Third Amendment dated as of November 24, 2004



  
 Exhibit 10.27

  
 EXECUTION COPY 
  
 THIRD AMENDMENT dated as of November 24, 2004 (this
“Amendment”), to the CREDIT AGREEMENT dated as of September 9, 2003, as amended and restated as of July 27, 2004 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among DEX
MEDIA, INC., DEX MEDIA WEST, INC., DEX MEDIA WEST LLC (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A. (formerly known as JPMorgan Chase Bank), as
administrative agent and collateral agent (in such capacities, the “Agent”), and J.P.MORGAN SECURITIES INC. and BANC OF AMERICA SECURITIES LLC, as Joint Bookrunners and Co-Lead Arrangers. 
  
 A. Capitalized terms used herein and not otherwise defined herein shall have
the meanings assigned to such terms in the Credit Agreement. 
  
 B. The Borrower, the Parent and Holdings have requested that the Credit Agreement be amended so as to provide for (i) a new tranche of term loans thereunder (the “New Tranche B Term Loans”), the proceeds of which, together
with a portion of the Net Proceeds from the issuance and sale by the Borrower of its 5.875% Senior Notes due 2011 (the “Additional Senior Unsecured Notes”) in a principal amount of not less than $300,000,000, and, if necessary,
other available funds of the Borrower, will be used to refinance all currently outstanding Tranche B Term Loans, and which New Tranche B Term Loans, except as revised hereby, will have the same terms as the currently outstanding Tranche B Term Loans
under the Credit Agreement, and (ii) modifications to the Applicable Rate for New Tranche B Term Loans. 
  
 C. Each existing Tranche B Lender (an “Existing Tranche B Term Lender”) that executes and delivers a signature page to this Amendment (a
“Lender Addendum”) and agrees to convert its outstanding Tranche B Term Loans to New Tranche B Term Loans (a “Converting Tranche B Term Lender”) will be deemed (i) to have agreed to the terms of this Amendment, (ii)
to have agreed to convert its Tranche B Term Loans (“Existing Tranche B Term Loans”) outstanding on the Amendment Effective Date (as defined herein) into New Tranche B Term Loans in an aggregate principal amount up to, but not in
excess of, the aggregate principal amount of such Existing Tranche B Term Loans, and (iii) upon the Amendment Effective Date, to have converted such amount of its Existing Tranche B Term Loans as is determined by JPMorgan Securities Inc. and Banc of
America Securities LLC (the “Arrangers”) and the Borrower and notified to such Existing Tranche B Term Lender into New Tranche B Term Loans in an equal principal amount. 
  
 D. Each Person (other than a Converting Tranche B Term Lender in its capacity as such) that executes and delivers a Lender
Addendum and agrees to make New Tranche B Term Loans (an “Additional Tranche B Term Lender”), including any Existing Tranche B Term Lender that notifies the Arrangers that it does not want to be a Converting Term Lender but is
willing to undertake a commitment to make and fund 

  









 
New Tranche B Term Loans, will be deemed (i) to have agreed to the terms of this Amendment and (ii) to have committed to make New Tranche B Term Loans
(“Additional Tranche B Term Loans”) to the Borrower on the Amendment Effective Date in such amounts (not in excess of any such commitment) as are determined by the Arrangers and the Borrower and notified to such Additional Tranche B
Term Lender. The proceeds of such Additional Tranche B Term Loans will be used by the Borrower, together with a portion of the proceeds of the Additional Senior Unsecured Notes and, if necessary, other available cash, to repay in full the
outstanding principal amount of Existing Tranche B Term Loans that are not converted by Converting Tranche B Term Lenders into New Tranche B Term Loans. 
  
 E. Each Lender other than a Converting Tranche B Term Lender or an Additional Tranche B Term Lender, including any Existing Tranche B Term Lender that
executes and delivers a Lender Addendum solely in the capacity of a Tranche B Lender and not specifically as a Converting Tranche B Term Lender or an Additional Tranche B Term Lender, will be deemed to have agreed to the terms of this Amendment but
will not be deemed thereby to have agreed to convert Existing Tranche B Term Loans into New Tranche B Term Loans or to have made any commitment to make Additional Tranche B Term Loans. 
  
 F. The Lenders are willing, subject to the terms and conditions set forth in this Amendment, to effect such amendments to
the Credit Agreement. 
  
 G. The Converting Tranche B Term Lenders
and the Additional Tranche B Term Lenders (collectively, the “New Tranche B Term Lenders”) are severally willing to convert their Existing Tranche B Term Loans into New Tranche B Term Loans or to make New Tranche B Term Loans, as
the case may be, subject to the terms and conditions set forth in this Amendment. 
  
 Accordingly, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 
  
 SECTION 1. Amendments to the Credit Agreement. Effective as of the
Amendment Effective Date: 
  
 (a) the definition of each of the
following terms in Section 1.01 of the Credit Agreement is amended to read in its entirety as follows: 
  
 “Applicable Rate” means, for any day (a) with respect to any Tranche B Term Loan, 0.75% per annum, in the case of an ABR
Loan, and 1.75% per annum, in the case of a Eurocurrency Loan, and (b) with respect to any ABR Loan or Eurocurrency Loan that is a Revolving Loan or a Tranche A Term Loan, or with respect to the commitment fees payable hereunder, as the case may be,
the applicable rate per annum set forth below under the caption “ABR Spread”, “Eurocurrency Spread” or “Commitment Fee Rate”, as the case may be, based upon the Leverage Ratio as of the most recent determination date:

  

										
	 Leverage Ratio:

	  	ABR
Spread

	 	 	Eurocurrency
Spread

	 	 	Commitment Fee
Rate

	 
	 Category 1 greater than or equal to 4.50 to 1.00
	  	1.00	%	 	2.00	%	 	0.375	%
	 Category 2 greater than or equal to 4.00 to 1.00 but less than 4.50 to 1.00
	  	0.75	%	 	1.75	%	 	0.375	%
	 Category 3 less than 4.00 to 1.00
	  	0.50	%	 	1.50	%	 	0.375	%

  

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 For purposes of the foregoing, (i) the Leverage Ratio shall be determined as of the end
of each fiscal quarter of the Borrower’s fiscal year based upon the consolidated financial statements delivered pursuant to Section 5.01(a) or (b) and (ii) each change in the Applicable Rate resulting from a change in the Leverage Ratio shall
be effective during the period commencing on and including the date of delivery to the Administrative Agent of such consolidated financial statements indicating such change and ending on the date immediately preceding the effective date of the next
such change; provided that the Leverage Ratio shall be deemed to be greater than 6.00 to 1.00 (A) at any time that an Event of Default has occurred and is continuing or (B) if the Borrower fails to deliver the consolidated financial
statements required to be delivered by it pursuant to Section 5.01(a) or (b), during the period from the expiration of the time for delivery thereof until such consolidated financial statements are delivered. 
  
 “Consolidated Cash Interest Expense” means, for
any period, the excess of (a) the sum of (i) the interest expense (including imputed interest expense in respect of Capital Lease Obligations) of Holdings, the Borrower and the Subsidiaries for such period, determined on a consolidated basis in
accordance with GAAP, plus (ii) any cash payments made during such period in respect of obligations referred to in clause (b)(iii) below that were amortized or accrued in a previous period, plus (iii) the amount of dividends paid by Holdings during
such period pursuant to Section 6.08(a)(viii) minus (b) the sum of (i) interest income of Holdings, the Borrower and the Subsidiaries for such period, determined on a consolidated basis in accordance with GAAP, (ii) to the extent included in such
consolidated interest expense for such period, amounts attributable to amortization of financing costs, (iii) to the extent included in such consolidated interest expense for such period, non-cash amounts attributable to amortization of debt
discounts or accrued interest payable in kind for such period, plus (iv) to the extent included in such consolidated interest expense for such period, amounts attributable to premiums paid, prepayment fees or penalties related to the repayment of
Indebtedness. For purposes of the foregoing, interest expense of any Person shall be determined after giving effect to any net payments made or 

  

 3 








 
received by such Person with respect to interest rate Swap Agreements (other than early termination payments). 
  
 “Tranche B Term Loans” means a Loan made
pursuant to clause (b) of Section 2.01 or, as the context may require, a “Tranche B Term Loan” outstanding hereunder prior to the Second Refinancing Date. 
  
 (b) Section 1.01 of the Credit Agreement is amended to add definitions of the following terms in appropriate alphabetical
order: 
  
 “Third Amendment”
means the Third Amendment dated as of November 24, 2004, to this Agreement. 
  
 “Second Refinancing Date” means the date on which Tranche B Term Loans are made pursuant to Section 3 of the Third Amendment. 
  
 “Tranche B Undertaking” means, with respect to each Lender, the agreement, if any, of such
Lender to make, or convert an existing term loan into, a Tranche B Term Loan pursuant to Section 3 of the Third Amendment on the Second Refinancing Date. The amount of each Lender’s Tranche B Undertaking is set forth on Schedule 2.01.

  
 (c) The definitions of “New Tranche B Lender” and
“Tranche B Commitment” in Section 1.01 of the Credit Agreement are deleted. 
  
 (d) Section 2.01 of the Credit Agreement is amended to read as follows: 
  
 “SECTION 2.01. Commitments. (a) On the Refinancing Date, each Tranche A Lender with a Tranche A Commitment made Tranche A Term
Loans to the Borrower in an amount equal to such Tranche A Commitment. 
  
 (b) Subject to the terms and conditions set forth in the Third Amendment, each Lender has agreed to make, or acquire through conversion of existing term loans, a Tranche B Term Loan to the Borrower on the Second
Refinancing Date in a principal amount equal to its Tranche B Undertaking. 
  
 (c) Subject to the terms and conditions set forth herein, each Lender agrees to make Revolving Loans to the Borrower from time to time during the Revolving Availability Period in an aggregate principal amount that
will not (after giving effect to any concurrent use of the proceeds thereof to repay Swingline Loans or LC Disbursements) result in such Lender’s Revolving Exposure exceeding such Lender’s Revolving Commitment. Within the foregoing limits
and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Loans. 
  
 (d) Amounts repaid in respect of Term Loans may not be reborrowed.” 
  

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 (e) Section 2.08(a) of the Credit Agreement is amended to read as follows: 
  
 “SECTION 2.08. Termination and Reduction of
Commitments. (a) The Tranche A Commitments terminated at 5:00 p.m., New York City time, on the Refinancing Date. The Tranche B Undertakings shall terminate at 5:00 p.m., New York City time, on the Second Refinancing Date, and the Revolving
Commitments shall terminate on the Revolving Maturity Date.” 
  
 (f) Section 2.10(b) of the Credit Agreement is amended to read in its entirety as follows: 
  
 “(b) Subject to adjustment pursuant to paragraph (d) of this Section 2.10, the Borrower shall repay Tranche B Borrowings on each date
set forth below in an amount equal to the percentage of the aggregate principal amount of Tranche B Term Loans made on the Second Refinancing Date set forth opposite such date: 
  

				
	 Date

	  	Percentage of
Principal Amount
to be Repaid

	 
	 June 30, 2005
	  	1.04	%
	 September 30, 2005
	  	1.04	%
	 December 31, 2005
	  	1.04	%
	 March 31, 2006
	  	1.04	%
	 June 30, 2006
	  	1.04	%
	 September 30, 2006
	  	1.04	%
	 December 31, 2006
	  	1.04	%
	 March 31, 2007
	  	1.04	%
	 June 30, 2007
	  	1.04	%
	 September 30, 2007
	  	1.04	%
	 December 31, 2007
	  	1.04	%
	 March 31, 2008
	  	1.04	%
	 June 30, 2008
	  	1.04	%
	 September 30, 2008
	  	1.04	%
	 December 31, 2008
	  	1.04	%
	 March 31, 2009
	  	1.04	%
	 June 30, 2009
	  	19.80	%
	 September 30, 2009
	  	19.80	%
	 December 31, 2009
	  	21.88	%
	 Tranche B Maturity Date
	  	21.88	%

  
 (g) Section 2.11(f) of
the Credit Agreement is amended by (x) replacing clause (ii) of the proviso to the third sentence thereof with new clause (ii) that reads as follows: “(ii) the proceeds of the Tranche B Term Loans made on the Second 

  

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Refinancing Date, together with such additional amounts as may be necessary, shall be applied to the repayment of all Tranche B Term Loans outstanding
immediately prior to the Second Refinancing Date and”. 
  
 (h) Section 2.12 of the Credit Agreement is amended by redesignating paragraph (d) as paragraph (e) and adding a new paragraph (d) to read as follows: 
  

“(d) All voluntary prepayments of Tranche B Term Loans effected on or prior to the first anniversary of the Second Refinancing
Date with the proceeds of a substantially concurrent issuance or incurrence of secured Indebtedness under any bank credit facility (including any replacement or incremental term loan facility effected pursuant to an amendment of this Agreement) will
be accompanied by a prepayment fee equal to 1.00% of the aggregate principal amount of such prepayment if the Applicable Rate or similar interest rate spread applicable to such Indebtedness is, or upon satisfaction of certain conditions could be,
less than the Applicable Rate that would apply to the Tranche B Term Loans (based on the definition of Applicable Rate as in effect on the Second Refinancing Date). Such fee shall be paid by the Borrowers to the Administrative Agent, for the
accounts of the relevant Term Lenders, on the date of such prepayment.” 
  
 (i) Section 5.11 of the Credit Agreement is amended by revising the first sentence of such Section to read as follows: “The proceeds of the Tranche A Term Loans made on the Refinancing Date will be used only to
refinance Tranche A Term Loans outstanding immediately prior to the Refinancing Date and to pay fees and expenses in connection therewith, and the proceeds of the Tranche B Term Loans made on the Second Refinancing Date will be used only to
refinance Tranche B Term Loans outstanding immediately prior to the Second Refinancing Date and to pay fees and expenses in connection therewith.” 
  
 (j) Schedule 2.01 of the Credit Agreement is deleted and replaced in its entirety with a new Schedule 2.01 that will, upon completion of the allocations
of Tranche B Undertakings in accordance with the terms hereof, set forth each Lender’s Tranche A Commitment, Tranche B Undertaking and Revolving Commitment, and shall be furnished to each New Tranche B Term Lender promptly upon the completion
of such allocations. 
  
 SECTION 2. Representations and
Warranties. To induce the other parties hereto to enter into this Amendment, each of the Borrower, the Parent and Holdings represents and warrants to each of the Lenders, the New Tranche B Term Lenders and the Agent that, as of the Amendment
Effective Date: 
  
 (a) This Amendment has been duly authorized,
executed and delivered by it and this Amendment and the Credit Agreement, as amended and restated hereby, constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy,
insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law. 
  

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 (b) The representations and warranties set forth in Article III of the Credit Agreement are true and
correct in all material respects on and as of the Amendment Effective Date with the same effect as though made on and as of the Amendment Effective Date, except to the extent such representations and warranties expressly relate to an earlier date
(in which case such representations and warranties were true and correct in all material respects as of such earlier date); provided that the foregoing representation is made by the Parent only in respect of the representations and warranties
set forth in Sections 3.01, 3.02, 3.03, 3.08, 3.09 and 3.12 of the Credit Agreement. 
  
 (c) No Default or Event of Default has occurred and is continuing. 
  
 SECTION 3. New Tranche B Term Loans. (a) Subject to the terms and conditions set forth herein, (i) each Converting Tranche B Term Lender agrees to
convert its Existing Tranche B Term Loans into New Tranche B Term Loans on the Amendment Effective Date in amounts equal to its Tranche B Undertaking and (ii) each Additional Tranche B Term Lender agrees to make New Tranche B Term Loans to the
Borrower on the Amendment Effective Date in amounts equal to its Tranche B Undertaking. Each Additional Tranche B Term Lender will make its New Tranche B Term Loans on the Amendment Effective Date by transferring to the Agent, in the manner
contemplated by Section 2.06 of the Credit Agreement, an amount equal to the amount of its Tranche B Undertaking. Any portion of an Existing Tranche B Term Loan converted by a Converting Tranche B Term Lender into a New Tranche B Term Loan as
contemplated hereby is referred to herein as a “Converted Loan”. The “Tranche B Undertaking” (i) of any Converting Tranche B Term Lender will be such amount of its Existing Tranche B Term Loans to be converted into
an equal amount of New Tranche B Term Loans, as is determined by the Arrangers and the Borrower and notified to such Lender prior to the Amendment Effective Date, and (ii) of any Additional Tranche B Term Lender will be the amount (not exceeding any
commitment offered by such Additional Tranche B Term Lender) allocated to it by the Arrangers and the Borrower and notified to it prior to the Amendment Effective Date. The new Schedule 2.01 of the Credit Agreement contemplated by Section 1(j)
hereof will separately set forth (i) the Tranche B Undertaking of each Converting Tranche B Term Lender and (ii) the Tranche B Undertaking of each Additional Tranche B Term Lender. The commitments of the Additional Tranche B Term Lenders and the
conversion undertakings of the Converting Tranche B Term Lenders are several and no such Lender will be responsible for any other Lender’s failure to make or acquire by conversion New Tranche B Term Loans. 
  
 (b) Notwithstanding anything herein or in the Credit Agreement to the
contrary, the aggregate principal amount of the New Tranche B Term Loans will not exceed (i) the aggregate principal amount of the Existing Tranche B Term Loans immediately prior to the Amendment Effective Date minus (ii) the amount of Net Proceeds
from the issuance of the Additional Senior Unsecured Notes applied to the prepayment of the Existing Tranche B Term Loans pursuant to Section 2.11(f) of the Credit Agreement. 
  

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 (c) The obligation of each New Tranche B Term Lender to make or acquire by conversion New Tranche B Term
Loans, in each case on the Amendment Effective Date, is subject to the satisfaction of the following conditions: 
  
 (i) The conditions set forth in Section 4.02 of the Credit Agreement shall be satisfied on and as of the Amendment Effective Date, and the
Agent shall have received a certificate of a Financial Officer, dated the Amendment Effective Date, to such effect. 
  
 (ii) The Agent shall have received a favorable legal opinion of Latham & Watkins LLP, counsel to the Borrower, Holdings and the
Parent, addressed to the Agent, and the New Tranche B Term Lenders and dated the Amendment Effective Date, covering such matters relating to the New Tranche B Term Loans, this Amendment, the Credit Agreement as amended hereby, and the other Loan
Documents and security interests thereunder as the Agent may reasonably request, and such opinion shall be reasonably satisfactory to the Agent. 
  
 (iii) The Agent shall have received such documents and certificates as the Agent or its counsel may reasonably request relating to the
organization, existence and good standing of each Loan Party, the authorization of this Amendment and the transactions contemplated hereby and any other legal matters relating to the Loan Parties, this Amendment, the other Loan Documents and the
transactions contemplated hereby, all in form and substance reasonably satisfactory to the Agent. 
  
 (iv) To the extent deemed necessary or appropriate by the Agent, each Security Document shall have been amended to provide the benefits
thereof to the New Tranche B Term Lenders on the same basis as such benefits are provided to the Existing Tranche B Term Lenders. 
  
 (v) Each Loan Party that has not executed and delivered this Amendment shall have entered into a written instrument reasonably
satisfactory to the Agent pursuant to which it confirms that it consents to this Amendment and the New Tranche B Term Loans and that the Security Documents to which it is party will continue to apply in respect of the Credit Agreement, as amended
hereby, and the Obligations of such Loan Party. 
  
 (vi) The Borrower shall have received from the issuance of the Additional Senior Unsecured Notes gross cash proceeds of at least $300,000,000. The Additional Senior Unsecured Notes shall be unsecured and shall not mature or be subject to
mandatory repurchase, redemption or amortization (other than pursuant to customary asset sale or change in control provisions requiring redemption or repurchase only if and to the extent then permitted by the Credit Agreement) prior to the date that
is six months after the Tranche B Maturity Date. 
  
 (vii) The aggregate amount of the Tranche B Undertakings of the Additional Tranche B Term Lenders, plus the amount of Net Proceeds from the 

  

 8 








 
issuance of Additional Senior Unsecured Notes to be applied to the prepayment of Existing Tranche B Term Loans and the amount of other cash available to be
used to prepay Existing Tranche B Term Loans, shall equal or exceed the aggregate principal amount of the Existing Tranche B Term Loans other than Converted Loans. 
  
 (viii) The Agent shall have received evidence that the Borrower has made the payments referred to in Section
3(e) or is making such payments on the Amendment Effective Date with the proceeds of the Additional Term Loans, the Additional Senior Unsecured Notes and such other funds as may be required. 
  
 (ix) The conditions to effectiveness of this Amendment set
forth in Section 4 hereof shall have been satisfied. 
  
 (d) All
New Tranche B Term Loan Eurocurrency Borrowings made on the Amendment Effective Date shall have initial Interest Periods ending on the same dates as the Interest Periods applicable to the Existing Tranche B Term Loan Borrowings being refinanced, and
the Adjusted LIBO Rates applicable to such New Tranche B Term Loan Borrowings during such initial Interest Periods shall be the same as those applicable to the Existing Tranche B Term Loan Borrowings being refinanced. For purposes of the foregoing,
such Interest Periods shall be assigned to the Additional Tranche B Term Loans of each Additional Tranche B Term Lender in the same proportion that such Interest Periods applied to the Existing Tranche B Term Loans on the Amendment Effective Date.
The Borrower will not be required to make any payments to Converting Tranche B Term Lenders under Section 2.16 of the Credit Agreement in connection with the conversion of their Existing Tranche B Term Loans into New Tranche B Term Loans.

  
 (e) On the Amendment Effective Date, the Borrower shall apply
the proceeds of the Additional Tranche B Term Loans, Net Proceeds from the issuance of the Additional Senior Unsecured Notes (in the amount required to be applied to the prepayment of Existing Tranche B Term Loans pursuant to Section 2.11(f) of the
Credit Agreement, after giving effect to the exercise of rights by Existing Tranche B Lenders to decline mandatory prepayments provided for therein) and such other amounts as may be necessary to (i) prepay in full all Existing Tranche B Term Loans
(other than Converted Loans), (ii) pay all accrued and unpaid interest on all Existing Tranche B Term Loans and (iii) pay to each Tranche B Lender all amounts payable pursuant to Section 2.16 of the Credit Agreement as a result of the prepayment of
such Lender’s Existing Term Loans (other than Converted Loans) and all other Obligations then due and owing to such Lenders under the Credit Agreement in their capacities as such. The Lenders hereby waive compliance by the Borrower with the
notice provision of Section 2.11(g) of the Credit Agreement in respect of prepayment of Term Loans using the proceeds of the Additional Senior Unsecured Notes. 
  

(f) On and after the Amendment Effective Date, each reference in the Credit Agreement to “Tranche B Term Loans” shall be deemed a reference
to the New Tranche B Term Loans contemplated hereby. Notwithstanding the foregoing, the 

  

 9 








 
provisions of the Credit Agreement with respect to indemnification, reimbursement of costs and expenses, increased costs and break funding payments shall
continue in full force and effect with respect to, and for the benefit of, each Lender that was a Tranche B Lender prior to the Amendment Effective Date, but that is not a New Tranche B Lender. 
  
 SECTION 4. Effectiveness of Amendment. This Amendment shall become
effective as of the first date (the “Amendment Effective Date”) on which the following conditions have been satisfied: 
  
 (i) The Agent (or its counsel) shall have received duly executed counterparts hereof that, when taken together, bear the signatures of (A)
the Borrower, the Parent and Holdings, (B) the Required Lenders, (C) each Converting Tranche B Term Lender, (D) each Additional Tranche B Term Lender and (E) Lenders holding a majority of the existing Tranche A Term Loans. 
  
 (ii) The conditions set forth in Section 3(c) hereof shall
have been satisfied and the Borrower shall have made the payments required to be made by Section 3(e) hereof. 
  
 (iii) To the extent invoiced, the Agent shall have received payment or reimbursement of its reasonable out-of-pocket expenses in
connection with this Amendment and any other out-of-pocket expenses of the Agent required to be paid or reimbursed pursuant to the Credit Agreement, including the reasonable fees, charges and disbursements of counsel for the Agent. 
  
 SECTION 5. Effect of Amendment. (a) Except as expressly set forth
herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Agent under the Credit Agreement or any other Loan Document, and shall not alter,
modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and
affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations,
covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. 
  
 (b) On and after the Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”,
“hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document shall be deemed a reference to the Credit Agreement as amended hereby. This Amendment shall constitute a
“Loan Document” for all purposes of the Credit Agreement and the other Loan Documents. 
  
 SECTION 6. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York.

  

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 SECTION 7. Costs and Expenses. The Borrower agrees to reimburse the Agent for its reasonable out
of pocket expenses in connection with this Amendment, including the reasonable fees, charges and disbursements of counsel for the Agent. 
  
 SECTION 8. Counterparts. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts,
each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument. Delivery of any executed counterpart of a signature page of this Amendment by facsimile
transmission shall be as effective as delivery of a manually executed counterpart hereof. 
  
 SECTION 9. Headings. The headings of this Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof. 
  

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 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their authorized
officers as of the date first above written. 
  

							
	 DEX MEDIA WEST LLC,

			
	 	 	by	 	    /S/    GEORGE BURNETT
	 	 	 	 	 Name:
	 	George Burnett
	 	 	 	 	 Title:
	 	Chief Executive Officer
	
	 DEX MEDIA WEST, INC.,

			
	 	 	by	 	    /S/    GEORGE BURNETT
	 	 	 	 	 Name:
	 	George Burnett
	 	 	 	 	 Title:
	 	Chief Executive Officer
	
	 DEX MEDIA, INC.,

			
	 	 	by	 	    /S/    GEORGE BURNETT
	 	 	 	 	 Name:
	 	George Burnett
	 	 	 	 	 Title:
	 	Chief Executive Officer


  

 12 









							
	 JPMORGAN CHASE BANK, N.A.
 (formerly known as JPMorgan Chase Bank),
 individually and as Agent,

			
	 	 	by	 	 /s/    Thomas H. Kozlark

	 	 	 	 	 Name:
	 	 Thomas H. Kozlark

	 	 	 	 	 Title:
	 	 Vice President



  

 13 








 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 KZH Crescent-3 LLC

		
	By:	 	 /S/    JOYCE
FRASER-BRYANT

	 	 	 Name:
	 	 Joyce Fraser-Bryant

	 	 	 Title:
	 	 Authorized Agent


  









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 KZH Cypresstree-1 LLC

		
	By:	 	/S/    JOYCE FRASER-BRYANT
	 	 	 Name:
	 	Joyce Frazer-Bryant
	 	 	 Title:
	 	Authorized Agent








 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 KZH Pondview LLC

		
	By:	 	 /S/    JOYCE
FRASER-BRYANT

	 	 	 Name:
	 	 Joyce Fraser-Bryant

	 	 	 Title:
	 	 Authorized Agent









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 KZH Soleil LLC

		
	By:	 	 /S/    JOYCE
FRASER-BRYANT

	 	 	 Name:
	 	 Joyce Fraser-Bryant

	 	 	 Title:
	 	 Authorized Agent









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 KZH Soleil-2 LLC

		
	By:	 	 /S/    JOYCE
FRASER-BRYANT

	 	 	 Name:
	 	 Joyce Fraser-Bryant

	 	 	 Title:
	 	 Authorized Agent









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 KZH Sterling LLC

		
	By:	 	 /S/    JOYCE
FRASER-BRYANT

	 	 	 Name:
	 	 Joyce Fraser-Bryant

	 	 	 Title:
	 	 Authorized Agent









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Sun Life Assurance Company of Canada (US)

		
	 By:
	 	Fairlead Capital Management, Inc. as Sub-Advisor
		
	By:	 	 /S/    MELISSA
MARANO

	 	 	 Name:
	 	 Melissa Marano

	 	 	 Title:
	 	Vice President and Senior Portfolio Manager








 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 APEX (Trimaran) CDO I, Ltd.

		
	 By:
	 	 Trimaran Advisors, L.L.C.

		
	By:	 	 /S/    DAVID M.
MILLISON

	 	 	 Name:
	 	 David M. Millison

	 	 	 Title:
	 	 Managing Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Emerald Orchard Limited

		
	By:	 	 /S/    MASOOD
FIKREE

	 	 	 Name:
	 	 Masood Fikree

	 	 	 Title:
	 	 Attorney-in-Fact









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Toronto Dominion (New York), Inc.

		
	By:	 	 /S/    MASOOD
FIKREE

	 	 	 Name:
	 	 Masood Fikree

	 	 	 Title:
	 	 Authorized Agent









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 SOL Loan Funding LLC

		
	By:	 	 /S/    SUZANNE
SMITH

	 	 	 Name:
	 	 Suzanne Smith

	 	 	 Title:
	 	 As Attorney-in-Fact









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	FIRST TRUST/FOUR CORNERS SENIOR FLOATING RATE INCOME FUND
	
	 By: Four Corners Capital Management LLC, as   Collateral Manager

		
	By:	 	/s/ STEVEN COLUMBARO
	 	 	 Name:
	 	 Steven Columbaro

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	SECURITY BENEFIT LIFE INSURANCE COMPANY
	
	 By: Four Corners Capital Management LLC, as   Collateral Manager

		
	By:	 	 /s/    STEVEN
COLUMBARO

	 	 	 Name:
	 	 Steven Columbaro

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Blue Square Funding Limited Series 3
		
	By:	 	 /S/    ALICE L.
WAGNER

	 	 	 Name:
	 	 Alice L. Wagner

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 TRS ARIA LLC

		
	By:	 	 /S/    ALICE L.
WAGNER

	 	 	 Name:
	 	 Alice L. Wagner

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 TRS CALLISTO LLC

		
	By:	 	 /S/    ALICE L.
WAGNER

	 	 	 Name:
	 	 Alice L. Wagner

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Delaware Corporate Bond Fund

		
	By:	 	 /S/    RYAN
BRIST

	 	 	 Name:
	 	 Ryan Brist

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 American Express Certificate Company

		
	 By:
	 	American Express Asset Management Group as Collateral Manager
		
	By:	 	 /S/    YVONNE
STEVENS

	 	 	 Name:
	 	 Yvonne Stevens

	 	 	 Title:
	 	 Senior Managing Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 IDS Life Insurance Company

		
	 By:
	 	American Express Asset Management Group, Inc. as Collateral Manager
		
	By:	 	 /S/    YVONNE
STEVENS

	 	 	 Name:
	 	 Yvonne Stevens

	 	 	 Title:
	 	 Senior Managing Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Centurion CDO VII, Ltd.

		
	 By:
	 	American Express Asset Management Group, Inc. as Collateral Manager
		
	By:	 	 /S/    VINCENT P.
PHAM

	 	 	 Name:
	 	 Vincent P. Pham

	 	 	 Title:
	 	 Director - Operations









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Centurion CDO VI, Ltd.

		
	 By:
	 	American Express Asset Management Group as Collateral Manager
		
	By:	 	 /S/    VINCENT P.
PHAM

	 	 	 Name:
	 	 Vincent P. Pham

	 	 	 Title:
	 	 Director - Operations









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Sequils-Centurion V, Ltd.

		
	 By:
	 	American Express Asset Management Group, Inc. as Collateral Manager
		
	By:	 	 /S/    VINCENT P.
PHAM

	 	 	 Name:
	 	 Vincent P. Pham

	 	 	 Title:
	 	 Director - Operations









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Centurion CDO II, Ltd.

		
	 By:
	 	American Express Asset Management Group, Inc. as Collateral Manager
		
	By:	 	 /S/    VINCENT P.
PHAM

	 	 	 Name:
	 	 Vincent P. Pham

	 	 	 Title:
	 	 Director - Operations









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Centurion CDO III, Ltd.

		
	 By:
	 	American Express Asset Management Group, Inc. as Collateral Manager
		
	By:	 	 /S/    VINCENT P.
PHAM

	 	 	 Name:
	 	 Vincent P. Pham

	 	 	 Title:
	 	 Director - Operations









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Access Institutional Loan Fund

		
	 By:
	 	Deerfield Capital Management LLC as its Portfolio Manager
		
	By:	 	 /S/    MARK E.
WITTNEBEL

	 	 	 Name:
	 	 Mark E. Wittnebel

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Libertyview Loan Fund LLC

		
	By:	 	 /S/    GEORGE T.
HARTIGAN

	 	 	 Name:
	 	 George T. Hartigan

	 	 	 Title:
	 	 Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

											
	 Name of Institution:
	 	 	 	 
			
	 Franklin Templeton Lim. Duration Income Trust
	 	 	 	 Franklin CLO I, Limited

			
	 Franklin Floating Rate Trust
	 	 	 	 Franklin CLO II, Limited

			
	 Franklin Floating Rate Master Series
	 	 	 	 Franklin CLO III, Limited

			
	 Franklin Floating Rate Daily Access Fund
	 	 	 	 Franklin CLO IV, Limited

					
	By:	 	 /S/    TYLER
CHAN
	 	 	 	 	 	 
	 	 	 Name:
	 	 Tyler Chan
	 	 	 	 	 	 
	 	 	 Title:
	 	 Vice President
	 	 	 	 	 	 








 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Gulf Stream-Compass CLO 2002-1 Ltd

		
	 By:
	 	Gulf Stream Asset Management LLC As Collateral Manager
		
	By:	 	 /S/    BARRY K.
LOVE

	 	 	 Name:
	 	 Barry K. Love

	 	 	 Title:
	 	 Chief Credit Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Gulf Stream-Compass CLO 2003-1 Ltd

		
	 By:
	 	Gulf Stream Asset Management LLC As Collateral Manager
		
	By:	 	 /S/    BARRY K.
LOVE

	 	 	 Name:
	 	 Barry K. Love

	 	 	 Title:
	 	 Chief Credit Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Gulf Stream-Compass CLO 2004-1 Ltd

		
	 By:
	 	Gulf Stream Asset Management LLC As Collateral Manager
		
	By:	 	 /S/    BARRY K.
LOVE

	 	 	 Name:
	 	 Barry K. Love

	 	 	 Title:
	 	 Chief Credit Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

													
	 Name of Institution:
	 	 	 	 	 	 
				
	 AIB Debt Management Limited
	 	 	 	 	 	 
					
	By:	 	 /S/    RIMA
TERRADISTA
	 	 	 	By:	 	 /S/    ROISIN
O’CONNELL

	 	 	 Name:
	 	 Rima Terradista
	 	 	 	 	 	 Name:
	 	 Roisin O’Connell

	 	 	 Title:
	 	 Senior Vice President
 Investment Advisor to AIB Debt Management, Limited
	 	 	 	 	 	 Title:
	 	 Assistant Vice President
 Investment Advisor to AIB Debt Management, Limited









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

													
	 Name of Institution:
	 	 	 	 	 	 
				
	 Allied Irish Banks PLC
	 	 	 	 	 	 
					
	By:	 	 /S/    RIMA
TERRADISTA
	 	 	 	By:	 	 /S/    ROISIN
O’CONNELL

	 	 	 Name:
	 	 Rima Terradista
	 	 	 	 	 	 Name:
	 	 Roisin O’Connell

	 	 	 Title:
	 	 Senior Vice President
	 	 	 	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Hamilton Floating Rate Fund, LLC

		
	By:	 	 /S/    DEAN
STEPHAN

			
	 	 	 Name:
	 	 Dean Stephan

	 	 	 Title:
	 	 Managing Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Premium Loan Trust I, Ltd.

		
	By:	 	 /S/    TIMOTHY S. VAN
KIRK

	 	 	 Name:
	 	 Timothy S. Van Kirk

	 	 	 Title:
	 	 Managing Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 The Sumitomo Trust & Banking Co., Ltd.
 New York Branch

		
	By:	 	 /S/    ELIZABETH A.
QUIRK

	 	 	 Name:
	 	 Elizabeth A. Quirk

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Citadel Hill 2000 Ltd.

		
	By:	 	 /S/    ALEX
CLARKE

	 	 	 Name:
	 	 Alex Clarke

	 	 	 Title:
	 	 Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 SEQUILS-Cumberland I, Ltd.

		
	 By:
	 	Deerfield Capital Management LLC as its Collateral Manager
		
	By:	 	 /S/    MARK E.
WITTNEBEL

	 	 	 Name:
	 	 Mark E. Wittnebel

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Rosemont CLO, Ltd.

		
	 By:
	 	Deerfield Capital Management LLC as its Collateral Manager
		
	By:	 	 /S/    MARK E.
WITTNEBEL

	 	 	 Name:
	 	 Mark E. Wittnebel

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Bryn Mawr CLO, Ltd.

		
	 By:
	 	Deerfield Capital Management LLC as its Collateral Manager
		
	By:	 	 /S/    MARK E.
WITTNEBEL

	 	 	 Name:
	 	 Mark E. Wittnebel

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Forest Creek CLO, Ltd.

		
	 By:
	 	Deerfield Capital Management LLC as its Collateral Manager
		
	By:	 	 /S/    MARK E.
WITTNEBEL

	 	 	 Name:
	 	 Mark E. Wittnebel

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Long Grove CLO, Limited

		
	 By:
	 	Deerfield Capital Management LLC as its Collateral Manager
		
	By:	 	 /S/    MARK E.
WITTNEBEL

	 	 	 Name:
	 	 Mark E. Wittnebel

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Gallatin Funding I, Ltd.

		
	 By:
	 	Bear Stearns Asset Management Inc. as its Collateral Manager
		
	By:	 	 /S/    NIALL D.
ROSENZWEIG

	 	 	 Name:
	 	 Niall D. Rosenzweig

	 	 	 Title:
	 	 Associate Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Braymoor & Co.

		
	 By:
	 	Bear Stearns Asset Management, Inc.
as its attorney-in-fact
		
	By:	 	/S/    NIALL D. ROSENZWEIG
	 	 	 Name:
	 	 Niall D. Rosenzweig

	 	 	 Title:
	 	 Associate Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Grayston CLO II 2004-1 LTD.

		
	 By:
	 	Bear Stearns Asset Management, Inc., as its Collateral Manager
		
	By:	 	/S/    NIALL D. ROSENZWEIG
	 	 	 Name: Niall D. Rosenzweig

	 	 	 Title: Associate Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Grayston CLO 2001-01 Ltd.

		
	 By:
	 	 Bear Stearns Asset Management Inc.
 as its
Collateral Manager

		
	By:	 	/S/    NIALL D. ROSENZWEIG
	 	 	 Name:
	 	 Niall D. Rosenzweig

	 	 	 Title:
	 	 Associate Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Denali Capital LLC, managing member of DC Funding Partners, portfolio manager for DENALI CAPITAL CLO III, LTD., or an affiliate
		
	By:	 	 /S/    JOHN P.
THACKER

	 	 	 Name:
	 	 John P. Thacker

	 	 	 Title:
	 	 Chief Credit Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Denali Capital LLC, managing member of DC Funding Partners LLC, portfolio manager for DENALI CAPITAL CLO II, LTD., or an affiliate
		
	By:	 	 /S/    JOHN P.
THACKER

	 	 	 Name:
	 	 John P. Thacker

	 	 	 Title:
	 	 Chief Credit Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Denali Capital LLC, managing member of DC Funding Partners, portfolio manager for DENALI CAPITAL CLO I, LTD., or an affiliate
		
	By:	 	 /S/    JOHN P.
THACKER

	 	 	 Name:
	 	 John P. Thacker

	 	 	 Title:
	 	 Chief Credit Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Harris Nesbitt Financing, Inc.

		
	By:	 	 /S/    NAGHMEH
HASHEMIFARD

	 	 	 Name:
	 	 Naghmeh Hashemifard

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Hewett’s Island CDO, Ltd.

		
	 By:
	 	CypressTree Investment Management Company, Inc., as Portfolio Manager
		
	By:	 	 /S/    JEFFREY
MEGAR

	 	 	 Name:
	 	 Jeffrey Megar

	 	 	 Title:
	 	 Managing Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Natexis Banques Populaires

		
	By:	 	 /S/    MICHAEL T.
PELLERITO

	 	 	 Name:
	 	 Michael T. Pellerito

	 	 	 Title:
	 	 Vice President

		
	By:	 	 /S/    EVAN S.
KRAUS

	 	 	 Name:
	 	 Evan S. Kraus

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Deutsche Bank Trust Company Americas

		
	By:	 	 /S/    SUSAN
LEFEVRE

	 	 	 Name:
	 	 Susan LeFevre

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Wachovia Bank, NA

		
	By:	 	 /S/    JOE
MYNATT

	 	 	 Name:
	 	 Joe Mynatt

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 National City Bank

		
	By:	 	 /S/    CHRISTIAN
KALMBACH

	 	 	 Name:
	 	 Christian Kalmbach

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 ECL Funding LLC

		
	By:	 	 /S/    JASON
TRALA

	 	 	 Name:
	 	 Jason Trala

	 	 	 Title:
	 	 Attorney-In-Fact









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Continental Casualty Company

		
	By:	 	 /S/    MARILOU R.
MCGIRR        

	 	 	 Name:
	 	 Marilou R. McGirr

	 	 	 Title:
	 	 Vice President and Assistant Treasurer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Prometheus Investment Funding No. 1 Ltd.

		
	 By:
	 	 HVB Credit Advisors LLC

		
	By:	 	 /S/    THOMAS L.
MOWAT

	 	 	 Name:
	 	 Thomas L. Mowat

	 	 	 Title:
	 	 Director

		
	By:	 	 /S/    JAMES T.
LI

	 	 	 Name:
	 	 James T. Li

	 	 	 Title:
	 	 Associate Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	United Overseas Bank Limited, New York Agency
		
	By:	 	 /S/    KWONG YEW
WONG

	 	 	 Name:
	 	 Kwong Yew Wong

	 	 	 Title:
	 	 Agent & General Manager

		
	By:	 	 /S/    PHILIP
CHEONG

	 	 	 Name:
	 	 Philip Cheong

	 	 	 Title:
	 	 VP & Deputy General Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Dresdner Bank AG New York and Grand Cayman Branches
		
	By:	 	/S/    DANIEL CONLON
	 	 	 Name:
	 	 Daniel Conlon

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Morgan Stanley Senior Funding, Inc.

		
	By:	 	/s/    DAWN DIGIANNO
	 	 	 Name:
	 	 Dawn DiGianno

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 JPMorgan Chase Bank, N.A.

		
	By:	 	/S/    THOMAS H. KOZLARK
	 	 	 Name:
	 	 Thomas H. Kozlark

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

											
	 Name of Institution:
	 	 	 	 
			
	 Ares IV CLOLtd.
	 	 	 	 Ares V CLO Ltd.

					
	 By:
	 	 Ares CLO Management IV, L.P.,
 Investment Manager
	 	 	 	 By:
	 	 Ares CLO Management V, LP,
 Investment Manager

					
	 By:
	 	 Ares CLO GP IV, LLC,
 Its Managing Member
	 	 	 	 By:
	 	 Ares CLO GP V, LLC,
 Its Managing Member

					
	By:	 	 /S/    SETH J.
BRUFSKY
	 	 	 	By:	 	 /S/    SETH J.
BRUFSKY

	 	 	 Name:
	 	 Seth J. Brufsky
	 	 	 	 Name:
	 	 Seth J. Brufsky

	 	 	 Title:
	 	 Vice President
	 	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

											
	 Name of Institution:
	 	 	 	 
			
	 Ares VI CLO Ltd.
	 	 	 	 Ares VII CLO Ltd.

					
	 By:
	 	 Ares CLO Management VI, L.P.,
 Investment Manager
	 	 	 	 By:
	 	 Ares CLO Management VII, L.P.,
 Investment Manager

					
	 By:
	 	 Ares CLO GP VI, LLC
 Its Managing Member
	 	 	 	 By:
	 	 Ares CLO GP VII, LLC
 Its General Partner

					
	By:	 	 /S/    SETH J.
BRUFSKY
	 	 	 	By:	 	 /S/    SETH J.
BRUFSKY

	 	 	 Name:
	 	 Seth J. Brufsky
	 	 	 	 Name:
	 	 Seth J. Brufsky

	 	 	 Title:
	 	 Vice President
	 	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Ares VIII CLO Ltd.

		
	 By:
	 	 Ares CLO Management VIII, L.P.,
 Investment Manager

		
	 By:
	 	 Ares CLO GP VIII, LLC,
 Its General Partner

		
	By:	 	 /S/    SETH J.
BRUFSKY

	 	 	 Name:
	 	 Seth J. Brufsky

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

											
	 Name of Institution:
	 	 	 	 
			
	 ARES Leveraged Investment Fund II, L.P.
	 	 	 	 ARES III CLO Ltd.

					
	 By:
	 	 ARES Management II, L.P.
	 	 	 	 By:
	 	 ARES CLO Management LLC

	 Its:
	 	 General Partner
	 	 	 	 	 	 
					
	By:	 	 /S/    SETH J.
BRUFSKY
	 	 	 	By:	 	 /S/    SETH J.
BRUFSKY

	 	 	 Name:
	 	 Seth J. Brufsky
	 	 	 	 Name:
	 	 Seth J. Brufsky

	 	 	 Title:
	 	 Vice President
	 	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Landmark III CDO Limited

		
	 By:
	 	Aladdin Capital Management, LLC, as Manager
		
	By:	 	 /S/    JOHN J.
D’ANGELO

	 	 	 Name:
	 	 John J. D’Angelo

	 	 	 Title:
	 	 Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Strong Short-Term High Yield Bond Fund

		
	By:	 	 /S/    GILBERT L.
SOUTHWELL, III

	 	 	 Name:
	 	 Gilbert L. Southwell, III

	 	 	 Title:
	 	 Assistant Secretary









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Archimedes Funding IV (Cayman), Ltd.

		
	 By:
	 	 ING Capital Advisors LLC,
 as Collateral Manager

		
	By:	 	 /S/    STEVEN
GORSKI

	 	 	 Name:
	 	 Steven Gorski

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Archimedes Funding III, Ltd.

		
	 By:
	 	 ING Capital Advisors LLC,
 as Collateral Manager

		
	By:	 	 /S/    STEVEN
GORSKI

	 	 	 Name:
	 	 Steven Gorski

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Balanced High-Yield Fund II, Ltd.

		
	 By:
	 	 ING Capital Advisors LLC,
 as Asset Manager

		
	By:	 	 /S/    STEVEN
GORSKI

	 	 	 Name:
	 	 Steven Gorski

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 ING-ORYX CLO, Ltd.

		
	 By:
	 	 ING Capital Advisors LLC,
 as Collateral Manager

		
	By:	 	 /S/    STEVEN
GORSKI

	 	 	 Name:
	 	 Steven Gorski

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Endurance CLO I, Ltd.

		
	 By:
	 	 ING Capital Advisors LLC,
 as Portfolio Manager

		
	By:	 	 /S/    STEVEN
GORSKI

	 	 	 Name:
	 	 Steven Gorski

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Nemean CLO, Ltd.

		
	 By:
	 	 ING Capital Advisors LLC,
 as Investment Manager

		
	By:	 	 /S/    STEVEN
GORSKI

	 	 	 Name:
	 	 Steven Gorski

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 SEQUILS-ING I (HBDGM), LTD.

		
	 By:
	 	 ING Capital Advisors LLC,
 as Collateral Manager

		
	By:	 	 /S/    STEVEN
GORSKI

	 	 	 Name:
	 	 Steven Gorski

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Union Bank of California, N.A.

		
	By:	 	 /S/    RICHARD
VIAN

	 	 	 Name:
	 	 Richard Vian

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Columbus Loan Funding Ltd.

		
	 By:
	 	Travelers Asset Management International Company LLC
		
	By:	 	 /S/    RONALD
CARTER

	 	 	 Name:
	 	 Ronald Carter

	 	 	 Title:
	 	 VP









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Eagle Master Fund Ltd.

		
	 By:
	 	Citigroup Alternative Investments LLC, as Investment Manager for and on behalf of Eagle Master Fund Ltd.
		
	By:	 	 /S/    RONALD
CARTER

	 	 	 Name:
	 	 Ronald Carter

	 	 	 Title:
	 	 VP









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Credit Industriel et Commercial

		
	By:	 	/S/    MARCUS EDWARD
	 	 	 Name:
	 	 Marcus Edward

	 	 	 Title:
	 	 Vice President

		
	By:	 	/S/    ANTHONY ROCK
	 	 	 Name:
	 	 Anthony Rock

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Indosuez Capital Funding VI Limited, as a lender

		
	 By:
	 	Lyon Capital Management LLC as Collateral Manager
		
	By:	 	/s/    ALEXANDER B. KENNA
	 	 	 Name:
	 	 Alexander B. Kenna

	 	 	 Title:
	 	 Portfolio Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 LCM II Limited Partnership, as a lender

		
	 By:
	 	Lyon Capital Management LLC as Collateral Manager
		
	By:	 	/S/    ALEXANDER B. KENNA
	 	 	 Name:
	 	 Alexander B. Kenna

	 	 	 Title:
	 	 Portfolio Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 LCM I Limited Partnership, as a lender

		
	 By:
	 	Lyon Capital Management LLC as Collateral Manager
		
	By:	 	/S/    ALEXANDER B. KENNA
	 	 	 Name:
	 	 Alexander B. Kenna

	 	 	 Title:
	 	 Portfolio Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Transamerica Life Insurance and Annuity Company

		
	By:	 	 /S/    JOHN
BAILEY

	 	 	 Name:
	 	 John Bailey

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Transamerica Occidental Life Insurance Company
		
	By:	 	 /S/    JOHN
BAILEY

	 	 	 Name:
	 	 John Bailey

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Calyon New York Branch

		
	By:	 	 /S/    ALEX
AVERBUKH

	 	 	 Name:
	 	 Alex Averbukh

	 	 	 Title:
	 	 Director

		
	By:	 	 /S/    MARK
KONEVAL

	 	 	 Name:
	 	 Mark Koneval

	 	 	 Title:
	 	 Managing Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 The Bank of Nova Scotia

		
	By:	 	 /S/    IAN A.
HODGART

	 	 	 Name:
	 	 Ian A. Hodgart

	 	 	 Title:
	 	 Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Octagon Investment Partners III, Ltd.

		
	 By:
	 	 Octagon Credit Investors, LLC
 as Portfolio Manager

		
	By:	 	 /S/    ANDREW D.
GORDON

	 	 	 Name:
	 	 Andrew D. Gordon

	 	 	 Title:
	 	 Portfolio Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 AMMC CDO I, Limited

		
	 By:
	 	 American Money Management Corp.,
 as Collateral Manager

		
	By:	 	 /S/    CHESTER M.
ENG

	 	 	 Name:
	 	 Chester M. Eng

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 AMMC CDO II, LIMITED

		
	 By:
	 	 American Money Management Corp.,
 as
Collateral Manager

		
	By:	 	/s/    CHESTER M. ENG
	 	 	 Name:
	 	 Chester M. Eng

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 AMMC CLO III, LIMITED

		
	 By:
	 	 American Money Management Corp.,
 as
Collateral Manager

		
	By:	 	/s/    CHESTER M. ENG
	 	 	 Name:
	 	 Chester M. Eng

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 GSC Partners Gemini Fund Limited,

		
	 By:
	 	 GSCP (NJ), L.P., as Collateral Monitor

		
	 By:
	 	 GSCP (NJ), INC., its General Partner

		
	By:	 	/S/    SETH KATZENSTEIN
	 	 	 Name:
	 	 Seth Katzenstein

	 	 	 Title:
	 	 Authorized Signatory
 GSC Partners









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

											
	 Name of Institution:
	 	 	 	 
			
	 Erste Bank New York
	 	 	 	 
					
	By:	 	 /S/    ROBERT J.
WAGMAN
	 	 	 	By:	 	 /S/    BRYAN J.
LYNCH

	 	 	 Name:
	 	 Robert J. Wagman
	 	 	 	 Name:
	 	 Bryan J. Lynch

	 	 	 Title:
	 	 Vice President
 Erste Bank New York Branch
	 	 	 	 Title:
	 	 First Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 The Governor & Co. of the Bank of Ireland

		
	By:	 	 /S/    GERALDINE
HANNON

	 	 	 Name:
	 	 Geraldine Hannon

	 	 	 Title:
	 	 Authorised Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

											
	 Name of Institution:
	 	 	 	 
			
	 UBS AG, Stamford Branch
	 	 	 	 
					
	 By:
	 	 UBS Securities LLC, as Agent
	 	 	 	 	 	 as Converting Tranche B Lender

					
	By:	 	 /S/    WILFRED V.
SAINT
	 	 	 	By:	 	 /S/    WINSLOWE
OGBOURNE

	 	 	 Name:
	 	 Wilfred V. Saint
	 	 	 	 Name:
	 	 Winslowe Ogbourne

	 	 	 Title:
	 	 Director
 Banking Products Services, US
	 	 	 	 Title:
	 	 Associate Director
 Banking Products Services, US









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Citigroup Investments Corporate Loan Fund Inc.
		
	 By:
	 	Travelers Asset Management International Company LLC
		
	By:	 	 /S/    RONALD
CARTER

	 	 	 Name:
	 	 Ronald Carter

	 	 	 Title:
	 	 VP









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 CITICORP INSURANCE AND INVESTMENT TRUST
  
 By:    Travelers Asset
Management International Company, LLC

		
	By:	 	 /S/    ALLEN
CANTRELL

	 	 	 Name:
	 	 Allen Cantrell

	 	 	 Title
	 	 Investment Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 THE TRAVELERS INSURANCE COMPANY

		
	By:	 	 /S/    ALLEN
CANTRELL

	 	 	 Name:
	 	 Allen Cantrell

	 	 	 Title:
	 	 Investment Officer









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 OCTAGON INVESTMENT PARTNERS VI, LTD.
  
 By    Octagon Credit Investors,
LLC
 as collateral manager

		
	By:	 	 /S/    ANDREW D.
GORDON

	 	 	 Name:
	 	 Andrew D. Gordon

	 	 	 Title:
	 	 Portfolio Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 OCTAGON INVESTMENT PARTNERS V, LTD.
  
 By:    Octagon Credit Investors, LLC
 as Portfolio Manager

		
	By:	 	 /S/    ANDREW D.
GORDON

	 	 	 Name:
	 	 Andrew D. Gordon

	 	 	 Title:
	 	 Portfolio Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 OCTAGON INVESTMENT PARTNERS IV, LTD.
  
 By:    Octagon Credit Investors,
LLC
 as Collateral Manager

		
	By:	 	 /S/    ANDREW D.
GORDON

	 	 	 Name:
	 	 Andrew D. Gordon

	 	 	 Title:
	 	 Portfolio Manager









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 BANK OF AMERICA, N.A.

		
	By:	 	 /S/    ROBERT
KLAWINSKI

	 	 	 Name:
	 	 Robert Klawinski

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 FLEET NATIONAL BANK

		
	By:	 	 /S/    ROBERT
KLAWINSKI

	 	 	 Name:
	 	 Robert Klawinski

	 	 	 Title:
	 	 Senior Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 GoldenTree Loan Opportunities II, Ltd.

		
	 By:
	 	 GoldenTree Asset Management, LP

		
	By:	 	 /S/    FREDERICK S.
HADDAD


	 	 	 Name:
	 	 Frederick S. Haddad

	 	 	 Title:
	 	 








 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 GoldenTree Loan Opportunities I, Ltd.

		
	 By:
	 	 GoldenTree Asset Management, LP

		
	By:	 	 /S/    FREDERICK S.
HADDAD


	 	 	 Name:
	 	 Frederick S. Haddad

	 	 	 Title:
	 	 








 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Flagship CLO 2001-1

		
	 By:
	 	 Flagship Capital Management, Inc.

		
	By:	 	 /S/    ERIC S.
MEYER


	 	 	 Name:
	 	 Eric S. Meyer

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Flagship CLO II

		
	 By:
	 	 Flagship Capital Management, Inc.

		
	By:	 	 /S/    ERIC S.
MEYER


	 	 	 Name:
	 	 Eric S. Meyer

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 AVRVM CLO 2002-1 Ltd.

		
	 By:
	 	 Columbia Management Advisors, Inc.
 as Investment Manager

		
	By:	 	 /S/    ERIC S.
MEYER


	 	 	 Name:
	 	 Eric S. Meyer

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Flagship CLO III

		
	 By:
	 	 Flagship Capital Management, Inc.

		
	By:	 	 /S/    ERIC S.
MEYER


	 	 	 Name:
	 	 Eric S. Meyer

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

													
	 Name of Institution:
	 	 	 	 
			
	 COÖPERATIEVE CENTRALE
 RAIFFEISEN-BOERENLEEN BANK B.A.,
 “RABOBANK NEDERLAND”,
 NEW YORK BRANCH
	 	 	 	 
					
	By:	 	 /S/    KIMBERLY
MILLER

	 	 	 	By:	 	 /S/    BRETT
DELFINO


	 	 	 Name:
	 	 Kimberly Miller
	 	 	 	 	 	 Name:
	 	 Brett Delfino

	 	 	 Title:
	 	 Vice President
	 	 	 	 	 	 Title:
	 	 Executive Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 GE COMMERCIAL FINANCE

		
	By:	 	 /S/    JAMES
MILLER

	 	 	 Name:
	 	 James Miller

	 	 	 Title:
	 	 Duly Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 HIGHLAND FLOATING RATE ADVANTAGE FUND
  
 By: Highland Capital Management, L.P., its
Investment Advisor

		
	By:	 	 /S/    MARK
OKADA

	 	 	 Name:
	 	 Mark Okada

	 	 	 Title:
	 	 Chief Investment Officer
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 LOAN STAR STATE TRUST
  
 By: Its Investment Manager, Highland Capital Management, L.P.
  
 By: Its General Partner, Strand Advisors,
Inc.

		
	By:	 	 /S/    TODD
TRAVERS

	 	 	 Name:
	 	 Todd Travers

	 	 	 Title:
	 	 Senior Portfolio Manager
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 HIGHLAND FLOATING RATE LIMITED LIABILITY COMPANY
  
 By: Highland Capital Management, L.P., its
Investment Advisor

		
	By:	 	 /S/    MARK
OKADA

	 	 	 Name:
	 	 Mark Okada

	 	 	 Title:
	 	 Chief Investment Officer
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 ELF FUNDING TRUST I
  
 By: Highland Capital Management, L.P., as Captal Manager

		
	By:	 	 /S/    MARK
OKADA

	 	 	 Name:
	 	 Mark Okada

	 	 	 Title:
	 	 Chief Investment Officer
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	LOAN FUNDING VII LLC
		
	 By:
	 	 Highland Capital Management, L.P.
 As
Collateral Manager

		
	By:	 	 /S/    MARK
OKADA

	 	 	 Name:
	 	 Mark Okada

	 	 	 Title:
	 	 Chief Investment Officer
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	HCM US Loans MAC 43, Ltd.
		
	 By:
	 	 Highland Capital Management, L.P.
 As
Attorney-In-Fact

		
	By:	 	 /S/    TODD
TRAVERS

	 	 	 Name:
	 	 Todd Travers

	 	 	 Title:
	 	 Senior Portfolio Manager
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Highland Legacy Limited
		
	 By:
	 	 Highland Capital Management,
 As
Collateral Manager

		
	By:	 	 /S/    MARK
OKADA

	 	 	 Name:
	 	 Mark Okada

	 	 	 Title:
	 	 Chief Investment Officer
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Restoration Funding CLO, LTD

		
	 By:
	 	 Highland Capital Management, L.P.
 as Collateral Manager

		
	By:	 	 /S/    TODD
TRAVERS

	 	 	 Name:
	 	 Todd Travers

	 	 	 Title:
	 	 Senior Portfolio Manager
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Pam Capital Funding L.P.

		
	 By:
	 	 Highland Capital Management, L.P.
 as Collateral Manager

		
	By:	 	 /S/    MARK
OKADA

	 	 	 Name:
	 	 Mark Okada

	 	 	 Title:
	 	 Chief Investment Officer
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Highland Offshore Partners, L.P.

		
	 By:
	 	 Highland Capital Management, L.P.
 as Collateral Manager

		
	By:	 	 /S/    TODD
TRAVERS

	 	 	 Name:
	 	 Todd Travers

	 	 	 Title:
	 	 Senior Portfolio Manager
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Highland Loan Funding V Ltd.

	
	 By: Highland Capital Management L.P.
        As Collateral Manager

		
	By:	 	 /S/    TODD
TRAVERS

	 	 	 Name:
	 	 Todd Travers

	 	 	 Title:
	 	 Senior Portfolio Manager
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Loan Funding IV, LLC
		
	 By:
	 	 Highland Capital Management, L.P.
 As
Portfolio Manager

		
	By:	 	 /S/    TODD
TRAVERS

	 	 	 Name:
	 	 Todd Travers

	 	 	 Title:
	 	 Senior Portfolio Manager
 Highland Capital Management, L.P.









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Harch CLO I, Ltd.

		
	By:	 	 /S/    MICHAEL E.
LEWITT

	 	 	 Name:
	 	 Michael E. Lewitt

	 	 	 Title:
	 	 Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	Trumbull THC, Ltd.
		
	By:	 	 /S/    JANET
HAACK

	 	 	 Name:
	 	 Janet Haack

	 	 	 Title:
	 	 As Attorney-in-Fact









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Allstate Life Insurance Company

		
	By:	 	 /S/    CHRIS
GOERGEN

	 	 	 Name:
	 	 Chris Goergen

	 	 	 Title:
	 	 Authorized Signatory



					
		
	By:	 	 /S/    JERRY D.
ZINKULA

	 	 	 Name:
	 	 Jerry D. Zinkula

	 	 	 Title:
	 	 Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Mountain Capital CLO 1 Ltd.

		
	By:	 	 /S/    DARREN P.
RILEY

	 	 	 Name:
	 	 Darren P. Riley

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Mountain Capital CLO 11 Ltd.

		
	By:	 	 /S/    DARREN P.
RILEY

	 	 	 Name:
	 	 Darren P. Riley

	 	 	 Title:
	 	 Director









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Lehman Commercial Paper Inc.

		
	By:	 	 /S/    TESHA
SPANN

	 	 	 Name:
	 	 Tesha Spann

	 	 	 Title:
	 	 Authorized Signatory









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 ING Capital LLC

		
	By:	 	 /S/    ANNIE
MOY

	 	 	 Name:
	 	 Annie Moy

	 	 	 Title:
	 	 Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Harbour Town Funding LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Gleneagles Trading LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 ELT LTD.

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 PPM Shadow Creek Funding LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Pinehurst Trading, Inc.

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Muirfield Trading LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 PPM Spyglass Funding Trust

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Authorized Agent









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Winged Foot Funding Trust

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Authorized Agent









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 SRF 2000, Inc.

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Seminole Funding LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Sawgrass Trading LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Riviera Funding LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Stanwich Loan Funding LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Jupiter Loan Funding LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President









 LENDER ADDENDUM TO THIRD AMENDMENT DATED AS OF NOVEMBER 24, 2004, OF THE DEX MEDIA WEST CREDIT AGREEMENT
DATED AS OF SEPTEMBER 9, 2003, AS AMENDED. 
  
 This is a Lender
Addendum referred to, and is a signature page to, the Third Amendment dated as of November 24, 2004 (the “Amendment”) of the Credit Agreement dated as of September 9, 2003, as amended, among Dex Media, Inc., Dex Media West, Inc.,
Dex Media West LLC, various Lenders and JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Amendment or the Credit
Agreement, as applicable. By executing this Lender Addendum, the undersigned institution agrees (i) if executing this Lender Addendum in the capacity of a Converting Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and
conditions of the Amendment, to convert its Existing Tranche B Term Loans into new Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Converting Tranche B Term Lenders in the
revised Schedule 2.01 to the Credit Agreement contemplated by the Amendment, (ii) if executing this Lender Addendum in the capacity of an Additional Tranche B Term Lender, to the terms of the Amendment and, subject to the terms and conditions of the
Amendment, to make and fund New Tranche B Term Loans on the Amendment Effective Date in the amount of its Tranche B Undertaking, as reflected with respect to Additional Tranche B Term Lenders in the revised Schedule 2.01 to the Credit Agreement
contemplated by the Amendment, (iii) if executing this Lender Addendum in the capacity of a Revolving Lender, to the terms of the Amendment, and (iv) if executing this Lender Addendum in the capacity of a Tranche A Lender, to the terms of the
Amendment. 
  

					
	 Name of Institution:

	
	 Laguna Funding LLC

		
	By:	 	 /S/    DIANA M.
HIMES

	 	 	 Name:
	 	 Diana M. Himes

	 	 	 Title:
	 	 Assistant Vice President