SecProbe.io

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April 11, 2005

via U.S. Mail

Jack C. Bendheim
President and Chairman of the Board
PAHC Holdings Corp.
65 Challenger Road
Ridgefield Park, New Jersey 07660

Re:	PAHC Holdings Corp.
		Form S-4 filed March 28, 2005
	File No. 333-123614

Dear Mr. Bendheim:

      We have limited our review of the above filing to only the
areas upon which we have issued comments.  Where indicated, we
think
you should revise your documents in response to these comments.
If
you disagree, we will consider your explanation as to why our
comment
is inapplicable or a revision is unnecessary.  Please be as
detailed
as necessary in your explanation.  In some of our comments, we may
ask you to provide us with supplemental information so we may
better
understand your disclosure.  After reviewing this information, we
may
or may not raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your
filings.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form S-4

The Exchange Offer

1. We note that you may pay interest on the new notes through the
issuance of additional "PIK notes" and that the decision to make
interest payment is at the option of Holdings.  It does not appear
that these additional notes are being registered with this
exchange
offer.  It is the staff`s position that, in offering the New
Notes,
you are also making an offering of the "PIK notes."   That is, in
deciding to accept the new notes, the investors are also making an
investment decision to possibly accept the PIK Notes.  Therefore,
it
appears that you should revise your registration to register a
reasonable number of PIK notes which may be subsequently issued in
lieu of interest payments or advise why you believe this is not
appropriate.

Further, in this regard, please disclose, if true, that the
issuance
of the "PIK notes" is at your sole discretion.

Index to Consolidated Financial Statements, page F-1

2. Under "Other Financial Statements" we note your reference to
Article 3-16 of Regulation S-X.  If the New Notes are to be
guaranteed, revise your registration statement to register those
guarantees.  Also, you reference Note 10 to the Phibro Animal
Health
Corporation consolidated financial statements.  However, those
financial statements are not included in the prospectus.  Revise
to
include those financial statements or revise your reference.

Closing Comments

	Please amend the above filing in response to our comments.
You
may wish to provide us with marked copies of the amendments to
expedite our review.  Please furnish a cover letter with your
amendments that keys your response to our comments and provides
any
requested supplemental information.  Detailed cover letters
greatly
facilitate our review.  Please file your cover letter on EDGAR.
Please understand that we may have additional comments after
reviewing your amendments and response to our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that

?	should the Commission or the staff, acting pursuant to
delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;
?	the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and
?	the company may not assert this action as defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.  We direct your attention to
Rules 460 and 461 regarding requesting acceleration of a
registration
statement.  Please allow adequate time after the filing of any
amendment for further review before submitting a request for
acceleration.  Please provide this request at least two business
days
in advance of the requested effective date.

      Please direct all questions relating to the above comments
to
Jason Wynn, at (202) 824-5665, or in his absence, to the
undersigned,
at (202) 942-1870.  Direct all correspondence to the following ZIP
code:  20549-0405.

							Sincerely,

							H. Roger Schwall
							Assistant Director

cc:  J. Wynn

via facsimile
Lawrence M. Bell, Esq.
Golenbock Eiseman Assor Bell & Peskoe L.L.P.
(212) 754-0330
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PAHC Holdings Corp.
April 11, 2005
page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

         DIVISION OF
CORPORATION FINANCE

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