UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)(*)
PETMED EXPRESS, INC.
--------------------
(Name of Issuer)
Common Stock, $001 par value per share
--------------------------------------
(Title of Class of Securities)
716382 10 6
--------------
(CUSIP Number)
December 31, 2003
-------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
(*) The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 or otherwise subject to
the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
SCHEDULE 13G
---------------------------------------------------------------------
CUSIP No. 716382 10 6 Page 1 of 1 Page
---------------------------------------------------------------------
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Guven Kivilcim
---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
---------------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
TURKEY
---------------------------------------------------------------------
Number of 5 SOLE VOTING POWER
Shares
Beneficially 2,067,000 shares of common stock, which includes
Owned by 540,000 shares issuable upon the exercise of
Each warrants.(1)
Reporting ------------------------------------------------------
Person
With 6 SHARED VOTING POWER
0
------------------------------------------------------
7 SOLE DISPOSITIVE POWER
2,067,000 shares of common stock, which includes
540,000 shares issuable upon the exercise of
warrants.(1)
------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
---------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,067,000 shares of common stock, which includes 540,000 shares
issuable upon the exercise of warrants.(1)
---------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
[ ]
---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.2 % of outstanding common shares.(1)
---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
IN
---------------------------------------------------------------------
(1) As of June 4, 2004, the Sole Voting Power, the Sole Dispositive
Power and the Aggregate Amount Beneficially Owned was 1,715,900
which includes 400,000 shares issuable upon the exercise of
warrants, and the Percent of Class Represented was 7.63% of the
outstanding common shares.
ATTACHMENT
----------
Item 1(a). Name of Issuer:
PetMed Express, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
1441 SW 29th Avenue, Pompano Beach, FL 33069
Item 2(a). Name of Person Filing:
Guven Kivilcim
Item 2(b). Address of Principal Business Office, or if None,
Residence:
1020 N.W. 163rd Drive
Miami, FL 33169
Item 2(c). Citizenship:
TURKEY
Item 2(d). Title of Class of Securities:
Common Stock, $.001 par value per share.
Item 2(e). CUSIP Number:
716382 10 6.
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or
13d-2(b) or (c), Check Whether the Person Filing is a:
(a) [_] Broker or dealer registered under Section 15 of the
Exchange Act.
(b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [_] Insurance company as defined in Section 3(a)(19) of the
Exchange Act.
(d) [_] Investment company registered under Section 8 of the
Investment Company Act.
(e) [_] An investment adviser in accordance with Rule 13d-
1(b)(1)(ii)(E);
(f) [_] An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
(g) [_] A parent holding company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G);
(h) [_] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [_] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act;
(j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership. Provide the following information regarding
the aggregate number and percentage of the class of securities
of the issuer identified in Item 1.
(a) Amount beneficially owned: 2,067,000 shares, which
includes 540,000 shares issuable upon the exercise of warrants.
(1)
(b) Percent of class: 10.2%.(1)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
2,067,000 shares, which includes 540,000 shares issuable upon
the exercise of warrants, (1)
(ii) Shared power to vote or to direct the vote: -0-,
(iii) Sole power to dispose or to direct the
disposition of: 2,067,000, which includes 540,000 shares
issuable upon the exercise of warrants, (1)
(iv) Shared power to dispose or to direct the
disposition of: -0-.
Item 5. Ownership of Five Percent or Less of a Class. If this
statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities check
the following [ ].
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the Parent
Holding Company or Control Person.
Not Applicable
Item 8. Identification and Classification of Members of the
Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certifications.
(b) By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having such purpose
or effect.
(1) As of June 4, 2004, the Sole Voting Power, the Sole
Dispositive Power and the Aggregate Amount Beneficially Owned
was 1,715,900 which includes 400,000 shares issuable upon the
exercise of warrants, and the Percent of Class Represented was
7.63% of the outstanding common shares
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
Statement on Schedule 13G is true, complete and correct as of
the date hereof.
Dated: June 4, 2004
/s/Guven Kivilcim
----------------------------
Guven Kivilcim
Attention. Intentional misstatements or omissions of fact
constitute federal criminal violations (see 18 U.S.C. 1001).