Item 1.01 Entry into a Material Definitive Agreement.

On November 1, 2012, Local Corporation (the "Registrant") entered into a Yahoo! Publisher Network Agreement with Yahoo! Inc. (the "Agreement"). The Agreement provides for the distribution of Yahoo! Inc.'s paid search results by Registrant for which the Registrant is compensated a certain percentage of the adjusted gross revenue (as defined in the Agreement) derived by Yahoo! from such paid search results. The effective date of the Agreement is November 1, 2012 and it ends on October 31, 2017. The Agreement allows Yahoo! to terminate the Agreement earlier in the event of a breach by the Registrant of certain of the provisions of the Agreement. The Agreement contains provisions regarding the implementation of the Yahoo! paid search results by the Registrant. The Agreement also contains certain indemnification obligations of the Registrant to Yahoo! in the event of a breach of the Agreement by Registrant.

The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement which is filed as Exhibit 10.1 with portions omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. Exhibit 10.1 is a redacted copy of the Agreement and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit 10.1(1) Yahoo! Publisher Network Contract, dated November 1, 2012, by and among the Registrant, Yahoo! Inc., and Yahoo! SARL.

(1) Application has been made with the Securities and Exchange Commission to seek confidential treatment of certain provisions. Omitted material for which confidential treatment has been requested has been filed separately with the Securities and Exchange Commission.

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