On June 26, 2009, Weight Watchers International, Inc. (the "Company") entered into the Second Amendment (the "Second Amendment") to the Sixth Amended and Restated Credit Agreement, dated as of May 8, 2006 (as amended), among the Company, as borrower, the lenders party thereto, and The Bank of Nova Scotia, as the administrative agent (the "Credit Agreement").

The Second Amendment provides the Company with the ability to make loan modification offers to all lenders of a tranche of term loans or revolving loans to extend the maturity date of such loans and/or reduce or eliminate the scheduled amortization in the case of a tranche of term loans. Any such loan modifications would be effective only with respect to such tranche of term loans or revolving loans and only with respect to those lenders that accept the Company's offer. Loan modification offers may be accompanied by increased pricing and/or fees payable to accepting lenders. The Second Amendment also provides for up to an additional $200 million of incremental term loan financing through the creation of a new tranche of term loans, provided that the aggregate principal amount of such new term loans cannot exceed the amount then outstanding under the Company's existing revolving credit facility. In addition, the proceeds from such new tranche of term loans must be used solely to repay certain outstanding revolving loans and permanently reduce the commitments of certain revolving lenders.

Other than the Credit Agreement, there is no material relationship between the Company and the other parties to the Second Amendment. From time to time, the Company conducts other investment-banking or other business with Credit Suisse, The Bank of Nova Scotia and some of the other lenders.

This summary does not purport to be complete and is qualified by the actual terms of the Second Amendment that is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information provided in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.

(d) Exhibits. The following Exhibit is filed as part of this Current Report on Form 8-K.

Exhibit    Description
10.1       Second Amendment, dated as of June 26, 2009, to the Sixth Amended and
           Restated Credit Agreement, dated as of May 8, 2006, among the Company,
           as borrower, the lenders party thereto, and The Bank of Nova Scotia, as
           the administrative agent.