8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 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 19, 2010

VCA ANTECH, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware	001-16783	95-4097995
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

12401 West Olympic Boulevard
Los Angeles, California 90064-1022

(Address of Principal Executive Offices, Zip Code)

(310) 571-6500
(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))

Item 1.01 Entry Into Material Definitive Agreement

On August 19, 2010, VCA Antech, Inc. (the “Company”) refinanced its senior credit facility pursuant to the Credit and Guaranty Agreement, by and among Vicar Operating, Inc., the Company, certain subsidiaries of Vicar Operating, Inc., as guarantors, various lenders from time to time party thereto, Wells Fargo Bank, National Association, as administrative agent, collateral agent, issuing bank and swing line lender, Bank of America, N.A., as syndication agent, and JP Morgan Chase Bank, N.A., U.S. Bank, N.A., and Union Bank, N.A., as co-documentation agents. In this report we refer to the Credit and Guaranty Agreement as the Credit Agreement. The new senior credit facility provides for $500.0 million in senior term loans and a $100.0 million revolving facility.  

Pursuant to the Credit Agreement, the $505.4 million of total outstanding senior term notes was repaid with borrowings under the Credit Agreement.

In general, borrowings under the Credit Agreement (including swing line borrowings) bear interest on the basis of either a base rate plus the applicable margin (0.75% to 1.75% depending on the leverage ratio of the Company) or the average one-, two-, three- or six months LIBOR plus the applicable margin (1.75% to 2.75% depending on the leverage ratio of the Company).  The base rate is equal to the higher of (a) Wells Fargo Bank, N.A.'s prime rate, (b) the Federal funds rate plus 0.50%, or (c) the one month LIBOR plus 1.0%.  Initial borrowings under the Credit Agreement, at our current leverage ratio, will be LIBOR plus 225 basis points.

The revolving credit facility under the Credit Agreement matures on August 19, 2015.  The term loans issued under the Credit Agreement mature on August 19, 2015, with principal payments of $6,250,000 due on the last day of each calendar quarter from December 31, 2010 to and including September 30, 2012, of $9,375,000 due on the last day of each calendar quarter from December 31, 2012 to and including September 30, 2014 and of $12,500,000 due on the last day of each calendar quarter thereafter with a final payment of  the lesser of $337,500,000 and the outstanding principal balance due on August 18, 2015.  Principal payments under the revolving credit facility portion are made at our discretion with the entire unpaid amount due at maturity.  

All outstanding indebtedness under the Credit Agreement may be voluntarily prepaid in whole or in part without premium or penalty, other than customary breakage costs.  We and each of our wholly owned subsidiaries guarantee outstanding indebtedness under the Credit Agreement.  Any borrowings, along with the guarantees of the subsidiaries, are further secured by a pledge of substantially all of our consolidated assets.  In addition these borrowings are secured by a pledge of substantially all of the capital stock, or similar equity interest, of our wholly owned subsidiaries.

The Credit Agreement includes certain financial covenants, including the obligation to maintain a fixed charge coverage ratio not less than 1.20:1.00 and a leverage ratio not greater than 3.00:1.00.  In addition, the Credit Agreement restricts acquisitions of entities outside the United States and payments of cash dividends on all classes of stock, and indirectly restricts capital expenditures through the inclusion of capital expenditures in the denominator of the fixed charge coverage ratio.

The Credit Agreement contains certain customary events of default, including, without limitation, failure to make payments, a cross-default to certain other debt, breaches of covenants, breaches of representations and warranties, and change of control.

The above summary of the Credit Agreement is not complete and is qualified in its entirety by reference to the complete text of the Credit Agreement, a copy of which will be attached as an exhibit to the Company’s quarterly report on Form 10-Q for the quarter ended September 30, 2010.  A copy of the press release announcing the refinancing is field as Exhibit 99.1 to this Current Report on Form 8-K.

Item 1.02 Termination of Material Definitive Agreement

On August 19, 2010, we terminated the Amended and Restated Credit and Guaranty Agreement, by and among Vicar Operating, Inc., the Company, certain subsidiaries of Vicar Operating, Inc, as guarantors, various lenders from time to time party thereto, Goldman Sachs Credit Partners, L.P., as joint lead arranger, joint bookrunner and sole syndication agent, Wells Fargo Bank, N.A., as joint lead arranger, joint bookrunner, and administrative agent, and Bank of California, N.A., as documentation agent, as amended.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 8.01 Other Events

Reference is made to the press release of the Company, issued on August 19, 2010, which is incorporated herein by reference.  A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d)       Exhibits

99.1      Press release dated August 19, 2010

SIGNATURES

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

August 24, 2010	VCA ANTECH, INC.
	By:	/s/ Tomas W. Fuller
	Name:	Tomas W. Fuller
	Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibits
99.1	Press release dated August 19, 2010.

EX-99.1

Exhibit 99.1

VCA Antech, Inc. Announces Refinancing of Senior Credit Facility

LOS ANGELES--(BUSINESS WIRE)--August 19, 2010--VCA Antech, Inc. (NASDAQ NM: WOOF), a leading animal healthcare company in the United States, announced today that it refinanced its senior credit facility. The new senior credit facility provides for $500 million in senior term loans and a $100 million revolving facility. The new senior term loan and revolving facility are priced at LIBOR plus 225 basis points. With the proceeds of the new facility, VCA Antech will retire all of the outstanding debt under its existing facility.

Bob Antin, Chairman and CEO, stated, “I am pleased that as a result of our consistent cash flow and the outstanding efforts of Wells Fargo and Bank of America Merrill Lynch, we were able to obtain financing at very attractive terms and strengthen our balance sheet.”

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may and likely will differ materially from this forward-looking information. Our animal hospital and laboratory revenues have been materially adversely impacted by the current economic recession. We are unable to forecast the timing or degree of any economic recovery. Further, trends in the general economy may not be reflected in our business at the same time or in the same degree as in the general economy. The timing and degree of any economic recovery, and its impact on our business, are among the important factors that could cause actual results to differ from this forward-looking information. Among other factors that could cause our actual results to differ from this forward-looking information are: an increase in the level of direct costs or a failure to increase revenue at a level necessary to maintain our expected operating margins, a material adverse change in our financial condition or operations; the level of selling, general and administrative costs; the effects of our recent and future acquisitions (including Firehouse Ventures, LLC and Pet DRx Corporation) and our ability to effectively manage our growth and achieve operating synergies; a decline in demand for any of our products and services; any disruption in our information technology systems or transportation networks; the effects of competition; any impairment in the carrying value of our goodwill and other intangible assets; changes in prevailing interest rates; our ability to service our debt; and general economic conditions. These and other risks are discussed in our Report on Form 10-K for the year ended December 31, 2009 and the reader is directed to these statements for a further discussion of important factors that could cause actual results to differ materially from those in the forward-looking statements.

VCA Antech owns, operates and manages the largest networks of freestanding veterinary hospitals and veterinary-exclusive clinical laboratories in the country and supplies diagnostic imaging equipment to the veterinary industry.

CONTACT:
VCA Antech, Inc.
Tomas Fuller
Chief Financial Officer
310-571-6505