EXHIBIT 10.2

             RESTRICTED STOCK AGREEMENT PURSUANT TO
         PETMED EXPRESS, INC. 2006 RESTRICTED STOCK PLAN

      THIS  RESTRICTED STOCK AGREEMENT is made this 27th  day  of
February,   2007   by   and   between    Menderes   Akdag    (the
"Participant")   and PetMed Express, Inc., a Florida corporation,
on   behalf   of   itself,   its  subsidiaries   and   affiliates
(collectively,  the  "Company") pursuant to  the  Company's  2006
Restricted Stock Plan (the "2006 Plan").

     WHEREAS, the Compensation Committee (the "Committee") of the
Board  of  Directors of the Company  authorized and directed  the
Company  to make an award of stock to the Participant  under  the
2006 Plan for the purposes expressed in the 2006 Plan;

      NOW  THEREFORE, in consideration of the foregoing  and  the
mutual  undertakings  herein  contained,  the  parties  agree  as
follows:

1. Grant of Stock.  In accordance with the terms of the 2006 Plan
and  subject  to  the further terms, conditions and  restrictions
contained  in  this Agreement, the Company hereby grants  to  the
Participant   90,000  shares  (the  "Shares")  of  the  Company's
common stock, par value $.001 per share (the "Common Stock").  As
long  as the Shares are subject to the Restrictions set forth  in
Section 4 of this Agreement, such shares shall be deemed  to  be,
and  are  referred  to  in this Agreement   as,  the  "Restricted
Shares."

2.  Certificates  for Shares. Certificates evidencing  Restricted
Stock  shall be deposited with the Company to be held  in  escrow
until such Shares are released to the Participant or forfeited in
accordance   with   this  Agreement.   The   Participant   shall,
simultaneously  with the delivery of this Agreement,  deliver  to
the Company a stock power, in blank, executed by the Participant.
If  any  Restricted Stock is forfeited, the Company shall  direct
the  transfer  agent of the Common Stock to make the  appropriate
entries   in  its  records  showing  the  cancellation   of   the
certificate  or  certificates for such Restricted  Stock  and  to
return the Shares represented thereby to the Company's treasury.

3.   Adjustments in Restricted Stock.  In the event of any change
in  the outstanding Common Stock by reason of a stock dividend or
distribution, recapitalization, merger, consolidation,  split-up,
combination, exchange of shares or the like, the Committee  shall
make  equitable adjustments in the Restricted Stock corresponding
to  adjustments made by the Committee in the number and class  of
shares  of Common Stock which may be issued under the 2006  Plan.
Any   new,  additional  or  different  securities  to  which  the
Participant shall be entitled in respect of Restricted  Stock  by
reason of such adjustment shall be deemed to be Restricted  Stock
and   shall  be  subject  to  the  same  terms,  conditions,  and
restrictions as the Restricted Stock so adjusted.

4.   Restrictions.   During  applicable  periods  of  restriction
determined  in  accordance  with Section  6  of  this  Agreement,
Restricted  Stock and all rights with respect to such Stock,  may
not   be   sold,  assigned,  transferred,   exchanged,   pledged,
hypothecated or otherwise encumbered or disposed of and shall  be
subject to the risk of forfeiture contained in Section 5 of  this
Agreement  (such  limitations  on  transferability  and  risk  of
forfeiture being herein referred to as "Restrictions"),  but  the
Participant  shall  have all  other  rights   of  a  stockholder,
including,  but not  limited to, the  right to vote and   receive
dividends on Restricted Stock, subject to any dividend to be held
in escrow pursuant to the terms of the 2006 Plan.

5.  Forfeiture  of  Restricted  Stock.  In  the  event  that  the
Participant  terminates  employment  with  the  Company  for  any
reason other than his or her death or permanent disability,  such
event  shall constitute an "Event of Forfeiture" and  all  Shares
which  at  that  time  are Restricted Stock  shall  thereupon  be
forfeited  by the Participant to the Company without  payment  of
any  consideration  by the Company, and neither  the  Participant
nor any successor, heir, assign or personal representative of the
Participant shall have any right, title or interest in or to such
Restricted Stock or the certificates evidencing them.

6.  Lapse of Restrictions.  (a) Except as provided in subsections
(b)  (and  (c)  below, the Restrictions on the  Restricted  Stock
granted under this Agreement shall lapse ratably on each  of  the
anniversaries  of the date of this Agreement in  accordance  with
the following schedule:

                     Exhibit 10.2 Page 1 - 2

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          -------------------------
          Restricted    Anniversary
            Shares         Dates
          -------------------------
            30,000       02/27/08
          -------------------------
            30,000       02/27/09
          -------------------------
            30,000       02/27/10
          -------------------------

(b) In the event that a Participant's employment with the Company
terminates  as  a  result  of  his  or  her  death  or  permanent
disability, the Restrictions shall lapse on the Restricted  Stock
(if  not already lapsed pursuant to subsection (a) above) on  the
date of such event.

(c) In the event of a change in control, as defined  in the  2006
Plan,   any  Restriction  Period  and  restrictions  imposed   on
Restricted Stock shall lapse.

  Upon   lapse  of  the  Restrictions  in  accordance  with  this
Section,  the  Company shall, as soon as practicable  thereafter,
deliver  to  the  Participant, or to the  Participant's  personal
representative, an unrestricted certificate  for the Shares  with
respect to which such Restrictions have lapsed.

7. Withholding Requirements.  The Company shall have the right to
withhold  from  sums due to the Participant, or  to  require  the
Participant  to remit to the Company in an amount  sufficient  to
satisfy  any Federal, state or local withholding tax requirements
prior  to  making  such  payments or delivering  any  certificate
evidencing such Shares.

8.  Effect  of  Employment.  Nothing contained in this  Agreement
shall  confer upon the Participant the right to continue  in  the
employment  of the Company or affect any right which the  Company
may have to terminate the employment of the Participant.

9.  Amendment.  This Agreement may not be amended except with the
consent  of  the  Committee  and by  a  written  instrument  duly
executed by the Participant and the Company.

10.  Binding  Effect.  This Agreement shall be binding  upon  and
shall inure to the benefit of the parties hereto and their heirs,
personal  representatives, successors and  assigns.   Participant
acknowledges receipt of a copy of the 2006 Plan, which is annexed
hereto, represents that he or she is familiar with the terms  and
provisions  thereof  and accepts the award  of  Shares  hereunder
subject  to all of the terms and conditions thereof and  of  this
Agreement.   Participant  hereby agrees  to  accept  as  binding,
conclusive  and  final all decisions and interpretations  of  the
Committee upon any questions arising under the 2006 Plan or  this
Agreement.

      IN  WITNESS  WHEREOF, the Company and the Participant  have
each  executed and delivered this Agreement as of the date  first
above written.

COMPANY:

/s/ Robert C. Schweitzer
------------------------
Chairman of the Board of Directors


PARTICIPANT:


/s/ Menderes Akdag
------------------
Menderes Akdag

                     Exhibit 10.2 Page 2 - 2

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