SecProbe.io

January 3, 2013

Via E -mail
Mark W. Hianik
Senior Vice President, General Counsel, Chief Administrative Officer
 and Corporate Secretary
Dex One Corporation
1001 Winstead Drive
Cary, NC  27513

Re: Newdex, Inc.
Registration Statement on Form S -4
Filed December 7, 2012
  File No. 333 -185348

Dear Mr. Hianik:

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide  us with information so we may better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or d o not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

Questions and  Answers, page iii

Q: What are the prepackaged plans, page iv

1. Please revise your disclosure to address what shareholder approval is necessary to obtain
acceptance of the prepackaged plans and the ramification for shareholders if you fail to
obtain accept ances for the requisite number of shareholders.

Q: What is the value of the merger consideration, page v

2. Please quantify the value of the merger consideration.  For example, we note that on page
10 you disclose an implied value of the transaction consideration proposed for each share
of Dex One common stock and SuperMedia common stock.

Mark W. Hianik
Newdex, Inc.
January 3, 2013
Page 2

 Q: What vote is required to approve each proposal, page vii

3. We recognize and acknowledge that the structure of your proposed transactions makes it
difficult to clearly and concisely describe all of the required approvals for the merger and
the prepackaged plans.  However, we believe it is important for investors to understand
the various approvals necessary to approve your proposed transactions.  Please revise
your disclosure here and throughout the prospectus to clearly disclose the approval you
are seeking from shareholders and lenders for the merger and prepackaged plans for both
companies.

Q: What are the material U.S. federal income tax implications…, page x

4. Please tell us why you have not sought an opinion from legal counsel or a ruling from the
Internal Revenue Service regarding the potential tax consequences of the proposed
transaction.  In your response, please address your disclosure on page 46 that the re is a
risk that the transaction may not qualify as a tax -free reorganization.

Summary, page 1

Interests of Certain Persons in the Transaction, page 7

5. Please quantify the interests of Dex One’s and SuperMedia’s executive officers and
directors in the p roposed merger.

Prepackaged Plans, page 16

6. Please revise this section to more fully discuss the impact of the prepackaged plan on
Dex One’s and SuperMedia’s shareholders, including the percentage of shareholders
necessary to approve acceptance of the pr epackaged plans.  This discussion should also
briefly address the effects that failure to obtain shareholder approval will have on their
rights in bankruptcy.

Opinion of Dex One’s Financial Advisor, page 89

7. We note that Dex One and SuperMedia made financ ial projections available to Houlihan
Lokey as part of its assessment of the merger consideration.  Please advise whether all of
these projections are disclosed on pages 106 -112.

Opinion of SuperMedia’s Financial Advisor, page 98

8. We note that Dex One and  SuperMedia made financial projections available to Morgan
Stanley as part of its assessment of the merger consideration.  Please advise whether all
of these projections are disclosed on pages 106 -112.

Mark W. Hianik
Newdex, Inc.
January 3, 2013
Page 3

 Unaudited Pro Forma Condensed Combined Financial State ments, page 142
9. Refer to your disclosure of conforming adjustments on beginning on page 144.  Please
expand the disclosure for each SuperMedia accounting policy to explain the basis for
using the accounting policy under US GAAP and how you determined that these
adjustments were not considered to be corrections of errors in the SuperMedia historical
financial statements.

10. Refer to adjustment (1) on page 144.  We note that you have included a pro forma
adjustment to conform SuperMedia’s accounts receivable ac counting policy to Dex One.
We also note on page 48 of the SuperMedia Form 10 -K for the year ended December 31,
2011 that the SuperMedia accounting policy for accounts receivable includes amounts to
be billed for services already provided.  Please tell us  the reason for the discrepancy
between these accounting policy descriptions.

11. Refer to your disclosure in Note (j) on page 147.  Please expand the disclosure to explain
the reasons for the differences between the Dex One and SuperMedia accounting policy
for uncertain tax positions.

12. Refer to Note (2) on page 151.  In light of the Risk Factors on page 50 regarding changes
to the industry in recent periods and expected declines in revenues in future periods,
please tell us in detail how you determined that a n estimated useful life of 10 years is
reasonable for directory service agreements and client relationships for Dex Media.

13. Please also expand the disclosure to address the covenants to be contained in the Four
Credit Facilities, including the consolidat ed leverage ratio covenant described on page
198, including whether you are in compliance with these provisions based on the pro
forma financial information.  Consider including Risk Factor disclosure of the impact of
the debt compliance provisions of the Four Credit Facilities on Dex Media following the
merger.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 1933 and
all appli cable Securities Act rules require.   Since the company and its management are in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Notwithstanding our commen ts, in the event you request acceleration of the effective date
of the pending registration statement please provide a written statement from the company
acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, decla re the
filing effective, it does not foreclose the Commission from taking any action with respect
to the filing;

Mark W. Hianik
Newdex, Inc.
January 3, 2013
Page 4

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the co mpany from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

 the company may not assert staff comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

Please refer to Rules 460 and 461 regarding requests for acceleration.  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the  fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registr ation statement.  Please allow
adequate time for us to review any amendment prior to the requested effective date of the
registration statement.

You may contact Claire De Labar, Staff Accountant, at (202) 551 -3349 , or Terry French,
Accountant Branch C hief, at (202) 551 -3268 , if you have questions regarding comments on the
financial statements and related matters.  Please contact Brandon Hill, Attorney -Advisor, at
(202) 551 -3268, Celeste M. Murphy, Legal Branch Chief, at (202)551 -3257 or me at (202) 551 -
3810 with any other questions.

Sincerely,

 /s/ Celeste M. Murphy for

 Larry Spirgel
Assistant Director