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

~~September~~January 29 31, ~~2006~~2007

Date of Report (Date of earliest event reported)

PAC-WEST TELECOMM, INC.

(Exact name of registrant as specified in its charter)

California	000-27743	68-0383568
California (State or other jurisdiction of incorporation)		000-27743 (Commission File Number)	68-0383568 (IRS Employer Identification No.)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1776 W. March Lane, Suite 250 Stockton, California (Address of principal executive offices)			95207 (Zip Code)
1776 W. March Lane, Suite 250
Stockton, California		95207
(Address of principal executive offices)		(Zip Code)

(209) 926-3300

(Registrant’s telephone number, including area code)

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:

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


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)

¨ 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))

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

¨ 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

OnIn ~~September~~ connection 29with the consummation of its previously announced offer to exchange its outstanding 13 1/2% Senior Notes due 2009 (the “Senior Notes”) for newly issued 13 1/2% Senior Priority Notes due 2009 (the “New Senior Notes”), and related ~~2006~~solicitation of consents to an amendment to the indenture governing the Senior Notes (the “Exchange Offer and Consent Solicitation”), on January 31, 2007, Pac-West Telecomm, Inc. (the “~~Pac-West~~Company”) entered into that certain Indenture, ~~Qwest~~dated ~~Communications~~January ~~Corporation~~31, ~~(“QCC”)~~2007, ~~and~~with ~~Qwest~~Wells Fargo Bank, ~~Corporation~~ N.A. as trustee (the “~~Qwest~~New Senior ~~Corp~~Notes Indenture”), related to the New Senior Notes and ~~together~~that ~~with~~certain ~~QCC~~Second Supplemental Indenture, dated ~~“Qwest”)~~January ~~entered~~31, ~~into~~2007, ~~a Settlement~~with ~~and~~Wells ~~Restructuring~~Fargo ~~Agreement~~Bank, N.A., as trustee (the “~~Agreement~~Second Supplemental Indenture”).

~~Pursuant~~The to terms and conditions of the ~~Agreement,~~New ~~which~~Senior ~~recites~~Notes ~~that~~Indenture itare issubstantially ~~for~~identical to the ~~good~~indenture ~~and~~governing ~~valuable~~the ~~consideration~~Senior Notes, except that the New Senior Note ~~QCC~~ Indenture ~~has~~provides ~~agreed~~that tointerest ~~pay~~under tothe ~~Pac-West~~New ~~approximately~~Senior ~~$6.5~~Notes ~~million~~will innot ~~lieu~~be ofpayable ~~fulfilling~~ until amaturity ~~portion~~and the holders of ~~QCC’s~~the ~~minimum~~New ~~purchase~~Senior ~~requirements~~Notes towill ~~Pac-West~~have ~~totaling~~the right ~~approximately~~ to receive ~~$8.3~~payment ~~million~~of ~~under~~all ~~existing~~outstanding ~~arrangements~~principal ~~that~~and ~~run~~accrued ~~through~~interest ~~July~~before ~~30,~~ the ~~2008.~~ holders ~~Pac-West~~of ~~received~~the ~~such~~Senior ~~payment~~Notes onwill ~~October~~have 3,the ~~2006.~~right Into ~~addition,~~receive ~~among~~any outstanding ~~other~~ principal. ~~things,~~The Second Supplemental Indenture amends the ~~parties~~reporting ~~committed~~requirements of tothe ~~equal~~Company ~~monthly~~under ~~minimum~~Section ~~purchase~~4.03 of the indenture governing the Senior Notes ~~requirements~~ to limit ~~from~~the ~~one~~Company's ~~another~~obligation ~~through~~to ~~July~~furnish ~~30,~~regular ~~2008,~~reports ~~agreed~~to holders of the Senior Notes to ~~resolve~~quarterly ~~certain~~and annual financial statements and a ~~billing~~“Management’s Discussion and ~~other~~Analysis ~~disputes~~of Financial Condition and toResults ~~release~~of Operation” ~~each~~related ~~other~~to ~~from~~such ~~certain~~quarterly ~~claims.~~and annual financial statements.

~~Assuming~~A no copy ~~increase~~of the inNew ~~volume~~Senior byNotes ~~Qwest~~Indenture ~~above its continuing minimum commitment, this Agreement~~ is ~~expected~~attached tohereto ~~result~~as inExhibit ~~an increase in revenues from Qwest of $5~~10.~~4 million~~1 ~~for 2006~~ and a ~~decrease in revenues from Qwest~~ copy of ~~$4.6 million and~~ ~~$2.6 million~~ the ~~for~~Second ~~2007~~Supplemental ~~and~~Indenture ~~2008,~~is ~~respectively,~~attached inhereto ~~each~~as ~~case, primarily attributable~~Exhibit ~~to Pac-West’s mature products~~ 10. 2.

Item 8.01 Other Events

The Exchange Offer and Consent Solicitation expired on January 29, 2007 with $24,519,000 in aggregate principal amount of Senior Notes having been tendered into the Exchange Offer and Consent Solicitation. Each $1,000 of Senior Notes tendered and accepted were exchanged for an amount of principal of Senior Priority Notes equal to $1,000 plus the amount of accrued and unpaid interest in respect of such tendered Senior Notes through but excluding the date of exchange (rounded to the nearest $1.00). As such, as of the date hereof, there is $11,583,000 in aggregate principal amount of Senior Notes outstanding and $26,186,292 in aggregate principal amount of Senior Priority Notes outstanding.

A copy of the press release is attached hereto as Exhibit 99.1.

This communication is not an offer to exchange Senior Notes for New Senior Notes or a solicitation of an offer to exchange Senior Notes for New Senior Notes or a solicitation of consents with respect to the Senior Notes. The consent solicitation and offer to exchange Senior Notes for New Senior Notes are being made solely by means of an offering circular and consent solicitation statement and other documents provided to holders of the Senior Notes.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits


10.1		New Senior Notes Indenture, dated January 31, 2007
10.2		Second Supplemental Indenture, dated January 31, 2007
99.1		Press Release, dated January 31, 2007

SIGNATURES

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

			PAC-WEST TELECOMM, INC.
	PAC-WEST TELECOMM, INC. (Registrant)
			(Registrant)
Dated: January 31, 2007
Dated: October 4, 2006
	By:	/s/ Michael Sarina
			By: /s/ Michael L. Sarina
		Michael Sarina
			Michael L. Sarina
		Chief Financial Officer
			Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Title

10.1		New Senior Notes Indenture, dated January 31, 2007
10.2		Second Supplemental Indenture, dated January 31, 2007
99.1		Press Release, dated January 31, 2007

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