July 9, 2001
Verizon Communications Inc.
1095 Avenue of the Americas
New York, New York 10036
Verizon Global Funding Corp.
3900 Washington Avenue
Wilmington, Delaware
Ladies and Gentlemen:
I have examined the Registration Statement on Form S-4 of Verizon Communications
Inc. ("Verizon") and Verizon Global Funding Corp. (the "Company") under the
Securities Act of 1933, as amended, and the accompanying Prospectus, pertaining
to the offer to exchange $1,000,000,000 aggregate principal amount of 6 3/4%
Notes due 2005, $2,000,000,000 aggregate principal amount of 7 1/4% Notes due
2010 and $2,000,000,000 aggregate principal amount of 7 3/4% Notes due 2030,
each of which series was previously issued by the Company and supported as to
payment of principal and interest by Verizon in transactions which were exempt
from registration under the Securities Act of 1933 (collectively, the
"Restricted Notes"), for new Notes with identical terms (other than limitations
upon transferability) that will be registered under the Securities Act of 1933,
as amended (collectively, the "Exchange Notes"). I, or attorneys under my
direction, have also examined such corporate records and other documents as I
have deemed necessary to enable me to express the opinion set forth below. I am
familiar with the proceedings taken and proposed to be taken by you under my
supervision as your counsel in connection with the proposed exchange offer and
the related issuance of the Exchange Notes.
It is my opinion that the Exchange Notes, upon the issuance and exchange thereof
in the manner contemplated in said Registration Statement, will be legally and
validly issued and will be binding obligations of the Company.
I hereby consent to the reference to me under the caption "Legal Matters" in the
Prospectus forming a part of the Registration Statement and to the filing of
this opinion as an exhibit to the Registration Statement.
Very truly yours,
/s/ William P. Barr