EX-10.5



 Exhibit 10.5 

EXECUTION VERSION 

AMENDMENT NO. 3 dated as of February 4, 2013 (this “Amendment”), to the Term Loan Credit Agreement dated
as of November 24, 2010 (as amended by Amendment No. 1 dated as of February 25, 2011, and Amendment No. 2 dated as of October 9, 2012, and as further amended, supplemented or otherwise modified through the date hereof, the
“Credit Agreement”), among PETCO ANIMAL SUPPLIES, INC., a Delaware corporation (the “Borrower”), the subsidiaries of the Borrower from time to time party thereto, the Lenders from time to time party thereto and
CREDIT SUISSE AG, as Administrative Agent and Collateral Agent. 
 A. Pursuant to the Credit Agreement, the Lenders have extended credit to
the Borrower. 
 B. The Borrower has requested that the Credit Agreement be amended to, among other things, provide for new term loans (the
“New Loans”) in an aggregate principal amount of $1,197,437,500, the proceeds of which, together with cash on hand, will be used by the Borrower to (i) repay in full all outstanding Loans (the “Old Loans”)
under the Credit Agreement and (ii) pay fees and expenses incurred in connection with the foregoing. 
 Accordingly, in consideration
of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto hereby agree as follows: 

SECTION 1. Definitions. Capitalized terms used but not defined in this Amendment have the meanings assigned thereto in the Credit
Agreement. The provisions of Section 1.03 of the Credit Agreement are hereby incorporated by reference herein, mutatis mutandis. 

SECTION 2. Amendment of the Credit Agreement. Effective as of the Amendment Effective Date (as defined below): 

(a) Section 1.01 of the Credit Agreement is hereby amended by inserting the following definition in its correct alphabetical order: 

““Amendment No. 3 Effective Date” means February 4, 2013.” 

(b) The definition of “Applicable Rate” in Section 1.01 of the Credit Agreement is hereby amended by (1) replacing
“3.25%” with “3.00%” and (2) replacing “2.25%” with “2.00%”. 
 (c) The definition of
“Interest Period” in Section 1.01 of the Credit Agreement is hereby amended by inserting the following at the end thereof: 

“In addition, notwithstanding any contrary provision in this Agreement, the initial Interest Period of the LIBO Rate Borrowing made on
the Amendment No. 3 Effective Date shall end on March 28, 2013.” 







 (d) The definition of “LIBO Rate” in Section 1.01 of the Credit Agreement is
hereby amended by replacing “1.25%” with “1.00%”. 
 (e) Section 2.19 of the Credit Agreement is hereby amended by
replacing the first sentence thereof with the following: 
 “In the event that, prior to the date that is 180 days after the Amendment
No. 3 Effective Date, any Lender receives a Repricing Prepayment (as defined below), then, at the time thereof, the Borrower shall pay to such Lender a prepayment fee equal to 1.00% of the amount of such Repricing Prepayment.” 

(f) Section 9.04(b) of the Credit Agreement is hereby amended by replacing the words “Amendment No. 1 Effective Date” in
the proviso to clause (i)(A) thereof with the words “Amendment No. 3 Effective Date”. 
 SECTION 3. Loans.
(a) Subject to the terms and conditions set forth herein and in the Credit Agreement, (i) each person designated as a “Lender” on Schedule I hereto (each a “New Lender”) agrees, severally and not jointly, to make
a New Loan to the Borrower on the Amendment Effective Date in an aggregate principal amount not to exceed the amount set forth opposite its name on Schedule I hereto and (ii) from and after the making of the New Loans on the Amendment Effective
Date, each New Loan shall be a “Loan”, and each New Lender shall be a “Lender”, under the Credit Agreement. The proceeds of the New Loans shall be used by the Borrower solely to make the Loan Repayment (as defined below) and to
pay fees and expenses incurred in connection therewith. Sections 2.02, 2.03 and 2.04 of the Credit Agreement shall apply mutatis mutandis to the funding of the New Loans on the Amendment Effective Date. 

(a) On the Amendment Effective Date, the Borrower shall repay all Old Loans outstanding under the Credit Agreement, together with accrued and
unpaid interest thereon, with the proceeds of the New Loans (the “Loan Repayment”). Upon the Borrower’s making of the Loan Repayment, each of the Lenders receiving such Loan Repayment, other than those lenders that are New
Lenders, shall cease to be a party to the Credit Agreement and shall be released from all further obligations thereunder and shall have no further rights thereunder or any rights to or interest in any Collateral; provided, however, that such
Lenders shall continue to be entitled to the benefits (in accordance with the Credit Agreement) of Sections 2.13, 2.14, 2.15 and 9.03 of the Credit Agreement as in effect immediately prior to the Amendment Effective Date. 

SECTION 4. Reaffirmation. Each Loan Party, by its signature below, hereby acknowledges that it has read this Amendment and consents to
the terms hereof and further hereby (a) agrees that, notwithstanding the effectiveness of this Amendment, the Credit Agreement and the Collateral Documents continue to be in full force and effect (except, in the case of the Credit Agreement, to
the extent expressly amended hereby) and (b) affirms and confirms (1) its obligations under each of the Loan Documents to which it is a party, (2) its guarantee of the Secured Obligations and (3) the pledge of and/or grant of a
security interest in its assets as Collateral to secure such Secured Obligations, all as provided in the Loan Documents as originally executed, and acknowledges and agrees that such guarantee, pledge and/or grant continue in full force and effect in
respect of, and to secure, such Secured Obligations under the Credit Agreement (as amended hereby) and the other Loan Documents. 

  
 -2- 








 SECTION 5. Representations and Warranties. To induce the other parties hereto to enter
into this Amendment, each Loan Party represents and warrants to each of the other parties hereto, that, at the time of and immediately after giving effect to this Amendment and the transactions contemplated hereby on the Amendment Effective Date:

 (a) the representations and warranties of each Loan Party contained in Article III of the Credit Agreement and in the other Loan
Documents are true and correct in all material respects on and as of the Amendment Effective Date except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties are
true and correct in all material respects as of such earlier date; provided that, in each case, such materiality qualifier shall not be applicable to any representation and warranty that already is qualified or modified by materiality in the
text thereof; 
 (b) no Default has occurred and is continuing; 

(c) all written information (other than any projections, forward-looking statements, the pro forma financial statements and estimates and
information of a general economic nature) concerning the Borrower, the Subsidiaries and any of the transactions contemplated hereby prepared by or on behalf of the Borrower or the Subsidiaries and that have been made available to any Lenders or the
Administrative Agent in connection with the transactions contemplated hereby on or before the date hereof (the “Information”), when taken as a whole, as of the date such Information was furnished to the Lenders and as of the
Amendment Effective Date, did not contain any untrue statement of a material fact as of any such date or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the
circumstances under which such statements were made; and 
 (d) the projections, forward-looking statements, pro forma financial statements
and estimates and information of a general economic nature prepared by or on behalf of the Borrower or any of its representatives and that have been made available to any Lenders or the Administrative Agent in connection with the transactions
contemplated hereby on or before the date hereof (the “Other Information”) (i) have been prepared in good faith based upon assumptions believed by the Borrower to be reasonable as of the date thereof (it being understood that
actual results may vary materially from the Other Information), and (ii) as of the Amendment Effective Date, have not been modified in any material respect by the Borrower. 

SECTION 6. Effectiveness. This Amendment shall become effective as of the date (the “Amendment Effective Date”) on
which: 
 (a) the Administrative Agent (or its counsel) shall have received counterparts of this Amendment that, when taken together, bear
the signatures of (i) the Borrower, (ii) each Loan Guarantor, (iii) the Administrative Agent, (iv) the Collateral Agent, (v) the Required Lenders and (vi) each New Lender; 

(b) the Administrative Agent shall have received, on behalf of itself and the Lenders, a favorable written opinion of Pillsbury Winthrop Shaw
Pittman LLP, special counsel for the Loan Parties, in form and substance reasonably satisfactory to the Administrative Agent, dated the Amendment Effective Date and addressed to the Agents and the Lenders; 

  
 -3- 








 (c) the Administrative Agent shall have received (i) a certificate of each Loan Party, dated
the Amendment Effective Date and executed by its Secretary or Assistant Secretary, which shall (A) certify the resolutions of its Board of Directors, members or other body authorizing the execution, delivery and performance of the Loan
Documents to which it is a party, (B) identify by name and title and bear the signatures of the officers of such Loan Party authorized to sign the Loan Documents to which it is a party, and (C) contain appropriate attachments, including
the certificate or articles of incorporation or organization of each Loan Party certified by the relevant authority of the jurisdiction of organization of such Loan Party and a true and correct copy of its by-laws or operating, management or
partnership agreement, and (ii) a good standing certificate as of a recent date for each Loan Party from its jurisdiction of organization; 

(d) (i) at the time of and immediately after giving effect to the consummation of the transactions contemplated hereby on the Amendment
Effective Date, the representations and warranties of the Borrower and the other Loan Parties set forth in Article III of the Credit Agreement and in the other Loan Documents shall be true and correct in all material respects on and as of the
Amendment Effective Date except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date,
(ii) at the time of and immediately after giving effect to the consummation of the transactions contemplated hereby on the Amendment Effective Date, no Default shall have occurred and be continuing and (iii) the Administrative Agent shall
have received a certificate, signed by the chief financial officer or vice president of finance of the Borrower and dated the Amendment Effective Date, confirming compliance with the conditions precedent set forth in clauses (i) and
(ii) of this Section 7(d); 
 (e) the Administrative Agent shall have received all fees required to be paid by the Borrower, and
all reasonable documented out-of-pocket expenses for which invoices have been presented (including the reasonable documented fees and expenses of Cravath, Swaine & Moore LLP, as counsel for the Agents), on or before the Amendment Effective
Date; 
 (f) the Administrative Agent shall have received a customary certificate from the chief financial officer, vice president of
finance or vice president and controller of the Borrower certifying that the Borrower and its Subsidiaries, on a consolidated basis after giving effect to the transactions contemplated hereby on the Amendment Effective Date, are solvent (which shall
have a meaning consistent with Section 3.13 of the Credit Agreement); 
 (g) the Administrative Agent shall have received a Borrowing
Request not later than 1:30 p.m., New York City time, two (2) Business Days before the proposed Amendment Effective Date (or such later time as shall be acceptable to the Administrative Agent); 

(h) the Administrative Agent shall have received notice of the prepayment of Old Loans in accordance with Section 2.08(b) of the Credit
Agreement; 

  
 -4- 








 (i) the Administrative Agent shall be satisfied that the Loan Repayment shall be consummated
substantially concurrently with the funding of the New Loans on the Amendment Effective Date; and 
 (j) the Administrative Agent shall have
received all documentation and other information reasonably requested by it that is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the USA PATRIOT Act.

 SECTION 7. Intercreditor Agreement. In accordance with Section 2.10 of the Intercreditor Agreement, the Collateral Agent, on
behalf of each New Lender, hereby confirms that it shall be bound by the terms of the Intercreditor Agreement. 
 SECTION 8. No
Novation. This Amendment shall not extinguish or otherwise modify the Obligations for the payment of money outstanding under the Credit Agreement (except as otherwise expressly provided with respect to the Loan Repayment) or discharge or release
or otherwise modify the Lien of any Loan Document or any other security therefor or any guarantee thereof, and the liens and security interests in favor of the Collateral Agent for the benefit of the Secured Parties securing payment of the Secured
Obligations are in all respects continuing and in full force and effect with respect to all Secured Obligations. Nothing herein contained shall be construed as a substitution or novation, or a payment and reborrowing, or a termination, of the
Obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same (except as otherwise expressly provided with respect to the Loan Repayment), which shall remain in full force and effect, except as modified hereby
or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any document contemplated hereby (i) shall by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and
remedies of the Lenders or the Agents under the Credit Agreement or any other Loan Document or (ii) shall be construed as a release or other discharge of the Borrower under the Credit Agreement or the Borrower or any other Loan Party under any
Loan Document from any of its obligations and liabilities thereunder, and such obligations are in all respects continuing with only the terms being modified as provided in this Amendment (except as otherwise expressly provided with respect to the
Loan Repayment). The Credit Agreement and each of the other Loan Documents shall remain in full force and effect, except as modified hereby. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment,
modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. After the date hereof, any reference to the
Credit Agreement in any Loan Document, and the terms “this Agreement”, “herein”, “hereunder”, “hereto”, “hereof” and words of similar import in the Credit Agreement, shall, unless the context
otherwise requires, mean the Credit Agreement as modified hereby. This Amendment shall constitute a Loan Document for all purposes of the Credit Agreement. 

SECTION 9. Counterparts. This Amendment may be executed in counterparts (and by different parties hereto on different counterparts),
each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Amendment by facsimile or electronic transmission shall be effective
as delivery of a manually executed counterpart of this Agreement. 

  
 -5- 








 SECTION 10. Headings. Section headings used herein are for convenience of reference only,
are not part of this Amendment and are not to affect the construction of, or to be taken into consideration in interpreting, 
 SECTION 11.
GOVERNING LAW. THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK. 

  
 -6- 








 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their
respective authorized officers as of the day and year first above written. 
  

					
	PETCO ANIMAL SUPPLIES, INC.,
		
	by:	 	 /s/ Michael E. Foss

	Name:	 	Michael E. Foss
	Title:	 	Executive Vice President & Chief Financial Officer
	
	PETCO ANIMAL SUPPLIES STORES, INC.,
	INTERNATIONAL PET SUPPLIES AND DISTRIBUTION, INC,
	PETCO SOUTHWEST, INC,
	PETCO PET INSURANCE CENTER, INC.,
		
	by:	 	 /s/ Michael E. Foss

	Name:	 	Michael E. Foss
	Title:	 	President
	
	PETPEOPLE, INC,
		
	by:	 	 /s/ Michael E. Foss

	Name:	 	Michael E. Foss
	Title:	 	Chief Financial Officer
	
	E-PET SERVICES, LLC,
		
	by	 	PETCO ANIMAL SUPPLIES STORES, INC.
		 	Its:	 	Sole Member
		
		 	 /s/ Michael E. Foss

		 	Name:	 	Michael E. Foss
		 	Title:	 	President



  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 








 
					
	PETCO ASIA, LLC,
		
	By	 	INTERNATIONAL PET SUPPLIES AND DISTRIBUTION, INC.
		 	Its:	 	Sole Member
		
		 	 /s/ Michael E. Foss

		 	Name:	 	Michael E. Foss
		 	Title:	 	President
	
	PETCO PUERTO RICO, LLC,
		
	by	 	PETCO ANIMAL SUPPLIES STORES, INC.
		 	Its:	 	Sole Member
		
		 	 /s/ Michael E. Foss

		 	Name:	 	Michael E. Foss
		 	Title:	 	President



  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 








 
					
	CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, individually as Lender and as Administrative Agent and Collateral Agent,
		
	by	 	 /s/ John Toronto

		 	Name:	 	John Toronto
		 	Title:	 	Managing Director
		
	by	 	 /s/ Wei-Jen Yuan

		 	Name:	 	Wei-Jen Yuan
		 	Title:	 	Associate



  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Airlie CLO 2006-II, LTD
	 	

  

							
		 	by	 	 /s/ Wesley Seifer

		 		 	Name:	 	Wesley Seifer
		 		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 ABCLO 2007-1, Ltd.
	 	
				
		  	By:	  	AllianceBernstein L.P.	 	

  

							
		 	by	 	 /s/ Michael E. Sohr

		 		 	Name:	 	Michael Sohr
		 		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 AllianceBernstein Bond Fund Inc. - AllianceBernstein Limited Duration High Income
Portfolio
	 	
				
		  	By:	  	AllianceBernstein L.P.	 	

  

							
		 	by	 	 /s/ Michael E. Sohr

		 		 	Name:	 	Michael Sohr
		 		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 AllianceBernstein Institutional

Investments - High Yield Loan Portfolio
	 	
				
		 	By:	  	AllianceBernstein L.P.	 	

  

							
		 	by	 	 /s/ Michael E. Sohr

		 		 	Name:	 	Michael Sohr
		 		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 		  		 	
	 AMMC CLO IX, LIMITED
	 	

  

							
		 	By:	  	American Money Management Corp., as Collateral Manager	 	

  

							
		 	by	 	 /s/ Chester M. Eng

		 		 	Name:	 	Chester M. Eng
		 		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 AMMC CLO VI, LIMITED
	 	
				
		 	By:	  	American Money Management Corp., as Collateral Manager	 	

  

							
		 	by	 	 /s/ Chester M. Eng

		 		 	Name:	 	Chester M. Eng
		 		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 AMMC CLO X, LIMITED
	 	
				
		 	By:	  	American Money Management Corp., as Collateral Manager	 	

  

							
		 	by	 	 /s/ Chester M. Eng

		 		 	Name:	 	Chester M. Eng
		 		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 AMMC VII, LIMITED
	 	
				
		 	By:	  	American Money Management Corp., as Collateral Manager	 	

  

							
		 	by	 	 /s/ Chester M. Eng

		 		 	Name:	 	Chester M. Eng
		 		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 ALM IV, Ltd
	 	
				
		 	By:	  	Apollo Credit Management (CLO), LLC As Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 ALM Loan Funding 2010-1, Ltd.
	 	
				
		 	By:	  	Apollo Credit Management, LLC, its collateral manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 ALM V, Ltd.
	 	
				
		 	By:	  	Apollo Credit Management (CLO), LLC, as Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 ALM VI, Ltd.
	 	
				
		 	By	  	Apollo Credit Management (CLO), LLC, as Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 Gulf Stream – Compass CLO 2007, Ltd.
	 	
				
		 	By:	  	Gulf Stream Asset Management LLC As Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 Gulf Stream - Sextant CLO 2007-1, Ltd.
	 	
				
		 	By:	  	Gulf Stream Asset Management LLC As Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 Gulf Stream - Rashinban CLO 2006-I, Ltd.
	 	
				
		 	By:	  	Gulf Stream Asset Management LLC As Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 LeverageSource V S.A.R.L
	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Class A Manager
	
	For any Lender requiring a second signature line:
			
		 	by	 	 /s/ Laurent Ricci

		 		 	Name:	 	Laurent Ricci
		 		 	Title:	 	Class B Manager


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 Neptune Finance CCS, Ltd.
	 	
				
		 	By:	  	Gulf Stream Asset Management LLC As Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 Stone Tower CLO IV Ltd.
	 	
				
		 	By:	  	Apollo Debt Advisors LLC, As its Collateral Manager	 	

  

							
		 	by	 	 /s/ Joe Moroney

		 		 	Name:	 	Joe Moroney
		 		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
			
		 	by	 	  

		 		 	Name:	 	
		 		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 ARES SPC HOLDINGS, L.P.
	 	

  

							
	BY:	 	ARES SPC HOLDINGS GP LLC, GENERAL PARTNER
			
		 	By:	 	 /s/ Americo Cascella

		 		 	Name:	 	Americo Cascella
		 		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 ARES XII CLO LTD.
	 	

  

							
	 BY: ARES CLO MANAGEMENT XII, L.P.,

ITS ASSET MANAGER

	
	BY: ARES CLO GP XII, LLC, ITS GENERAL PARTNER
			
		 	By:	 	 /s/ Americo Cascella

		 		 	Name:	 	Americo Cascella
		 		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 ARES ENHANCED CREDIT OPPORTUNITIES FUND II, LTD.
	 	

  

							
	BY:	 	ARES ENHANCED CREDIT OPPORTUNITIES INVESTMENT MANAGEMENT II, LLC, ITS INVESTMENT MANAGER
			
		 	By:	 	 /s/ Americo Cascella

		 		 	Name:	 	Americo Cascella
		 		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 ARES ENHANCED CREDIT OPPORTUNITIES FUND LTD
	 	

  

							
	BY:	 	ARES ENHANCED CREDIT OPPORTUNITIES FUND MANAGEMENT, L.P., ITS MANAGER
		
	BY:	 	ARES ENHANCED CREDIT OPPORTUNITIES FUND MANAGEMENT GP, LLC, AS GENERAL PARTNER
			
		 	By:	 	 /s/ Americo Cascella

		 		 	Name:	 	Americo Cascella
		 		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Ares NF CLO XIV Ltd
	 	

  

					
	By:	 	Ares NF CLO XIV Management, L.P., its collateral manager
		
	By:	 	Ares NF CLO XIV Management LLC, its general partner
		
	By:	 	 /s/ Americo Cascella

		 	Name:	 	Americo Cascella
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 ARES SENIOR LOAN TRUST
	 	

  

					
	BY:	 	ARES SENIOR LOAN TRUST MANAGEMENT, L.P., ITS INVESTMENT ADVISER
		
	BY:	 	ARES SENIOR LOAN TRUST MANAGEMENT, LLC, ITS GENERAL PARTNER
		
	By:	 	 /s/ Americo Cascella

		 	Name:	 	Americo Cascella
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 ARES XX CLO LTD.
	 	

  

							
	BY:	 	ARES CLO MANAGEMENT XX, L.P., ITS INVESTMENT MANAGER
		
	BY:	 	ARES CLO GP XX, LLC, ITS GENERAL PARTNER
			
		 	By:	 	 /s/ Americo Cascella

		 		 	Name:	 	Americo Cascella
		 		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 ARES XXI CLO LTD.
	  	

  

							
	BY:	 		 	ARES CLO MANAGEMENT XXI, L.P., ITS INVESTMENT MANAGER
			
	BY:	 		 	ARES CLO GP XXI, LLC, ITS GENERAL PARTNER
			
		 	By:	 	 /s/ Americo Cascella

		 		 	Name:	 	Americo Cascella
		 		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 ARES XXII CLO LTD.
	  	

  

			
	BY:	 	ARES CLO MANAGEMENT XXII, L.P., ITS ASSET MANAGER
		
	BY:	 	ARES CLO GP XXII, LLC, ITS GENERAL PARTNER
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 FUTURE FUND BOARD OF GUARDIANS
	  	

  

			
	BY:	 	ARES ENHANCED LOAN INVESTMENT STRATEGY ADVISOR IV, L.P., ITS INVESTMENT MANAGER (ON BEHALF OF THE ELIS IV SUB ACCOUNT)
		
	BY:	 	ARES ENHANCED LOAN INVESTMENT STRATEGY ADVISOR IV GP, LLC, ITS GENERAL PARTNER
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 PPF Nominee 1 B.V.
	  	

  

			
	BY:	 	Ares Management Limited, its Portfolio Manager
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 WELLPOINT, INC.
	  	

  

			
	BY:	 	ARES WLP MANAGEMENT, L.P., ITS INVESTMENT MANAGER
		
	BY:	 	ARES WLP MANAGEMENT GP, LLC, ITS GENERAL PARTNER
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 








 SCHEDULE I 
  

					
		  		  	 SIGNATURE PAGE TO AMENDMENT
 NO.
3 DATED AS OF THE DATE
 FIRST WRITTEN ABOVE, TO THE
 PETCO
ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT


  

							
	Name of Institution:	  	BABSON CLO LTD. 2005-1	  	
		  	BABSON CLO LTD. 2005-11	  	
		  	BABSON CLO LTD. 2006-1	  	
		  	BABSON CLO LTD. 2006-11	  	
		  	BABSON CLO LTD. 2007-1	  	
		  	BABSON CLO LTD. 2011-1	  	
		  	 BABSON MID-MARKET CLO LTD. 2007-ll

CLEAR LAKE CLO, LTD.
	  	
		  	SAPPHIRE VALLEY CDO I, LTD.	  	
		  	ST. JAMES RIVER CLO, LTD.	  	
				
		  	By:	  	Babson Capital Management LLC as Collateral Manager	  	

  

			
	By:	 	 /s/ Marcus Sowell

	Name:	 	Marcus Sowell
	Title:	 	Managing Director

  

							
	Name of Institution:	  	 C.M. LIFE INSURANCE COMPANY

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

				
		  	By	  	Babson Capital Management LLC as Investment Adviser	  	

  

			
	By:	 	 /s/ Marcus Sowell

	Name:	 	Marcus Sowell
	Title:	 	Managing Director

  

							
	Name of Institution:	  	DIAMOND LAKE CLO, LTD.	  	
				
		  	By:	  	Babson Capital Management LLC as Collateral Servicer	  	

  

			
	By:	 	 /s/ Marcus Sowell

	Name:	 	Marcus Sowell
	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Sankaty Senior Loan Fund, L.P.
	  	

  

			
	By:	 	 /s/ Sally D. Fassler

	Name:	 	Sally D. Fassler, CPA
	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Victoria Court CBNA Loan Funding LLC
	  	

  

			
	By:	 	 /s/ Adam Kaiser

	Name:	 	Adam Kaiser
	Title:	 	ATTORNEY-IN-FACT
	
	For any Lender requiring a second signature line:
		
	By:	 	 N/A

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Ballantyne Funding LLC
	  	

  

			
	By:	 	 /s/ Stacy Lai

	Name:	 	Stacy Lai
	Title:	 	Assistant Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Bank of America, N.A.
	  	

  

			
	By:	 	 /s/ Erik Grossman

	Name:	 	Erik Grossman
	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


			
	Name of Institution:
	
	BlackRock Senior High Income Fund, Inc.
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor
		
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	Allied World Assurance Company, Ltd	  	
	By:	 	BlackRock Financial Management, Inc., its Investment Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	JPMBI re Blackrock Bankloan Fund	  	
	By:	 	BlackRock Financial Management, Inc., as Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Floating Rate Income Trust	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Defined Opportunity Credit Trust	  	
	By:	 	BlackRock Financial Management Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Limited Duration Income Trust	  	
	By:	 	BlackRock Financial Management Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BMI CLOI	  	
	By:	 	BlackRock Financial Management, Inc., its Investment Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Funds II, BlackRock Floating Rate Income Portfolio	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Global Long/Short Credit Fund of BlackRock Funds	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Secured Credit Portfolio of BlackRock Funds II	  	
	By:	 	BlackRock Financial Management Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Senior Income Series IV	  	
	By:	 	BlackRock Financial Management, Inc., its Collateral Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Senior Income Series V Limited	  	
	By:	 	BlackRock Financial Management, Inc., its Collateral Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


			
	Name of Institution:
	
	Strategic Income Opportunities Bond Fund
	By:	 	BlackRock Institutional Trust Company, NA, not in its individual capacity but as Trustee of the Strategic Income Opportunities Bond Fund


 

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Debt Strategies Fund, Inc.	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Floating Rate Income Strategies Fund, Inc.	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Global Investment Series: Income Strategies Portfolio	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	Houston Casualty Company	  	
	By:	 	BlackRock Investment Management, LLC, its Investment Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	U.S. Specialty Insurance Company	  	
	By:	 	BlackRock Investment Management, LLC, its Investment Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	Ironshore Inc.	  	
	By:	 	BlackRock Financial Management, Inc., its Investment Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	Magnetite VI, Limited	  	
	By:	 	BlackRock Financial Management, Inc., its Collateral Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	Magnetite VII, Limited	  	
	By:	 	BlackRock Financial Management Inc., Its Collateral Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	Pennanens Capital L.P.	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	BlackRock Senior Floating Rate Portfolio	  	
	By:	 	BlackRock Financial Management, Inc., its Sub-Advisor	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	
		
	Scor Global Life Americas Reinsurance Company	  	
	By:	 	BlackRock Financial Management, Inc., its Investment Manager	  	

  

			
	By:	 	 /s/ C Adrian Marshall

	Name:	 	C Adrian Marshall
	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 BlueMountain CLO 2012-1 Ltd
	 	


					
			
	By:	 	BLUEMOUNTAIN CAPITAL MANAGEMENT Its Collateral Manager	 	

  

			
	By:	 	 /s/ Jack Chau

	Name:	 	Jack Chau
	Title:	 	Associate
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 BlueMountain CLO 2012-2 Ltd
	 	


					
			
	By:	 	BLUEMOUNTAIN CAPITAL MANAGEMENT Its Collateral Manager	 	

  

			
	By:	 	 /s/ Jack Chau

	Name:	 	Jack Chau
	Title:	 	Associate
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 BlueMountain CLO II, LTD
	 	


					
			
	By:	 	BLUEMOUNTAIN CAPITAL MANAGEMENT Its Collateral Manager	 	

  

			
	By:	 	 /s/ Jack Chau

	Name:	 	Jack Chau
	Title:	 	Associate
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 BlueMountain CLO III, LTD
	 	


					
			
	By:	 	BLUEMOUNTAIN CAPITAL MANAGEMENT Its Collateral Manager	 	

  

			
	By:	 	 /s/ Jack Chau

	Name:	 	Jack Chau
	Title:	 	Associate
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Carlyle Arnage CLO, Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Carlyle Azure CLO, Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Carlyle Bristol CLO, Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Carlyle High Yield Partners VII, Ltd
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Carlyle McLaren CLO, Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Carlyle Veyron CLO, Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Foothill CLO I, Ltd
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Mountain Capital CLO IV Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Mountain Capital CLO V Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Mountain Capital CLO VI Ltd.
	 	

  

			
	By:	 	 /s/ Linda Pace

	Name:	 	Linda Pace
	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 SHINNECOCK CLO 2006-1 LTD
	 	

  

			
	By:	 	 /s/ Francis Ruchalski

	Name:	 	FRANCIS RUCHALSKI
	Title:	 	CFO
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Cent CDO 10 Limited
	 	


					
			
	By:	 	Columbia Management Investment Advisers, LLC as Collateral Manager	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Assistant Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Cent CDO 12 Limited
	 	


					
			
	By:	 	Columbia Management Investment Advisers, LLC as Collateral Manager	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Assistant Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Cent CDO 14 Limited
	 	


					
			
	By:	 	Columbia Management Investment Advisers, LLC as Collateral Manager	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Assistant Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Cent CDO 15 Limited
	 	


					
			
	By:	 	Columbia Management Investment Advisers, LLC as Collateral Manager	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Assistant Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Cent CDO XI Limited
	 	


					
			
	By:	 	Columbia Management Investment Advisers, LLC as Collateral Manager	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Assistant Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Centurion CDO 9 Limited
	 	


					
			
	By:	 	Columbia Management Investment Advisers, LLC as Collateral Manager	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Assistant Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Columbia Floating Rate Fund, a series of Columbia Funds Series Trust II
	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Assistant Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Columbia Strategic Income Fund, a series of Columbia Funds Series Trust I
	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 RiverSource Life Insurance Company
	 	

  

			
	By:	 	 /s/ Robin C. Stancil

	Name:	 	Robin C. Stancil
	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

	Name:	 	
	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Atrium IV
	 	

  

			
	By:	 	 /s/ David H. Lerner

	Name:	 	David H. Lerner
	Title:	 	Authorized Signatory

  

									
	For any Lender requiring a second signature line:	 		 	Atrium V
		 		 		 	By:	 	Credit Suisse Asset Management LLC, as collateral manager
	By:	 	  
	 		 		 	
	Name:	 		 		 	Castle Garden Funding
	Title:	 		 		 		 	
		 		 		 	AUSTRALIANSUPER
		 		 		 	By:	 	Credit Suisse Asset Management, LLC, as sub-advisor to Bentham Asset Management Pty Ltd. in its capacity as agent of and Investment manager for AustralianSuper Pty Ltd. in its capacity as trustee of AustralianSuper
				
		 		 		 	Madison Park Funding II, Ltd.
		 		 		 	By:	 	Credit Suisse Asset Management LLC, as collateral manager
				
		 		 		 	Madison Park Funding III, Ltd.
		 		 		 	By:	 	Credit Suisse Asset Management LLC, as collateral manager
				
		 		 		 	Madison Park Funding IV, Ltd.
		 		 		 	By:	 	Credit Suisse Asset Management LLC, as collateral manager
				
		 		 		 	Madison Park Funding V, Ltd.
		 		 		 	By:	 	Credit Suisse Asset Management LLC, as collateral manager
				
		 		 		 	Madison Park Funding X, Ltd.
		 		 		 	By:	 	Credit Suisse Asset Management LLC, as collateral manager
				
		 		 		 	General Board of Pension and Health Benefits of The United Methodist Church
		 		 		 	By:	 	Credit Suisse Asset Management LLC, the investment advisor for UMC Benefit Board Inc., the trustee and investment manager for Wespath Investment Management, a division of the General Board......


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 FLAGSHIP CLO V
	 	

  

			
	Flagship CLO V
	By:	 	 Deutsche Investment Management Americas, Inc.

(as successor in interest to Deutsche Asset Management, Inc.),
 As
Collateral Manager


  

					
	By:	 	 /s/ Eric S. Meyer

		 	Eric S. Meyer, Managing Director
		
	By:	 	 /s/ Shameem R. Kathiwalla

		 	Name:	 	Shameem R. Kathiwalla
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	 Name of Institution:
	 	 FLAGSHIP CLO VI
	 	

  

			
	Flagship CLO VI
	By:	 	 Deutsche Investment Management Americas, Inc.

As Collateral Manager



					
		
	By:	 	 /s/ Eric S. Meyer

		 	Eric S. Meyer, Managing Director
		
	By:	 	 /s/ Shameem R. Kathiwalla

		 	Name:	 	Shameem R. Kathiwalla
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	 	 DWS FLOATING RATE FUND
	 	

  

			
	DWS Floating Rate Fund
	By:	 	 Deutsche Investment Management Americas, Inc.

Investment Advisor



					
		
	By:	 	 /s/ Eric S. Meyer

		 	Eric S. Meyer, Managing Director
		
	By:	 	 /s/ Shameem R. Kathiwalla

		 	Name:	 	Shameem R. Kathiwalla
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	 	 DWS HIGH INCOME TRUST
	  	

  

			
	DWS HIGH INCOME TRUST
	By:	 	 Deutsche Investment Management Americas, Inc. as

Investment Advisor to the Fund



 

			
	By:	 	 /s/ Ann Marie Ryan

		 	Ann Marie Ryan, Director

  

					
	By:	 	 /s/ Shameem R. Kathiwalla

		 	Name:	 	Shameem R. Kathiwalla
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	 	 DWS STRATEGIC INCOME TRUST
	  	

  

			
	DWS STRATEGIC INCOME TRUST


			
	By:	 	 Deutsche Investment Management Americas, Inc. as

Investment Advisor to the Fund



			
		
	By:	 	 /s/ Ann Marie Ryan

		 	Ann Marie Ryan, Director

  

					
	By:	 	 /s/ Shameem R. Kathiwalla

		 	Name:	 	Shameem R. Kathiwalla
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	 	 DWS HIGH INCOME OPPORTUNITIES FUND, INC.
	  	

  

			
	DWS HIGH INCOME OPPORTUNITIES FUND, INC.


			
	By:	 	 Deutsche Investment Management Americas, Inc. as

Investment Advisor to the Fund



			
		
	By:	 	 /s/ Ann Marie Ryan

		 	Ann Marie Ryan, Director

  

					
	By:	 	 /s/ Shameem R. Kathiwalla

		 	Name:	 	Shameem R. Kathiwalla
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	 	 Doral CLO I, Ltd.
	  	

  

					
	By:	 	 /s/ John Finan

		 	Name:	 	John Finan
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	 	 Doral CLO II, Ltd.
	  	

  

					
	By:	 	 /s/ John Finan

		 	Name:	 	John Finan
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 AGF FLOATING RATE INCOME FUND
	  	

  

					
	By:	 	 Eaton Vance Management
 as Portfolio
Manager

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Eaton Vance CDO VII PLC
	  	

  

					
	 By:
	 	 Eaton Vance Management
 as Interim
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Eaton Vance CDO VIII, LTD.
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Eaton Vance CDO IX LTD
	  	 

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Eaton Vance CDO X PLC
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 EATON VANCE SENIOR FLOATING-RATE TRUST
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 EATON VANCE SENIOR FLOATING-RATE INCOME TRUST
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Eaton Vance International (Cayman Islands) Floating-Rate Income Portfolio
	 	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 EATON VANCE SENIOR INCOME TRUST
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 EATON VANCE SHORT DURATION DIVERSIFIED INCOME FUND
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 EATON VANCE INSTITUTIONAL SENIOR LOAN FUND
	  	 

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 EATON VANCE LIMITED DURATION INCOME FUND
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 GRAYSON & CO
	  	

  

					
	By:	 	 BOSTON MANAGEMENT AND RESEARCH

AS INVESTMENT ADVISOR

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Met Investors Series Trust – Met/Eaton Vance Floating Rate Portfolio
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Sub-Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Pacific Select Fund Floating Rate Loan Portfolio
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Sub-Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Pacific Life Funds-PL Floating Rate Loan Fund
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Sub-Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Columbia Funds Variable Series Trust II - Variable Portfolio – Eaton Vance Floating-Rate Income
Fund
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Sub-Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 SENIOR DEBT PORTFOLIO
	  	

  

					
	By:	 	 Boston Management and Research
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Eaton Vance VT Floating-Rate Income Fund
	  	

  

					
	By:	 	 Eaton Vance Management
 as
Investment Advisor

		
	By:	 	 /s/ —

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	By:	 	 /s/ Michael B. Botthof

		 	Name:	 	Michael B. Botthof
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Federated Bank Loan Core Fund
	  	

  

					
	By:	 	 /s/ B. Anthony Delserone, Jr.

		 	Name:	 	B. Anthony Delserone, Jr.
		 	Title:	 	Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Avery Street CLO, Ltd.
	  	

  

					
	By:	 	 /s/ Scott D’Orsi

		 	Name:	 	Scott D’Orsi
		 	Title:	 	Portfolio Manager
	
	For any Lender requiring a second signature line:
		
	By:	 	  



  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Emerson Place CLO, Ltd.
	  	

  

					
	By:	 	 /s/ Scott D’Orsi

		 	Name:	 	Scott D’Orsi
		 	Title:	 	Portfolio Manager
	
	For any Lender requiring a second signature line:
		
	By:	 	  



  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Lime Street CLO, Ltd.
	  	

  

					
	By:	 	 /s/ Scott D’Orsi

		 	Name:	 	Scott D’Orsi
		 	Title:	 	Portfolio Manager
	
	For any Lender requiring a second signature line:
		
	By:	 	  



  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Ballyrock CLO 2006-1 Limited
	  	

  

					
	By:	 	Ballyrock Investment Advisors LLC, as Collateral Manager


					
		
	By:	 	 /s/ Lisa Rymut

		 	Name:	 	Lisa Rymut
		 	Title:	 	Assistant Treasurer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Ballyrock CLO 2006-2 Limited
	  	

  

			
	By:	 	Ballyrock Investment Advisors LLC, as Collateral Manager


					
		
	By:	 	 /s/ Lisa Rymut

		 	Name:	 	Lisa Rymut
		 	Title:	 	Assistant Treasurer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Commonwealth of Massachusetts Pension Reserve Investment Management Board
	 	

  

			
	By:	 	Pyramis Global Advisors Trust Company as Investment Manager


					
		
	By:	 	 /s/ Dooglas Payne

		 	Name:	 	Dooglas Payne
		 	Title:	 	Assistant Treasurer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Fidelity Advisor Series 1: Fidelity Advisor Floating Rate High Income Fund
	 	

  

					
	By:	 	 /s/ Joseph Zambello

		 	Name:	 	Joseph Zambello
		 	Title:	 	Deputy Treasurer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Fidelity Central Investment Portfolios LLC: Fidelity Floating Rate Central Fund
	 	

  

					
	By:	 	 /s/ Joseph Zambello

		 	Name:	 	Joseph Zambello
		 	Title:	 	Deputy Treasurer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	Fidelity Floating Rate High Income Investment Trust, for Fidelity Investments Canada ULC as Trustee of Fidelity Floating Rate High Income Investment Trust

  

					
	By:	 	 /s/ Joseph Zambello

		 	Name:	 	Joseph Zambello
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Fidelity Summer Street Trust: Fidelity Series Floating Rate High Income Fund
	  	

  

					
	By:	 	 /s/ Joseph Zambello

		 	Name:	 	Joseph Zambello
		 	Title:	 	Deputy Treasurer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Pyramis Floating Rate High Income Commingled Pool
	  	

  

					
	By:	 	 Pyramis Global Advisors Trust Company

as Trustee

		
	By:	 	 /s/ Dooglas Payne

		 	Name:	 	Dooglas Payne
		 	Title:	 	Assistant Treasurer
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Nantucket CLO I, Ltd
	  	

  

					
	By:	 	 Fortis Investment Management USA, Inc

as Attorney in fact

		
	By:	 	 /s/ Vanessa Ritter

		 	Name:	 	Vanessa Ritter
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Goldman Sachs Trust on behalf of the Goldman Sachs High Yield Floating Rate Fund
	 	

  

					
	By:	 	 Goldman Sachs Asset Management, L.P.

as investment advisor and not as principal

		
	By:	 	 /s/ Srivathsa Gopinath

		 	Name:	 	Srivathsa Gopinath
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Torus Insurance Holdings Limited
	  	

  

					
	By:	 	 Goldman Sachs Asset Management, L.P.

solely as its investment advisor and not as principal

		
	By:	 	 /s/ Srivathsa Gopinath

		 	Name:	 	Srivathsa Gopinath
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Northrop Grumman Pension Master Trust
	 	

  

					
	By:	 	 Goldman Sachs Asset Management, L.P.

solely as its investment advisor and not as principal

		
	By:	 	 /s/ Srivathsa Gopinath

		 	Name:	 	Srivathsa Gopinath
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 BLACKSTONE/GSO MARKET NEUTRAL CREDIT MASTER FUND LP
	 	

  

					
	By:	 	GSO Capital Advisors LLC, as Manager
		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 CALLIDUS DEBT PARTNERS CLO FUND VI, LTD.
	 	

  

					
	By:	 	 GSO / Blackstone Debt Funds Management LLC

as Collateral Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 CALLIDUS DEBT PARTNERS CLO FUND IV, LTD.
	 	

  

					
	By:	 	 GSO / Blackstone Debt Funds Management LLC

as Collateral Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 CENTRAL PARK CLO, LTD.
	 	

  

					
	By:	 	 GSO / Blackstone Debt Funds Management LLC

as Collateral Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 COLUMBUS PARK CDO LTD.
	 	

  

					
	By:	 	 GSO / Blackstone Debt Funds Management LLC

as Portfolio Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 GALE FORCE 3 CLO, LTD.
	 	

  

					
	By:	 	 GSO/Blackstone Debt Funds Management LLC

as Collateral Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 INWOOD PARK CDO LTD.
	 	

  

					
	By:	 	 Blackstone Debt Advisors L.P.
 as
Collateral Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LAFAYETTE SQUARE CDO LTD.
	 	

  

					
	By:	 	 Blackstone Debt Advisors L.P.
 as
Collateral Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 MUSASHI SECURED CREDIT FUND LTD.
	 	

  

					
	By:	 	 GSO Capital Advisors LLC,
 as
Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PROSPECT PARK CDO, LTD.
	  	

  

					
	By:	 	 Blackstone Debt Advisors L.P.
 as
Collateral Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 TRIBECA PARK CLO LTD.
	  	

  

					
	By:	 	 GSO/BLACKSTONE Debt Funds Management LLC

as Portfolio Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 UNITED HEALTH CARE INSURANCE CO.
	 	

  

					
	By:	 	 GSO Capital Advisors LLC
 as
Manager

		
	By:	 	 /s/ Daniel H. Smith

		 	Name:	 	Daniel H. Smith
		 	Title:	 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 RS Floating Rate Fund
	 	

  

					
	By:	 	 /s/ Kevin Booth

		 	Name:	 	Kevin Booth
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 The Guardian Life Insurance Company of America
	 	

  

					
	By:	 	 /s/ Kevin Booth

		 	Name:	 	Kevin Booth
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 5180 CLO LP
	 	
			
		  	 By: Guggenheim Partners Investment Management, LLC

As Collateral Manager
	 	

  

					
	By:	 	 /s/ Kaitlin Trinh

		 	Name:	 	KAITLIN TRINH
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Aberdeen Loan Funding, Ltd
	 	
			
		  	 By: Highland Capital Management, L.P.
 As
Collateral Manager
	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Brentwood CLO, Ltd.
	 	
			
		  	By: Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Children’s Healthcare of Atlanta Inc.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Investment Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Eastland CLO, Ltd.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Gleneagles CLO Ltd.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Grayson CLO, Ltd.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Greenbriar CLO, LTD.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Liberty CLO, Ltd.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Red River CLO, Ltd
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Rockwall CDO LTD
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Stratford CLO, Ltd.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Westchester CLO, Ltd.
	 	
				
		  	By:	  	Highland Capital Management, L.P.	 	
		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Carter Chism

		 	Name:	 	Carter Chism
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Hillmark Funding, Ltd.
	 	
				
		  	By:	  	HillMark Capital Management, L.P.,	 	
		  	as Collateral Manager, as Lender	 	

  

					
	By:	 	 /s/ Mark Gold

		 	Name:	 	Mark Gold
		 	Title:	 	CEO
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Stoney Lane Funding I, Ltd.
	 	
				
		  	By:	  	HillMark Capital Management, L.P.,	 	
		  	as Collateral Manager, as Lender	 	

  

					
	By:	 	 /s/ Mark Gold

		 	Name:	 	Mark Gold
		 	Title:	 	CEO
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 

 Name of Institution: 
  

					
	Phoenix CLO I, LTD.
	By:	 	 ING Alternative Asset Management LLC,

as its investment manager

	
	Phoenix CLO II, LTD.
	By:	 	 ING Alternative Asset Management LLC,

as its investment manager

	
	Phoenix CLO III, LTD.
	By:	 	 ING Alternative Asset Management LLC,

as its investment manager

	
	ING Investment Management CLO II, LTD.
	By:	 	 ING Alternative Asset Management LLC,

as its investment manager

	
	ING Investment Management CLO III, LTD.
	By:	 	 ING Alternative Asset Management LLC,

as its investment manager

	
	ING Investment Management CLO IV, LTD.
	By:	 	 ING Alternative Asset Management LLC,

as its investment manager

	
	ING Investment Management CLO V, LTD.
	By:	 	 ING Alternative Asset Management LLC,

as its investment manager

	
	ING (L) Flex – Senior Loans
	By:	 	 ING Investment Management Co. LLC,

as its investment manager

		
	By:	 	 /s/ Kristopher Trocki

		 	Name:	 	Kristopher Trocki
		 	Title:	 	Assistant Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 AVALON CAPITAL LTD. 3
	 	
				
		  	By:	  	INVESCO Senior Secured Management, Inc.	 	
		  		  	as Asset Manager	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 BELHURST CLO LTD.
	 	
				
		  	By:	  	 INVESCO Senior Secured Management, Inc.
 as
Collateral Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 HUDSON CANYON FUNDING II, LTD
	 	
				
		  	By:	  	 INVESCO Senior Secured Management, Inc.
 as
Collateral Manager & Attorney In Fact
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LIMEROCK CLO I
	 	
				
		  	By:	  	 INVESCO Senior Secured Management, Inc.
 as
Investment Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Morgan Stanley Investment Management Croton, Ltd.
	 	
				
		  	By:	  	 Invesco Senior Secured Management, Inc.
 as
Collateral Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 MOSELLE CLO S.A.
	 	
				
		  	By:	  	 Invesco Senior Secured Management, Inc.
 as
Collateral Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 MSIM Peconic Bay, Ltd.
	 	
				
		  	By:	  	 Invesco Senior Secured Management, Inc.
 as
Collateral Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 NAUTIQUE FUNDING LTD.
	 	
				
		  	By:	  	 INVESCO Senior Secured Management, Inc.
 as
Collateral Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PowerShares Senior Loan Portfolio
	 	
				
		  	By:	  	 Invesco Senior Secured Management, Inc.
 as
Collateral Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 SARATOGA CLO I, Ltd.
	 	
				
		  	By:	  	 Invesco Senior Secured Management, Inc.
 as the
Asset Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 WASATCH CLO LTD
	 	
				
		  	By:	  	 INVESCO Senior Secured Management, Inc.
 as
Portfolio Manager
	 	

  

					
	By:	 	 /s/ Kevin Egan

		 	Name:	 	Kevin Egan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Berrysburg, Inc.
	 	

  

					
	By:	 	 /s/ William J. Morgan

		 	Name:	 	William J. Morgan
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 JPMorgan Strategic Income Opportunities Fund
	 	

  

					
	By:	 	 /s/ William J. Morgan

		 	Name:	 	William J. Morgan
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Katonah VIII CLO Ltd.
	 	

  

					
	By:	 	 /s/ Daniel Gilligan

		 	Name:	 	Daniel Gilligan
		 	Title:	 	Authorized Officer
		 	 Katonah Debt Advisors, L.L.C.
 As
Manager

	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Katonah IX CLO Ltd.
	 	

  

					
	By:	 	 /s/ Daniel Gilligan

		 	Name:	 	Daniel Gilligan
		 	Title:	 	Authorized Officer
		 	 Katonah Debt Advisors, L.L.C.
 As
Manager

	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Katonah X CLO Ltd.
	 	

  

					
	By:	 	 /s/ Daniel Gilligan

		 	Name:	 	Daniel Gilligan
		 	Title:	 	Authorized Officer
		 	 Katonah Debt Advisors, L.L.C.
 As
Manager

	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Katonah 2007-I CLO Ltd.
	 	

  

					
	By:	 	 /s/ Daniel Gilligan

		 	Name:	 	Daniel Gilligan
		 	Title:	 	Authorized Officer
		 	 Katonah Debt Advisors, L.L.C.
 As
Manager

	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 KCAP Funding
	 	

  

					
	By:	 	 /s/ Daniel P. Gilligan

		 	Name:	 	Daniel P. Gilligan
		 	Title:	 	Authorized Officer
		 	KCAP Financial, Inc.
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Liberty Mutual Insurance Company
	 	

  

					
	By:	 	 /s/ Sheila A. Finnerty

		 	Name:	 	Sheila A. Finnerty
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 General Insurance Company of America
	 	

  

					
	By:	 	 /s/ Sheila A. Finnerty

		 	Name:	 	Sheila A. Finnerty
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 American Economy Insurance Company
	 	

  

					
	By:	 	 /s/ Sheila A. Finnerty

		 	Name:	 	Sheila A. Finnerty
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Liberty Mutual Retirement Plan Master Trust
	 	

  

					
	By:	 	 /s/ Sheila A. Finnerty

		 	Name:	 	Sheila A. Finnerty
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 American States Insurance Company
	 	

  

					
	By:	 	 /s/ Sheila A. Finnerty

		 	Name:	 	Sheila A. Finnerty
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 APOSTLE LOOMIS SAYLES CREDIT OPPORTUNITIES FUND
	 	
		  	As Lender	 	
				
		  	By:	  	Loomis, Sayles & Company, L.P.	 	
		  		  	Its Investment Manager	 	
				
		  	By:	  	Loomis, Sayles & Company, Incorporated	 	
		  		  	Its General Partner	 	

  

					
	By:	 	 /s/ Mary McCarthy

		 	Name:	 	Mary McCarthy
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 APOSTLE LOOMIS SAYLES SENIOR LOAN FUND
	 	
		  	As Lender	 	
				
		  	By:	  	Loomis, Sayles & Company, L.P.	 	
		  		  	Its Investment Manager	 	
				
		  	By:	  	Loomis, Sayles & Company, Incorporated	 	
		  		  	Its General Partner	 	

  

					
	By:	 	 /s/ Mary McCarthy

		 	Name:	 	Mary McCarthy
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LOOMIS SAYLES CLO I, LTD.
	 	
		  	As Lender	 	
				
		  	By:	  	Loomis, Sayles & Company, L.P.	 	
		  		  	Its Investment Manager	 	
				
		  	By:	  	Loomis, Sayles & Company, Incorporated	 	
		  		  	Its General Partner	 	

  

					
	By:	 	 /s/ Mary McCarthy

		 	Name:	 	Mary McCarthy
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 THE LOOMIS SAYLES SENIOR LOAN FUND, LLC
	 	
		  	As Lender	 	
				
		  	By:	  	Loomis, Sayles & Company, L.P.	 	
		  		  	Its Investment Manager	 	
				
		  	By:	  	Loomis, Sayles & Company, Incorporated	 	
		  		  	Its General Partner	 	

  

					
	By:	 	 /s/ Mary McCarthy

		 	Name:	 	Mary McCarthy
		 	Title:	 	Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Golden Knight II CLO, Ltd.
	 	

  

					
	By:	 	 /s/ Jeffrey Lapin

		 	Name:	 	Jeffrey Lapin
		 	Title:	 	Portfolio Manager
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Lord Abbett Invest Trust – Lord Abbett Floating Rate Fund
	 	

  

					
	By:	 	 /s/ Jeffrey Lapin

		 	Name:	 	Jeffrey Lapin
		 	Title:	 	Portfolio Manager
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LATITUDE CLO I, LTD
	 	

  

					
	By:	 	 /s/ Kirk Wallace

		 	Name:	 	Kirk Wallace
		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LATITUDE CLO II, LTD
	 	

  

					
	By:	 	 /s/ Kirk Wallace

		 	Name:	 	Kirk Wallace
		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LATITUDE CLO III, LTD
	 	

  

					
	By:	 	 /s/ Kirk Wallace

		 	Name:	 	Kirk Wallace
		 	Title:	 	Senior Vice President
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LCM III Limited Partnership
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	 By:
	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LCM IV, Ltd.
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LCM V, Ltd.
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LCM VI, Ltd.
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LCM VIII, Limited Partnership
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LCM IX Limited Partnership
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LCM X Limited Partnership
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Hewett’s Island CLO IV, Ltd.
	 	
				
		  	By:	  	LCM Asset Management LLC	 	
		  		  	As Collateral Manager	 	

  

					
	By:	 	 /s/ Alexander B. Kenna

		 	Name:	 	Alexander B. Kenna
		 	Title:	 	LCM Asset Management LLC
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Airlie CLO 2006-I, Ltd.
	 	
				
		  	By:	  	Neuberger Berman Fixed Income LLC as collateral manager	 	

  

					
	By:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 JNL/Neuberger Berman Strategic Income Fund
	 	

  

					
	By:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LightPoint CLO V, Ltd.
	 	
				
		  	By:	  	Neuberger Berman Fixed Income LLC as collateral manager	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LightPoint CLO VII, Ltd.
	 	
				
		  	By:	  	Neuberger Berman Fixed Income LLC as collateral manager	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LightPoint CLO IV, Ltd.
	 	
				
		  	By:	  	Neuberger Berman Fixed Income LLC as collateral manager	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 LightPoint CLO VIII, Ltd.
	 	
				
		  	By:	  	Neuberger Berman Fixed Income LLC as collateral manager	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Marquette US/European CLO, Plc.
	 	
				
		  	By:	  	Neuberger Berman Fixed Income LLC as collateral manager	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Maryland State Retirement and Pension System
	 	
				
		  	By:	  	Neuberger Berman Fixed Income LLC as collateral manager	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Neuberger Berman – Floating Rate Income Fund
	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Neuberger Berman Strategic Income Fund
	 	

  

					
	by:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Future Fund Board of Guardians
	 	
				
		  	By:	  	Oak Hill Advisors, L.P., as its Investment Advisor	 	

  

					
	by:	 	 /s/ Glenn R. August

		 	Name:	 	Glenn R. August
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Oak Hill Credit Partners IV, Limited
	 	
				
		  	By:	  	Oak Hill CLO Management IV, LLC, as Investment Manager	 	

  

					
	by:	 	 /s/ Glenn R. August

		 	Name:	 	Glenn R. August
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Oak Hill Credit Partners V, Limited
	 	
				
		  	By:	  	Oak Hill Advisors, L.P., as Portfolio Manager	 	

  

					
	by:	 	 /s/ Glenn R. August

		 	Name:	 	Glenn R. August
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 OHA Finlandia Credit Fund
	 	

  

					
	by:	 	 /s/ Glenn R. August

		 	Name:	 	Glenn R. August
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 OHA Intrepid Leveraged Loan Fund, Ltd.
	 	
				
		  	By:	  	Oak Hill Advisors, L.P., as its Portfolio Manager	 	

  

					
	by:	 	 /s/ Glenn R. August

		 	Name:	 	Glenn R. August
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 OHA Park Avenue CLO I, Ltd.
	 	
				
		  	By:	  	Oak Hill Advisors, L.P., as Investment Manager	 	

  

					
	by:	 	 /s/ Glenn R. August

		 	Name:	 	Glenn R. August
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Oregon Public Employees Retirement Fund
	 	
				
		  	By:	  	Oak Hill Advisors, L.P., as Investment Manager	 	

  

					
	by:	 	 /s/ Glenn R. August

		 	Name:	 	Glenn R. August
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Vantage Trust,	  	
			
	By:	  	Pacific Life Fund Advisors LLC (dba Pacific Asset Management), in its capacity as Investment Advisor	  	

  

					
	by:	 	 /s/ James P. Leasure

		 	Name:	 	James P. Leasure
		 	Title:	 	Assistant Vice President
		
	by:	 	 /s/ Dale E. Hawley

		 	Name:	 	Dale E. Hawley
		 	Title:	 	Assistant Secretary


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Pacific Select Fund-High Yield Bond Portfolio
			
	By:	  	 Pacific Life Fund Advisors LLC (dba Pacific Asset Management), in its capacity

as Investment Advisor
	 	

  

					
	by:	 	 /s/ James P. Leasure

		 	Name:	 	James P. Leasure
		 	Title:	 	Assistant Vice President
		
	by:	 	 /s/ Joseph Tortorelli

		 	Name:	 	Joseph Tortorelli
		 	Title:	 	Assistant Secretary


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


	
	Pacific Life Insurance Company (For IMDBLKNS Account)

  

					
	by:	 	 /s/ James P. Leasure

		 	Name:	 	James P. Leasure
		 	Title:	 	Assistant Vice President
		
	by:	 	 /s/ Joseph Tortorelli

		 	Name:	 	Joseph Tortorelli
		 	Title:	 	Assistant Secretary


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Pacific Life Funds-PL Floating Rate Income Fund

  

					
	By:	 	 Pacific Life Fund Advisors LLC (dba Pacific Asset Management), in its capacity

as Investment Advisor

		
	by:	 	 /s/ James P. Leasure

		 	Name:	 	James P. Leasure
		 	Title:	 	Assistant Vice President
		
	by:	 	 /s/ Joseph Tortorelli

		 	Name:	 	Joseph Tortorelli
		 	Title:	 	Assistant Secretary


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 TRSHY FNDS LLC
	 	


 


							
	by:	 	 /s/ Deirdre Cesario

		 		 	Name:	 	Deirdre Cesario
		 		 	Title:	 	 Assistant Vice President



For any Lender requiring a second signature line: 
  

					
	by:	 	 /s/ Angeline Quintana

		 	Name:	 	Angeline Quintana
		 	Title:	 	Assistant Vice President





					
		 	By:	 	 DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH,

ITS SOLE MEMBER

		 		 

  

					
		 	By:	 	DB SERVICES NEW JERSEY, INC.

 
 


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PIMCO Cayman Bank Loan Fund
	 	

  

							
		 	PIMCO Cayman Bank Loan Fund
		 	By:	 	 Pacific Investment Management Company LLC,

as its Investment Advisor

				
		 		 	By:	 	 /s/ Arthur Y.D. Ong

		 		 		 	Arthur Y.D. Ong
		 		 		 	Executive Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PIMCO Funds: Private Account Portfolio Series

Senior Floating Rate Portfolio
	 	

  

							
		 	PIMCO Funds: Private Account Portfolio Series Senior Floating Rate Portfolio
		 	By:	 	 Pacific Investment Management Company LLC,

as its Investment Advisor

				
		 		 	By:	 	 /s/ Arthur Y.D. Ong

		 		 		 	Arthur Y.D. Ong
		 		 		 	Executive Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PIMCO Funds: PIMCO Senior Floating Rate Fund
	 	

  PIMCO Funds: PIMCO Senior Floating Rate Fund 

							
		 	By:	 	 Pacific Investment Management Company LLC,

as its Investment Advisor

				
		 		 	By:	 	 /s/ Arthur Y.D. Ong

		 		 		 	Arthur Y.D. Ong
		 		 		 	Executive Vice President


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Arch Investment Holdings III Ltd.
	 	
				
		  	By:	  	PineBridge Investments LLC As Collateral Manager	 	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Fire and Police Pension Fund, San Antonio
	 	
				
		  	By:	  	PineBridge Investments LLC Its Investment Manager	 	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy IV CLO, LTD
	 	
				
		  	By:	  	PineBridge Investments LLC Its Investment Manager	 	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy V CLO, LTD
	 	
				
		  	By:	  	PineBridge Investments LLC Its Collateral Manager	 	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy VI CLO, LTD
	 	
				
		  	By:	  	PineBridge Investments LLC Its Collateral Manager	 	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy VII CLO, LTD
	 	
				
		  	By:	  	PineBridge Investments LLC Its Collateral Manager	 	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy VIII CLO, LTD
	 	
				
		  	By:	  	PineBridge Investments LLC Its Collateral Manager	 	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy X CLO, LTD
	  	
				
		  	By:	  	PineBridge Investments LLC Its Collateral Manager	  	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy XI CLO, Ltd.
	  	
				
		  	By:	  	PineBridge Investments LLC As Collateral Manager	  	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Galaxy XII CLO, Ltd.
	  	
				
		  	By:	  	PineBridge Investments LLC As Collateral Manager	  	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Saturn CLO, Ltd.
	  	
				
		  	By:	  	PineBridge Investments LLC Its Collateral Manager	  	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 VALIDUS REINSURANCE LTD
	  	
				
		  	By:	  	PineBridge Investments LLC Its Investment Manager	  	

  

					
	by:	 	 /s/ Steven Oh

		 	Name:	 	Steven Oh
		 	Title:	 	Managing Director
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Tetragon Financial Group Master Fund Limited
	  	
				
		  	By:	  	Tetragon Financial Management LP, Its Investment Manager	  	

  

					
	by:	 	 /s/ Reade Griffith

		 	Name:	 	Reade Griffith
		 	Title:	 	Authorized Representative
	
	For any Lender requiring a second signature line:
		
	By:	 	  

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PPM GRAYHAWK CLO, LTD.
	  	

  

					
	by:	 	 /s/ David C. Wagner

		 	PPM America, Inc., as Collateral Manager
		 	Name:	 	David C. Wagner
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 JNL/PPM America Floating Rate Income Fund, a series of the JNL Series Trust
	  	

  

					
	by:	 	 /s/ David C. Wagner

		 	PPM America, Inc., as sub-adviser
		 	Name:	 	David C. Wagner
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Cole Brook CBNA Loan Funding LLC
	  	

  

					
	by:	 	 /s/ Adam Kaiser

		 	Name:	 	Adam Kaiser
		 	Title:	 	Attorney-In-Fact
	
	For any Lender requiring a second signature line:
		
	by:	 	 N/A

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PUTNAM FLOATING RATE INCOME FUND
	  	

  

					
	by:	 	 See next page

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	by:	 	 N/A

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 








 
					
	PUTNAM FLOATING RATE INCOME FUND
		
		 	 /s/ Beth Mazor

		 	By:	 	Beth Mazor
		 	Title:	 	V.P.



  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PUTNAM ABSOLUTE RETURN 300 FUND
	  	

  

					
	by:	 	 See next page

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	by:	 	 N/A

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 









					
	 PUTNAM ABSOLUTE RETURN 300 FUND
 by
Putnam Investment Management, LLC

		
		 	 /s/ Kevin Parnell

		 	By:	 	Kevin Parnell
		 	Title:	 	Manager


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 PUTNAM ABSOLUTE RETURN 500 FUND
	  	

  

					
	by:	 	 See next page

		 	Name:	 	
		 	Title:	 	
	
	For any Lender requiring a second signature line:
		
	by:	 	 N/A

		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 









			
	 PUTNAM FUNDS TRUST,
 on behalf of
its series, PUTNAM ABSOLUTE RETURN 500 FUND
 by Putnam Investment Management, LLC

	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP
		 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Pyxis/iBoxx Senior Loan ETF
	  	

  

					
	by:	 	 /s/ Brian Mitts

		 	Name:	 	Brian Mitts
		 	Title:	 	Senior Fund Analyst
	
	For any Lender requiring a second signature line:
		
	By:	 	
			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	  
	 	

  

			
	CAVALRY CLO I, Ltd.
	
	 By: Regiment Capital Management, LLC,

its Investment Adviser

		
	By:	 	 /s/ William J. Heffron

		 	William J. Heffron
		 	Authorized Signatory


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	  	Race Point IV CLO, Ltd	  	
		  	 By:  Sankaty Advisors LLC, as Asset Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	WellPoint, Inc.	  	
		  	 By:  Sankaty Advisors LLC, as Investment Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Race Point VII CLO, Limited	  	
		  	 By:  Sankaty Advisors LLC, Portfolio Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Qantas Superannuation Plan	  	
		  	 By:  Sankaty Advisors LLC, as Investment Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Race Point V CLO, Limited	  	
		  	 By:  Sankaty Advisors LLC, Portfolio Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Race Point VI CLO, Ltd	  	
		  	 By:  Sankaty Advisors LLC, as Asset Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Race Point III CLO	  	
		  	 By:  Sankaty Advisors LLC, as Collateral Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Nash Point CLO	  	
		  	 By:  Sankaty Advisors LLC, as Investment Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Chatham Light II CLO, Limited	  	
		  	 By:  Sankaty Advisors LLC, as Investment Manager
	  	

  

					
	by:	 	 /s/ Sally D. Fassler

		 	Name:	 	Sally D. Fassler, CPA
		 	Title:	 	Chief Financial Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	

   X   To convert 100% of the outstanding principal amount of the Term Loans under the Credit
Agreement held by such Lender into Term Loans under the Amended Credit Agreement. 

  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 GSC Investment Corp CLO 2007 CFD
	  	

  

					
	by:	 	 /s/-

		 	Name:	 	
		 	Title:	 	MD
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Baptist Health South Florida, Inc.
	  	

  

					
	Baptist Health South Florida, Inc.
	By:	 	Seix Investment Advisors LLC, as Advisor
		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Blue Cross of Idaho Health Service, Inc.
	  	

  

					
	Blue Cross of Idaho Health Service, Inc.
	By:	 	Seix Investment Advisors LLC,
		 	as Investment Manager
		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Mountain View CLO II Ltd.
	  	

  

					
	Mountainview CLO II Ltd.
	By:	 	Seix Investment Advisors LLC,
		 	as Collateral Manager
		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 Mountainview CLO III Ltd.
	  	

  

					
	Mountainview CLO III Ltd.
	By:	 	Seix Investment Advisors LLC,
		 	as Collateral Manager
		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	 RidgeWorth Funds – Seix Floating Rate High Income Fund
	  	

  

					
	 RidgeWorth Funds – Seix Floating Rate

High Income Fund

	By:	 	 Seix Investment Advisors LLC,
 as
Subadviser

		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 RidgeWorth Funds – Total Return Bond Fund
	 	

  

					
	RidgeWorth Funds – Total Return Bond Fund
	By:	 	Seix Investment Advisors LLC,
		 	as Subadviser
		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Rochdale Fixed Income Opportunities Portfolio
	 	

  

					
	Rochdale Fixed Income Opportunities Portfolio
	By:	 	Seix Investment Advisors LLC,
		 	as Subadviser
		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 CANNINGTON FUNDING LTD.
	 	
				
		 	By:	  	Silvermine Capital Management LLC As Investment Manager	 	

  

					
	by:	 	 /s/ Stephen Perella

		 	Name:	 	Stephen Perella
		 	Title:	 	Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 COMSTOCK FUNDING LTD.
	 	
				
		 	By:	  	Silvermine Capital Management LLC As Collateral Manager	 	

  

					
	by:	 	 /s/ Stephen Perella

		 	Name:	 	Stephen Perella
		 	Title:	 	Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 ECP CLO 2008-1, LTD
	 	
				
		 	By:	  	Silvermine Capital Management LLC As Portfolio Manager	 	

  

					
	by:	 	 /s/ Stephen Perella

		 	Name:	 	Stephen Perella
		 	Title:	 	Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 ECP CLO 2012-3, LTD
	 	
				
		 	By:	  	Silvermine Capital Management	 	

  

					
	by:	 	 /s/ Stephen Perella

		 	Name:	 	Stephen Perella
		 	Title:	 	Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 ECP CLO 2012-4, LTD
	 	
				
		 	By:	  	Silvermine Capital Management	 	

  

					
	by:	 	 /s/ Stephen Perella

		 	Name:	 	Stephen Perella
		 	Title:	 	Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 GREENS CREEK FUNDING LTD.
	 	
				
		 	By:	  	Silvermine Capital Management LLC As Investment Manager	 	

  

					
	by:	 	 /s/ Stephen Perella

		 	Name:	 	Stephen Perella
		 	Title:	 	Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 Silver Crest CBNA Loan Funding LLC
	 	
				
		 	By:	  	Citibank N.A.	 	

  

					
	by:	 	 /s/ Lynette Thompson

		 	Name:	 	Lynette Thompson
		 	Title:	 	Director
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 TETON FUNDING, LLC
	 	

  

					
	By:	 	SunTrust Bank, its Manager
		
	By:	 	 /s/ Douglas Weltz

		 	Name:	 	Douglas Weltz
		 	Title:	 	Director


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	 	 Nuveen Floating Rate Income Fund
	 	
				
		 	By:	  	Symphony Asset Management LLC	 	

  

					
	by:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 T2 Income Fund CLO, Ltd.
	 	

  

					
	by	 	T2 Advisers, LLC, Collateral Manager
		
	by:	 	 /s/ Saul Rosenthal

		 	Name:	 	Saul Rosenthal
		 	Title:	 	President
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Founders Grove CLO, Ltd.	 	
		  	By:	  	Tall Tree Investment Management, LLC	 	
		  	 As Collateral Manager
	 	

  

					
	by:	 	 /s/ Michael J. Starshak Jr.

		 	Name:	 	Michael J. Starshak Jr.
		 	Title:	 	Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	 N/A

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Founders Grove CLO, Ltd.	 	
		  	By:	  	Tall Tree Investment Management, LLC	 	
		  	 As Collateral Manager
	 	

  

					
	by:	 	 /s/ Michael J. Starshak Jr.

		 	Name:	 	Michael J. Starshak Jr.
		 	Title:	 	Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	 N/A

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


							
	Name of Institution:	  	Muir Grove CLO, Ltd.	 	
		  	By:	  	Tall Tree Investment Management, LLC	 	
		  	 As Collateral Manager
	 	

  

					
	by:	 	 /s/ Michael J. Starshak Jr.

		 	Name:	 	Michael J. Starshak Jr.
		 	Title:	 	Officer
	
	For any Lender requiring a second signature line:
		
	by:	 	 N/A

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 TICC CLO LLC
	 	

  

					
	by	 	TICC Capital Corp, Collateral Manager
		
	by:	 	 /s/ Saul Rosenthal

		 	Name:	 	Saul Rosenthal
		 	Title:	 	President
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 TRIMARAN CLO IV LTD.
	 	

  

					
	by:	 	 /s/ Daniel P. Gilligan

		 	Name:	 	Daniel P. Gilligan
		 	Title:	 	Vice President
		 		 	Trimaran Advisors, L.L.C.
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 TRIMARAN CLO V LTD.
	 	

  

					
	by:	 	 /s/ Daniel P. Gilligan

		 	Name:	 	Daniel P. Gilligan
		 	Title:	 	Vice President
		 		 	Trimaran Advisors, L.L.C.
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 TRIMARAN CLO VI LTD.
	 	

  

					
	by:	 	 /s/ Daniel P. Gilligan

		 	Name:	 	Daniel P. Gilligan
		 	Title:	 	Vice President
		 		 	Trimaran Advisors, L.L.C.
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 TRIMARAN CLO VII LTD.
	 	

  

					
	by:	 	 /s/ Daniel P. Gilligan

		 	Name:	 	Daniel P. Gilligan
		 	Title:	 	Vice President
		 		 	Trimaran Advisors, L.L.C.
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 LeverageSource III S.a.r.l.
	 	

  

					
	by:	 	 /s/ Paul Plank

		 	Name:	 	Paul Plank
		 	Title:	 	Director
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	 	 Illinois Municipal Retirement Fund
	  	
				
		 		 	By:	  	Western Asset Management Company as Investment Manager and Agent

  

					
	by:	 	 /s/ Oi Jong Martel

		 	Name:	 	Oi Jong Martel
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	 	 John Hancock Fund II Floating Rate Income Fund
	  	
				
		 		 	By:	  	Western Asset Management Company as Investment Manager and Agent

  

					
	by:	 	 /s/ Oi Jong Martel

		 	Name:	 	Oi Jong Martel
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	 	 LMP Corporate Loan Fund, Inc.
	  	
				
		 		 	By:	  	Western Asset Management Company as Investment Manager and Agent

  

					
	by:	 	 /s/ Oi Jong Martel

		 	Name:	 	Oi Jong Martel
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	 	 MT. WILSON CLO II, LTD.
	  	
				
		 		 	By:	  	Western Asset Management Company as Investment Manager and Agent

  

					
	by:	 	 /s/ Oi Jong Martel

		 	Name:	 	Oi Jong Martel
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	 	 MT. WILSON CLO, LTD.
	  	
				
		 		 	By:	  	Western Asset Management Company as Investment Manager and Agent

  

					
	by:	 	 /s/ Oi Jong Martel

		 	Name:	 	Oi Jong Martel
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	 	 MultiMix Wholesale Diversified Fixed Interest Trust
	  	
				
		 		 	By:	  	Western Asset Management Company as Investment Manager and Agent

  

					
	by:	 	 /s/ Oi Jong Martel

		 	Name:	 	Oi Jong Martel
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


									
	Name of Institution:	 	 Western Asset Floating Rate High Income Fund, LLC
	  	
				
		 		 	By:	  	Western Asset Management Company as Investment Manager and Agent

  

					
	by:	 	 /s/ Oi Jong Martel

		 	Name:	 	Oi Jong Martel
		 	Title:	 	Authorized Signatory
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Ocean Trails CLO I
	 	

  

					
	By	 	West Gate Horizons Advisors LLC
		 	as Collateral Manager
		
		 	 /s/ Cheryl A. Wasilewski

		 	Name:	 	Cheryl A. Wasilewski
		 	Title:	 	Senior Credit Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 Ocean Trails CLO II
	 	

  

					
	By	 	West Gate Horizons Advisors LLC
		 	as Collateral Manager
		
		 	 /s/ Cheryl A. Wasilewski

		 	Name:	 	Cheryl A. Wasilewski
		 	Title:	 	Senior Credit Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 WG Horizons CLO I
	 	

  

					
	By	 	West Gate Horizons Advisors LLC
		 	as Manager
		
		 	 /s/ Cheryl A. Wasilewski

		 	Name:	 	Cheryl A. Wasilewski
		 	Title:	 	Senior Credit Analyst
	
	For any Lender requiring a second signature line:
		
	by:	 	  

			
		 	Name:	 	
		 	Title:	 	


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 WhiteHorse IV Ltd
	 	

  

							
	By:	 	WhiteHorse Capital Partners, L.P.
	Title:	 	Investment Manager
			
		 	By:	 	WhiteRock Assset Advisors, LLC
		 	Title:	 	General Partner
				
		 		 	By:	 	 /s/ Jay Carvell

		 		 	Name:	 	Jay Carvell
		 		 	Title:	 	Fund Manager


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 










					
		  		  	 SIGNATURE PAGE TO
 AMENDMENT NO. 3 DATED AS

OF THE DATE FIRST WRITTEN
 ABOVE, TO THE PETCO

ANIMAL SUPPLIES, INC.
 CREDIT AGREEMENT



 


					
	Name of Institution:	  	 WhiteHorse III Ltd
	 	

  

							
	By:	 	WhiteHorse Capital Partners, L.P.
	Title:	 	Collateral Manager
			
		 	By:	 	WhiteRock Assset Advisors, LLC
		 	Title:	 	General Partner
				
		 		 	By: 	 	 /s/ Jay Carvell

		 		 	Name:	 	Jay Carvell
		 		 	Title:	 	Fund Manager


  
 [PETCO Animal Supplies,
Inc. – Amendment No. 3] 








 SCHEDULE I 

COMMITMENT SCHEULE 
  

					
	 Lender
	  	Commitment	 
	 Credit Suisse AG, Cayman Islands Branch
	  	$	1,197,437,500	  
		  	  
	  
	 
	 Total
	  	$	1,197,437,500