817366--3/14/2006--VCA_ANTECH

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Difficulties integrating new acquisitions may impose substantial costs and cause other problems for us. The significant competition in the companion animal healthcare services industry could cause us to reduce prices or lose market share. The carrying value of our goodwill could be subject to impairment write-down. We require a significant amount of cash to service our debt and expand our business as planned. Our failure to satisfy covenants in our debt instruments will cause a default under those instruments. Our debt instruments may adversely affect our ability to run our business. We face numerous risks associated with our acquisition of our medical technology division. Our use of a self-insurance program and a large-deductible insurance program to cover certain claims for losses suffered and costs or expenses incurred could negatively impact our business upon the occurrence of an uninsured and/or significant event.

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817366--3/14/2006--VCA_ANTECH_INC