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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 Form 10-Q
 (Mark one)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 30, 2008
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For
the transition period from

to
 Commission File Number: 333-112694
 DEX MEDIA WEST LLC
 (Exact name of registrant as specified in its charter)
 Delaware
    
    25-1903487(State or other jurisdiction of incorporation or organization)
    
    (IRS Employer Identification No.)1001 Winstead Drive, Cary, N.C.
    
    27513(Address of principal executive offices)
    
    (Zip Code)
 (919) 297-1600  (Registrants telephone number, including area code)
 N/A
 o þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ
  THE REGISTRANT IS AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF R.H. DONNELLEY CORPORATION. THE REGISTRANT
MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE
FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.
 *
    
    The Registrant is a voluntary filer and as such is not required to file reports by Section 13 or
15(d) of the Securities Exchange Act of 1934 (Exchange Act); however, the Registrant has
voluntarily filed all Exchange Act reports for the preceding 12 months.




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##### 



DEX MEDIA WEST LLC
 INDEX TO FORM 10-Q
 PAGEPART I: FINANCIAL INFORMATIONItem 1. Financial Statements (Unaudited)Condensed Consolidated Balance Sheets at September 30, 2008 and December 31, 2007
    
    
    3Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and
nine months ended September 30, 2008 and 2007
    
    
    4Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2008 and 2007
    
    
    5Notes to Condensed Consolidated Financial Statements
    
    
    6Item 2. Managements Narrative Analysis of Results of Operations*
    
    
    17Item 3. Quantitative and Qualitative Disclosures About Market Risk**
    
    
    27Item 4. Controls and Procedures
    
    
    27PART II: OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    27Item 1A. Risk Factors
    
    
    27Item 2. Unregistered Sales of Equity Securities and Use of Proceeds***
    
    
    31Item 3. Defaults Upon Senior Securities***
    
    
    31Item 4. Submission of Matters to a Vote of Security Holders***
    
    
    31Item 5. Other Information
    
    
    31Item 6. Exhibits
    
    
    32SIGNATURES
    
    
    33EX-31.1EX-31.2EX-32.1
  
 *
    
    Pursuant to General Instruction H(2)(a) of Form 10-Q: (i) the information called for by Item
2 of Part I, Managements Discussion and Analysis of Financial Condition and Results of
Operations has been omitted and (ii) the registrant is providing a Managements Narrative
Analysis of Results of Operations.**
    
    Omitted pursuant to General Instruction H(2)(c) of Form 10-Q.***
    
    Omitted pursuant to General Instruction H(2)(b) of Form 10-Q. 2




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PART I. FINANCIAL INFORMATION
 
  Dex Media West LLC
 
 Condensed Consolidated Balance Sheets (Unaudited)
 (in thousands)
    
    September 30, 2008
    
    December 31, 2007AssetsCurrent AssetsCash and cash equivalents
    
    $
    6,269
    
    
    $
    7,992Accounts receivableBilled
    
    
    112,388
    
    
    
    82,854Unbilled
    
    
    266,236
    
    
    
    324,079Allowance for doubtful accounts and sales claims
    
    
    (20,266
    )
    
    
    (13,598
    )Net accounts receivable
    
    
    358,358
    
    
    
    393,335Deferred directory costs
    
    
    59,886
    
    
    
    68,741Short-term deferred income taxes, net
    
    
    31,527
    
    
    
    27,456Prepaid expenses and other current assets
    
    
    30,077
    
    
    
    30,520Total current assets
    
    
    486,117
    
    
    
    528,044Fixed assets and computer software, net
    
    
    44,662
    
    
    
    45,390Other non-current assets
    
    
    48,160
    
    
    
    8,723Intangible assets, net
    
    
    4,735,523
    
    
    
    4,858,713Goodwill
    
    
    
    
    
    
    1,354,053Total Assets
    
    $
    5,314,462
    
    
    $
    6,794,923Liabilities and Owners EquityCurrent LiabilitiesAccounts payable and accrued liabilities
    
    $
    26,264
    
    
    $
    28,860Affiliates payable, net
    
    
    238,885
    
    
    
    243,138Accrued interest
    
    
    22,045
    
    
    
    52,008Deferred directory revenues
    
    
    402,877
    
    
    
    467,249Current portion of long-term debt
    
    
    11,250
    
    
    
    136,457Total current liabilities
    
    
    701,321
    
    
    
    927,712Long-term debt
    
    
    2,290,801
    
    
    
    2,167,528Deferred income taxes, net
    
    
    835,594
    
    
    
    1,284,205Other non-current liabilities
    
    
    14,934
    
    
    
    19,911Total liabilities
    
    
    3,842,650
    
    
    
    4,399,356Commitments and contingenciesOwners EquityOwners interest
    
    
    2,267,936
    
    
    
    2,428,291Accumulated deficit
    
    
    (797,132
    )
    
    
    (26,013
    )Accumulated other comprehensive income (loss)
    
    
    1,008
    
    
    
    (6,711
    )Total Owners Equity
    
    
    1,471,812
    
    
    
    2,395,567Total Liabilities and Owners Equity
    
    $
    5,314,462
    
    
    $
    6,794,923
  3




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Dex Media West LLC
 
 Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited)
 Three months ended
    
    Nine months endedSeptember 30,
    
    September 30,(in thousands)
    
    2008
    
    2007
    
    2008
    
    2007Net revenues
    
    $
    226,729
    
    
    $
    237,475
    
    
    $
    696,318
    
    
    $
    708,390Expenses:Production, publication and distribution expenses
(exclusive of depreciation and amortization shown
separately below)
    
    
    31,988
    
    
    
    35,545
    
    
    
    96,156
    
    
    
    113,215Selling and support expenses
    
    
    58,137
    
    
    
    56,094
    
    
    
    170,146
    
    
    
    174,708General and administrative expenses
    
    
    11,676
    
    
    
    7,508
    
    
    
    27,216
    
    
    
    29,005Depreciation and amortization
    
    
    52,471
    
    
    
    48,880
    
    
    
    150,657
    
    
    
    141,934Goodwill impairment
    
    
    
    
    
    
    
    
    
    
    1,325,485
    
    
    
    Total expenses
    
    
    154,272
    
    
    
    148,027
    
    
    
    1,769,660
    
    
    
    458,862Operating income (loss)
    
    
    72,457
    
    
    
    89,448
    
    
    
    (1,073,342
    )
    
    
    249,528Interest expense, net
    
    
    (43,590
    )
    
    
    (44,844
    )
    
    
    (142,162
    )
    
    
    (138,817
    )Income (loss) before income taxes
    
    
    28,867
    
    
    
    44,604
    
    
    
    (1,215,504
    )
    
    
    110,711(Provision) benefit for income taxes
    
    
    (12,773
    )
    
    
    (16,629
    )
    
    
    444,385
    
    
    
    (42,456
    )Net income (loss)
    
    $
    16,094
    
    
    $
    27,975
    
    
    $
    (771,119
    )
    
    $
    68,255Comprehensive Income (Loss)Net income (loss)
    
    $
    16,094
    
    
    $
    27,975
    
    
    $
    (771,119
    )
    
    $
    68,255Unrealized gain (loss) on interest rate swaps, net of tax
    
    
    
    
    
    
    (3,726
    )
    
    
    7,719
    
    
    
    (2,053
    )Comprehensive income (loss)
    
    $
    16,094
    
    
    $
    24,249
    
    
    $
    (763,400
    )
    
    $
    66,202
  4




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Dex Media West LLC
 
 Condensed Consolidated Statements of Cash Flows (Unaudited)
 Nine months ended September 30,(in thousands)
    
    2008
    
    2007Cash Flows from Operating ActivitiesNet income (loss)
    
    $
    (771,119
    )
    
    $
    68,255Reconciliation of net income (loss) to net cash provided by operating activities:Goodwill impairment
    
    
    1,325,485
    
    
    
    Loss on extinguishment of debt
    
    
    2,142
    
    
    
    Depreciation and amortization
    
    
    150,657
    
    
    
    141,934Deferred income tax (benefit) provision
    
    
    (444,450
    )
    
    
    41,246Provision for bad debts
    
    
    40,228
    
    
    
    15,944Stock-based compensation expense
    
    
    6,967
    
    
    
    9,680Amortization of debt fair value adjustment
    
    
    (10,443
    )
    
    
    (9,671
    )Amortization of deferred financing costs
    
    
    3,162
    
    
    
    1,345Interest rate swap ineffectiveness
    
    
    8,030
    
    
    
    Other non-cash items, net
    
    
    (5,652
    )
    
    
    (2,032
    )Changes in assets and liabilities:(Increase) decrease in accounts receivable
    
    
    (5,251
    )
    
    
    1,951Decrease in other assets
    
    
    26,417
    
    
    
    12,371(Decrease)
in accounts payable and accrued liabilities and accrued interest
    
    
    (30,104
    )
    
    
    (25,038
    )(Decrease) in deferred directory revenues
    
    
    (64,372
    )
    
    
    (45,262
    )(Decrease) increase in affiliates payable
    
    
    (11,220
    )
    
    
    89,405(Decrease) increase in other non-current liabilities
    
    
    (11,095
    )
    
    
    1,949Net cash provided by operating activities
    
    
    209,382
    
    
    
    302,077Cash Flows from Investing ActivitiesAdditions to fixed assets and computer software
    
    
    (15,689
    )
    
    
    (16,120
    )Net cash used in investing activities
    
    
    (15,689
    )
    
    
    (16,120
    )Cash Flows from Financing ActivitiesCredit facility borrowings, net of costs
    
    
    1,035,491
    
    
    
    Credit facility repayments
    
    
    (1,053,492
    )
    
    
    (319,895
    )Revolver borrowings
    
    
    141,300
    
    
    
    84,700Revolver repayments
    
    
    (159,300
    )
    
    
    (59,700
    )Increase in checks not yet presented for payment
    
    
    940
    
    
    
    4,336Distributions to Owner
    
    
    (161,500
    )
    
    
    (20,000
    )Excess tax benefits from exercise of stock options
    
    
    1,145
    
    
    
    Net cash used in financing activities
    
    
    (195,416
    )
    
    
    (310,559
    )(Decrease) in cash and cash equivalents
    
    
    (1,723
    )
    
    
    (24,602
    )Cash and cash equivalents, beginning of period
    
    
    7,992
    
    
    
    28,358Cash and cash equivalents, end of period
    
    $
    6,269
    
    
    $
    3,756Supplemental Information:Cash paid:Interest, net
    
    $
    166,659
    
    
    $
    176,003Income taxes, net
    
    $
    41
    
    
    $
    
  5




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Dex Media West LLC
 
 Notes to Condensed Consolidated Financial Statements (Unaudited)
 (tabular amounts in thousands)
 1. Business and Basics of Presentation
    Significant Financing Developments
  Accounting
for Derivative Instruments and Hedging Activities
  6




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Reclassifications
  Three Months Ended September 30, 2007
    
    Nine Months Ended September 30, 2007As
    
    
    
    
    
    
    
    
    
    AsPreviously
    
    
    
    
    
    As
    
    Previously
    
    
    
    
    
    AsReported
    
    Reclass
    
    Reclassified
    
    Reported
    
    Reclass
    
    ReclassifiedNet revenues
    
    $
    236,524
    
    
    $
    951
    
    
    $
    237,475
    
    
    $
    705,953
    
    
    $
    2,437
    
    
    $
    708,390Production,
publication and
distribution
expenses
    
    
    90,833
    
    
    
    (55,288
    )
    
    
    35,545
    
    
    
    285,638
    
    
    
    (172,423
    )
    
    
    113,215Selling and support
expenses
    
    
    
    
    
    
    56,094
    
    
    
    56,094
    
    
    
    
    
    
    
    174,708
    
    
    
    174,708General and
administrative
expenses
    
    
    7,363
    
    
    
    145
    
    
    
    7,508
    
    
    
    28,853
    
    
    
    152
    
    
    
    29,005
  2. Summary of Significant Accounting Policies
 Identifiable Intangible Assets and Goodwill
  Accounting for the Impairment or Disposal of
Long-Lived Assets
  7




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Interest Expense and Deferred Financing Costs
    8




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Advertising Expense
  Concentration of Credit Risk
   Stock-Based Awards
 Share-Based
Payment
   9




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.
  10




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Fair Value of Financial Instruments
 Fair
Value Measurements
 Fair Value Measurements atSeptember 30, 2008Using Significant OtherDescription
    
    Observable Inputs (Level 2)Derivatives  Liabilities
    
    $
    (5,768
    )
 Effective Date of FASB Statement No.
157
 Estimates
  New Accounting Pronouncements
 Disclosures about Derivative Instruments and Hedging
Activities an amendment of FASB Statement No. 133
  3. RHD Merger
  11




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4. Credit Facility
    
    
    The highest of (i) the base rate determined by the Administrative Agent, JP Morgan Chase
Bank, N.A., (ii) the Federal Funds Effective Rate (as defined) plus 0.50%, and (iii) 4.0%,
in each case, plus a 2.75% (or 2.50% if the leverage ratio is less than 3.00 to 1.00)
margin on the Dex Media West Revolver and Term Loan A and a 3.0% margin on Term Loan B; or
    
    The higher of (i) LIBOR rate and (ii) 3.0% plus a 3.75% (or 3.50% if the leverage ratio
is less than 3.00 to 1.00) margin on the Dex Media West Revolver and Term Loan A and a 4.0%
margin on Term Loan B. We may elect interest periods of 1, 2, 3, or 6 months (or 9 or 12
months if, at the time of the borrowing, all lenders agree to make such term available),
for LIBOR borrowings.
 5. Restructuring Charges
  2006
    
    2007
    
    2008Three months ended
    
    Restructuring
    
    Restructuring
    
    RestructuringSeptember 30, 2008
    
    Actions
    
    Actions
    
    Actions
    
    TotalBalance at June 30, 2008
    
    $
    972
    
    
    $
    87
    
    
    $
    
    
    
    $
    1,059Net increase to reserve
charged to earnings
    
    
    
    
    
    
    
    
    
    
    3,912
    
    
    
    3,912Payments
    
    
    (269
    )
    
    
    (18
    )
    
    
    (3,705
    )
    
    
    (3,992
    )Balance at September 30, 2008
    
    $
    703
    
    
    $
    69
    
    
    $
    207
    
    
    $
    979
 2006
    
    2007
    
    2008Nine months ended
    
    Restructuring
    
    Restructuring
    
    RestructuringSeptember 30, 2008
    
    Actions
    
    Actions
    
    Actions
    
    TotalBalance at December 31, 2007
    
    $
    1,344
    
    
    $
    254
    
    
    $
    
    
    
    $
    1,598Net increase to reserve
charged to earnings
    
    
    
    
    
    
    187
    
    
    
    5,337
    
    
    
    5,524Payments
    
    
    (641
    )
    
    
    (372
    )
    
    
    (5,130
    )
    
    
    (6,143
    )Balance at September 30, 2008
    
    $
    703
    
    
    $
    69
    
    
    $
    207
    
    
    $
    979
 12




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6. Income Taxes
   Three Months Ended
    
    Nine Months EndedSeptember 30,
    
    September 30,2008
    
    2007
    
    2008
    
    2007Statutory U.S. Federal tax rate
    
    
    35.0
    %
    
    
    35.0
    %
    
    
    35.0
    %
    
    
    35.0
    %State and local taxes, net of U.S. Federal tax benefit
    
    
    10.6
    
    
    
    2.2
    
    
    
    1.5
    
    
    
    3.2Other non-deductible expenses
    
    
    0.3
    
    
    
    0.1
    
    
    
    
    
    
    
    0.1Other
    
    
    (1.7
    )
    
    
    
    
    
    
    0.1
    
    
    
    Effective tax rate
    
    
    44.2
    %
    
    
    37.3
    %
    
    
    36.6
    %
    
    
    38.3
    %
 13




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7. Benefit Plans
 Employers Disclosures About
Pension and Other Postretirement Benefits (Revised 2003)
 Pension BenefitsThree Months
    
    Nine MonthsEnded September 30,
    
    Ended September 30,2008
    
    2007
    
    2008
    
    2007Service cost
    
    $
    1,154
    
    
    $
    1,441
    
    
    $
    3,776
    
    
    $
    4,323Interest cost
    
    
    1,650
    
    
    
    1,736
    
    
    
    5,115
    
    
    
    5,209Expected return on plan assets
    
    
    (1,636
    )
    
    
    (1,800
    )
    
    
    (5,263
    )
    
    
    (5,401
    )Net periodic benefit cost
    
    $
    1,168
    
    
    $
    1,377
    
    
    $
    3,628
    
    
    $
    4,131
 Postretirement BenefitsThree Months
    
    Nine MonthsEnded September 30,
    
    Ended September 30,2008
    
    2007
    
    2008
    
    2007Service cost
    
    $
    219
    
    
    $
    242
    
    
    $
    656
    
    
    $
    726Interest cost
    
    
    719
    
    
    
    629
    
    
    
    2,153
    
    
    
    1,887Amortization of prior service cost
    
    
    
    
    
    
    (1
    )
    
    
    
    
    
    
    (3
    )Net periodic benefit cost
    
    $
    938
    
    
    $
    870
    
    
    $
    2,809
    
    
    $
    2,610
   
    
    A comprehensive redesign of RHDs and Dex Medias employee retirement savings plans;
    
    A freeze of RHDs and Dex Medias qualified and non-qualified pension plans as they
pertain to non-union employees; and
    
    A phased in elimination of RHDs and Dex Medias postretirement benefit plans for
certain health care and life insurance benefits to certain full-time non-union employees
who reach retirement eligibility while working for RHD, Dex Media and the Company.
  8. Business Segments
  14




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9. Legal Proceedings
     10. Related Party Transactions
    15




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11. Subsequent Events
 Employee Retirement Savings and Pension Plans
     16




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Managements Narrative Analysis of Results of Operations
  Forward-Looking Information
  Corporate Overview
  TM TM ®
  17




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® ®
 TM
  Significant Financing Developments
  Accounting
for Derivative Instruments and Hedging Activities
  Employee Retirement Savings and Pension Plans
  18




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Recent Trends Related to Our Business
    Goodwill and Other Intangible Assets
 19




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Segment Reporting
  New Accounting Pronouncements
 Disclosures
about Derivative Instruments and Hedging Activities an amendment of FASB Statement No. 133
  20




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RESULTS OF OPERATIONS
 Nine months ended September 30, 2008 and 2007
 Factors Affecting Comparability
 Reclassifications
  Nine months ended September 30, 2007AsPreviously
    
    
    
    
    
    As(amounts in millions)
    
    Reported
    
    Reclass
    
    ReclassifiedNet revenues
    
    $
    706.0
    
    
    $
    2.4
    
    
    $
    708.4Production, publication and
distribution expenses
    
    
    285.6
    
    
    
    (172.4
    )
    
    
    113.2Selling and support
expenses
    
    
    
    
    
    
    174.7
    
    
    
    174.7General and administrative
expenses
    
    
    28.9
    
    
    
    0.1
    
    
    
    29.0
 Impact of Purchase Accounting
  Net Revenues
  Nine months ended September 30,(amounts in millions)
    
    2008
    
    2007
    
    $ Change
    
    % ChangeGross directory advertising revenues
    
    $
    701.7
    
    
    $
    717.5
    
    
    $
    (15.8
    )
    
    
    (2.2
    )%Sales claims and allowances
    
    
    (15.3
    )
    
    
    (19.5
    )
    
    
    4.2
    
    
    
    21.5Net directory advertising revenues
    
    
    686.4
    
    
    
    698.0
    
    
    
    (11.6
    )
    
    
    (1.7
    )Other revenues
    
    
    9.9
    
    
    
    10.4
    
    
    
    (0.5
    )
    
    
    (4.8
    )Total Net Revenues
    
    $
    696.3
    
    
    $
    708.4
    
    
    $
    (12.1
    )
    
    
    (1.7
    )%
 21




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Expenses
  Nine months ended September 30,(amounts in millions)
    
    2008
    
    2007
    
    $ Change
    
    % ChangeProduction, publication and distribution expenses
    
    $
    96.1
    
    
    $
    113.2
    
    
    $
    (17.1
    )
    
    
    (15.1
    )%Selling and support expenses
    
    
    170.1
    
    
    
    174.7
    
    
    
    (4.6
    )
    
    
    (2.6
    )G&A expenses
    
    
    27.2
    
    
    
    29.0
    
    
    
    (1.8
    )
    
    
    (6.2
    )D&A expenses
    
    
    150.7
    
    
    
    141.9
    
    
    
    8.8
    
    
    
    6.2Goodwill impairment
    
    
    1,325.5
    
    
    
    
    
    
    
    1,325.5
    
    
    
    100.0Total
    
    $
    1,769.6
    
    
    $
    458.8
    
    
    $
    1,310.8
    
    
    
    285.7
    %
  22




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##### Table of Contents



Production, Publication and Distribution Expenses
  Nine months ended(amounts in millions)
    
    September 30, 2008$ ChangeDecreased print, paper and distribution costs
    
    $
    (9.7
    )Decreased cost uplift expense
    
    
    (6.3
    )Decreased information technology (IT) expenses
    
    
    (5.0
    )Increased internet and distribution costs
    
    
    3.7All other, net
    
    
    0.2Total decrease in production,
publication and distribution
expenses for the nine months
ended September 30,
  2008
    
    $
    (17.1
    )
     Selling and Support Expenses
  Nine months ended(amounts in millions)
    
    September 30, 2008$ ChangeDecreased commissions and salesperson costs
    
    $
    (10.2
    )Decreased cost uplift expense
    
    
    (9.0
    )Decreased advertising and branding expenses
    
    
    (7.1
    )Decreased marketing costs
    
    
    (2.7
    )Increased bad debt expense
    
    
    24.3All other, net
    
    
    0.1Total decrease in selling and
support expenses for the nine
months ended September 30,
  2008
    
    $
    (4.6
    )
 23




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##### Table of Contents



General and Administrative Expenses
  Nine months ended(amounts in millions)
    
    September 30, 2008$ ChangeDecrease in non-cash stock-based compensation expense under
SFAS No. 123 (R)
    
    $
    (2.9
    )Decrease in IT expenses
    
    
    (2.5
    )Increase in restructuring expenses
    
    
    5.6All other, net
    
    
    (2.0
    )Total decrease in G&A expenses for the
nine months ended September 30,
  2008
    
    $
    (1.8
    )
    24




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##### Table of Contents



Depreciation and Amortization Expense
   Goodwill Impairment
 Accounting for the Impairment or Disposal of
Long-Lived Assets
      25




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##### Table of Contents



Operating Income (Loss)
  Nine months ended September 30,(amounts in millions)
    
    2008
    
    2007
    
    $ Change
    
    % ChangeTotal
    
    $
    (1,073.3
    )
    
    $
    249.5
    
    
    $
    (1,322.8
    )
    
    
    (530.2
    )%
  Interest Expense, Net
    Income Taxes
  26




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##### Table of Contents



Quantitative and Qualitative Disclosures About Market Risk
  
 Controls and Procedures
 (a) Evaluation of Disclosure Controls and Procedures.
 (b) Changes in Internal Control Over Financial Reporting.
 
 PART II. OTHER INFORMATION
 
 Legal Proceedings
  
 Item1A. Risk Factors
  3) Competition
    27




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28




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##### Table of Contents



5) Recognition of impairment charges for our intangible assets, other long-lived assets or goodwill
 Accounting for
the Impairment or Disposal of Long-lived Assets
     9) Future changes in directory publishing obligations in Qwest markets and other regulatory matters
   29




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##### Table of Contents



10) Reliance on, and extension of credit to, small and medium-sized businesses
  19) Economic, financial and liquidity instability
  30




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##### Table of Contents



Unregistered Sales of Equity Securities and Use of Proceeds
  
 Defaults Upon Senior Securities
  
 Submission of Matters to a Vote of Security Holders
  
 Other Information
  31




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##### Table of Contents



Exhibits
 Number
    
    Document31.1*
    
    Certification of Quarterly Report on Form 10-Q for the period ended
September 30, 2008 by David C. Swanson, Chairman and Chief
Executive Officer of Dex Media West LLC under Section 302 of the
Sarbanes-Oxley Act.31.2*
    
    Certification of Quarterly Report on Form 10-Q for the period ended
September 30, 2008 by Steven M. Blondy, Executive Vice President
and Chief Financial Officer of Dex Media West LLC under Section 302
of the Sarbanes-Oxley Act.32.1*
    
    Certification of Quarterly Report on Form 10-Q for the period ended
September 30, 2008 under Section 906 of the Sarbanes-Oxley Act
David C. Swanson, Chairman and Chief Executive Officer, and Steven
M. Blondy, Executive Vice President and Chief Financial Officer of
Dex Media West LLC.
 
 *
    
    Filed herewith. 32




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##### Table of Contents



SIGNATURES
  DEX MEDIA WEST LLCBy:
    /s/ Steven M. BlondyDate:
November 5, 2008
    
    Steven M. BlondyExecutive Vice President and
Chief Financial Officer
(Principal Financial Officer)By:
    /s/ R. Barry SauderDate:
November 5, 2008
    
    R. Barry SauderVice President, Corporate Controller andChief
Accounting Officer
(Principal Accounting Officer) 33




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##### Table of Contents



Exhibit Index
 Number
    
    Document31.1*
    
    Certification of Quarterly Report on Form 10-Q for the period ended
September 30, 2008 by David C. Swanson, Chairman and Chief
Executive Officer of Dex Media West LLC under Section 302 of the
Sarbanes-Oxley Act.31.2*
    
    Certification of Quarterly Report on Form 10-Q for the period ended
September 30, 2008 by Steven M. Blondy, Executive Vice President
and Chief Financial Officer of Dex Media West LLC under Section 302
of the Sarbanes-Oxley Act.32.1*
    
    Certification of Quarterly Report on Form 10-Q for the period ended
September 30, 2008 under Section 906 of the Sarbanes-Oxley Act
David C. Swanson, Chairman and Chief Executive Officer, and Steven
M. Blondy, Executive Vice President and Chief Financial Officer of
Dex Media West LLC.
 
 *
    
    Filed herewith. 34