion of the Participant's account balance to which the
     Beneficiary is entitled (as adjusted to reflect any earnings or losses
     thereon and any earlier payments), divided by (2) the number of remaining
     installments. The Plan Administrator shall calculate and pay the first
     installment as soon as administratively practicable following the date of
     the Participant's death.

     With respect to any portion of the Participant's Account payable to the
     Beneficiary of a deceased Participant, such Beneficiary shall be permitted
     to change investment elections in accordance with Section 6.04(b) and to
     take an early payment in accordance with Section 7.06. Any such changes in
     investment elections or early payments shall be made on the same terms and
     subject to the same conditions as would be imposed if the Beneficiary were
     the Participant.

     No payment under this Section 7.05 may be made more than thirty years after
     the Participant's termination of employment with all Verizon Companies. A
     Participant whose death benefit election would cause a payment under this

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Verizon Income Deferral Plan                                             Page 26
<PAGE>

     Section 7.05 to be scheduled to be made more than thirty years after the
     Participant's termination of employment with all Verizon Companies shall be
     deemed to have made a death benefit election that permits all payments to
     be made within thirty years of the Participant's termination of employment
     by applying the applicable provisions of Section 7.03(a)(2).

     If a Participant dies without having made a death benefit election, the
     entire vested balance of his Participant's Account shall be paid in a
     single sum to the Participant's beneficiaries or estate as soon as
     administratively practicable following the date of death.

7.06 EARLY PAYMENTS

     Before the commencement of any payments under Sections 7.01 through 7.05, a
     Participant may withdraw all or any portion of the vested balance of the
     Participant's Account, subject to the following rules:

     (a)  HARDSHIP

          At the request of a Participant, the Plan Administrator may permit the
          payment of all or part of the vested balance in the Participant's
          Personal Deferral Sub-Account if the Plan Administrator determines
          that the Participant has incurred unusual, extraordinary expenses or
          hardship caused by events beyond the Participant's control, such as
          accident or illness. The amount that may be withdrawn shall be limited
          to the amount reasonably necessary to relieve the hardship or
          financial emergency upon which the request is based. The Plan
          Administrator may require a Participant who requests a payment under
          this Section 7.06(a) to submit such evidence as the Plan Administrator
          deems necessary or appropriate to substantiate the circumstances upon
          which the request is based.

     (b)  OTHER

          (1)  PERSONAL DEFERRAL SUB-ACCOUNT

               A Participant may at any time elect that all or a designated
               portion of the vested balance in his Personal Deferral
               Sub-Account shall be paid to him 30 days following the filing of
               such an election; provided that the Plan Administrator may
               approve or disapprove such election; and provided further that,
               if a Participant receives a payment pursuant to this Section
               7.06(b)(1), an amount equal to 6% of the amount paid to the
               Participant shall be permanently forfeited from the vested
               balance in the Participant's Personal

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Verizon Income Deferral Plan                                             Page 27
<PAGE>

               Deferral Sub-Account and shall not be paid to, or in respect of,
               the Participant at any time.

               A Participant's request for a payment from his Personal Deferral
               Sub-Account pursuant to the preceding paragraph of this Section
               7.06(b)(1) shall be denied to the extent a payment pursuant to
               such request would cause the vested balance in the Participant's
               Personal Deferral Sub-Account to be less than 6% of the amount
               paid to the Participant.

          (2)  MATCHING CONTRIBUTION SUB-ACCOUNT OR RETIREMENT CONTRIBUTION
               SUB-ACCOUNT

               At any time following a Change in Control of Verizon, a
               Participant may elect that all or a designated portion of the
               vested balance in his Matching Contribution Sub-Account or,
               subject to the provisions of Sections 8.04 and 8.06, in his
               Retirement Contribution Sub-Account shall be paid to him 30 days
               following the filing of such an election; provided that the Plan
               Administrator may approve or disapprove such election; and
               provided further that, if a Participant receives a payment
               pursuant to this Section 7.06(b)(2), an amount equal to 6% of the
               amount paid to the Participant shall be permanently forfeited
               from the vested balance in the Participant's sub-account from
               which the payment is made and shall not be paid to, or in respect
               of, the Participant at any time.

               An Inactive Participant who has terminated employment with all
               Verizon Companies may elect that all or a designated portion of
               the vested balance in his Matching Contribution Sub-Account or,
               subject to the provisions of Sections 8.04 and 8.06, in his
               Retirement Contribution Sub-Account, shall be paid to him 30 days
               following the filing of such an election; provided that the Plan
               Administrator may approve or disapprove such election; and
               provided further that, if a Participant receives a payment
               pursuant to this Section 7.06(b)(2), an amount equal to 6% of the
               amount paid to the Participant shall be permanently forfeited
               from the vested balance in the Participant's sub-account from
               which the payment is made and shall not be paid to, or in respect
               of, the Participant at any time.

               A Participant's request for a payment from his Matching
               Contribution Sub-Account or Retirement Contribution Sub-Account
               pursuant to the preceding paragraphs of this Section 7.06(b)(2)

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<PAGE>

               shall be denied to the extent a payment pursuant to such request
               would cause the vested balance in such sub-account to be less
               than 6% of the amount paid to the Participant.

7.07 DEFAULT FOR FORM AND TIMING OF PAYMENTS

     If, with respect to all or a portion of a Participant's Account, a
     Participant does not make a payment election, or if his payment election is
     determined to be invalid and is not subject to a prior valid election, the
     entire vested portion of such Participant's Account that is not subject to
     a valid payment election shall be paid in a single sum during the 13th
     month following the later of (a) the last day of the month in which the
     Participant's 60th birthday occurs or (b) the last day of the month in
     which the Participant terminates employment with all Verizon Companies,
     provided that any payment of the balance in the Participant's Retirement
     Contribution Sub-Account shall be subject to the provisions of Sections
     8.04.

7.08 PAYMENT OF SMALL BENEFITS

     If the vested balance in a Participant's Account does not exceed $100,000
     at the time of the Participant's termination of employment with all Verizon
     Companies (including a termination that results from Disability or death),
     any existing payment election with respect to such Participant's Account
     shall be canceled and such Participant's Account shall be paid in the form
     of a single sum at the time of the termination of employment (subject to
     Sections 8.04, and 8.06).

7.09 PRIOR PLAN PAYMENT RULES

     With respect to the balance in a Participant's Account, the payment rules
     of this Article 7 and any payment elections made hereunder shall supersede
     the payment rules and any elections made under any other plan, except that,
     if a Participant elected under any such plan, before the fourth quarter of
     the 2001 Plan Year, to receive an in-service payment from such plan in 2002
     with respect to an account balance or accrued benefit that was transferred
     to the Plan, such payment election shall be honored for 2002 but not for
     subsequent years.

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<PAGE>

     ARTICLE 8. VESTING, FORFEITURE, NON-COMPETITION, AND NON-SOLICITATION

8.01 PERSONAL DEFERRAL SUB-ACCOUNT

     Except as otherwise provided in an agreement between the Participant and a
     Verizon Company regarding the crediting of Other Eligible Compensation to
     the Participant's Personal Deferral Sub-Account and except as provided in
     Section 7.06(b) with regard to early payments, the Participant shall at all
     times be fully vested in the balance in his Personal Deferral Sub-Account,
     and such balance shall under no circumstances be subject to forfeiture.

8.02 MATCHING CONTRIBUTION SUB-ACCOUNT

     Each Participant shall be fully vested in the balance in his Matching
     Contribution Sub-Account upon the earliest to occur of the following:

     (a)  the Participant's account in the Savings Plan is fully vested;

     (b)  the Participant's employment with all Verizon Companies is
          involuntarily terminated other than for Cause, provided the
          Participant executes a release in a form acceptable to the Plan
          Administrator or the Plan Administrator otherwise determines that all
          or part of the Matching Contribution Sub-Account should be vested;

     (c)  the Participant becomes Disabled before his termination of employment
          with all Verizon Companies;

     (d)  the Participant dies before his termination of employment with all
          Verizon Companies; or

     (e)  there is a Change in Control (as defined in Section 8.07).

8.03 RETIREMENT CONTRIBUTION SUB-ACCOUNT

     (a)  PRIOR TO JULY 1, 2002

          Except as otherwise provided in an agreement between the Participant
          and a Verizon Company regarding the crediting of Other Eligible
          Compensation to the Participant's Retirement Contribution Sub-Account,
          and subject to Sections 8.04 and 8.06 below, each Participant shall at
          all times be fully vested in each Retirement Contribution Credit
          credited on or after January 1, 2002, and before July 1, 2002 (and any
          related earnings).

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<PAGE>

     (b)  BEGINNING JULY 1, 2002

          Except as otherwise provided in an agreement between the Participant
          and a Verizon Company regarding the crediting of Other Eligible
          Compensation to the Participant's Retirement Contribution Sub-Account,
          and subject to Section 8.04 and 8.06 below, each Participant shall be
          fully vested in each Retirement Contribution Credit credited after
          June 30, 2002 (and any related earnings), upon the earliest to occur
          of the following:

          (1)  the Participant becomes eligible to Retire;

          (2)  the Participant completes three years of Net Credited Service (as
               that term is defined in the Pension Plan) with all Verizon
               Companies after receiving the Retirement Contribution Credit;

          (3)  the Participant's involuntary termination of employment with all
               Verizon Companies other than for Cause, provided the Participant
               executes a release in a form acceptable to the Plan Administrator
               or the Plan Administrator otherwise determines that all or part
               of the Retirement Contribution Sub-Account should be vested;

          (4)  the Participant becomes Disabled before his termination of
               employment with all Verizon Companies;

          (5)  the Participant dies before his termination of employment with
               all Verizon Companies; or

          (6)  there is a Change in Control (as defined in Section 8.07).

8.04 FORFEITURE

     (a)  UNVESTED ACCOUNT BALANCE

          A Participant shall forfeit the unvested portion, if any, of his
          Participant's Account on his termination of employment with all
          Verizon Companies.

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Verizon Income Deferral Plan                                             Page 31
<PAGE>

     (b)  PORTION OF RETIREMENT CONTRIBUTION SUB-ACCOUNT

          Before, but not after, a Change in Control, if the Plan Administrator
          determines that one or more of the events set forth in Section
          8.04(b)(1) has occurred, the Plan Administrator may cause a forfeiture
          with respect to all or any portion of the Participant's Retirement
          Contribution Sub-Account set forth in Section 8.04(b)(2).

          (1)  CAUSES OF FORFEITURE

               (A)  The Participant has engaged in "Competitive Activities" as
                    described in Section 8.05,

               (B)  The Participant has engaged in serious misconduct contrary
                    to written policies and harmful to Verizon or its affiliated
                    companies or their reputation, or

               (C)  The Participant has been terminated for Cause.

          (2)  AMOUNTS SUBJECT TO FORFEITURE

               (A)  All Retirement Contribution Credits added to the
                    Participant's Retirement Contribution Sub-Account on or
                    after January 1, 2002, other than the GTE Supplemental
                    Executive Retirement Plan conversion credit (the "Conversion
                    Credit") and

               (B)  Any interest or other earnings or gains on or after January
                    1, 2002, with respect to any Retirement Contribution Credits
                    in the Participant's Retirement Contribution Sub-Account
                    (including any interest or other earnings or gains
                    attributable to the Conversion Credit or any interest or
                    other earnings or gains attributable to any other credit
                    regardless of when the credit was added to the Participant's
                    Retirement Contribution Sub-Account).

     (c)  ENTIRE ACCOUNT BALANCE

          Each Participant or beneficiary entitled to receive payment under the
          Plan shall keep the Plan Administrator advised of his current address.
          If the Plan Administrator is unable for a period of 36 months to
          locate a

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<PAGE>

          Participant or beneficiary to whom a payment(s) is (are) due under the
          Plan, commencing with the first day of the month as of which the first
          such payment is due, the total amount payable to such Participant or
          beneficiary shall be forfeited. Should such a Participant or
          beneficiary contact the Plan Administrator requesting payment
          thereafter, the Plan Administrator shall, upon satisfaction of its
          requests for any corroborating documentation, restore and pay the
          forfeited payment in a lump sum, the value of which shall not be
          adjusted to reflect any interest or other earnings or gains for the
          period of forfeiture.

8.05 COMPETITIVE ACTIVITIES

     (a)  ENGAGING IN COMPETITIVE ACTIVITIES

          The Plan Administrator may determine that a Participant has engaged in
          "Competitive Activities" if, during the period of the Participant's
          employment with any Verizon Company, through the first anniversary of
          the Participant's termination of employment with all Verizon Companies
          for any reason, the Participant, without the prior written consent of
          the Plan Administrator, (1) personally engages in "Competitive
          Activities" (as hereinafter defined) or (2) works for, owns, manages,
          operates, controls, or participates in the ownership, management,
          operation or control of, or provides consulting or advisory services
          to, any individual, partnership, firm, corporation, or institution
          engaged in Competitive Activities, provided that the Participant's
          purchase or holding, for investment purposes, of securities of a
          publicly-traded company shall not constitute "ownership" or
          "participation in ownership" for purposes of this paragraph so long as
          the Participant's equity interest in any such company is less than a
          controlling interest.

     (b)  DEFINITION OF COMPETITIVE ACTIVITIES

          "Competitive Activities" means business activities relating to
          products or services of the same or similar type as the products or
          services that (1) are sold (or, pursuant to an existing business plan,
          shall be sold) to paying customers of one or more Verizon Companies,
          and (2) for which the Participant had responsibility to plan, develop,
          manage, market, or oversee within the prior 24 months, or, in the case
          of an Inactive Participant, within the 24 months preceding his
          termination of employment with all Verizon Companies.

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Verizon Income Deferral Plan                                             Page 33
<PAGE>

     (c)  DISCRETION OF PLAN ADMINISTRATOR

          If the Plan Administrator determines that a Participant has engaged in
          Competitive Activities, the Plan Administrator in its sole discretion
          may determine what remedies to invoke.

8.06 NON-COMPETITION/NON-SOLICITATION AGREEMENT UPON OR AFTER TERMINATION OF
     EMPLOYMENT

     (a)  GENERAL

          Except as provided in Section 8.06(c), any payment that meets the
          conditions of Section 8.06(b) shall be made only if the Participant
          executes an agreement provided by the Plan Administrator that (1)
          prohibits the Participant from engaging in Competitive Activities
          within one year following termination of employment with all Verizon
          Companies, (2) gives Verizon the right to obtain injunctive relief if
          the Participant violates such agreement, and (3) includes such other
          terms and conditions as the Plan Administrator may determine.

     (b)  APPLICABILITY

          This Section 8.06 shall apply if (1) a Participant has elected to
          receive payments from his Retirement Contribution Sub-Account to
          commence upon termination of employment with all Verizon Companies or
          within one year following such termination or (2) the Participant has
          directed the Plan Administrator to make payments from such Retirement
          Contribution Sub-Account pursuant to Section 7.06.

     (c)  EXCEPTION FOR CHANGE IN CONTROL

          Following a Change in Control, a Non-Compete Agreement shall not be
          required as a condition to making a payment to a Participant, and any
          such Non-Compete Agreement that a Participant executed before the
          Change in Control shall become null and void as of the effective date
          of the Change in Control.

     (d)  CONSEQUENCES OF FAILING TO EXECUTE AGREEMENT

          If the Participant does not execute the Non-Compete Agreement required
          by this Section 8.06, no payments may be made from the Participant's
          Retirement Contribution Sub-Account for one year following the

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<PAGE>

          Participant's termination of employment with all Verizon Companies.
          During such one-year period, the provisions of the Plan (including
          Section 8.04) shall apply to the Participant. At the conclusion of
          such one-year period, the vested balance in the Participant's
          Retirement Contribution Sub-Account shall be paid in accordance with
          the Participant's payment election.

          If payments would have commenced within the one-year period
          immediately following the Participant's termination of employment but
          were delayed under this Section 8.06, no retroactive payments shall be
          made and the Participant shall be deemed to have elected to commence
          payments from his Retirement Contribution Sub-Account on the date that
          is one year following the date of his termination of employment with
          all Verizon Companies, notwithstanding Section 7.01. The method of
          payment shall remain unchanged, except as required by Section
          7.03(a)(2).

8.07 CHANGE IN CONTROL

     (a)  GENERAL RULE

          For purposes of the Plan, and except as provided in Section 8.07(b), a
          "Change in Control" shall occur if:

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Verizon Income Deferral Plan                                             Page 35
<PAGE>

          (1)  any Person, through a transaction with a Person, becomes a
               beneficial owner (as determined under Rule 13d-3 under the
               Securities Exchange Act of 1934, as amended from time to time),
               or has the right to acquire beneficial ownership within sixty
               days, through tender offer or otherwise, of shares of one or more
               classes of stock of the Company representing 20% or more of the
               total voting power of the Company's then outstanding voting
               stock;

          (2)  the Company and any Person consummate a merger, consolidation,
               reorganization, or other business combination; or

          (3)  the Board adopts resolutions authorizing the liquidation or
               dissolution, or sale to any Person of all or substantially all of
               the assets, of the Company.

     (b)  EXCEPTIONS TO GENERAL RULE

          Notwithstanding the provisions of Section 8.07(a), a Change in Control
          shall not occur if:

          (1)  the Company's voting stock outstanding immediately before the
               consummation of the transaction will represent no less than 45%
               of the combined voting power entitled to vote for the election of
               directors of the surviving parent corporation immediately
               following the consummation of the transaction;

          (2)  members of the Incumbent Board will constitute at least one-half
               of the board of directors of the surviving parent corporation;

          (3)  the Chief Executive Officer or co-Chief Executive Officers of the
               Company will be the chief executive officer or co-chief executive
               officers of the surviving parent corporation; and

          (4)  the headquarters of the surviving parent corporation will be
               located in New York, New York.

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Verizon Income Deferral Plan                                             Page 36
<PAGE>

                    ARTICLE 9. NATURE OF PLAN AND ACCOUNTS

9.01 UNFUNDED PLAN

     No Participating Company shall be required to fund any obligations under
     the Plan. Any assets that may be accumulated by a Participating Company to
     meet its obligations under the Plan shall for all purposes be part of the
     general assets of such Participating Company. To the extent that any
     Participant or beneficiary acquires a right to receive payments under the
     Plan for which any Participating Company is liable, such rights shall be no
     greater than the rights of any unsecured general creditor of the applicable
     Participating Company.

9.02 HYPOTHETICAL ACCOUNTS

     Each account and investment established under the Plan shall be
     hypothetical in nature and shall be maintained for bookkeeping purposes
     only. The accounts established under the Plan shall hold no actual funds or
     assets. Any liability of the Company to any Participant, former
     Participant, or beneficiary with respect to a right to payment shall be
     based solely upon contractual obligations created by the Plan. Neither the
     Company, the Board, nor any other Person shall be deemed to be a trustee of
     any amounts to be paid under the Plan. Nothing contained in the Plan, and
     no action taken pursuant to its provisions, shall create or be construed to
     create a trust of any kind, or a fiduciary relationship, between or among
     the Company, a Participant, or any other Person.

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Verizon Income Deferral Plan                                             Page 37
<PAGE>

                           ARTICLE 10. MISCELLANEOUS

10.01 PLAN ADMINISTRATOR

     The Executive Vice President - Human Resources of Verizon (or, if that
     position is vacant, the most senior officer in the Human Resources
     organization of Verizon) shall have the authority and responsibility to act
     as "Plan Administrator," as that term is used in the Plan, except as
     provided in Section 2.01(cc) regarding Section 16 Persons. The Plan
     Administrator's authority and responsibility shall include, without
     limitation, the discretionary authority and responsibility to develop
     administrative guidelines, to distribute summary descriptions of the Plan,
     to notify Participants of their rights and obligations under the Plan, and
     to calculate balances of Participant's Accounts and the payments from the
     Plan. The Plan Administrator, with the advice of counsel, may delegate to
     one or more persons the authority to decide any dispute raised in any
     written claim by any Participant or beneficiary. Any appeal from such a
     claim shall be decided by the Plan Administrator, and the decision of the
     Plan Administrator shall be final and shall be binding on both the Plan and
     the Participant or beneficiary.

10.02 ALLOCATION OF ADMINISTRATIVE AND OTHER EXPENSES

     Participants shall not be charged for their participation in the Plan or
     their withdrawals from the Plan, except that (a) Participants who receive
     an early payment shall be subject to the 6% penalty provided for in Section
     7.06 and (b) the reasonable expenses of administering the Plan (including
     reasonable fees in connection with the set-up or maintenance of Participant
     accounts) may be offset against the earnings of the Investment Funds under
     the Plan. The Plan Administrator shall have authority to establish and
     maintain cost allocation guidelines that shall govern the allocation of
     accrued expenses under the Plan for financial accounting purposes, and the
     determination of any amounts by which Participating Companies are obligated
     to reimburse each other for disbursements and other expenditures under the
     Plan. Any such guidelines shall allocate to each Participating Company its
     reasonable and appropriate share of the direct benefit cost of the Plan,
     plus any associated administrative cost to the extent such cost is not
     offset against Investment Fund earnings.

10.03 AMENDMENT AND TERMINATION OF PLAN

     The Committee may at any time amend or terminate the Plan; provided that no
     amendment or termination of the Plan may adversely affect the present
     dollar value of the vested account balance of any Participant (or
     Beneficiary, in the case of a deceased Participant) without his consent,
     except to the extent required by law; and provided further that, for a
     period of five years following a

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<PAGE>

     Change in Control, except to the extent required by law (a) the Plan shall
     not be terminated and (b) no amendment may adversely affect any right under
     the Plan of a Participant (or Beneficiary, in the case of a deceased
     Participant) without his consent, except that an amendment may adversely
     affect the right to future Matching Contribution Credits pursuant to
     Section 5.01. In addition to this general rule protecting the prior rights
     of Participants, the following specific rules shall apply in the case of
     certain Plan amendments or the termination of the Plan:

     (a)  ADMINISTRATIVE AMENDMENTS

          The Plan Administrator, with advice of counsel, may develop additional
          terms and conditions for the administration of the Plan, and may
          modify the administrative terms and conditions of the Plan from time
          to time.

     (b)  SHORT-SWING PROFITS

          The Plan Administrator shall have the authority (1) to adopt
          amendments to the Plan that the Plan Administrator determines, with
          the advice of counsel, are necessary or appropriate to ensure that
          transactions under the Plan are exempt, to the maximum extent
          practicable, from the short-swing trading provisions of Section 16 and
          (2) to refuse any investment redirection request by a Participant who
          is subject to the reporting obligations of Section 16 if the Plan
          Administrator determines, with the advice of counsel, that fulfilling
          such investment redirection request would cause the Participant to
          engage in matching purchase and sale transactions that give rise to a
          short-swing profit that the Participant would have a legal obligation
          to disgorge to Verizon. Under no circumstances shall the Plan
          Administrator or any of all Verizon Companies be responsible for any
          liability that may be incurred by a Participant as a result of a
          transaction that gives rise to such a short-swing profit.

     (c)  PLAN TERMINATION

          If the Plan is terminated, (1) any existing deferral elections under
          Article 4 shall be disregarded with respect to compensation earned
          after the termination date, and (2) Participants shall no longer be
          entitled to the credits provided for in Article 5 with respect to
          compensation earned after the termination date. However, the remaining
          provisions of the Plan shall remain in effect until such time as the
          entire vested balance in each Participant's Account has been paid to
          the Participant and/or the Participant's estate or beneficiaries in
          accordance with Article 7.

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Verizon Income Deferral Plan                                             Page 39
<PAGE>

10.04 DETERMINATION AND WITHHOLDING OF TAXES

     The Plan Administrator and each Verizon Company shall have full authority,
     without the consent of a Participant, (a) to withhold from any compensation
     being deferred under the Plan, and to withhold from a Participant's other
     compensation from any and all sources, any taxes that it reasonably
     determines to be applicable to deferred amounts including, without
     limitation, any FICA taxes and any income taxes occasioned by the
     withholding of FICA taxes, (b) to withhold any FICA taxes that it
     reasonably determines to be due with respect to credits made to a
     Participant's Matching Contribution Sub-Account or Retirement Contribution
     Sub-Account from the Participant's other compensation from any and all
     sources, and (c) satisfy the responsibility of any Verizon Company to
     withhold any taxes by withholding such taxes from any payments under the
     Plan to the Participant or his beneficiaries or estate or, if necessary, by
     directing a payment from the Plan to satisfy such withholding
     responsibility.

10.05 NO ASSIGNMENT OR ALIENATION

     The rights of the Participant to the balance in his Personal Deferral
     Sub-Account, Matching Contribution Sub-Account, and Retirement Contribution
     Sub-Account shall not be assignable or subject to alienation, except that
     the Plan may recognize and comply with domestic relations orders subject to
     such rules and procedures as the Plan Administrator may establish.

10.06 SEVERABILITY

     If any provision of the Plan shall be held unlawful or otherwise invalid or
     unenforceable in whole or in part, the unlawfulness, invalidity, or
     unenforceability shall not affect any other provision of the Plan or part
     thereof, each of which shall remain in full force and effect.

10.07 CERTAIN RIGHTS RESERVED.

     Nothing in the Plan shall confer upon any employee of the Company or other
     Person the right (a) to continue in the employment or service of the
     Company or affect any right that the Company may have to terminate the
     employment or service of (or to demote or to exclude from future
     participation in the Plan) any such employee or other Person at any time
     for any reason or (b) to receive an annual base salary of any particular
     amount.

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<PAGE>

10.08 TITLES AND HEADINGS NOT TO CONTROL

     The titles to Articles of the Plan and the headings of Sections and
     subsections of the Plan are placed herein for convenience of reference only
     and, as such, shall have no force or effect on the interpretation of the
     Plan.

10.09 GOVERNING LAW

     The Plan shall be construed and enforced in accordance with applicable
     federal law and, to the extent not preempted by federal law, the laws of
     the State of Delaware (without regard to the legislative or judicial
     conflict of laws rules of any state or other jurisdiction).

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Verizon Income Deferral Plan                                             Page 41
<PAGE>

                         APPENDIX A. CONVERSION CREDITS

A.01 CONVERSION CREDITS

     Each individual who becomes a Participant shall receive conversion credits
     under the Plan equal to the amount, if any, of the Participant's account
     balance or the present value of the Participant's accrued benefit under any
     nonqualified deferred compensation plan or arrangement of a Verizon
     Company, if the Plan Administrator determines that the employee shall no
     longer participate in such plan or arrangement. The Plan Administrator may
     make such a determination at any time (including after a Participant's
     termination of employment) and shall award conversion credits as soon as
     practicable following the date of such a determination.

     Any conversion credits in a Participant's Account shall remain subject to
     any vesting requirements or other restrictions imposed by the plan or
     arrangement in which such conversion credits were credited before they were
     credited to the Participant's Account.

A.02 CHARACTERIZATION OF CONVERSION CREDITS

     For purposes of this Appendix A, the Plan Administrator shall determine (a)
     the present value of the accrued benefit under any applicable plan and (b)
     based on the character of the account balance or accrued benefit under the
     applicable plan, whether conversion credits under the Plan shall be
     Personal Deferral Credits, Matching Contribution Credits, or Retirement
     Contribution Credits.

A.03 CONSEQUENCES OF CONVERSION CREDITS

     A Participant who receives conversion credits pursuant to this Appendix A
     shall no longer be a participant in the plan (or portion of a plan) from
     which the account balance or accrued benefit was transferred or, in the
     case of an individual who was a Participant in the Plan before January 1,
     2002, shall no longer be subject to the terms of the Plan as it existed
     before January 1, 2002, and shall no longer be entitled to any benefits
     thereunder. However, a Participant shall forfeit any conversion credits and
     related earnings if, and to the extent that, the Participant becomes
     entitled to a benefit under another plan that duplicates a benefit for
     which conversion credits are provided under this Plan.

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Verizon Income Deferral Plan                                          Appendix A
<PAGE>

              APPENDIX B. SPECIAL RULES APPLICABLE TO OTHER CREDITS

B.01 ANNUAL TRANSITION CREDITS

     If a Participant is entitled to an annual transition credit for a Plan
     Year, such transition credit shall be made to the Participant's Retirement
     Contribution Sub-Account as of December 31st of such year, unless the
     Participant terminates employment with all Verizon Companies during such
     year, in which case the transition credit shall be made as soon as
     practicable following the Participant's termination of employment.

B.02 POTENTIAL INTERIM AMOUNT

     If a Participant is entitled to a potential interim amount ("PIA") credit
     for the year in which the Participant terminates employment with all
     Verizon Companies, such PIA shall be credited to the Participant's
     Retirement Contribution Sub-Account as soon as practicable following the
     Participant's termination of employment.

     Before, but not after, a Change in Control, the Chief Executive Officer of
     Verizon may cause a forfeiture of any PIA credit if the Participant
     terminates employment from all of all Verizon Companies and the Chief
     Executive Officer determines that the Participant's termination of
     employment is seriously detrimental to the interests of any Verizon
     Company.

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Verizon Income Deferral Plan                                          Appendix B

