Swanson continued, "Second quarter ad sales were weaker both sequentially and on a year over year basis due to deteriorating consumer sentiment and the impact of rising operating costs on small businesses. We are seeing the effect across all markets and products. While demand for our bundled advertising solutions through Triple Play remains strong, many advertisers currently lack the funds to invest in growing their business. We adjusted our guidance for full year 2008 ad sales to reflect this more challenging selling environment."

Steven M. Blondy, executive vice president and CFO, added, "In addition to delivering solid EBITDA and free cash flow in the quarter, we also successfully completed over $3 billion of debt transactions that significantly reduce near-term maturities and enhance financial flexibility. The impact of these refinancings and debt repayment lowered net debt by over $230 million, reducing leverage to 6.8 times at June 30th. We're pleased to confirm 2008 EBITDA guidance, although we've lowered our 2008 free cash flow outlook primarily to reflect higher interest rates following the refinancings. Both EBITDA and free cash flow will be further impacted by anticipated restructuring charges of approximately $40 million this year."

The $660 million non-cash, pre-tax goodwill impairment charge reflects the further decline in the market value of the Company's equity securities during the second quarter. The charge does not impact the Company's current or future cash flow, compliance with debt covenants, tax attributes or management's outlook for the business.

    Outlook
    The Company is updating full year 2008 guidance, summarized below:

    -- Ad sales decline of between 7% and 8%.
    -- Net revenue of at least $2.6 billion.
    -- Adjusted EBITDA(2) of between $1,350 million and $1,400 million;
       operating loss of between $2,295 million and $2,345 million; and
       adjusted operating income(2) of between $860 million and $910 million.
    -- Adjusted free cash flow(3) of between $475 million and $525 million and
       operating cash flow of between $495 million and $545 million.
    -- Net debt at year end of approximately $9.5 billion, excluding the fair
       value adjustment of $0.1 billion.
    -- Weighted average diluted shares outstanding during 2008 of
       approximately 70 million.

See Schedule 6 for a reconciliation of the foregoing non-GAAP measures to the most comparable GAAP measures.

Further important information regarding operating results and related reconciliations of non-GAAP financial measures to the most comparable GAAP measures can be found in the schedules and related footnotes of this press release, which should be thoroughly reviewed. Advertising sales is a statistical measure and consists of sales of advertising in print directories distributed during the period and Internet-based products and services with respect to which such advertising first appeared publicly during the period. It is important to distinguish advertising sales from net revenues, which is recognized under the deferral and amortization method.

Second Quarter Conference Call

R.H. Donnelley will host a conference call to discuss its second quarter 2008 results today at 10:00 a.m. (ET). The call can be accessed by dialing 888-387-9606 (domestic) or 517-645-6055 (international). The pass code for the call is "RHD". Please dial in to the call by 9:50 a.m. (ET) to ensure a prompt start time. The call will also be available through a Web cast, which can be accessed by visiting our Web site at http://www.rhd.com, clicking on "Investor Relations" and following the instructions provided. Those unable to participate at the scheduled time may access a recorded replay by dialing 800-879-6405 (domestic) or 402-220-4745 (international). There is no pass code for the replay, which will be available through August 13, 2008. In addition, an archived version of the Web cast will be available on RHD's Web site for up to one year from the date of the call.

    1. Before the following expenses: (a) restructuring, (b) FAS 123 R and
       (c) restricted stock units related to the Business.com acquisition.
    2. Before the following expenses: (a) a restructuring charge of
       approximately $40 million, (b) FAS 123 R and (c) restricted stock units
       related to the Business.com acquisition.
    3. Before restructuring costs of approximately $40 million and restricted
       stock unit costs related to the Business.com acquisition.

Helping Local Businesses Reach More Customers

R.H. Donnelley's interactive offerings are essential to its Triple Play(TM) solution suite -- an integrated set of products and services that efficiently and effectively extend the marketing reach of local businesses. Spanning multiple media platforms -- print Yellow Pages directories, DexKnows.com(TM) search site and the major search engines (e.g., Yahoo!(R) and Google(R)) via the Company's Dex Search Marketing(R) tools -- Triple Play delivers the advertisements of local businesses to a wider set of ready-to-buy consumers.

About R.H. Donnelley

R.H. Donnelley connects businesses and consumers through its portfolio of print and interactive marketing solutions. Small- and medium-sized businesses look to R.H. Donnelley's experienced team of marketing consultants to help them grow their companies and drive sales leads. Consumers depend on the Company's reliable, local business content to deliver the most relevant search results when they are seeking local goods and services. For more information, visit http://www.rhd.com and DexKnows.com.

Safe Harbor Provision

Certain statements contained in this press release regarding RHD's future operating results or performance or business plans or prospects and any other statements not constituting historical fact are "forward-looking statements" subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Where possible, the words "believe," "expect," "anticipate," "intend," "should," "will," "would," "planned," "estimated," "potential," "goal," "outlook," "may," "predicts," "could," or the negative of such terms, or other comparable expressions, as they relate to RHD or its management, have been used to identify such forward-looking statements. All forward-looking statements reflect only RHD's current beliefs and assumptions with respect to future business plans, prospects, decisions and results, and are based on information currently available to RHD. Accordingly, the statements are subject to significant risks, uncertainties and contingencies, which could cause RHD's actual operating results, performance or business plans or prospects to differ materially from those expressed in, or implied by, these statements.

Factors that could cause actual results to differ materially from current expectations include risks and other factors described in RHD's publicly available reports filed with the SEC, which contain a discussion of various factors that may affect RHD's business or financial results. Such risks and other factors, which in some instances are beyond RHD's control, include: our ability to generate sufficient cash to service our significant debt levels; our ability to comply with or obtain modifications or waivers of the financial covenants contained in our debt agreements, and the potential impact to operations and liquidity as a result of restrictive covenants in such debt agreements; our ability to refinance our debt on reasonable terms and conditions as might be necessary from time to time; increasing LIBOR rates; changes in directory advertising spend and consumer usage; regulatory and judicial rulings; competition and other economic conditions; changes in the Company's and the Company's subsidiaries credit ratings; changes in accounting standards; adverse results from litigation, governmental investigations or tax related proceedings or audits; the effect of labor strikes, lock-outs and negotiations; successful integration and realization of the expected benefits of acquisitions; the continued enforceability of the commercial agreements with Qwest, Embarq and AT&T; our reliance on third-party vendors for various services; and other events beyond our control that may result in unexpected adverse operating results. RHD is not responsible for updating the information contained in this press release beyond the published date, or for changes made to this document by wire services or Internet service providers. This press release is being furnished to the SEC through a Form 8-K. The Company's next 10-Q report to be filed with the SEC may contain updates to the information included in this release.

                            (See attached tables)



    R.H. DONNELLEY CORPORATION                                      Schedule 1
    INDEX OF SCHEDULES

    Schedule 1:  Index of Schedules

    Schedule 2:  Unaudited Condensed Consolidated Statements of Operations for
    the three months ended June 30, 2008 and 2007

    Schedule 3:  Unaudited Condensed Consolidated Statements of Operations for
    the six months ended June 30, 2008 and 2007

    Schedule 4:  Unaudited Condensed Consolidated Balance Sheets at June 30,
    2008 and December 31, 2007

    Schedule 5:  Unaudited Condensed Consolidated Statements of Cash Flows for
    the three and six months ended June 30, 2008 and 2007

    Schedule 6:  Reconciliation of Non-GAAP Measures

    Schedule 7:  Statistical Measures -- Advertising Sales

    Schedule 8:  Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.



    R.H. DONNELLEY CORPORATION
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                    Schedule 2
    Amounts in millions, except (loss) earnings per share

                                           Three Months Ended June 30,
                                             2008                2007

    Net revenue (1)                         $663.8              $667.0
    Expenses (1)                             309.2               318.7
    Depreciation and amortization            119.5               109.2
    Goodwill impairment (2)                  660.2                 -
    Operating (loss) income                 (425.1)              239.1
    Interest expense, net                   (236.4)             (199.0)
    Gain on debt exchanges, net (3)          161.3                 -
    Pre-tax (loss) income                   (500.2)               40.1
    Tax benefit (provision)                  161.3               (15.2)
    Net (loss) income                      $(338.9)              $24.9

    (Loss) earnings per share (EPS):
       Basic                                $(4.93)              $0.35
       Diluted                              $(4.93)              $0.34
    Shares used in computing EPS:
       Basic                                  68.8               71.0
       Diluted                                68.8               72.5


    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.


    R.H. DONNELLEY CORPORATION
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                    Schedule 3
    Amounts in millions, except (loss) earnings per share

                                              Six Months Ended June 30,
                                              2008                2007

    Net revenue (1)                        $1,338.4            $1,328.3
    Expenses (1)                              639.5               649.0
    Depreciation and amortization             237.8               212.2
    Goodwill impairment (2)                 3,123.9                 -
    Operating (loss) income                (2,662.8)              467.1
    Interest expense, net                    (432.2)             (400.6)
    Gain on debt exchanges, net (3)           161.3                 -
    Pre-tax (loss) income                  (2,933.7)               66.5
    Tax benefit (provision)                   971.7               (25.6)
    Net (loss) income                     $(1,962.0)              $40.9

    (Loss) earnings per share (EPS):
       Basic                                $(28.51)               $0.58
       Diluted                              $(28.51)               $0.57
    Shares used in computing EPS:
       Basic                                  68.8                 70.7
       Diluted                                68.8                 72.0


    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.



    R.H. DONNELLEY CORPORATION                                      Schedule 4
    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

    Amounts in millions
                                              June 30,         December 31,
                                                2008               2007
    Assets
      Cash and cash equivalents                $82.0              $46.1
      Accounts receivable, net               1,128.2            1,063.5
      Deferred directory costs                 198.0              183.7
      Other current assets                     134.6              173.9
    Total current assets                     1,542.8            1,467.2

      Fixed assets and computer
       software, net                           186.8              187.7
      Intangible assets, net                10,962.7           11,170.5
      Other non-current assets                 194.1              139.4
      Goodwill (2)                               -              3,124.3
    Total Assets                           $12,886.4          $16,089.1

    Liabilities and Shareholders'
     (Deficit) Equity
      Accounts payable and accrued
       liabilities                            $188.1             $230.7
      Accrued interest                         166.9              198.8
      Deferred directory revenue             1,208.5            1,172.0
      Current portion of long-term debt         77.0              177.2
    Total current liabilities                1,640.5            1,778.7

      Long-term debt                         9,819.4            9,998.5
      Deferred income taxes, net             1,338.9            2,288.4
      Other non-current liabilities            185.7              200.8
    Total liabilities                       12,984.5           14,266.4

    Shareholders' (deficit) equity             (98.1)           1,822.7

    Total Liabilities and Shareholders'
     (Deficit) Equity                      $12,886.4          $16,089.1


    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.



    R.H. DONNELLEY CORPORATION
    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS       Schedule 5

    Amounts in millions

                                         Three Months Ended  Six Months Ended
                                                June 30,         June 30,
    Operating activities:                    2008     2007     2008     2007

    Net (loss) income                      $(338.9)  $24.9  $(1,962.0)  $40.9
    Goodwill impairment (2)                  660.2     -      3,123.9     -
    Gain on debt exchanges, net (3)         (161.3)    -       (161.3)    -
    Loss on extinguishment of debt             2.2     -          2.2     -
    Depreciation and amortization            119.5   109.2      237.8   212.2
    Deferred income taxes                   (162.5)   15.1     (974.6)   25.3
    Changes in working capital               (21.8)   (6.7)     (70.9)  (17.4)
    Other                                     78.9    28.1       81.2    53.4
    Net cash provided by operating
     activities                              176.3   170.6      276.3   314.4

    Investment activities:
    Additions to fixed assets and
     computer software                       (20.2)  (24.3)     (30.3)  (37.4)
    Equity investment disposition
     (investment)                              -       -          4.3    (2.5)
    Net cash used in investing activities    (20.2)  (24.3)     (26.0)  (39.9)

    Financing activities:
    Additional borrowings under credit
     facilities, net of costs              1,018.7     -      1,018.7     -
    Credit facilities repayments and note
     repurchases                          (1,099.8) (153.5)  (1,191.2) (347.1)
    Revolver repayments                     (163.8) (164.2)    (396.2) (390.6)
    Borrowings under the Revolver            157.8   154.4      373.1   361.7
    Repurchase of common stock                 -       -         (6.1)    -
    Debt issuance costs                       (8.5)    -         (8.5)    -
    (Decrease) increase in checks not
     yet presented for payment                (8.4)    4.6       (4.3)   (1.5)
    Proceeds from option exercises             -       2.7        0.1    11.8

    Net cash used in financing activities   (104.0) (156.0)    (214.4) (365.7)

    Increase (decrease) in cash and cash
     equivalents                              52.1    (9.7)      35.9   (91.2)

    Cash and cash equivalents,
     beginning of period                      29.9    74.7       46.1   156.2

    Cash and cash equivalents, end of
     period                                  $82.0   $65.0      $82.0   $65.0

    Supplemental Information:
    Non-cash financing activities:
       Reduction of debt from debt
        exchange                           $(172.8)   $-      $(172.8)   $-


    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.



    R.H. DONNELLEY CORPORATION                                     Schedule 6a
    RECONCILIATION OF NON-GAAP MEASURES
    (unaudited)

    Amounts in millions
                                            Three Months    Six Months Ended
                                           Ended June 30,       June 30,
                                            2008     2007     2008      2007

    Reconciliation of net (loss)
     income -- GAAP to EBITDA (4)

    Net (loss) income -- GAAP              $(338.9)  $24.9  $(1,962.0)  $40.9
    Plus goodwill impairment                 660.2     -      3,123.9     -
    Less gain on debt exchanges             (161.3)    -       (161.3)    -
    Plus tax (benefit) provision            (161.3)   15.2     (971.7)   25.6
    Plus interest expense, net               236.4   199.0      432.2   400.6
    Plus depreciation and amortization       119.5   109.2      237.8   212.2
    EBITDA                                  $354.6  $348.3     $698.9  $679.3

    Amortized deferred cost uplift on Dex
     sales contracts as of the merger date     -       7.6        -      24.6

    Purchase accounting adjustments
     related to bad debt expense previously
     charged to goodwill related to Qwest
     directories acquired in the Dex Media
     transaction                               -       -          -       3.3

    SFAS No. 123 R non-cash compensation
     expense                                   5.5     7.5       16.3    21.5

    Restricted stock unit expense related
     to the Business.com acquisition           1.2     -          3.2     -

    Restructuring costs                        4.6     -          4.6     -


    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.


    R.H. DONNELLEY CORPORATION                                     Schedule 6b
    RECONCILIATION OF NON-GAAP MEASURES (cont'd)
    (unaudited)

    Amounts in millions

                                   Three Months Ended       Six Months Ended
                                        June 30,                 June 30,
                                   2008          2007       2008         2007

    Reconciliation of cash
     flow from operations -- GAAP
     to adjusted free cash flow
     and free cash flow

    Cash flow from
     operations -- GAAP           $176.3        $170.6     $276.3       $314.4
    Add: Restructuring costs         1.5           -          1.5          -
    Add: Restricted stock unit
     cost related to the
     Business.com acquisition        1.2           -          3.5          -

    Adjusted cash flow from
     operations                    179.0         170.6      281.3        314.4
    Less: Additions to fixed
     assets and computer
     software -- GAAP               20.2          24.3       30.3         37.4
    Adjusted free cash flow       $158.8                   $251.0
    Free cash flow                              $146.3                  $277.0


                                  Three Months Ended        Six Months Ended
                                      June 30,                   June 30,
                                  2008          2007        2008         2007

    Reconciliation of
     interest expense -- GAAP
     to adjusted interest
     expense (5)
    Interest expense -- GAAP     $236.4       $199.0       $432.2       $400.6
    Plus: Fair value
     adjustment due to purchase
     accounting                     4.4          7.7          8.6         15.3
    Less: Expense related to
     ineffective interest rate
     swaps as a result of
     the refinancings completed
     during the second quarter
     of 2008                      (42.9)         -          (42.9)         -
    Less: Expense related to
     accelerated write off of
     unamortized deferred
     financing costs as a
     result of the refinancings
     completed during the
     second quarter of 2008        (2.2)         -           (2.2)         -
    Adjusted interest expense    $195.7       $206.7       $395.7       $415.9


                                             As of                As of
                                         June 30, 2008      December 31, 2007

    Reconciliation of
     debt -- GAAP to net
     debt -- GAAP and net
     debt -- excluding
     fair value adjustment (5) (6)

    Debt -- GAAP                            $9,896.4             $10,175.7
    Less: Cash and cash equivalents            (82.0)                (46.1)
    Net debt -- GAAP                         9,814.4              10,129.6

    Less: Fair value adjustment
     due to purchase accounting                (95.2)               (103.8)
    Net debt -- excluding fair
     value adjustment                       $9,719.2             $10,025.8


    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.


    R.H. DONNELLEY CORPORATION                                     Schedule 6c
    RECONCILIATION OF NON-GAAP MEASURES (cont'd)
    (unaudited)

    Please see Schedules 6d and 6e for reconciliations of non-GAAP figures to
    the most comparable GAAP measures.


                                   Current Full Year    Previous Full Year
                                        2008                   2008
                                    Outlook as of         Outlook as of
                                    July 30, 2008          May 8, 2008

    Amounts in millions, except
     for percentages

    Year Over Year Change in
     Ad Sales(7)                      -7% to -8%       down mid single digits
    Net Revenue                     at least $2,600       $2,600 - $2,700
    Adjusted EBITDA*                $1,350 - $1,400       $1,350 - $1,400
    Adjusted Free Cash Flow**         $475 - $525            $525 - $575
    Estimated Restructuring
     Charge                              ~$40                    n/a
    Net Debt at Year End,
     Excluding the Fair Value
     Adjustment                         ~$9,500           $9,500 - $9,600
    Weighted Average Diluted
     Shares Outstanding                    70                    70

    *  Before the following expenses: (a) a restructuring charge of
       approximately $40 million (current outlook only), (b) SFAS No. 123 R
       and (c) restricted stock units related to the Business.com acquisition.
    ** Before restructuring costs of approximately $40 million (current
       outlook only) and restricted stock unit costs related to the
       Business.com acquisition.

    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.


    R.H. DONNELLEY CORPORATION                                     Schedule 6d
    RECONCILIATION OF NON-GAAP MEASURES (cont'd)
    (unaudited)

    For purposes of reconciling non-GAAP measures used in our Full Year 2008
    Outlook to their most comparable GAAP measures, we have utilized the
    midpoint of the range of those respective Outlook measures disclosed in
    the press release. This should not be interpreted to suggest that any such
    midpoint is more likely than any other amount within the specified range.


                                                         Current
                                                      Full Year 2008
    Amounts in millions                                  Outlook

    Reconciliation of adjusted EBITDA
     excluding the impairment of goodwill,
     SFAS No. 123 R outlook and restructuring
     expense outlook, to operating
     income -- GAAP outlook

    Adjusted EBITDA excluding restructuring,
     SFAS No. 123 R non-cash compensation and
     restricted stock unit expense outlook               $1,375
    Less: Depreciation and amortization                    (490)
    Adjusted Operating Income                               885

    Less: Impairment of goodwill                         (3,125)
    Less: SFAS No. 123 R non-cash compensation
     expense and restricted stock unit expense
     related to the Business.com acquisition                (40)
    Less: Restructuring expense                             (40)
    Operating loss -- GAAP outlook                      $(2,320)


                                                        Current
                                                    Full Year 2008
    Amounts in millions                                 Outlook

    Reconciliation of cash flow from
     operations -- GAAP outlook to adjusted
     free cash flow outlook

    Cash flow from operations -- GAAP outlook            $520
    Less: Additions to fixed assets and computer
     software                                             (65)
    Plus: Restructuring costs                              40
    Plus: Restricted stock unit cost related to
     the Business.com acquisition                           5
    Adjusted free cash flow outlook                      $500


                                                        Current
                                                    Full Year 2008
    Amounts in billions                                 Outlook

    Reconciliation of net debt -- GAAP outlook
     to net debt -- excluding fair value
     adjustment outlook

    Net debt -- GAAP outlook                             $9.6
    Less: Fair value adjustment due to purchase
     accounting                                          (0.1)
    Net debt -- excluding fair value adjustment
     outlook                                             $9.5

    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.



    R.H. DONNELLEY CORPORATION                                     Schedule 6e
    RECONCILIATION OF NON-GAAP MEASURES (cont'd)
    (unaudited)

    The following Full Year 2008 Outlook was originally provided in our
    Current Report on Form 8-K filed on February 28, 2008, which we affirmed
    in our Current Report on Form 8-K filed on May 8, 2008.


                                                        Previous
                                                     Full Year 2008
    Amounts in millions                                 Outlook

    Reconciliation of adjusted EBITDA excluding
     SFAS No. 123 R outlook to operating
     income -- GAAP outlook

    Adjusted EBITDA excluding SFAS No. 123 R
     non-cash compensation and restricted stock
     unit expense outlook                               $1,375
    Less: Depreciation and amortization                   (490)
    Less: SFAS No. 123 R non-cash compensation
     expense and restricted stock unit expense
     related to the Business.com acquisition               (40)
    Operating income -- GAAP outlook                      $845


                                                      Previous
                                                   Full Year 2008
    Amounts in millions                               Outlook

    Reconciliation of cash flow from
     operations -- GAAP outlook to adjusted
     free cash flow outlook

    Cash flow from operations -- GAAP outlook           $610
    Less: Additions to fixed assets and
     computer software                                   (65)
    Plus: Restricted stock unit cost related to
     the Business.com acquisition                          5
    Adjusted free cash flow outlook                     $550


                                                      Previous
                                                   Full Year 2008
    Amounts in billions                               Outlook

    Reconciliation of net debt -- GAAP outlook
     to net debt - excluding fair value
     adjustment outlook

    Net debt -- GAAP outlook                           $9.6
    Less: Fair value adjustment due to purchase
     accounting                                        (0.1)
    Net debt -- excluding fair value adjustment
     outlook                                           $9.5

    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.




    R.H. DONNELLEY CORPORATION                                      Schedule 7
    STATISTICAL MEASURES
    CALCULATION OF ADVERTISING SALES PERCENTAGE CHANGE OVER PRIOR YEAR PERIOD
    (unaudited)

    Amounts in millions, except percentages
                                 Six Months        Three Months Ended
                                   Ended
                                  June 30,   June   March  December  September
                                    2008      30     31       31         30


    2008 Advertising
     sales (7)                    $1,396.2  $678.3 $717.9
    2007 Pro forma advertising
     sales                                                  $700.3     $541.6
    2007 Advertising sales
     disclosed in 2007 Form
     10-Q's                        1,476.3   729.0  747.3
    2006 Advertising sales
     disclosed in 2006 Form
     10-K and Form 10-Q's                                    682.6      533.9
    Pro forma adjustments
     related to Business.com
     Acquisition                      27.5    14.2   13.3      9.2        7.3
    Adjustments primarily
     related to changes in
     publication dates                (7.8)   (1.2)  (6.6)     4.0        5.7
    2007 Pro forma advertising
     sales                        $1,496.0  $742.0 $754.0
    2006 Pro forma advertising
     sales                                                  $695.8     $546.9
    Pro forma advertising sales
     percentage change over prior
     year period                      (6.7%)  (8.6%) (4.8%)    0.7%     (1.0%)


    See accompanying Notes to Unaudited Condensed Consolidated Financial
    Statements and Non-GAAP Measures -- Schedule 8.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.


    R.H. DONNELLEY CORPORATION                                      Schedule 8
    NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
    AND NON-GAAP MEASURES

    (1)  Revenue with respect to print advertising, and Internet-based
         advertising products that are bundled with print advertising, is
         recognized under the deferral and amortization method, whereby
         revenue is initially deferred when a directory is published and
         recognized ratably over the directory's life, which is typically 12
         months.  Revenue with respect to Internet-based services that are not
         bundled with print advertising, such as SEM and SEO services, is
         recognized as delivered or fulfilled.

         Certain prior period amounts included in the unaudited condensed
         consolidated statement of operations have been reclassified to
         conform to the current period's presentation. Beginning in the fourth
         quarter of 2007, we began classifying adjustments for customer claims
         to sales allowance, which is deducted from gross revenue to determine
         net revenue.  In prior periods, adjustments for customer claims were
         included in bad debt expense. Accordingly, we have reclassified
         adjustments for customer claims and bad debt expense for the three
         and six months ended June 30, 2007 by $0.4 million and $(1.1)
         million, respectively, to conform to the current period's
         presentation.  These reclassifications had no impact on operating
         income or net income for the three and six months ended June 30,
         2007.

    (2)  We performed impairment tests as of March 31, 2008 of our goodwill
         and definite lived intangible assets in accordance with SFAS No. 142,
         Goodwill and Other Intangible Assets ("SFAS No. 142") and SFAS No.
         144, Accounting for the Impairment or Disposal of Long-Lived Assets
          ("SFAS No. 144"), respectively.  The first step involved comparing
         the fair value of the Company with the carrying amount of our assets
         and liabilities, including goodwill.  The fair value of the Company
         was determined using a market based approach, which reflects the
         market value of our debt and equity securities as of March 31, 2008.
         As a result of our testing, we determined that the Company's fair
         value was less than the carrying amount of our assets and
         liabilities, requiring us to proceed with the second step.  In the
         second step of the testing process, the impairment loss is determined
         by comparing the implied fair value of our goodwill to the recorded
         amount of goodwill.  The implied fair value of goodwill is derived
         from a discounted cash flow analysis for the Company using a discount
         rate that results in the present value of assets and liabilities
         equal to the current fair value of the Company's debt and equity
         securities.  Based upon this analysis, we recognized a non-cash
         impairment charge of $2.5 billion during the three months ended March
         31, 2008.  Since the trading value of our equity securities further
         declined in the second quarter of 2008, we performed additional
         impairment tests of our goodwill and other long-lived assets.  As a
         result of these tests, we recognized a non-cash goodwill impairment
         charge of $660.2 million during the three months ended June 30, 2008.
         Subsequent to this impairment charge, we have no recorded goodwill at
         June 30, 2008.

    (3)  On June 25, 2008, RHD completed an exchange of its senior notes and
         senior discount notes for new senior notes ("debt exchanges"). Please
         refer to our Current Report on Form 8-K filed on June 25, 2008 for
         additional information.  The debt exchanges have been accounted for
         as an extinguishment of debt, resulting in a gain of approximately
         $161.3 million, representing the difference between the accreted
         value or par value, as applicable, of the former senior notes and
         senior discount notes and the new senior notes of $172.8 million,
         offset by the write-off of unamortized deferred financing costs of
         $11.5 million associated with the former senior notes and senior
         discount notes.

    (4)  EBITDA represents earnings before interest, taxes, depreciation and
         amortization.  EBITDA is not a measurement of operating performance
         computed in accordance with GAAP and should not be considered as a
         substitute for operating income or net income prepared in conformity
         with GAAP.  In addition, EBITDA may not be comparable to similarly
         titled measures of other companies.  EBITDA for the three months
         ended June 30, 2008 and 2007 includes charges of $5.5 million and
         $7.5 million, respectively, for stock-based compensation in
         accordance with SFAS No. 123 (R), Share-Based Payment ("SFAS No. 123
         (R)").  EBITDA for the six months ended June 30, 2008 and 2007
         includes charges of $16.3 million and $21.5 million, respectively,
         for stock-based compensation in accordance with SFAS No. 123 (R).  As
         a result of purchase accounting required by GAAP, we recorded the
         deferred directory costs related to Qwest directories that were
         scheduled to publish subsequent to the Dex Media Merger at their fair
         value, determined as (a) the estimated billable value of the
         published directory less (b) the expected costs to complete the
         directories, plus (c) a normal profit margin.

         We refer to this purchase accounting entry as "cost uplift."  Net
         income -- GAAP and EBITDA for the three and six months ended June 30,
         2007 includes approximately $7.6 million and $24.6 million,
         respectively, of cost uplift associated with the Dex Media
         transaction.  Net loss -- GAAP and EBITDA for the three and six
         months ended June 30, 2008 includes approximately $1.2 million and
         $3.2 million, respectively, of restricted stock unit expense related
         to the Business.com Acquisition, of which $1.2 million and $3.5
         million, respectively, has been paid in cash during the period.  Net
         loss -- GAAP and EBITDA for the three and six months ended June 30,
         2008 includes approximately $4.6 million of restructuring costs, of
         which $1.5 million has been paid in cash during the period.  EBITDA
         for the six months ended June 30, 2007 also excludes recoveries and
         other purchase accounting adjustments related to bad debt expense
         previously charged to goodwill of $3.3 million, related to Qwest
         directories acquired in the Dex Media transaction.

    (5)  As a result of purchase accounting, RHD was required to adjust the
         carrying value of Dex Media's debt at January 31, 2006 to its fair
         value.  Adjusted interest expense eliminates the interest benefit
         resulting from the amortization of the fair value adjustment to Dex
         Media's debt.  As a result of the amendment of the RHDI Credit
         Facility and the refinancing of the former Dex Media West credit
         facility on June 6, 2008, the existing interest rate swaps associated
         with these two debt arrangements are no longer highly effective in
         offsetting changes in cash flows.  Accordingly, these interest rate
         swaps became ineffective on June 6, 2008 and cash flow hedge
         accounting treatment under SFAS No. 133, Accounting for Derivative
         Instruments and Hedging Activities ("SFAS No. 133") is no longer
         permitted.  Interest expense for the three and six months ended June
         30, 2008 includes a non-cash charge of $42.9 million resulting from
         the reclass of amounts previously charged to accumulated other
         comprehensive loss related to these interest rate swaps.  Interest
         expense for the three and six months ended June 30, 2008 includes the
         write-off of unamortized deferred financing costs of $2.2 million
         associated with the refinancing of the former Dex Media West credit
         facility and portions of the amended RHDI Credit Facility, which have
         been accounted for as extinguishments of debt.  Adjusted interest
         expense eliminates these one time charges to interest expense.

    (6)  Net debt -- GAAP represents total debt less cash and cash equivalents
         on the respective date.  Net debt -- excluding fair value adjustments
         represents net debt -- GAAP adjusted to remove the remaining fair
         value purchase accounting adjustment of Dex Media's debt noted in
         footnote 5 above.  The unamortized fair value adjustment at June 30,
         2008 is $95.2 million.

    (7)  Advertising sales is a statistical measure and consists of sales of
         advertising in print directories distributed during the period and
         Internet-based products and services with respect to which such
         advertising first appeared publicly during the period.  It is
         important to distinguish advertising sales from net revenue, which is
         recognized under the deferral and amortization method.  2007 pro
         forma advertising sales assumes the Business.com Acquisition occurred
         on January 1, 2007.

    Note:  These schedules are preliminary and subject to change pending the
    Company's filing of its Form 10-Q.

SOURCE R.H. Donnelley Corporation

http://www.rhd.com

RHD (Holding Company)

--IDR 'B+';

--Senior unsecured notes 'B-/RR6';

R.H. Donnelley, Inc. (RHDI; Operating Company; Subsidiary of RHD)

--IDR 'B+';

--Bank facility 'BB+/RR1';

--Senior unsecured notes 'BB-/RR3'.

Dex Media, Inc. (DXI; Holding Company; Subsidiary of RHD)

--IDR 'B+';

--Senior unsecured notes 'B-/RR6'.

Dex Media East (DXE; Operating Company; Subsidiary of DXI)

--IDR 'B+';

--Bank facility 'BB+/RR1'.

Dex Media West (DXW; Operating Company; Subsidiary of DXI)

--IDR 'B+';

--Bank facility 'BB+/RR1';

--Senior unsecured 'BB+/RR1';

--Senior subordinated 'B/RR5'.

The Rating Outlook is Negative.

RHD now expects ad sales to decline between 7-8% in 2008 compared to prior expectations of down in the mid-single digits. RHD's adjusted earnings before interest taxes and depreciation (EBITDA) guidance was unchanged while its free cashflow guidance (operating cash flow less capital expenditures) was revised to between $475 and $525 from between $525 and $575 due to higher interest costs. Net debt is still expected to be around $9.5 billion.

Under these revised figures, RHD's expectations regarding leverage (on a net debt to adjusted EBITDA basis) is unchanged relative to prior guidance. However, while RHD believes its is able to take out costs to offset much of the ad sales declines, Fitch remains concerned regarding the scalability of the cost structure longer-term and is cautious regarding the company's ability to deleverage under the scenario where EBITDA declines are sustained in the mid-single digits.

Fitch will continue to monitor operating performance closely for more evidence regarding the cyclical and secular components of revenue deterioration. Fitch estimates RHD can endure low-to-mid single digit revenue declines and still de-lever the balance sheet, albeit slower than previously anticipated. Going forward, Fitch expects management will be exclusively focused on paying down debt under the secured facilities, however, we continue to expect consolidated leverage levels to remain above management's stated target of 6.0 times (x) over the intermediate term.

For further information, see Fitch's July 28 report, 'R.H. Donnelley Corp - Cost of Flexibility and Challenges of Deleveraging', available on the Fitch Ratings web site at www.fitchratings.com. The report also includes coverage of subsidiaries R.H. Donnelley, Inc. (RHDI), Dex Media, Inc. (DXI), Dex Media East (DXE) and Dex Media West (DXW).

Fitch's rating definitions and the terms of use of such ratings are available on the agency's public site, www.fitchratings.com. Published ratings, criteria and methodologies are available from this site, at all times. Fitch's code of conduct, confidentiality, conflicts of interest, affiliate firewall, compliance and other relevant policies and procedures are also available from the 'Code of Conduct' section of this site.

SOURCE: Fitch Ratings

Fitch Ratings
Mike Simonton, CFA, 312-368-3138, Chicago
Rolando Larrondo, 212-908-9189, New York
or
Media Relations:
Brian Bertsch, 212-908-0549, New York

In his new role, Bednarz will oversee the activities of all sales and operations functions for the company. Bednarz will continue to be based at the company's Cary, North Carolina headquarters and report directly to R.H. Donnelley chairman and CEO, David C. Swanson.

The appointment follows the decision by Peter J. McDonald, R.H. Donnelley's president and chief operating officer, to retire from the company effective September 1.

R.H. Donnelley offers a portfolio of print and interactive marketing solutions.

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(1) For purposes of the exchange offers, the amounts offered and tendered for exchange with respect to the 6.875% Senior Notes due 2013 (the "2013 Notes"), the 8.875% Series A-3 Senior Notes due 2016 and the 8.875% Series A-4 Senior Notes due 2017 (the "Series A-4 Notes") reflects the aggregate principal amount outstanding at March 31, 2008, and the amount offered for exchange with respect to the 6.875% Series A-1 Senior Discount Notes due 2013 and the 6.875% Series A-2 Senior Discount Notes due 2013 (the "Series A-2 Notes") reflects the aggregate principal amount at maturity.

(2) Prior to the Expiration Time, RHDI revised the maximum amount offered for exchange for certain of the concurrent exchange offers as follows: from $46,750,000 to $47,680,000 for the 2013 Notes, from $98,100,000 to $99,513,000 for the Series A-2 Notes and from $259,550,000 to $264,740,000 for the Series A-4 Notes. Because the additional amount of notes offered for exchange in each applicable exchange offer did not exceed two percent of the amount of notes subject to the applicable exchange offer, RHDI was not required to, and did not, extend the applicable exchange offers past the Expiration Time.

Upon settlement of the exchange offers, which is expected to occur on Wednesday, June 25, 2008, RHDI expects to:

-- accept for exchange all of the Old Notes validly tendered for exchange as set forth in the table above (except as described below in the case of the 2013 Notes and the Series A-4 Notes);

-- issue to the holders of Old Notes whose securities have been accepted for exchange New Notes in an aggregate principal amount of approximately $412.9 million; and

-- pay to holders whose Old Notes are accepted for exchange cash in an amount equal to the accrued and unpaid interest to, but not including, the settlement date with respect to the Old Notes accepted for exchange and, in certain circumstances, pay cash in lieu of fractions of New Notes.

With respect to the 2013 Notes, such notes will be accepted on a pro rata basis according to the principal amount of the 2013 Notes validly tendered prior to the Expiration Time and the maximum amount offered for exchange with respect to the 2013 Notes. With respect to the Series A-4 Notes, such notes will be accepted on a pro rata basis according to the principal amount of the Series A-4 Notes validly tendered prior to the Expiration Time and the maximum amount offered for exchange with respect to the Series A-4 Notes. Assuming all 2013 Notes and Series A-4 Notes tendered for exchange prior to the Expiration Time were validly tendered, such proration is expected to result in the acceptance of approximately 98.9% of the 2013 Notes that were tendered prior to the Expiration Time and the acceptance of approximately 97.3% of the Series A-4 Notes that were tendered prior to the Expiration Time.

Consummation of the exchange offers is subject to certain conditions that must also be satisfied or waived in the applicable exchange offer.

The New Notes will be issued only to holders of Old Notes that have certified certain matters to RHDI, including their status as either "qualified institutional buyers," as that term is defined in Rule 144A under the Securities Act of 1933, or persons other than "U.S. persons," as that term is defined in Rule 902 under the Securities Act of 1933.

The New Notes have not been and are not expected to be registered under the Securities Act of 1933 or any state securities laws. Therefore, the New Notes may not be offered or sold in the United States absent registration or any applicable exemption from the registration requirements of the Securities Act of 1933 and any applicable state securities laws.

This press release shall not constitute an offer to purchase any securities or a solicitation of an offer to sell any securities and is issued pursuant to Rule 135c under the Securities Act of 1933. The exchange offers are being made only pursuant to a confidential offering memorandum and related letter of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.

SOURCE R.H. Donnelley Corporation

http://www.rhd.com