Item 1.01. Entry into a Material Definitive Agreement.

Third Amendment to Syndicated Multicurrency Credit Facility

On February 17, 2009, Quaker Chemical Corporation (the "Company") and our wholly owned subsidiaries, Quaker Chemical Corporation (a Delaware corporation), Epmar Corporation, Quaker Chemical Europe B.V. and Quaker Chemical B.V., entered into a third amendment to our syndicated multicurrency credit agreement with Bank of America, N.A., as administrative agent, swing line lender and letter of credit issuer, and certain other financial institutions as lenders.

The amendment makes certain adjustments to the definition of Consolidated EBITDA, which is used in the calculation of our financial covenants. As amended, the Company is permitted additional add-backs to Consolidated Net Income (as defined in the credit agreement), including (i) certain non-cash compensation expenses, (ii) certain restructuring charges relating to cost savings initiatives such as those undertaken in fiscal years 2008 and 2009, and (iii) certain chief executive officer transition costs that have been or will be incurred in fiscal years 2008, 2009 and 2010. The amendment also increases the maximum permitted consolidated leverage ratio from 3.50 to 1.00 to 4.00 to 1.00 for the fiscal quarters ending June 30, 2009 and September 30, 2009, and from 3.50 to 1.00 to 3.75 to 1.00 for the fiscal quarters ending December 31, 2009 and March 31, 2010. On a pro-forma basis, the estimated consolidated leverage ratio as of December 31, 2008 is approximately 2.2.

In addition, the amendment adjusts the business covenant permitting us to make certain acquisitions and investments to allow us to enter into those transactions so long as, among other things, the sum of the aggregate purchase price and the aggregate amount of all such acquisitions and investments does not exceed (i) $75 million in the aggregate in total consideration incurred in any fiscal year and (ii) $50 million in the aggregate in cash consideration paid in any year.

After giving effect to the amendment, the Company will be paying a spread over LIBOR of 2.25% to 2.75%, with an initial spread of 2.5%. We continue to be subject to the business and financial covenants in our credit facility which include an interest coverage test in addition to the leverage test described above.

Lastly, we amended two tax-exempt loan facilities ($10 million and $5 million, respectively) to make them consistent with the loan covenant changes described above in exchange for interest rate increases on both such facilities.

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