UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported) March 28, 2006
(March 23, 2006)

SCP POOL CORPORATION
(Exact name of registrant as specified in its charter)

  Delaware 0-26640 36-3943363  
  (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)  

109 Northpark Boulevard, Covington, Louisiana      70433-5001
    (Address of Principal Executive Offices)                  (Zip Code)

Registrant’s telephone number, including area code      (985) 892-5521


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 1.01 Entry into a Material Definitive Agreement.

On March 23, 2006, SCP Pool Corporation entered into Amendment No. 6 (the “Amendment”) to the Receivables Purchase Agreement among Superior Commerce LLC (“Seller”), SCP Distributors LLC, as initial Servicer, JPMorgan Chase Bank, N.A. f/k/a Bank One, NA (Main Office Chicago), individually (“JPMorgan Chase”), Jupiter Securitization Corporation (“Conduit” and, together with JPMorgan Chase the “Purchasers”) and JPMorgan Chase, as agent for the Purchasers. The Amendment increases the Company’s borrowing capacity under its Accounts Receivables Securitization Facility (the “Facility”) to $150.0 million and renews the Facility for an additional term of 364 days.

Item 9.01 Financial Statements and Exhibits.

    (c) Exhibits

  99.1 AMENDMENT NO. 6 dated as of March 23, 2006, among Superior Commerce LLC (“Seller”), SCP Distributors LLC, as initial Servicer, JPMorgan Chase Bank, N.A. f/k/a Bank One, NA (Main Office Chicago), individually (“JPMorgan Chase”), Jupiter Securitization Corporation (“Conduit” and, together with JPMorgan Chase the “Purchasers”) and JPMorgan Chase, as agent for the Purchasers.


  SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  SCP POOL CORPORATION  
     
  By:       /s/ Mark W. Joslin  
             Mark W. Joslin  
             Vice President and Chief Financial Officer  

Dated: March 28, 2006