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CREDIT AGREEMENT
       1.
    
    1. The third paragraph beginning with the word WHEREAS on the first page of the Loan
Agreement shall be deleted in its entirety and in its place shall be substituted the
following:




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2.
    
    Section 1 of the Loan Agreement shall be deleted in its entirety and in its place shall be
substituted the following:
  3.
    
    A new definition of Ninth Amendment shall be added to Section 2 of the Loan Agreement in
proper alphabetical order as follows:
 Ninth Amendment
 4.
    
    The last sentence of Section 3.2 of the Loan Agreement shall be deleted in its entirety and
in its place shall be substituted the following:Contemporaneously with the execution of the Ninth Amendment (amending this Agreement), Borrowers
shall execute and deliver to Bank a Note of Borrowers dated as of March 24, 2006 and payable
jointly and severally to the order of Bank in the original principal amount of Fifteen Million
Dollars ($15,000,000.00) in the form attached as Exhibit Bto such Ninth Amendment and
incorporated herein by reference (as the same may from time to time be amended, modified,
extended or renewed, the Note).
 5.
    
    Section 3.16 of the Loan Agreement shall be deleted in its entirety and in its place shall be
substituted the following:
 Maturity
 6.
    
    Borrowers hereby covenant and agree that on or before March 24, 2006, Borrowers shall deliver
to Bank the consolidated and consolidating balance sheet, income statement and cash flow
projections prepared on a month-by-month basis for Borrowers and their Subsidiaries as
required by Section 7.1(a)(ix) of the Loan Agreement for Borrowers 2006 fiscal year. Any
breach of the covenant set forth in this paragraph 6 shall constitute an Event of Default
under the Loan Agreement and the other Transaction Documents.7.
    
    Provided Borrowers shall have delivered their budgeted fiscal year 2006 financial statements
to Bank on or before March 24, 2006 as required under paragraph 6 above, Bank hereby waives
the existing Default and Event of Default under Section 7.1(a)(ix) of the Loan Agreement for
Borrowers failure to deliver such budgeted fiscal year 2006 financial statements to Bank on
or before December 1, 2005. This paragraph is not and shall not be construed as a commitment
on the part of Bank to waive any future Default or Event of Default under the Loan Agreement,
and Borrowers shall not be entitled to expect any such future waiver.8.
    
    Borrowers hereby further covenant and agree that on or before May 12, 2006, Borrowers shall
execute a new amended and restated loan agreement and other documents to provide for a
syndicated revolving credit facility to the Borrowers from Bank and JPMorgan Chase Bank, N.A.,
as the lenders, and with Bank serving as agent for such lenders, which amended and restated
loan agreement and other documents must be in form and substance satisfactory to Bank and
JPMorgan Chase Bank, N.A.9.
    
    Contemporaneously with the execution of this Ninth Amendment to Credit Agreement, the
Revolving Credit Note made by the Borrowers payable to the order of Bank shall be amended and
restated in the form




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of that certain Revolving Credit Note made by the Borrowers payable to the order of Bank
attached hereto as Exhibit B, to extend the maturity thereof and to make certain
amendments as set forth therein (as the same may from time to time be amended, modified,
extended or renewed, the Note). All references in the Loan Agreement and the other
Transaction Documents to the Note, the Revolving Credit Note and other references of similar
import shall hereafter be amended and deemed to refer to the Note in the form of the Revolving
Credit Note, as amended and restated in the form attached hereto as Exhibit B.10.
    
    Borrowers hereby agrees to reimburse Bank, upon demand, for all out-of-pocket costs and
expenses, including reasonable legal fees and expenses of the attorneys for the Bank incurred
by Bank in the preparation, negotiation and execution of this Ninth Amendment to Credit
Agreement and all other documents, instruments and agreements relating to this Ninth Amendment
to Credit Agreement with Bank.11.
    
    The agreements of Bank contained herein are subject to the following preconditions:
       12.
    
    Borrowers hereby represent and warrant to Bank that:
 (a)
    
    The execution, delivery and performance by Borrowers of this Ninth Amendment to Credit
Agreement and the amended and restated Note are within the corporate powers of Borrowers,
have been duly authorized by all necessary corporate action and require no action by or in
respect of, or filing with, any governmental or regulatory body, agency or official. The
execution, delivery and performance by Borrowers of this Ninth Amendment to Credit
Agreement and the amended and restated Note do not conflict with, or result in a breach of
the terms, conditions or provisions of, or constitute a default under or result in any
violation of, and none of the Borrowers is now in default under or in violation of, the
terms of the Articles of Incorporation or Bylaws of such Borrower, any applicable law, any
rule, regulation, order, writ, judgment or decree of any court or governmental or
regulatory agency or instrumentality, or any agreement or instrument to which any of the
Borrowers is a party or by which any of them is bound or to which any of them is subject;(b)
    
    This Ninth Amendment to Credit Agreement and the amended and restated Note have been
duly executed and delivered and constitute the legal, valid and binding obligations of
Borrowers enforceable in accordance with their respective terms; and(c)
    
    As of the date hereof, all of the covenants, representations and warranties of
Borrowers set forth in the Loan Agreement are true and correct and no Event of Default
(as defined therein) under or within the meaning of the Loan Agreement has occurred and is
continuing.
 13.
    
    All references in the Loan Agreement to this Agreement and any other references of similar
import shall henceforth mean the Loan Agreement as amended by this Ninth Amendment to Credit
Agreement.14.
    
    This Ninth Amendment to Credit Agreement and the amended and restated Note shall be binding
upon and inure to the benefit of the parties hereto and their respective successors and
assigns, except that Borrowers may not assign, transfer or delegate any of their rights or
obligations hereunder.15.
    
    This Ninth Amendment to Credit Agreement shall be governed by and construed in accordance
with the internal laws of the State of Missouri.




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16.
    
    In the event of any inconsistency or conflict between this Ninth Amendment to Credit
Agreement and the Loan Agreement, the terms, provisions and conditions of this Ninth Amendment
to Credit Agreement shall govern and control.17.
    
    The Loan Agreement and the Note, as hereby amended and modified, are and shall remain the
binding obligations of Borrowers and all of the provisions, terms, stipulations, conditions,
covenants and powers contained therein shall stand and remain in full force and effect, except
only as the same are herein and hereby specifically varied or amended, and the same are hereby
ratified and confirmed. If any installment of principal or interest on the Note shall not be
paid when due as provided in the Note, as hereby amended and modified, the holder of the Note
shall be entitled to and may exercise all rights and remedies under the Note and the Loan
Agreement, as amended.18.
    
    This notice is provided pursuant to Section 432.047, R.S.Mo. As used herein, creditor
means Bank, the credit agreement means the Loan Agreement, as previously amended and as
amended by this Ninth Amendment to Credit Agreement, and this writing means the Loan
Agreement, as previously amended and as amended by this Ninth Amendment to Credit Agreement,
all guaranties executed by any other Obligor, and any other agreement executed in connection
herewith or therewith. ORAL AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO
FORBEAR FROM ENFORCING REPAYMENT OF A DEBT INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT ARE
NOT ENFORCEABLE, REGARDLESS OF THE LEGAL THEORY UPON WHICH IT IS BASED THAT IS IN ANY WAY
RELATED TO THE CREDIT AGREEMENT. TO PROTECT YOU (BORROWER(S)) AND US (CREDITOR) FROM
MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING SUCH MATTERS ARE
CONTAINED IN THIS WRITING, WHICH IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT
BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN WRITING TO MODIFY IT.
   VIRBAC CORPORATION PM RESOURCES, INC.ST. JON
LABORATORIES, INC. VIRBAC AH, INC. FRANCODEX
LABORATORIES, INC. DELMARVA LABORATORIES, INC.
the BorrowersBy:       /s/ Jean M. NelsonName: Jean M. NelsonTitle: Executive Vice President and Chief Financial
OfficerFIRST BANKBy: Traci
L. Dodson, Vice President




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EXHIBIT B
 Revolving Credit Note
 $15,000,000.00
    
    St. Louis, MissouriMarch 24, 2006




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VIRBAC CORPORATIONBy:
    /s/ Jean M. NelsonJean M. Nelson, Executive Vice President andChief Financial Officer PM RESOURCES, INC.By:
    /s/ Jean M. NelsonJean M. Nelson, Executive Vice President andChief Financial Officer ST. JON LABORATORIES, INC.By:
    /s/ Jean M. NelsonJean M. Nelson, Executive Vice President andChief Financial Officer VIRBAC AH, INC.By:
    /s/ Jean M. NelsonJean M. Nelson, Executive Vice President andChief Financial Officer FRANCODEX LABORATORIES, INC.By:
    /s/ Jean M. NelsonJean M. Nelson, Executive Vice President andChief Financial Officer DELMARVA LABORATORIES, INC.By:
    /s/ Jean M. NelsonJean M. Nelson, Executive Vice President andChief Financial Officer




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Consent of Virbac S. A.
    By:
Name:
Title:
    
    /s/ Eric Maree
Eric Maree
Chief Executive Officer




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CONSENT OF PARTICIPANT
 Exhibit A
  JPMORGAN CHASE BANK, N.A., successor by merger to
and formerly known as Bank One, N.A.
(Participant)By:
    /s/ Jennifer C. BaggsTitle:
    Vice President
 Accepted and Agreed to
this 28th day ofMarch, 2006:FIRST BANKBy:
    
    /s/ Traci L. DodsonTitle:
    
    Vice President