<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>y69255e8vk.txt
<DESCRIPTION>FORM 8-K
<TEXT>
<PAGE>
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 Current Report

     Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934

       Date of report (date of earliest event reported): November 30, 2004

                        Phibro Animal Health Corporation
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                  <C>                          <C>
New York                                     333-64641                13-1840497
(State or other jurisdiction of      (Commission File Number)     (IRS Employer
incorporation)                                                    Identification No.)
</TABLE>

                                ONE PARKER PLAZA
                           FORT LEE, NEW JERSEY 07024
               (Address of principal executive offices) (Zip Code)

                                 (201) 944-6020
              (Registrant's telephone number, including area code)

         Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]      Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

[ ]      Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)

[ ]      Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

[ ]      Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))

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<PAGE>
Item 7.01 Regulation FD Disclosure

         On December 1, 2004, Phibro Animal Health Corporation (the "Company")
issued a press release announcing the second extension and amendment by it of
its consent solicitation with respect to its 105,000 units consisting of
$85,000,000 13% Senior Secured Notes Due 2007 of the Company and $20,000,000 13%
Senior Secured Notes due 2007 of Philipp Brothers Netherlands III B.V. A copy of
the press release is attached as Exhibit 99.1 to this Report. A copy of the
Amendment and Supplement dated November 30, 2004 to Consent Solicitation
Statement is attached as Exhibit 99.2 to this Report.

         The information disclosed in this Current Report under this Item 7.01
is being furnished to comply with Regulation FD and is not considered "filed"
for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange
Act") and is not subject to the liabilities of that section.

         Nothing in this Report shall constitute an offer to purchase or sell,
or a solicitation of an offer to purchase or sell, any securities of the
Company. The additional units and underlying senior secured notes referred to in
the Consent Solicitation Statement, as amended, have not been registered under
the Securities Act of 1933 (the "Securities Act") and may not be offered or sold
in the United States absent registration or an applicable exemption from such
registration requirements.

         This Report includes statements that constitute forward-looking
statements within the meaning of Section 27A of the Securities Act and Section
21E of the Exchange Act. These statements are subject to risks and
uncertainties. Forward-looking statements include information concerning
possible or assumed future results of operations of the Company and its
affiliates. These statements may relate to, but are not limited to, information
and assumptions about capital and other expenditures, dividends, financing
plans, capital structure, cash flow, pending legal and regulatory proceedings
and claims, including environmental matters, future economic performance,
operating income, cost savings, management's plans, goals and objectives for
future operations and growth. These forward-looking statements generally are
accompanied by words such as "intend," "anticipate," "believe," "estimate,"
"expect," "should" or similar expressions. It should be understood that these
forward-looking statements are necessarily estimates reflecting the best
judgment of the Company's senior management, not guarantees of future
performance. They are subject to a number of assumptions, risks and
uncertainties that could cause actual results to differ materially from those
expressed or implied in the forward-looking statements. Important assumptions
relating to the forward-looking statements include, among others, assumptions
regarding demand for the Company's products, the expansion of product offerings
geographically or through new applications, the timing and cost of planned
capital expenditures, competitive conditions and general economic conditions.
These assumptions could prove inaccurate. Forward-looking statements also
involve risks and uncertainties, which could cause actual results that differ
materially from those contained in any forward-looking statement. Many of these
factors are beyond the Company's ability to control or predict. Such factors
include, but are not limited to, the following: the Company's substantial
leverage and potential inability to service its debt; the Company's dependence
on distributions from its subsidiaries; risks associated with the Company's
international operations and significant


<PAGE>
foreign assets; the Company's dependence on its Israeli operations; competition
in each of the Company's markets; potential environmental liability; potential
legislation affecting the use of medicated feed additives; extensive regulation
by numerous government authorities in the United States and other countries; the
Company's reliance on the continued operation and sufficiency of its
manufacturing facilities; the Company's reliance upon unpatented trade secrets;
the risks of legal proceedings and general litigation expenses; potential
operating hazards and uninsured risks; the risk of work stoppages; the Company's
dependence on key personnel; and other factors discussed in the Company's
filings with the U.S. Securities and Exchange Commission.

         Undue reliance should not be placed on forward-looking statements,
which speak only as of the date of this Report.

         All subsequent written and oral forward-looking statements attributable
to the Company or any person acting on its behalf are expressly qualified in
their entirety by the cautionary statements contained or referred to in this
Report and any other cautionary statements that may accompany such
forward-looking statements. The Company does not undertake any obligation to
release publicly any revisions to these forward-looking statements to reflect
events or circumstances after the date of this document or to reflect the
occurrence of unanticipated events, unless the securities laws require the
Company to do so.

Item 9.01 Financial Statements and Exhibits

(c)      Exhibits

<TABLE>
<CAPTION>
Exhibit No.                Description
<S>               <C>
99.1              Press Release, dated December 1, 2004
99.2              Amendment and Supplement dated November 30, 2004 to Consent
                  Solicitation Statement
</TABLE>


<PAGE>
                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                           PHIBRO ANIMAL HEALTH CORPORATION



Dated: December 1, 2004                    By:     /s/ Richard G. Johnson
                                              -------------------------------
                                                   Richard G. Johnson,
                                                   Chief Financial Officer


<PAGE>



                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.                Description
<S>               <C>
99.1              Press Release, dated December 1, 2004
99.2              Amendment and Supplement dated November 30, 2004 to Consent
                  Solicitation Statement
</TABLE>



</TEXT>
</DOCUMENT>
