SECURED CONVERTIBLE PROMISSORY NOTE

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Exhibit 4.13

THIS AMENDED AND RESTATED SECURED CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS THE SECURITIES HAVE BEEN REGISTERED UNDER SUCH ACT AND ALL SUCH OTHER APPLICABLE LAWS OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE.

SECURED CONVERTIBLE PROMISSORY NOTE

        FOR VALUE RECEIVED, INFORMATION SERVICES EXTENDED, INC., a Delaware corporation (the " Maker "), hereby promises to pay to the order of Search Mezzanine Investors LLC, a New York limited liability company (" Holder "), the principal amount of                         ($                        ), together with all other amounts due and owing hereunder and to pay interest on the unpaid principal balance hereof outstanding from time to time, from and including the date hereof until and including the date the principal amount hereof is paid in full, at the rate and at the times set forth in Section 2 . On                        , Maker issued an Amended and Restated Secured Convertible Promissory Note (the " Kimberlin Note ") to Kevin Kimberlin Partners, L.P., a Delaware limited partnership ("Kimberlin"). The Kimberlin Note amends, restates and replaces that certain promissory note (the " Old Note "), made by Maker payable to the order of Wachovia Bank, N.A. dated June 7, 2002, in the aggregate principal amount of $12,080,000 (and subsequently assigned to Kimberlin). Pursuant to the Assignment Agreement (as defined below), Kimberlin assigned a portion of the Kimberlin Note to Holder, at which time the Kimberlin Note was cancelled and replaced with a new note (the " Replacement Kimberlin Note ") and this note (the " Note ") (this Note and the Replacement Kimberlin Note are hereinafter collectively referred to as the " Notes ").

        1.     Definitions.     For purposes of this Note, the following capitalized terms have the following meanings:

        " Affiliate " means with respect to any Person, any other Person (i) which directly or indirectly through one or more intermediaries controls, or is controls by, or is under common control with, such first Person, (ii) which beneficially owns or holds ten percent (10%) or more of any class of the voting stock of such first Person, or (iii) whereby ten percent (10%) or more of the voting stock (or in the case of a Person which is not a corporation, ten percent (10%) or more of the equity interest) of such other Person is beneficially owned or held by such first Person or by a Subsidiary of such first Person.

        " Local Matters Assignment and Assumption Agreement " shall mean that certain Assignment and Assumption Agreement dated as of the date hereof between Maker, as assignor, and Local Matters, Inc. (formerly known as Aptas, Inc.), a Delaware corporation (" Local Matters "), as assignee, pursuant to which Local Matters agrees to assume all of the Obligations of the Maker under the Notes, effective as of the earlier to occur of (a) the closing of an IPO, and (b) immediately prior to the occurrence of a Change of Control of Local Matters, provided that the transaction contemplated by the Stock Purchase Agreement between Local Matters, Maker and the shareholders of Maker has not been rescinded prior to such date.

        " Assignment Agreement " shall mean that certain Assignment Agreement dated as of the date hereof between Holder and Kimberlin, pursuant to which Kimberlin assigned and transferred to Holder a pro rata share of the Kimberlin Note as set forth in the Assignment Agreement.

        " Business Day " means any day other than (a) Saturday or Sunday or (b) any other day on which banks in the State of New York and the State of Florida are permitted or required to be closed.

        " Change of Control " with respect to an entity shall mean: (i)(A) any consolidation or merger of such entity with or into any other corporation or other entity or person, or any other corporate reorganization, other than any such consolidation, merger or reorganization in which the stockholders

of such entity immediately prior to such consolidation, merger or reorganization, continue to hold at least a majority of the voting power of the surviving entity in substantially the same proportions (or, if the surviving entity is a wholly owned subsidiary, its parent) immediately after such consolidation, merger or reorganization; or (B) any transaction or series of related transactions to which such entity is a party in which in excess of fifty percent (50%) of such entity's voting power is transferred; provided that a Change of Control shall not include any transaction or series of transactions principally for bona fide equity financing purposes in which cash is received by such entity or any successor or indebtedness of such entity is cancelled or converted or a combination thereof; and (ii) a sale, lease, exclusive license or other disposition of all or substantially all of the assets of such entity.

        " Collateral " shall have the meaning provided therefor in the Security Agreement.

        " Common Shares " shall mean the shares of common stock, $0.001 par value per share, of Local Matters.

        " Default Rate " shall mean eight percent (8%) per annum.

        " Event of Default " shall have the meaning given to it in Section 6(a) .

        " GAAP " means generally accepted accounting principles in the United States set forth in the opinions and pronouncements of the Accounting Principles Board and the American Institute of Certified Public Accountants and statements and pronouncements of the Financial Accounting Standards Board or such other principles as may be approved by a significant segment of the accounting profession in the United States, that are applicable to the circumstances as of the date of determination, consistently applied.

        " Governmental Authority " shall mean any nation or government, any state or other political subdivision thereof, and any entity exercising executive, legislative, judicial, regulatory or administrative authority or functions of or pertaining to government.

        " IPO " means an underwritten initial public offering of the Common Shares of Local Matters pursuant to an effective registration statement under the Securities Act, as then in effect (or any comparable statement under any similar federal statute then in force or effect).

        " Maturity Date " shall have the meaning given to it in Section 3(a) .

        " Note " as used herein, shall mean this Secured Convertible Promissory Note.

        " Obligations " shall mean all obligations of the Maker to Holder however created, arising or evidenced, whether direct or indirect, joint or several, absolute or contingent, or now or hereafter existing, or due or to become due, which arise out of or in connection with this Note, the Security Agreement and each other related document, including, without limitation, all reasonable costs incurred by Holder in connection with the enforcement of this Note.

        " Percentage Pro Rata Share " means 100%.

        " Person " means an individual, a partnership, a corporation, a limited liability company, an association, a joint stock company, a trust, a joint venture, an unincorporated organization and a governmental entity or any department, agency or political subdivision thereof.

        " Qualified IPO " means an IPO which raises net proceeds to Local Matters of at least $35 million.

        " Repayment Amount " shall mean, with respect to the Maker and its Subsidiaries on a consolidated basis, during the period commencing on January 1 and ending on December 31 of each year (each, a " Measuring Period "), the amount, if any, equal to the Holder's Percentage Pro Rata Share of an amount equal to (i) the Standalone Cash Flow (as defined herein) during such Measuring Period less (ii) the aggregate amount of all principal and interest payments (in cash or by way of setoff), during such Measuring Period, made by Local Matters (and its Affiliates) to YP Web Partners, LLC, a limited

2

liability company organized and existing under the laws of the State of Louisiana (" YP "), pursuant to that certain promissory note dated April 14, 2005 (the " YP Note ") in the aggregate original principal amount of $10,000,000.00.

        " Security Agreement " shall have the meaning given to it in Section 3(e) .

        " Standalone Cash Flow " shall mean, with respect to the Maker and its Subsidiaries on a consolidated basis, the amount, if any, equal to (i) 0.20 multiplied by (ii) an amount equal to Maker's net income for the Measuring Period, determined in accordance with GAAP, plus depreciation and amortization expenses, and minus capitalized development expenses and hardware costs, in each case for such Measuring Period.

        " Subsidiary " shall mean, with respect to any Person (herein referred to as the "parent"), any corporation, partnership, association or other business entity (i) of which securities or other ownership interests representing more than fifty percent (50%) of the equity or more than fifty percent (50%) of the ordinary voting power or more than fifty percent (50%) of the general partnership interests are, at the time any determination is being made, owned, controlled or held by the parent, or (ii) that is, at the time any determination is made, otherwise controlled by, the parent or one or more Subsidiaries of the parent or by the parent and one or more Subsidiaries of the parent.

        2.     Payment of Interest.     

        (a)     Calculation.     Except as otherwise expressly provided in Section 6(b)(i) hereof, interest shall accrue (computed on the basis of actual days elapsed and a year of 360 days) at the rate of six percent (6%) per annum on the unpaid principal amount of this Note outstanding from time to time.

        (b)     Payment.     Interest on the outstanding principal amount of this Note shall be paid semi-annually in arrears on each January 1 and July 1, commencing July 1, 2005, until this Note is repaid in full.

        3.     Payment of Principal on Note and Security.     

        (a)     Maturity Date.     The Maker shall pay the principal amount outstanding hereunder together with accrued and unpaid interest thereon on the earlier of (i) March 31, 2013, and (ii) acceleration of the maturity of this Note by Holder pursuant to Section 6(b)(i) (the earlier of such dates, the " Maturity Date ").

        (b)     Repayment Amount.     

        (i)    Until the Obligations have been indefeasibly paid in full or all outstanding principal plus accrued interest under this Note has been converted into Common Shares, beginning with the c