0000950129-04-001200 Sample Contracts

AMENDMENT NO. 5
Doane Pet Care Co • March 11th, 2004 • Grain mill products

AMENDMENT NO. 5 dated as of March 9, 2004 to the Credit Agreement referred to below, among DOANE PET CARE ENTERPRISES, INC., a Delaware corporation (“Holdings”), DOANE PET CARE COMPANY, a Delaware corporation (the “Borrower”), DOANE/WINDY HILL JOINT VENTURE L.L.C., a Texas limited liability company (“Windy Hill”), DPC INVESTMENT CORP., a Delaware corporation (“DPC”), and JPMORGAN CHASE BANK, as administrative agent (in such capacity, the “Administrative Agent”).

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