EX-4.3



 Exhibit 4.3 

SUPPLEMENTAL INDENTURE 

Supplemental Indenture (this “Supplemental Indenture”), dated as of October 3, 2012, among the undersigned
guarantors (each a “Guaranteeing Subsidiary”), each a subsidiary of Petco Animal Supplies, Inc., a Delaware Corporation (the “Issuer”), and Wells Fargo Bank, National Association, as trustee (the
“Trustee”). 
 WITNESSETH 

WHEREAS, each of the Guarantors are party to the indenture (the “Indenture”), dated as of November 24, 2010, among the Issuer,
the Guarantors and the Trustee (capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture); 

WHEREAS, the Issuer, as permitted under Section 5.01 of the Indenture, is merging with Petco Merger Sub, Inc., a Delaware corporation,
with the Issuer being the surviving corporation (the Merger), such Merger to be effected on or about the date hereof; 
 WHEREAS, in
connection with the Merger, Section 5.01(a)(5) of the Indenture requires that the Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally
guarantee all of the Issuer’s Obligations under the Notes and the Indenture on the terms and conditions in the Indenture (the “Guarantee”); and 

WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture. 

NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged,
each of the Guarantors delivers this Supplemental Indenture pursuant to Section 5.01(a)(5) of the Indenture and agrees as follows: 

(1) Agreement to Guarantee. The Guaranteeing Subsidiary hereby confirms that its Guarantee under the Indenture shall continue to apply after
giving effect to the Merger. 
 (2) Governing Law. THIS SUPPLEMENTAL INDENTURE WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS
OF THE STATE OF NEW YORK. 
 (3) Counterparts. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy
shall be an original, but all of them together represent the same agreement. 
 [Signature page follows] 







 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed, all as of the date first above written. 
  

																	
	GUARANTEEING SUBSIDIARIES:	 		 		 		 	
			
		 		 	PETCO PUERTO RICO, LLC
				
	PETCO ANIMAL SUPPLIES STORES, INC.,	 		 		 	 by PETCO ANIMAL SUPPLIES STORES,

INC.

	INTERNATIONAL PET SUPPLIES AND	 		 		 
	DISTRIBUTION, INC.,	 		 		 		 	Its: Sole Member
	PETCO SOUTHWEST, INC.,	 		 		 		 	
	PETCO PET INSURANCE CENTER, INC.	 		 		 		 	 /s/ Michael E. Foss

		 		 		 		 		 		 		 	Name:	 	Michael E. Foss
		 	by	 	 /s/ Michael E. Foss
	 		 		 		 	Title:	 	President
		 		 	Name:	 	Michael E. Foss	 		 		 		 		 	
		 		 	Title:	 	President	 		 		 		 		 	
			
		 		 	PETCO ASIA, LLC
	PETPEOPLE, INC.	 		 	
		 		 		 	 by INTERNATIONAL PET SUPPLIES

AND DISTRIBUTION, INC.

		 		 		 
		 	by	 	 /s/ Michael E. Foss
	 		 		 		 	Its: Sole Member
		 		 	Name:	 	Michael E. Foss	 		 		 		 	
		 		 	Title:	 	Chief Financial Officer	 		 		 		 	 /s/ Michael E. Foss

		 		 		 		 		 		 		 	Name:	 	Michael E. Foss
		 		 		 		 		 		 		 	Title:	 	President
						
	E-PET SERVICES, LLC	 		 		 		 		 	
							
		 	by PETCO ANIMAL SUPPLIES	 		 		 		 		 	
		 	STORES, INC.	 		 		 		 		 	
		 		 	Its: Sole Member	 		 		 		 		 	
								
		 		 	 /s/ Michael E. Foss
	 		 		 		 		 	
		 		 	Name:	 	Michael E. Foss	 		 		 		 	
		 		 	Title:	 	Chief Financial Officer	 		 		 		 	
						
	TRUSTEE:	 		 		 		 		 	
					
	WELLS FARGO BANK, NATIONAL	 		 		 		 	
	ASSOCIATION, as Trustee	 		 		 		 	
							
	By:	 		 	 /s/ Martin Reed
	 		 		 		 	
		 		 	Name:	 	Martin Reed	 		 		 		 	
		 		 	Title:	 	Vice President