First Supplemental Indenture, dated as of January 28, 2011



 Exhibit 4.2 
 FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 28, 2011, among NeoCom Solutions, Inc., a Georgia
corporation, NeoCom Solutions Holdings, LLC, a Delaware limited liability company, and Communication Services, LLC, a North Carolina limited liability company (each, a “Guaranteeing Subsidiary”), each, a subsidiary of Dycom
Investments, Inc., a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the
“Trustee”). 
 W I T N E S S E T H 
 WHEREAS, the Company and the Guarantors have heretofore executed and delivered to the Trustee an indenture, dated as of January 21, 2011 (the “Indenture”), providing for the issuance
of 7.125% Senior Subordinated Notes due 2021 (the “Notes”); 
 WHEREAS, the Indenture provides that under
certain circumstances a Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which such Guaranteeing Subsidiary shall unconditionally guarantee all of the Company’s Obligations under the Notes
and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”); 
 WHEREAS, pursuant to
Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture; 
 WHEREAS,
this Supplemental Indenture has been duly authorized by all necessary corporate action on the part of the Company; and 

WHEREAS, the Company has directed the Trustee to execute and deliver this Supplemental Indenture in accordance with Section 9.01 of
the Indenture. 
 NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt
of which is hereby acknowledged, each Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows: 

1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to
them in the Indenture. 
 2. AGREEMENT TO GUARANTEE. Each Guaranteeing Subsidiary
hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 11 thereof. 

3. NO RECOURSE AGAINST OTHERS. No past, present or future director, officer,
employee, incorporator, stockholder or agent of any Guaranteeing Subsidiary, as such, shall have any liability for any obligations of the Company or such Guaranteeing Subsidiary under the Notes, any Note Guarantees, the Indenture or this
Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of the Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the
consideration for issuance of the Notes. Such waiver may not be effective to waive liabilities under the federal securities laws and it is the view of the SEC that such a waiver is against public policy. 







 4. NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE
USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE. 
 5. COUNTERPARTS. The parties may sign any number of copies of
this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. 
 6.
EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof. 
 7. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in
respect of the recitals contained herein, all of which recitals are made solely by the applicable Guaranteeing Subsidiary and the Company. 
 [SIGNATURE PAGES FOLLOW] 

  
 2 








 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed and attested, all as of the date first above written. 
  

					
	NEOCOM SOLUTIONS, INC.
	NEOCOM SOLUTIONS HOLDINGS, LLC
	COMMUNICATION SERVICES, LLC
		
	By:	 	 /s/ H. Andrew DeFerrari

		 	Name:	 	H. Andrew DeFerrari
		 	Title:	 	Treasurer



  

Signature Page to First Supplemental Indenture 








 
					
	DYCOM INVESTMENTS, INC.
		
	By:	 	 /s/ H. Andrew DeFerrari

		 	Name:	 	H. Andrew DeFerrari
		 	Title:	 	Treasurer



  

Signature Page to First Supplemental Indenture 








 
					
	ANSCO & ASSOCIATES, LLC
	APEX DIGITAL, LLC
	BROADBAND EXPRESS, LLC
	BROADBAND INSTALLATION SERVICES, LLC
	C-2 UTILITY CONTRACTORS, LLC
	CABLE CONNECTORS, LLC
	CABLECOM, LLC
	CABLECOM OF CALIFORNIA, INC.
	CAN-AM COMMUNICATIONS, INC.
	CAVO BROADBAND COMMUNICATIONS, LLC
	CERTUSVIEW LEASING, LLC
	COMMUNICATIONS CONSTRUCTION GROUP, LLC
	DYCOM CAPITAL MANAGEMENT, INC.
	DYCOM CORPORATE IDENTITY, LLC
	DYCOM IDENTITY, LLC
	ERVIN CABLE CONSTRUCTION, LLC
	GLOBE COMMUNICATIONS, LLC
	INSTALLATION TECHNICIANS, LLC
	IVY H. SMITH COMPANY, LLC
	LAMBERT’S CABLE SPLICING COMPANY, LLC
	LOCATING, INC.
	NICHOLS CONSTRUCTION, LLC
	NIELS FUGAL SONS COMPANY, LLC
	NIELS FUGAL SONS COMPANY OF CALIFORNIA, INC.
	POINT TO POINT COMMUNICATIONS, INC.
	PRECISION VALLEY COMMUNICATIONS OF VERMONT, LLC
	PRINCE TELECOM, LLC
	PRINCE TELECOM OF CALIFORNIA, INC.
	RJE TELECOM, LLC
	RJE TELECOM OF CALIFORNIA, INC.
	STAR CONSTRUCTION, LLC
	STEVENS COMMUNICATIONS, LLC
	S.T.S., LLC
	TCS COMMUNICATIONS, LLC
	TESINC, LLC
	TESINC OF CALIFORNIA, INC.
	TRIPLE-D COMMUNICATIONS, LLC
	U G T I
	UNDERGROUND SPECIALTIES, LLC
	UTILIQUEST, LLC
	WHITE MOUNTAIN CABLE CONSTRUCTION, LLC
		
	By:	 	 /s/ H. Andrew DeFerrari

		 	Name:	 	H. Andrew DeFerrari
		 	Title:	 	Treasurer



  

Signature Page to First Supplemental Indenture 








 
					
	MIDTOWN EXPRESS, LLC
		
	By:	 	 /s/ Joseph Danno

		 	Name:	 	Joseph Danno
		 	Title:	 	President



  

Signature Page to First Supplemental Indenture 








 
					
	OSP SERVICES, LLC
		
	By:	 	 /s/ Marvin Glaser

		 	Name:	 	Marvin Glaser
		 	Title:	 	President



  

Signature Page to First Supplemental Indenture 








 
					
	DYCOM INDUSTRIES, INC.
		
	By:	 	 /s/ H. Andrew DeFerrari

		 	Name:	 	H. Andrew DeFerrari
		 	Title:	 	Senior Vice President and Chief Financial Officer



  

Signature Page to First Supplemental Indenture 








 
			
	U.S. BANK NATIONAL ASSOCIATION
	as Trustee
		
	By:	 	 /s/ Terence T. Rawlins

		 	Authorized Signatory



  

Signature Page to First Supplemental Indenture