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): May 10, 2004


                                VCA Antech, Inc.
               (Exact Name of Registrant as Specified in Charter)


             Delaware                   001-16783              95-4097995
   (State or Other Jurisdiction        (Commission           (IRS Employer
         of Incorporation)             File Number)        Identification No.)


                          12401 West Olympic Boulevard,
                       Los Angeles, California 90064-1022
                    (Address of Principal Executive Offices)


                                 (310) 571-6500
                         (Registrant's Telephone Number)




ITEM 5.  OTHER EVENTS

         Reference is made to the press release of Registrant issued on May 10,
2004, which is incorporated herein by reference. A copy of the press release is
attached to this Form 8-K as Exhibit 99.1.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
         EXHIBITS

      (c)      Exhibits

      99.1     Press release dated May 10, 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.



May 10, 2004                         VCA Antech, Inc.


                                     /s/  Tomas W. Fuller
                                     ----------------------------
                                     By: Tomas W. Fuller
                                     Its: Chief Financial Officer







                                  EXHIBIT INDEX

Exhibits
- --------

99.1     Press release dated May 10, 2004.

- -------------------------------------------------------------------------------

EX-99.1

                                                          Exhibit 99.1

         VCA Antech, Inc. and National PetCare Centers, Inc.
                 Announce Definitive Merger Agreement

    LOS ANGELES--(BUSINESS WIRE)--May 10, 2004--VCA Antech, Inc.
(Nasdaq:WOOF), a leading animal health care company in the United
States, and National PetCare Centers, Inc. ("NPC") today announced the
signing of a definitive merger agreement. Under the agreement, VCA
Antech will acquire NPC for $76.5 million (less assumed debt), to be
paid in cash. NPC operates 69 animal hospitals in 11 states with
annual revenues in 2003 of $81.7 million. On completion of the merger,
the combined companies will operate 316 animal hospitals in 36 states.
    Bob Antin, Chairman and CEO of VCA Antech, stated, "We are very
excited about the opportunity to merge the VCA Antech and the NPC
animal hospital operations. The merger of the two companies was made
possible by the long-standing relationship between the principals of
both companies and the mutual respect among the senior management
teams. Both companies were founded on, and have developed a culture
of, focusing on providing high quality pet care and setting the
standard within the profession. The founders of NPC, including Drs.
Gary Burge, Richard Thomes and Ross Clark, are stalwart leaders and
innovators in the veterinary community. Through their leadership and
their dedication to providing the highest quality pet care, they have
had a profoundly positive impact on the veterinary profession.
    "Combining the two companies provides us the opportunity to
strengthen our presence in nine states, particularly Texas and
California, where we have focused in the past. We will also enter two
new states, Oklahoma and Oregon. In addition to merging NPC's quality
animal hospitals into our national network of hospitals, we will merge
two great management teams with substantial experience in the
industry. We are excited about the prospects for growth and innovation
that will come out of the merger of our teams.
    "We believe that the combination of the two companies will be
accretive to net income and diluted earnings per share, starting in
the third quarter of 2004. We expect a positive impact (after
integration costs) of between one to two cents per diluted earnings
per share in 2004. The impact in the second quarter of 2004 is not
expected to be material."
    Dr. Gary Burge, Founder and Chairman of the Board of NPC, said, "I
am proud of what we built over the past eight years. I view this as a
merger of hospitals, people and cultures and believe it is a great
fit. It is really a continuation of our original vision. The size and
scale of the combined animal hospital operations will afford our
hospitals many benefits and advance our objective of providing the
highest quality veterinary care in the nation. Many outstanding
members of our management team will join VCA's team to continue on the
path that we started on eight years ago."
    The merger agreement was unanimously approved by the NPC board of
directors after receiving the opinion of its financial advisor,
Stephens Inc., that the consideration to be paid in the merger is fair
from a financial point of view to NPC and its shareholders. The merger
agreement is subject to customary closing conditions, including
approval of the stockholders of NPC. Significant stockholders of NPC,
representing over 36% of the vote required to approve the transaction,
have agreed to vote in favor of the transaction while the merger
agreement is in effect. VCA Antech's board of directors unanimously
approved the merger, which will require approval from its lenders.
Closing is targeted for June 2004.

    Statements contained in this release that are not based on
historical information, including the statements as to the expected
benefits of the combination of the two companies, expected impact on
2004 net income and earnings per diluted share and timing of the
closing, are forward-looking statements that involve risks and
uncertainties. Actual results may vary substantially as a result of a
variety of factors. Among the important factors that could cause
actual results to differ are: the ability of the companies to satisfy
the conditions to the closing of the merger, including the ability to
obtain NPC's stockholder approval in a timely manner or at all; the
ability of VCA Antech to obtain the consent of its lenders; the
ability of the companies to consummate the merger; a materially
adverse change in the financial condition or operations of either
company; the ability to successfully integrate the two companies and
achieve expected operating synergies following the merger; the level
of direct costs and the ability of the Company to maintain revenue at
a level necessary to maintain expected operating margins; the level of
selling, general and administrative costs; the effects of competition;
the effects of the Company's recent acquisitions and its ability to
effectively manage its growth; the ability of the Company to service
its debt; the continued implementation of VCA Antech's management
information systems; pending litigation and governmental
investigations; general economic conditions; and the results of the
Company's acquisition program. These and other risk factors are
discussed in the Company's recent filing with the Securities and
Exchange Commission on Form 10-K and the reader is directed to these
statements for a further discussion of important factors that could
cause actual results to differ materially from those in the
forward-looking statements.

    VCA Antech owns, operates and manages the largest networks of
freestanding veterinary hospitals and veterinary-exclusive clinical
laboratories in the country.

    CONTACT: VCA Antech, Inc.
             Tom Fuller, 310-571-6505