8-K

==========================================================================

                              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): October 25, 2004


                           PETMED EXPRESS, INC.
          ----------------------------------------------------
         (Exact name of registrant as specified in its charter)

              Commission file number 000-28827
                                     ----------

             FLORIDA                          65-0680967
   -----------------------------           ---------------
   (State or other jurisdiction             (IRS Employer
of incorporation or organization)         Identification No.)


1441 S.W. 29th Avenue, Pompano Beach, Florida         33069
- ---------------------------------------------        --------
  (Address of principal executive offices)          (Zip Code)

  Registrant's telephone number, including area code: (954) 979-5995
                                                      --------------
                           Not Applicable
    -----------------------------------------------------------
   (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







Item 7.01   Regulation FD Disclosure

     On October 25, 2004, PetMed Express, Inc. discussed its
financial results for the quarter ended September 30, 2004.
A copy of the conference call transcript is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.

     The information furnished in this Item 9, intended to
be furnished under Item 12, is instead furnished under Item
9 in accordance with SEC Release 33-8216.  This information
shall not be deemed "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the
"Exchange Act") nor shall such information be incorporated
by reference in any filing under the Securities Act of 1933,
as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such filing.

Item 9.01   Financial Statements and Exhibits

     (c)  Exhibits

99.1 Conference call transcript by PetMed Express, Inc. on October 25, 2004







                               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 27, 2004

By:  /s/  Menderes Akda
     -------------------------
     Menderes Akdag

     Chief Executive Officer
     (principal executive officer)

By:  /s/  Bruce S. Rosenbloom
     ----------------------------
     Bruce S. Rosenbloom

     Chief Financial Officer
     (principal financial and accounting officer)







                            EXHIBIT INDEX

Exhibit No.                  Description


99.1 Conference call transcript by PetMed Express on October 25, 2004

EX-99.1 CHARTER

                                EXHIBIT 99.1


                   PETMED EXPRESS, INC. CONFERENCE CALL
                        QUARTER 2 FINANCIAL RESULTS
                             October 25, 2004
                               8:30 a.m. EDT

  Coordinator    Welcome to the PetMed Express Inc., doing
  business as 1-800-PetMeds conference call to review the
  financial results for the second fiscal quarter ended on
  September 30, 2004.  At the request of the company, this
  conference call is being recorded.

  Founded in 1996, 1-800-PetMeds is America's largest pet
  pharmacy, delivering prescription and nonprescription
  medications and health and nutritional supplements for
  dogs and cats direct to the consumer.  1-800-PetMeds
  markets its products through national television, online
  and direct mail advertising campaigns, which directs
  consumers to order by phone or on the Internet, and aim
  to increase the recognition of the 1-800-PetMeds brand
  name.  1-800-PetMeds provides an attractive alternative
  for obtaining pet medications in terms of convenience,
  price, ease of ordering, and rapid home delivery.  At
  this time, I would like to turn the call over to the
  company's Chief Financial Officer, Mr. Bruce Rosenbloom.

  B. Rosenbloom  Thank you.  I'd like to welcome everyone
  here today.  Before I turn the call to Mendo Akdag, our
  Chief Executive Officer, I'd like to remind everyone that
  the first portion of this conference call with be listen-
  only until the question and answer session, which will be
  later in the call.  Also, certain information that will
  be included in this press conference may include forward-
  looking statements within the meaning of the Private
  Securities Litigation Reform Act of 1995 or the
  Securities and Exchange Commission that may involve a
  number of risks and uncertainties.  These statements are
  based on our beliefs, as well as assumptions we have used
  based upon information currently available to us.
  Because these statements reflect our current views
  concerning future events, these  statements involve
  risks, uncertainties, and assumptions.  Actual future
  results may vary significantly based on a number of
  factors that may cause the actual results or events to be
  materially different from future results, performance, or
  achievements expressed or implied by these statements.
  We have identified various risk factors associated with
  our operations in our most recent annual report and other
  filings with the Securities and Exchange Commission.  Now
  let me introduce today's speaker, Mendo Akdag, Chief
  Executive Officer of 1-800-PetMeds.  Mendo.

  M. Akdag  Thank you, Bruce.  Welcome and thank you for
  joining us.  Today we will review the highlights of our
  financial results.  We will compare our second fiscal
  quarter and six months ended on September 30, 2004 to
  last year's quarter and six months, ended on September
  30, 2003.



                   Exhibit 99.1 Page 1 - 7







  For the second fiscal quarter ended on September 30,
  2004, our sales were $28.8 million, compared to sales of
  $25.0 million for the same period the prior year - an
  increase of 15%.  For the six months, sales were $64
  million, compared to $55.4 million for the six months the
  prior year - an increase of 16%.  The increase was
  primarily due to increased reorders offset by decreased
  new orders.  Net income was $1.8 million or $0.08 diluted
  per share in each of the quarters ended on September 30,
  2004 and 2003.  For the six months, net income was $3.6
  million, $0.15 diluted per share, compared to $3.3
  million, $0.14 diluted per share a year ago - an increase
  of 12%.  Retail reorder sales increased by 34% to $17.2
  million for the quarter, compared to reorder sales of
  $12.9 million for the same quarter the prior year.  For
  the six months, the reorder sales increased by 46% to
  $37.2 million, compared to $25.4 million for the same
  period a year ago.  Retail new order sales decreased by
  9% to $10.9 million for the quarter, compared to $12
  million for the same period the prior year.  For the six
  months, the new order sales decreased by 13% to $25.8
  million, compared to $29.7 million for the same period a
  year ago.  We attribute the decline in new orders to the
  increase in advertising cost of acquiring customers,
  which we'll discuss further in a few moments.

  Our premises had no physical damage from the hurricanes,
  but our call center was closed for approximately four
  days in September, due to the issuance of hurricane
  warnings, which might have negatively impacted our second
  quarter sales.  Our Web site was up at all times, and
  callers were directed to our Web site.  Also slowdown in
  our sales growth compared to the last year may be
  attributable to increased competition, both by
  veterinarians and traditional and online retailers.

  We acquired 154,000 new customers in our second fiscal
  quarter, compared to 166,000 for the same period the
  prior year.  We acquired 345,000 new customers in six
  months, compared to 400,000 for the same period a year
  ago.

  The seasonality in our business is due to the proportion
  of flea, tick and heartworm medications in our product
  mix.  Spring and summer are considered peak seasons, with
  fall and winter being the off season.

  For the second fiscal quarter, our gross profit as a
  percent of sales was 40.4%, compared to 40.9% for the
  same period a year ago.  For the six months ended
  September 30, 2004 and 2003, our gross profit as a
  percent of sales was the same at 39.8%.







                   Exhibit 99.1 Page 2 - 7







  Our general and administrative expenses, as a percent of
  sales, decreased to 10.3% for the quarter, compared to
  10.9% for the same quarter the prior year and for the six
  months, the G&A decreased to 9.7%, compared to 10.3% a
  year ago.  The improvement shows a continued leverage of
  the G&A.  Also a positive trend is the increase to 52% of
  our customers placing their orders on our Web site,
  compared to 50% for the prior year.  We spent $5.6
  million in advertising, compared to $4.4 million for the
  same quarter the prior year - an increase of 27%.  For
  the six months, we spent $13.4 million for advertising,
  compared to $11 million a year ago - an increase of 22%.
  Advertising costs of acquiring a customer for the quarter
  was $37, compared to $27 for the same quarter the prior
  year and for the six months, it was $39, compared to $27
  for the same period a year ago.  We attribute this to our
  change in advertising media mix, due to a shortage of
  television inventory, as a result of the upcoming
  elections and the strengthening economy.

  Our working capital increased by $5.7 million to $17
  million since March 31, 2004.  The increase was due to
  increases in net income and the exercise of stock options
  and warrants.  We had $10.8 million in cash and $9.4
  million in inventory, with no debt as of September 30,
  2004.  Cash from operations for the six months was $6.6
  million, compared to cash from operations of $2.8 million
  for the same period last year.

  Capital expenditures for the six months were
  approximately $110,000.  One other point:  to continue to
  grow the business, we are currently focusing our efforts
  in two areas.  One, optimizing our advertising media buys
  as well as developing new creatives to reduce customer
  acquisition costs.  Number two, improving reorders by
  leveraging our database, cross selling, improving patient
  compliance, and expanding our product lines.  Operator,
  we are ready to take questions.

  Coordinator    At this time, we are ready to begin the
  Q&A session.  Our first question comes from Frank
  Gristina of Avondale.

  F. Gristina    Thank you, guys.  Nice quarter considering
  the storms you guys had in the off season.  I had a
  question on sales and marketing.  It didn't come in quite
  as bad as we were modeling and I was just curious if you
  did anything in particular that helped limit that in the
  quarter, so targeting remnant space and states outside of
  the battleground states?  That's the first question.

  M. Akdag  We did a little bit better on television than
  we anticipated and that was the difference on the
  customer acquisition cost coming down from the June
  quarter.

  F. Gristina    What did television ads look like exiting
  the quarter?  Were costs high and do you expect those to
  ease November 2nd or is it going to take a little longer?

  M. Akdag  The elections are almost over, as you know next
  week.  It will probably be loose until Thanksgiving, then
  the holiday season starts.  It tightens back up until the
  new year.

  F. Gristina    Is there anything you can do - You're
  entering two weaker quarters.  Is there anything you can
  do to increase sales or reorder during this time?  I know
  you get a lot of your sales in the flea and tick season,
  but are there any products you can go into to try to get
  customers back?  Then also, can you give us an update on
  some of the initiatives you may have mentioned the
  previous quarter?  Pet insurance was one of those.

                   Exhibit 99.1 Page 3 - 7







  M. Akdag  Right.  We will attempt to cross sell obviously
  products that are not seasonal during the off season.  We
  added compounded medications and we added horse
  medications recently.  Pet insurance, we are still
  negotiating so it's not final yet.  So we're not in that
  business at this time.

  F. Gristina    Okay.  That will do for now.  Thank you.

  M. Akdag  Thank you.

  Coordinator    Our next question comes from Michael
  Moriarty of Tee One Up.

  T. Oatman Hello.  This is Tom Oatman for Michael.  I was
  just wondering if you could just give us an update please
  on the competitive environment and what you see in terms
  of their efforts to acquire customers, whether it be
  print or TV or online?  Thank you.

  M. Akdag  We are seeing some TV.  We are seeing some
  radio from competitors.  We are not really seeing much
  print, although one of the competitors is a catalog
  company, so they mail catalogs.  We consider that a
  direct mail basically.  The online marketing environment
  is highly competitive now.  It's a lot more competitive
  than it was last year.

  T. Oatman So given that, do you see a significant change
  in the mix of your customer acquisition efforts by
  channel or do you think you'll just continue with the
  same approach?

  M. Akdag  Traditionally, as you know, we spend a majority
  of the advertising dollars on television.  This year we
  have not been able to do that.  We would like to go back
  to that, so going forward, we would like to spend the
  majority of the dollars on television.

  T. Oatman Can you give us some sense of who is heading
  that effort now?  Is it you primarily or is it Puleo or -
  Who is heading that for you?

  M. Akdag  It's a team effort.  Puleo is involved with
  that.  We also have a new marketing director that we
  hired a few months ago who is involved with that.

  T. Oatman Thank you.

  Coordinator    Our next question comes from A. Gusican of
  Mosaic.

  A. Gusican     Hello, gentlemen.  I wanted to ask about
  the reordering.  Can you comment on how they compare to
  last year?

  M. Akdag  As you know the reorders increased, I think,
  about 34% for the quarter from the last year's reorders.
  It went up from $12.9 million, the reorders were last
  year same quarter and it went up to $17.2 million for the
  quarter ended on September 30, 2004.  For the six months,
  it was up 46% to $37.2 million, compared to $25.4 million
  for the six months last year.

  A. Gusican     I don't know if this was mentioned before.
  What was the average order size in the quarter?

  M. Akdag  We like to give you the 12 months so it's not
  misleading.  For the 12 months, it's about $75.  For the
  quarter it was $74.

                   Exhibit 99.1 Page 4 - 7







  A. Gusican     You said that you added horse medications?
  Was that for the entire quarter and how did that business
  perform?

  M. Akdag  We just added it in September so it did not
  have any material impact so far.

  A. Gusican     What are the margins like on this
  business?  Are they 40% or -

  M. Akdag  They're a little less.  It will probably be
  about 35%; maybe 30%, 35% range.

  A. Gusican     Okay.  Thank you.

  M. Akdag  You're welcome.

  Coordinator    Our next question comes from Peter
  Treadway of Tracer Capital.

  P. Treadway    Hello.  Did you guys say your reorder new
  sales were - Did you say it was $10.9?  Did I get that
  right?

  M. Akdag  New order sales, yes - $10.9 million for the
  quarter compared to $12 million last year, same quarter.

  P. Treadway    What's the difference, if I take your
  reorder and your new order and I get to $28.1 million?
  What's the difference between that and the $28.8 that you
  guys reported?

  M. Akdag  Wholesale.

  P. Treadway    Okay, great.  That was it.  Thank you.

  M. Akdag  You're welcome.

  Coordinator    Our next question comes from Francisco
  Benefiel of Noble Financial Group.

  F. Benefiel    Good morning, Mendo.  I've got two
  questions.  The first one, could you give me an idea of
  how is the change in your inventory levels quarter-over-
  quarter, and can you remind us of the breakdown in
  general and G&A costs?  What percentage is fixed and
  variable percentage for that cost?

  M. Akdag  Our inventory levels will fluctuate.  Right
  now, obviously we are going to our off-season so it will
  be lower.  It really depends on buying opportunities.  If
  there are buying opportunities, we will have higher
  inventory levels.  So there will be a tradeoff between
  cash and inventory, depending on buying opportunities.
  As far as your second question is concerned, G&A, I would
  say approximately 60% is variable and 40% is fixed.

  F. Benefiel    One other question, Mendo.  Could you give
  us an idea of new products that your company will put out
  there?

  M. Akdag  I'm sorry.  I couldn't get your question.

  F. Benefiel    Could you give us an idea of what will be
  the new products, if any, in the market that your company
  will put?

                   Exhibit 99.1 Page 5 - 7







  M. Akdag  As I mentioned, we started offering compounded
  medications.  We recently started in September offering
  horse medications.  We have not really marketed it yet.
  And we are negotiating on pet insurance with one of the
  pet insurance companies.

  F. Benefiel    Thank you very much.

  M. Akdag  You're welcome.

  Coordinator    Our next question comes from Frank
  Gristina of Avondale.

  F. Gristina    Thank you again.  Mendo, can you give us
  an update on the vet environment?  Are they still - You
  mentioned in the peak season that they were pricing
  competitively, doing a lot of price matching.  Do you
  expect that that will continue or have they backed off
  that given that they're not as big a part of sales right
  now?  Then, are they cooperating more or less than say a
  year ago?

  M. Akdag  I would say there is probably - I'll answer
  your last question first.  There is probably not much of
  a material change on the cooperation.  It's probably
  slightly higher this year versus last year; slightly
  higher cooperation.  As far as competition is concerned,
  it's really hard to - We don't have any hard data to give
  you.  Spring and summer are also high season for
  veterinary visits.  Obviously there is a risk while the
  pet owner is visiting the veterinarian, while they're
  there, they may pick up the medications there and the vet
  may match our prices at that time.  That does not
  necessarily mean we lost a customer, so there may be some
  back and forth as far as where the consumer purchases it.

  R. Gristina    What about last quarter sales may have
  been hurt by counterfeit medications?  Are those - Did
  they shut most of those down or is that still an issue
  with online sales; affecting online sales?

  M. Akdag  They shut quite a bit of that down, but it's a
  work in progress actually, so it's an ongoing maintenance
  issue it looks like, with the online companies.

  R. Gristina    The Web site overhaul, did that have
  material impact on visits or order rates that you've
  noticed or anything you've noticed since you did the
  overhaul?  More non-prescription sales or non-medication
  sales?

  M. Akdag  We are getting slightly higher conversion from
  the visitors with the new Web site.  We are actually
  going to update it again shortly, within a few weeks.

  R. Gristina    Based on some things you've learned about
  conversion?

  M. Akdag  Yes, based on data that we have.  We want to do
  a better job of cross selling and deliver the message to
  both our database and to the public that we not only your
  best source for flea, tick and heartworm medications.

  R. Gristina    Thank you.

  M. Akdag  You're welcome.

  Coordinator    This concludes the question and answer
  session.  I'd like to turn the call back over to the
  speaker for any closing remarks.

                   Exhibit 99.1 Page 6 - 7







  M. Akdag  Thank you.  We are a leader in a new
  distribution channel.  Our key opportunity is to leverage
  our brand name to continue to increase our market share.
  As I mentioned earlier, we will do this by focusing our
  efforts in two areas.  One, optimizing our advertising
  media buys as well as developing new creatives to reduce
  customer acquisition costs.  Number two, improving
  reorders by leveraging our database, cross selling,
  improving patient compliance, and expanding our product
  line.  This wraps up today's conference call.  Thank you
  for joining us.  Operator, this ends the conference call.

  Coordinator    Thank you for attending today's conference
  call and have a nice day.

                   Exhibit 99.1 Page 7 - 7