LOAN AGREEMENT AMENDMENT NO. 2

                                                                Exhibit 10.1


                                AMENDMENT NO. 2

This AMENDMENT NO. 2 dated as of, May 6, 2009, (this "Amendment") by and between
FRONTIER COMMUNICATIONS  CORPORATION,  a Delaware corporation (formerly Citizens
Communications Company) ("Borrower"), and RURAL TELEPHONE FINANCE COOPERATIVE, a
District of Columbia cooperative association ("Lender").

                                    RECITALS

     WHEREAS, Borrower and Lender have entered into a Loan Agreement dated as of
October  24,  2001,  as amended by  Amendment  No. 1 dated as of March 31,  2003
(jointly the "Loan Agreement");

     WHEREAS,  Borrower has requested Lender to consent to certain modifications
to the terms and  conditions of the Loan Agreement and Lender has agreed to such
modifications;

     NOW, THEREFORE,  in consideration of the mutual covenants contained herein,
and for other good and valuable  consideration,  the receipt and  sufficiency of
which are hereby acknowledged, the Borrower and Lender hereby agree as follows:

     1.   Definitions.  Terms not  specifically  defined  herein  shall have the
          meanings respectively assigned to them in the Loan Agreement.

     2.   Representations   and  Warranties.   Borrower  hereby  represents  and
          warrants  that as of the date  hereof  the Loan  Agreement  is in full
          force and effect, and Borrower is not in default of any Obligation.

     3.   Section 6.03 of the Loan  Agreement is hereby  deleted in its entirety
          and shall be replaced by the following: