The Butler Company and Burns Veterinary Supply, Inc. to merge, forming the nation’s Leading distributor of animal health supplies to veterinarians.
Combined Company Will Provide Unparalleled Opportunities and Unequalled Service to the Veterinary Profession

Dublin, Ohio and Farmers Branch, Texas, April 18, 2005 – The Butler Company and Burns Veterinary Supply, Inc. today announced that they will merge. The transaction will create the nation’s leading distributor of animal health products and services to veterinarians.

The combined company will be called Butler Animal Health Supply, LLC and will serve over 29,000 veterinarians in all 50 states, and distribute over 15,000 products for more than 300 vendors.

“Our new company will enjoy growth and expansion opportunities superior to those of either Butler or Burns as independent companies,” said Kevin Vasquez, President and Chief Operating Officer of Butler. “The companion animal market is expected to continue its healthy growth. As a larger, combined company, we will be better positioned than any other company in our industry to take advantage of the opportunities that lie ahead. For our customers, this means an expanded suite of products and value-added services and an enhanced national distribution network. For employees, being part of a larger, growing company means more opportunity for personal and professional growth.”

“We are particularly excited about this combination because we will be able to offer veterinarians enhanced tools to help them manage their practice, to provide the best service to their clients and to drive their revenues,” said Kim Allen, President of Burns Veterinary Supply. “Our two companies share a common passion for customer intimacy and providing the very best in products and services. I am confident our shared values will make for a smooth transition and a successful merger.”

Mr. Vasquez will serve as President and Chief Executive Officer of the newly formed company, and Ms. Allen will serve as President of the Commercial Division, responsible for sales and marketing. Howard Deputy, Chairman and Chief Executive Officer of The Butler Company, will retire upon the closing of this transaction after seven years of leadership and dedication to the company.

As part of the transaction, Heritage Partners, Inc., the current owners of The Butler Company, has agreed to sell the company to Oak Hill Capital Partners II, L.P. Burns Veterinary Supply, Inc. is currently a wholly owned subsidiary of the Darby Group Companies, Inc. Butler and Burns will be combined to form Butler Animal Health Supply, LLC, which will be equally owned by Oak Hill and Darby. The new company will be headquartered in Dublin, Ohio and will continue to have significant operations in Texas. The terms of the transaction have not been disclosed. The transaction is subject to normal regulatory approvals and is expected to close sometime in the summer of 2005.

About Heritage Partners
Heritage Partners, a Boston-based private equity firm, specializes in private equity for family-owned businesses and closely-held companies.  Through its unique Private IPO^® structure, Heritage enables the owners of successful middle-market companies to realize significant liquidity from their businesses while maintaining a large equity investment and ongoing control of their business.  Heritage serves as an experienced strategic partner for such businesses as they seek to grow through acquisitions, organic business and operational improvements.  For more information, please see: www.heritagepartnersinc.com.

About The Butler Company
The Butler Company is a privately held corporation that distributes pharmaceuticals, biologicals, disposable medical supplies, instruments, and equipment exclusively to the veterinary profession. The Company operates across the United States with 14 distribution centers, six telecenters with its corporate headquarters in Dublin, OH. Its wholly-owned subsidiary, Butler Solutions, LLC, dba DVM Manager, develops and markets veterinary practice management software, nationally. The Butler Company was founded in 1953.

About Burns Veterinary Supply, Inc.
Burns Veterinary Supply, Inc. is a full-line distributor serving the veterinary community. The Company operates across the United States with 11 distribution centers and seven telecenters with its corporate headquarters located in Farmers Branch, TX. Burns Veterinary Supply, Inc. was purchased by Darby Group Companies, Inc. in 1983 and is a wholly-owned subsidiary.

About Darby Group Companies, Inc.
Darby Group Companies, Inc. is a privately held corporation and is one of the nation’s leading distributors of medical, dental and veterinary supplies. The Company is headquartered in Jericho, NY with 34 locations across the country. In recent years, Darby Group Companies, Inc. has expanded into wireless data technologies with the formation of Darby Corporate Solutions, Inc. and into the full-service dental industry with the acquisition of Island Dental Supply, Inc. Darby Group Companies, Inc. is a family owned business founded in 1947.

About Oak Hill Capital Partners
Oak Hill Capital Partners is a private equity firm with more than $3.6 billion of committed capital from leading entrepreneurs, endowments, foundations, corporations, pension funds and global financial institutions. Robert M. Bass is the lead investor. Over a period of nearly 20 years, the professionals at Oak Hill Capital have invested in more than 50 significant private equity transactions, including GECIS Global Holdings, The Container Store, Progressive Moulded Products, TravelCenters of America, Duane Reade, WideOpenWest, Blackboard, American Savings Bank (Washington Mutual), Bell & Howell (Proquest), Oreck Corporation and Wometco Cable Corporation. Oak Hill Capital is one of several Oak Hill partnerships, each of which has a dedicated and independent management team. These Oak Hill partnerships comprise over $12 billion of investment capital across multiple asset classes, including private equity, special situations, high yield and bank debt, venture capital, real estate, a public equity exchange fund and a global fixed income and equity hedge fund.