**Exhibit 10.21**

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**Hawaiian Telcom &Accenture CONFIDENTIAL**

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**AmendmentNumber Two**

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**To ApplicationServices Agreement**

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**July 19,2007**

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CONFIDENTIALTREATMENT REQUESTED.  CONFIDENTIALPORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITHTHE COMMSSION.

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| **AMENDMENT  NUMBER TWO** |
|---------------------------|

 

**TOAPPLICATION SERVICES AGREEMENT**

 

This Amendment Number Two (“Amendment”),effective as of July 19, 2007 (the “Amendment Effective Date”), is betweenHawaiian Telcom Communications, Inc. (“Hawaiian Telcom”) and Accenture LLP(“Accenture”). Accenture and Hawaiian Telcom may be referred to in thisAmendment individually as “Party” and together as “Parties.”

 

The Parties entered intothat certain Application Services Agreement, effective as of February 5,2007 (the “Agreement”), which the Parties now desire to amend.

 

The Parties agree to modify and amend the Agreement, as follows:

 

**1.**     Billing Fallout Queue Management Statement of Work: The Parties have agreed to expand and extend Exhibit B-6, BillingFallout Queue Management Statement of Work (“SOW”), to perform Billing FalloutServices.

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2.     **Term:** Section 1.2,Term, of the SOW is extended from August 31, 2007 to December 31,2007.

 

3.     **Charges:** Section 1.4,Charges, of the SOW is modified to increase the team for August 2007 andto provide the resources and rates for September 2007 through December 2007.

 

Thefollowing table shows the resources and rates for August 1, 2007 through October 31,2007. This table supersedes the charges listed in the original SOW for August 2007.

 
| **Resource Type**           | ** ** | **Location** | ** ** | **[ * ]** | ** ** | **[ * ]** | ** ** | **[ * ]** |
|-----------------------------|------------|--------------|------------|-----------|------------|-----------|------------|-----------|
| Business Analyst (US-based) |       | Honolulu     |       | [ * ]     |       | [ * ]     |       | [ * ]     |
| Project Manager             |       | Manila       |       | [ * ]     |       | [ * ]     |       | [ * ]     |
| Senior Programmer/ Network  |       | Manila       |       | [ * ]     |       | [ * ]     |       | [ * ]     |
| Programmer                  |       | Manila       |       | [ * ]     |       | [ * ]     |       | [ * ]     |
| Approximate Monthly Charge  |       |         |       |      |       |      |       | [ * ]     |

 

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* Confidential material redacted and filed separately with the Commission.

 

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Thefollowing table shows the resources and rates for November 1, 2007 throughDecember 31, 2007.

 
| **Resource Type**          | ** ** | **Location** | ** ** | **[ * ]** | ** ** | **[ * ]** | ** ** | **[ * ]** |
|----------------------------|------------|--------------|------------|-----------|------------|-----------|------------|-----------|
| Project Manager            |       | Manila       |       | [ * ]     |       | [ * ]     |       | [ * ]     |
| Senior Programmer/ Network |       | Manila       |       | [ * ]     |       | [ * ]     |       | [ * ]     |
| Programmer                 |       | Manila       |       | [ * ]     |       | [ * ]     |       | [ * ]     |
| Approximate Monthly Charge |       |         |       |      |       |      |       | [ * ]     |

 

Ifduring the performance of Billing Fallout Services adjustments to the staffinglevels described above is requested, Hawaiian Telcom and Accenture willmutually agree to any such adjustments. Hawaiian Telcom shall provide Accenture20 business days notice prior to reducing headcount.

 

4.     **Travelfor Manila Resources:** Section 1.4, Charges, of the SOW isadjusted to reflect changes for Manila resources for the remainder of the termof the SOW. During the Billing Fallout Term, Manila resources may be requestedby Hawaiian Telcom to travel to the US location. Any such travel shall includeone time costs of $3100 and a per week cost of $1600 and be pre approved byHawaiian Telcom.

 

5.     **DefinedTerms:** Any terms not defined in this Amendment will have the same meaning asin the Agreement, as previously amended.

 

6.     **Effect of Amendment:** Unless otherwiseamended herein, all terms and conditions of the Agreement, as previouslyamended, remain unmodified and in full force and effect.

 

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* Confidentialmaterial redacted and filed separately with the Commission.

 

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IN WITNESS WHEREOF, this Amendment has been duly executed by and onbehalf of the Parties hereto as of the Effective Date.

 

**HAWAIIAN TELCOM COMMUNICATIONS,INC.**

 
| By:    | /s/ Paul H. Sunu                        |   |
|--------|-----------------------------------------|--------|
|   |                                    |
|   |                                    |
| Name:  | Paul H. Sunu                            |
|   |                                    |
|   |                                    |
| Title: | SVP & Chief  Financial Officer |
|   |                                    |
|   |                                    |
| Date:  | August 31, 2007                    |

 

 

**Accenture LLP**

 
| By:    | /s/ Timothy A. Hale  |   |
|--------|----------------------|--------|
|   |                 |
|   |                 |
| Name:  | Timothy A. Hale      |
|   |                 |
|   |                 |
| Title: | Partner              |
|   |                 |
|   |                 |
| Date:  | August 30, 2007 |

 

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