EXHIBIT 10i(ii)
 
                           Human Resources Committee

                               November 21, 1994

                 STOCK OWNERSHIP IN DEFERRED COMPENSATION PLAN
                                        

          WHEREAS, this Committee at its last meeting adopted stock ownership
     guidelines for certain officers; and

          WHEREAS, those stock ownership guidelines take into account, among
     other ownership interests of the officer in Bell Atlantic shares, any
     account balance in the Bell Atlantic Deferred Compensation Plan (the
     "Plan") which is credited with investment earnings based solely on the
     total return on Bell Atlantic shares, and which is ultimately distributable
     solely in the form of the Corporations common stock; and

          WHEREAS, under the current terms of the Plan, those stock ownership
     guidelines would not take account of any optional deferral of salary or
     other cash compensation because such deferrals are allocated to an
     investment contract (a "dual investment account") based on the better of
     two alternate measures of investment return, and are distributable in
     either cash or shares, at the election of the participant;

          RESOLVED, that, with respect to any election tendered by any Plan
     participant on or after this date to defer salary or other cash
     compensation, the Plan is hereby amended to allow the participant to waive
     the right to defer that compensation to a dual investment account, and
     instead to allow the participant to make an irrevocable election to defer
     the salary or other cash compensation into a "Share Deferral Account" under
     the Plan which is credited with investment earnings based solely on the
     total return on the Corporations shares and which is distributable solely
     in the form of shares of the Corporations common stock; and it is

          FURTHER RESOLVED, that the Assistant Vice President - Compensation and
     Benefits of Bell Atlantic Network Services, Inc., as administrator of the
     Plan, is hereby authorized, with the advice and assistance of counsel, to
     take such further action as he considers necessary or appropriate to
     implement these resolutions.