Verizon Communications (VZ)

Article 1. Restatement, Objectives, and Duration

1.1 Restatement of the Plan.    Verizon Communications Inc., a Delaware corporation (the “Company”), hereby amends and restates the Verizon Communications Inc. Short-Term Incentive Plan (the “Plan”), as in effect on January 1, 2009. This amended and restated Plan is set forth herein and may be amended from time to time.

The amended and restated Plan shall become effective as of the date the Company’s shareholders first approve the Plan (the “Effective Date”), and shall remain in effect as provided in Section 1.3 hereof.

1.2 Objectives of the Plan.    The primary objective of the Plan is to facilitate the Company’s ability to achieve its short-term financial and operating goals by offering key Employees annual incentives. Under the Plan, Awards are made based on Participants’ achievement of key goals at the corporate, business unit, and/or individual level.

1.3 Duration of the Plan.    The Plan shall commence on the Effective Date and shall remain in effect, subject to the right of the Committee to amend or terminate the Plan at any time pursuant to Article 10 hereof, until the close of business on the date of the Company’s annual meeting of shareholders in the year 2019, at which time the right to grant Awards under the Plan shall terminate.