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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: June 30, 2000
(Date of earliest event reported)
GTE CORPORATION
(Exact name of registrant as specified in its charter)
New York 1-2755 13-1678633
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
1255 Corporate Drive, SVC04C08, Irving, Texas 75038
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (972) 507-5000
Not applicable
(Former name or former address, if changed since last report)
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Item 1. Changes in Control of Registrant
On June 30, 2000, Bell Atlantic Corporation ("Bell Atlantic"), a
Delaware corporation, and GTE Corporation ("GTE"), a New York
corporation, consummated a merger (the "Merger") whereby Beta Gamma
Corporation ("Merger Subsidiary"), a New York corporation and a
wholly-owned subsidiary of Bell Atlantic, was merged with and into GTE
pursuant to an Agreement and Plan of Merger ("the Merger Agreement"),
dated as of July 27, 1998, by and among Bell Atlantic, Merger
Subsidiary and GTE. As a result of the Merger, GTE has become a
wholly-owned subsidiary of Bell Atlantic. The combined company will be
doing business as Verizon Communications.
Pursuant to the terms of the Merger Agreement, each issued and
outstanding share of common stock, par value $.05 per share, of GTE
("GTE Common Stock") was converted into the right to receive 1.22
shares of common stock, par value $0.10 per share, of Bell Atlantic
("Bell Atlantic Common Stock"). Bell Atlantic will issue approximately
1,175 million shares of Bell Atlantic Common Stock in exchange for the
shares of GTE Common Stock. In addition, each option to purchase GTE
Common Stock outstanding under GTE's stock option plans was converted
into an option to purchase the number of shares of Bell Atlantic Common
Stock equal to the number of shares of GTE Common Stock subject to such
option multiplied by the exchange ratio for the Merger, and the
associated exercise price was adjusted accordingly. Bell Atlantic's
Common Stock will be listed on the New York Stock Exchange under the
symbol VZ.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GTE Corporation
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(Registrant)
Date: June 30, 2000 /s/ Marianne Drost
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Marianne Drost
Senior Vice President,
Deputy General Counsel
and Corporate Secretary
