RHD RH Donnelley New

Item 1.01.   Entry into a Material Definitive Agreement.

     On October 24, 2007, certain subsidiaries of R.H. Donnelley Corporation (the “ Company ”) entered into the Credit Agreement, dated as of October 24, 2007, by and among Dex Media East LLC, as borrower (“ DME LLC ”), Dex Media East, Inc. (“ DMEI ”), Dex Media, Inc. (“ DMI ”), JPMorgan Chase Bank, N.A., as administrative agent for the lenders party thereto (the “ Agent ”), and the several banks and other financial institutions or entities from time to time party thereto (the “ Credit Agreement ”). The Credit Agreement provides for (1) $1.1 billion term loan credit facilities consisting of (a) a $700 million Tranche A Term Loan (the “ Tranche A Term Loan ”) and (b) a $400 million Tranche B Term Loan (the “ Tranche B Term Loan ” and, together with the Tranche A Term Loan, the “ Term Loans ”) and (2) a $100 million revolving credit facility (the “ Revolver ”). The Tranche A Term Loan may be borrowed in a single drawing on any date (the “ Drawdown Date ”) on or prior to December 4, 2007. The Tranche B Term Loan may be borrowed in two drawings: once on October 24, 2007 and a second on the Drawdown Date. The Tranche A Term Loan bears interest at a floating rate based upon, at the option of DME LLC, the base rate or a Eurodollar rate (each as described in the Credit Agreement) plus a margin of 0.75% (or 0.50% if DME LLC’s leverage is less than 2.0 to 1.0 (as described in the Credit Agreement)) in the case of base rate loans or 1.75% (or 1.50% if DME LLC’s leverage is less than 2.0 to 1.0 (as described in the Credit Agreement)) in the case of Eurodollar rate loans. The Tranche A Term Loan will begin to amortize on December 31, 2008 and shall thereafter be repayable in quarterly amounts totaling 10% in the first year thereafter, 15% in the second and third years thereafter, 20% in the fourth year thereafter and 40% in the fifth year thereafter, with the remainder being payable on October 24, 2013. The Tranche B Term Loan bears interest at a floating rate based upon, at the option of DME LLC, the base rate or a Eurodollar rate (each as described in the Credit Agreement) plus a margin of 1.00% in the case of base rate loans or 2.00% in the case of Eurodollar rate loans. The Tranche B Term Loan will begin to amortize on December 31, 2008 and shall thereafter be repayable in quarterly installments totaling 1% annually thereafter, with the remainder being payable on October 24, 2014.

     The proceeds of the Term Loans (a) were used to refinance the outstanding term loans under DME LLC’s prior Amended and Restated Credit Agreement, dated January 31, 2006, by and among DME LLC, DMEI, DMI, the lenders from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents parties thereto, as amended, and (b) are available on a delayed draw basis under the Term Loans to fund the redemption of DME LLC’s outstanding 9.875% Senior Notes Due 2009 and DME LLC’s outstanding 12.125% Senior Subordinated Notes due 2012 and to pay related fees and expenses, with the remainder being used for general corporate purposes of DME LLC and its subsidiaries.

     Interest is due on the loans quarterly in arrears with respect to base rate loans and at the end of each interest period (or in the case of interest periods longer than three months, every three months) with respect to Eurodollar rate loans. DME LLC may prepay the loans under the Credit Agreement in its discretion without premium or penalty.

     The Credit Agreement also provides for an uncommitted incremental facility whereby DME LLC can borrow additional revolving or term loans in an aggregate amount not to exceed