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FairPoint Communications 2004 Annual Report Download - page 201

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Exhibit 10.1

CREDIT AGREEMENT

among

FAIRPOINT COMMUNICATIONS, INC.,

VARIOUS LENDING INSTITUTIONS,

BANK OF AMERICA, N.A.,

as SYNDICATION AGENT,

COBANK, ACB

and

GENERAL ELECTRIC CAPITAL CORPORATION,

as CO-DOCUMENTATION AGENTS,

and

DEUTSCHE BANK TRUST COMPANY AMERICAS,

as ADMINISTRATIVE AGENT

Dated as of February 8, 2005

DEUTSCHE BANK SECURITIES, INC.

and

BANC OF AMERICA SECURITIES LLC,

as JOINT LEAD ARRANGERS,

and

DEUTSCHE BANK SECURITIES, INC.,

BANC OF AMERICA SECURITIES LLC,

GOLDMAN SACHS CREDIT PARTNERS, L.P.,

and

MORGAN STANLEY SENIOR FUNDING, INC.,

as JOINT BOOK RUNNING MANAGERS