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<SEC-DOCUMENT>0000950123-06-009707.txt : 20060801
<SEC-HEADER>0000950123-06-009707.hdr.sgml : 20060801
<ACCEPTANCE-DATETIME>20060801143418
ACCESSION NUMBER:		0000950123-06-009707
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20060801
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060801
DATE AS OF CHANGE:		20060801

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			PHIBRO ANIMAL HEALTH CORP
		CENTRAL INDEX KEY:			0001069899
		STANDARD INDUSTRIAL CLASSIFICATION:	GRAIN MILL PRODUCTS [2040]
		IRS NUMBER:				131840497
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	333-64641
		FILM NUMBER:		06993972

	BUSINESS ADDRESS:	
		STREET 1:		65 CHALLENGER ROAD
		CITY:			RIDGEFIELD PARK
		STATE:			NJ
		ZIP:			07660
		BUSINESS PHONE:		201-329-7300

	MAIL ADDRESS:	
		STREET 1:		65 CHALLENGER ROAD
		CITY:			RIDGEFIELD PARK
		STATE:			NJ
		ZIP:			07660

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PHILIPP BROTHERS CHEMICALS INC
		DATE OF NAME CHANGE:	19980908
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>y23764e8vk.txt
<DESCRIPTION>FORM 8-K
<TEXT>
<PAGE>

                                 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): August 1, 2006

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

          New York                  333-64641                    13-1840497
(State or other jurisdiction       (Commission                 (IRS Employer
      of incorporation)            File Number)              Identification No.)

                               65 CHALLENGER ROAD
                       RIDGEFIELD PARK, NEW JERSEY 07660
              (Address of principal executive offices) (Zip Code)

                                 (201) 329-7300
              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))

<PAGE>

Item 8.01

     Phibro Animal Health Corporation issued a press release announcing the
completion of sale of $240 million of its notes, the expiration of its tender
offers and consent solicitations, the amendment of its domestic credit facility
and the simplification of its corporate structure.

     A copy of the press release is attached as Exhibit 99.1 and incorporated by
reference into this report.

Item 9.01  Financial Statements and Exhibits.

(d)  Exhibits

Exhibit No.   Description

99.1          Press Release issued August 1, 2006


<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: August 1, 2006           By: /s/  Richard G. Johnson
                                    -----------------------
                                Richard G. Johnson
                                Chief Financial Officer
                                (principal financial and accounting officer)



<PAGE>

                                 EXHIBIT INDEX

Exhibit No.      Description

99.1             Press release issued August 1, 2006


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>y23764exv99w1.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
<PAGE>


- --------------------------------------------------------------------------------
                                                                    Exhibit 99.1



For release: IMMEDIATELY

   For additional information contact: Richard G. Johnson, Chief Financial
Officer, or Richard C. Rosenzweig, General Counsel - (201) 329-7300

   PHIBRO ANIMAL HEALTH CORPORATION ANNOUNCES COMPLETION OF SALE OF $240 MILLION
OF NOTES, EXPIRATION OF TENDER OFFERS AND CONSENT SOLICITATIONS, AMENDMENT OF
DOMESTIC CREDIT FACILITY AND SIMPLIFICATION OF CORPORATE STRUCTURE

      Ridgefield Park, New Jersey, August 1, 2006 - Phibro Animal Health
Corporation ("PAHC") announced today the successful consummation of the sale of
$160 million of its 10% senior notes due 2013 and $80 million of its 13% senior
subordinated notes due 2014 in a private placement and resale under Rule 144A
and Regulation S of the Securities Act of 1933, as amended.

      The 10% senior notes and the 13% senior subordinated notes are guaranteed
by PAHC's existing domestic subsidiaries and will be guaranteed by certain of
its future domestic subsidiaries.  It is also anticipated that, at a date
following the closing, one of PAHC's existing foreign subsidiaries will
guarantee the 10% senior notes and the 13% senior subordinated notes.

      On June 30, 2006, PAHC and its parent, PAHC Holdings Corporation
("Holdings"), commenced tender offers and consent solicitations with respect to
all of the outstanding 13% Senior Secured Notes due 2007 of PAHC and one of its
subsidiaries, all of the outstanding 9-7/8% Senior Subordinated Notes due 2008
of PAHC and all of the outstanding 15% Senior Secured Notes due 2010 of
Holdings, as described in the Offer to Purchase and Consent Solicitation
Statement, dated June 30, 2006.  PAHC and Holdings have been advised that, as of
11:59 p.m. New York City time on July 28, 2006, the expiration date of such
tender offers and consent solicitations, holders of 100% of the 15% Notes and
over 98% of each of the 13% Notes and 9-7/8% Notes in aggregate principal amount
had validly tendered and not withdrawn their notes and had provided their
consents to effect proposed amendments to the indentures governing such existing
notes.  PAHC also announced that it completed these tender offers and accepted
for payment all notes that had been validly tendered and not withdrawn.

      The 13% Senior Secured Notes not so tendered were defeased to December 1,
2006, on which date such 13% Senior Secured Notes will be redeemed, and the
9-7/8% Senior Subordinated Notes not so tendered have been called for redemption
on September 1, 2006.

      In connection with the foregoing transactions, PAHC has:

          *   refinanced its long-term debt,

          *   repaid debt outstanding under its existing domestic senior credit
              facility,



<PAGE>


            *  amended the terms of its existing domestic senior credit facility
               to provide for up to $65 million of revolving credit, and

            *  simplified its corporate structure by merging its parent into
               PAHC with PAHC surviving the merger.

      This press release is neither an offer to sell nor a solicitation of an
offer to buy securities.  The new 10% and 13% notes have not been registered
under the Securities Act and may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.

Company Description

      PAHC is a leading diversified global manufacturer and marketer of a broad
range of animal health and nutrition products, specifically medicated feed
additives ("MFAs") and nutritional feed additives, which it sells throughout the
world predominantly to the poultry, swine and cattle markets.  MFAs are used
preventively and therapeutically in animal feed to produce healthy animals.
PAHC is also a specialty chemicals manufacturer and marketer.

Forward-Looking Statements

      This news release contains statements that, to the extent that they are
not recitations of historical fact, constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995,
Section 21E of the Securities Exchange Act of 1934. Such forward-looking
information involves risks and uncertainties that could cause actual results to
differ materially from those expressed in any such forward-looking statements.
These risks and uncertainties include, but are not limited to, the following:
our substantial leverage and potential inability to service our debt; our
dependence on distributions from our subsidiaries; an expansion of the
regulatory restrictions on the use of medicated feed additives in food producing
animals could result in a decrease in our sales; our dependence on suppliers
having current regulatory approvals and the challenges of replacing any such
suppliers; competition in each of our markets; a material portion of our sales
and gross profits are generated by medicated feed additives; risks associated
with our international operations and significant foreign assets; our dependence
on our Brazilian and Israeli operations; our operations, properties and
subsidiaries are subject to a wide variety of complex and stringent federal,
state, local and foreign environmental laws and regulations; extensive
regulation by numerous government authorities in the United States and other
countries; a substantial amount of outstanding shares of our voting capital
stock is owned by a single stockholder; our raw materials are subject to price
fluctuations; our reliance on the continued operation of our manufacturing
facilities and intellectual property; outbreaks of animal diseases could
significantly reduce demand for our products; the risks of legal proceedings and
general litigation expenses; potential operating hazards and uninsured risks;
the risk of work stoppages; and our dependence on key personnel.


                                       2
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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