8-K

                       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): July 7, 1998


                       VETERINARY CENTERS OF AMERICA, INC.
               (Exact Name of Registrant as Specified in Charter)


          Delaware                     1-10787                  95-4097995
(State or Other Jurisdiction         (Commission              (IRS Employer
      of Incorporation)              File Number)          Identification No.)


                      3420 Ocean Park Boulevard, Suite 1000
                         Santa Monica, California 90405
                    (Address of Principal Executive Offices)

                                 (310) 392-9599
                         (Registrant's Telephone Number)



ITEM 5.     OTHER EVENTS
            ------------

     Reference is made to the press release of Registrant, issued on July 7,
1998, which contains information meeting the requirements of this Item 5, and
which is incorporated herein by this reference. A copy of this press release is
attached to this Form 8-K as Exhibit 99.1.



                                   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.


July 8, 1998                             VETERINARY CENTERS OF AMERICA, INC.



                                         By: /S/TOMAS FULLER
                                             -------------------------- 
                                                Tomas W. Fuller
                                                Chief Financial Officer,
                                                Vice President and
                                                Assistant Secretary




                                  EXHIBIT INDEX

EXHIBITS                                                           PAGE NUMBER
- --------                                                           -----------

99.1   Press Release dated July 7, 1998.

EX-99.1

                                                                   Exhibit 99.1

For Immediate Release
Contact:      Bob Antin, CEO
              Tom Fuller, CFO


                       VETERINARY CENTERS OF AMERICA, INC.
           ANNOUNCES SETTLEMENT OF CLASS ACTION SECURITIES LITIGATION
                            SUBJECT TO COURT APPROVAL


SANTA MONICA, CA, JULY 7, 1998 -- VETERINARY CENTERS OF AMERICA, INC. (NASDAQ NM
SYMBOL:  NMS:  VCAI) today  announced  that a settlement has been reached in the
securities  class action and  derivative  action  lawsuits that had been pending
against  the  Company  and  certain  of its  present  and  former  officers  and
directors. Under the settlement,  which is subject to court approval and certain
other  ordinary  contingencies,  the claims  against  the  Company and all other
defendants will be dismissed  without  presumption or admission of any liability
or wrongdoing. The full amount of the settlement and associated legal costs have
either  been  previously  reserved  for or  covered by the  Company's  insurance
carriers.  The  settlement  will not have any  affect on the  Company's  current
results of  operations.  

Commenting on the announcement,  VCA chief executive officer, Bob Antin, stated,
"While we continue to deny liability, the settlement of these lawsuits is in our
stockholders'  best interest.  Continuing  the  litigation  would have been very
expensive and  distracting  to management,  and the settlement  will resolve any
uncertainty  about the lawsuits  among the  Company's  stockholders,  customers,
suppliers and other business partners."

Veterinary  Centers  of  America  owns  and  operates  the  largest  network  of
free-standing   veterinary   hospitals  and  one  of  the  largest  networks  of
veterinary-exclusive clinical laboratories in the country.