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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): October 20, 2004
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PETMED EXPRESS, INC.
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(Exact name of registrant as specified in its charter)
Commission file number 000-28827
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FLORIDA 65-0680967
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(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
1441 S.W. 29th Avenue, Pompano Beach, Florida 33069
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 979-5995
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Not Applicable
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act
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Item 8.01 Other Events
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On October 12, 2004 a shareholder class action lawsuit was
filed in the United States District Court for the Southern
District of Florida against PetMed Express, Inc. (the
"Company") and certain of the Company's officers and
directors for alleged violations of the federal securities
laws.
The class action shareholder complaint contains substantive
allegations identical to the complaint filed on August 17,
2004. These complaints allege violations of the anti-fraud
provision contained in Section 10(b) of the Securities
Exchange Act of 1934 and Rule 10b-5, thereunder and assert
violations of Section 20(a) of that act against the
individual defendants as controlling persons. The actions
purport to be brought on behalf of purchasers of the
Company's common stock between June 18, 2003 and July 26,
2004, and the complaints generally allege that the
defendants made false or misleading statements concerning
the Company's business, prospects, and operations and failed
to disclose, among other things, (1) that the Company's
business depends on veterinarians, who are the Company's
competitors, to authorize prescriptions, (2) that the
Company's business model, which, in part, requires
veterinarians to authorize prescriptions, caused
veterinarians to incur certain costs and burdens, which were
shifted from the Company to the veterinarians, (3) the
existence of an increase in veterinarian refusals to comply
with Company requests for prescription authorization, (4)
the Company's inability to guarantee the quality of, and
maintain control over, pet medications and the negative
impact this was having on veterinarian willingness to
authorize prescriptions, and (5) that the foregoing
allegations were adversely impacting the Company. The
complaints also allege that the individual defendants were
motivated to engage in the alleged violations so that they
could effect sales of their shares of the Company's common
stock at artificially inflated prices. The plaintiffs seek
unspecified monetary damages. The Company is reviewing and
evaluating the allegations, but at this juncture intends to
defend vigorously against the allegations of wrongdoing.
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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.
PETMED EXPRESS, INC.
(The "Registrant")
Date: October 20, 2004
By: /s/ Menderes Akdag
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Menderes Akdag
Chief Executive Officer
(principal executive officer)
By: /s/ Bruce S. Rosenbloom
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Bruce S. Rosenbloom
Chief Financial Officer
(principal financial and accounting officer)
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