SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Charlesbank Equity Fund VI, Limited Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/30/2007	3. Issuer Name and Ticker or Trading Symbol Animal Health International, Inc. [ AHII ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	6,112	D(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Convertible Preferred Stock	(1)	(1)	Common Stock	11,629,229	(1)	D(2)(3)

1. Name and Address of Reporting Person* Charlesbank Equity Fund VI, Limited Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CB Offshore Equity Fund VI Lp (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Charlesbank Equity Coinvestment Fund VI Ltd Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CHARLESBANK COINVESTMENT PARTNERS LIMITED PARTNERSHIP (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The Series A Convertible Preferred Stock is convertible at anytime, at the holder's election, and automatically upon consummation of the Issuer's Initial Public Offering, at a conversion ratio of 1-to-6.11337 and has no expiration date.

2. Consists of shares held directly by Charlesbank Equity Fund VI, Limited Partnership, and shares held by CB Offshore Equity Fund VI, L.P., Charlesbank Equity Coinvestment Fund VI, Limited Partnership and Charlesbank Coinvestment Partners, Limited Partnership, each an affiliated investment fund of Charlesbank Equity Fund VI, Limited Partnership.

3. Charlesbank Capital Partners, LLC ("Charlesbank") is the general partner of Charlesbank Coinvestment Partners, Limited Partnership. Charlesbank is also the indirect general partner of Charlesbank Equity Fund VI, Limited Partnership, CB Offshore Equity Fund VI, L.P., and Charlesbank Equity Coinvestment Fund VI, Limited Partnership. Charlesbank may be deemed to share voting and investment power with respect to all shares held by those entities and disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported shares for purposes of Section 16 or any other purpose.

	/s/ Tami E. Nason, Charlesbank Equity Fund VI, Limited Partnership, By: Charlesbank Equity Fund VI GP, Limited Partnership, By: Charlesbank Capital Partners, LLC	01/30/2007
	** Signature of Reporting Person	Date
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