<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-Q/A

[X]   Quarterly report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934.

      For the quarterly period ended April 30, 2002; or

[_]   Transition report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934.

      For the transition period from ___________ to ____________.

                        Commission file number: 000-26326

                     PROFESSIONAL VETERINARY PRODUCTS, LTD.
             (Exact name of registrant as specified in its charter)


           Nebraska                         5047                  37-1119387
(State or other jurisdiction of (Primary Standard Industrial    (IRS Employer
Incorporation or organization)   Classification Code Number) Identification No.)


                           10077 South 134/th/ Street
                              Omaha, Nebraska 68138
                                 (402) 331-4440
   (Address and telephone number of registrant's principal executive offices)


      Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities and Exchange Act
of 1934 during the proceeding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

      Yes    [X]      No    [_]


      Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

      Class                                  Outstanding at April 30, 2002
      -----                                  -----------------------------
      Common Stock, $1.00 par value                      1,546

<PAGE>

The Undersigned Registrant hereby amends the following items of its Quarterly
Report on Form 10-Q for the quarter ended April 30, 2002, as set forth below.

                     PROFESSIONAL VETERINARY PRODUCTS, LTD.
                         INDEX TO 10-Q FOR THE QUARTERLY
                           PERIOD ENDED APRIL 30, 2002

<TABLE>
<CAPTION>
PART I:  FINANCIAL INFORMATION                                                              PAGE
<S>                                                                                         <C>
         ITEM 1.    FINANCIAL STATEMENTS

                    Consolidated Balance Sheets as of April 30, 2002 and July 31, 2001        3

                    Consolidated Income Statements for the three and nine months              4
                    ended April 30, 2002 and 2001

                    Consolidated Statements of Cash Flow for the nine months ended            5
                    April 30, 2002 and 2001

                    Notes to Financial Statements                                             6

                    Independent Accountant's Report                                          10

         ITEM 6:    EXHIBITS AND REPORTS ON FORM 8-K                                         11


SIGNATURES                                                                                   11
</TABLE>

                                        2

<PAGE>

             PROFESSIONAL VETERINARY PRODUCTS, LTD. AND SUBSIDIARIES
                           Consolidated Balance Sheets
     As of April 30, 2002 (Restated, unaudited) and July 31, 2001 (Restated)
                        (in Thousands, Except Share Data)

<TABLE>
<CAPTION>
                                                                                                (Restated)         (Restated)
                                                                                                 April 30,          July 31,
 ASSETS                                                                                            2002               2001
                                                                                                 ---------         ----------
<S>                                                                                              <C>               <C>
Current assets:
  Cash                                                                                           $     594         $      657
  Accounts receivable, trade; less allowance for doubtful accounts
    $60 (April 30, 2002) and $ 0 (July 31, 2001)                                                    22,345             15,783
  Accounts receivable, related parties                                                               3,186              2,490
  Accounts receivable, other                                                                            12                129
  Prepaid income taxes                                                                                   -                122
  Inventory                                                                                         43,697             22,342
                                                                                                 ---------         ----------
        Total current assets                                                                        69,834             41,523
                                                                                                 ---------         ----------

Property and equipment                                                                               9,582              8,916
  Less accumulated depreciation                                                                      1,871              1,433
                                                                                                 ---------         ----------
                                                                                                     7,711              7,483
                                                                                                 ---------         ----------
Other assets:
  Goodwill, less accumulated amortization
    $71 (April 30, 2002) and $60 (July 31, 2001)                                                       155                166
  Loan origination fee, less accumulated amortization
    $ 6 (April 30, 2002) and $ 5 (July 31, 2001)                                                        14                 15
  Trademark, less accumulated amortization
    $ 1 (April 30, 2002) and $ 1 (July 31, 2001)                                                         4                  4
  Investment in unconsolidated affiliates                                                            1,462              1,513
  Cash value life insurance                                                                             66                 33
                                                                                                 ---------         ----------
                                                                                                     1,701              1,731
                                                                                                 ---------         ----------
                                                                                                 $  79,246         $   50,737
                                                                                                 =========         ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Note payable, line of credit                                                                   $  12,609         $    4,294
  Current portion of long-term debt                                                                    485                456
  Accounts payable, trade                                                                           48,817             31,950
  Accounts payable, related parties                                                                  2,131                535
  Other current liabilites                                                                           1,970              1,532
                                                                                                 ---------         ----------
        Total current liabilities                                                                   66,012             38,767

Long-term debt                                                                                       5,203              5,565
Deferred income tax liability                                                                           29                 94
                                                                                                 ---------         ----------
        Total liabilities                                                                           71,244             44,426
                                                                                                 ---------         ----------
Stockholder's equity:
  Common stock, $1 par value per share. Authorized 30,000 shares; issued
    and outstanding shares 1,546 (April 30, 2002), 1,534 shares (July 31, 2001)                          2                  2
  Paid-in capital                                                                                    4,543              4,415
  Retained earnings                                                                                  3,457              1,894
                                                                                                 ---------         ----------
                                                                                                     8,002              6,311
                                                                                                 ---------         ----------
                                                                                                 $  79,246         $   50,737
                                                                                                 =========         ==========
</TABLE>

                                        3

<PAGE>

             PROFESSIONAL VETERINARY PRODUCTS, LTD. AND SUBSIDIARIES
                         Consolidated Income Statements
Three and Nine Month Periods Ended April 30, 2002 (Restated) and 2001 (Restated)
                                   (unaudited)
                        (in Thousands, Except Share Data)

<TABLE>
<CAPTION>
                                                           Three Months Ended                       Nine Months Ended
                                                           ----------------------------------------------------------
                                                    April 30, 2002     April 30, 2001     April 30, 2002     April 30, 2001
                                                      (Restated)         (Restated)         (Restated)         (Restated)
                                                       ---------          --------           --------           --------
<S>                                                 <C>                <C>                <C>                <C>
Net sales and other revenue                            $    63,131             50,774            177,766            146,874

Cost of sales                                               56,706             47,023            162,697            135,925
                                                       -----------        -----------        -----------        -----------

     Gross profit                                            6,425              3,751             15,069             10,949

Operating, general, and administrative
expenses                                                     4,782              3,871             12,269             10,354
                                                       -----------        -----------        -----------        -----------

     Operating income                                        1,643               (120)             2,800                595
                                                       -----------        -----------        -----------        -----------

Other income (expense):
  Interest income                                              131                147                344                400
  Interest expense                                            (247)              (255)              (633)              (826)
  Other                                                          -                  -                  -                 (3)
  Equity in loss of affiliate                                  (17)               (18)               (51)               (54)
                                                       -----------        -----------        -----------        -----------
                                                              (133)              (126)              (340)              (483)
                                                       -----------        -----------        -----------        -----------

     Income before taxes                                     1,510               (246)             2,460                112

Income taxes                                                   399               (164)               897                 90
                                                       -----------        -----------        -----------        -----------

     Net income                                        $    (1,111)       $       (82)       $     1,563        $        22
                                                       ===========        ===========        ===========        ===========

Net income per share of common stock                   $    717.93        $    (56.33)       $  1,010.10        $     15.64
                                                       ===========        ===========        ===========        ===========

Weighted average common shares outstanding                   1,548              1,465              1,547              1,424
                                                       -----------        -----------        -----------        -----------
</TABLE>

                                        4

<PAGE>

             PROFESSIONAL VETERINARY PRODUCTS, LTD. AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
         Nine Months Ended April 30, 2002 (Restated) and 2001 (Restated)
                                   (unaudited)
                                 (in Thousands)

<TABLE>
<CAPTION>
                                                         (Restated)   (Restated)
                                                          April 30,    April 30,
                                                            2002         2001
                                                          --------     --------
<S>                                                       <C>          <C>
Cash flows from operating activities:
   Net income                                             $  1,563     $     22
                                                          --------     --------
   Adjustments to reconcile net income to net cash
     from operating activities:
       Depreciation and amortization                           451          420
       (Gain) loss on sale of property                           -            3
       Equity in loss of affiliate                              51           54
     (Increase) decrease in:
         Receivables                                        (7,141)       1,622
         Inventories                                       (21,355)      (9,902)
         Cash value life insurance                             (33)           -
     Increase (decrease) in:
         Accounts payable                                   18,462       13,115
         Other accrued current liabilities                     560       (1,350)
         Deferred income tax                                   (65)          66
                                                          --------     --------
               Total adjustments                            (9,070)       4,028
                                                          --------     --------

               Net cash from operating activities           (7,507)       4,050
                                                          --------     --------

Cash flows from investing activities:
   Purchase of property and equipment                         (666)        (240)
                                                          --------     --------
               Net cash from investing activities             (666)        (240)
                                                          --------     --------

Cash flows from financing activities:
   Net loan proceeds (reduction)                             7,982       (4,487)
   Bank overdraft at beginning of period                         -         (399)
   Bank overdraft at end of period                               -          760
   Net proceeds from issuance of
     common stock                                              128          316
                                                          --------     --------

               Net cash from financing activities            8,110       (3,810)
                                                          --------     --------

Net increase (decrease) in cash                                (63)           -
Cash at beginning of fiscal year                               657            -
                                                          --------     --------
Cash at end of period                                     $    594     $      -
                                                          ========     ========

Supplemental disclosure of cash flow information:
   Interest paid                                          $    610     $    795
                                                          ========     ========
   Income taxes paid                                      $    128     $    399
                                                          ========     ========
</TABLE>

                                        5

<PAGE>

             PROFESSIONAL VETERINARY PRODUCTS, LTD. AND SUBSIDIARIES
            Notes to the Condensed, Consolidated Financial Statements
                                 April 30, 2002
                                   (unaudited)
                        (in Thousands, Except Share Data)

(1) Accounting policies:
   The accompanying condensed, consolidated financial statements of Professional
   Veterinary Products, Ltd., and its wholly-owned subsidiaries (the "Company")
   have been prepared in accordance with accounting principles generally
   accepted in the United States for interim financial information and in
   accordance with the rules and regulations of the United States Securities and
   Exchange Commission (the "SEC"). Accordingly, these condensed, consolidated
   financial statements do not include all of the information and footnotes
   required by accounting principles generally accepted in the United States for
   complete financial statements

   The information contained in the financial statements is unaudited. The
   statements reflect all normal and recurring adjustments which, in the opinion
   of management, are necessary for a fair statement of the results for the
   interim periods presented. All significant intercompany accounts and
   transactions have been eliminated.

   The preparation of financial statements in conformity with generally accepted
   accounting principles requires management to make estimates and assumptions
   that affect the reported amounts of assets and liabilities and disclosure of
   contingent assets and liabilities at the date of the financial statements and
   the reported amounts of revenues and expenses during the reporting period.
   Actual results could differ from those estimates.

   These condensed, consolidated financial statements should be read in
   conjunction with the Company's consolidated financial statements and notes
   thereto included in the Company's Annual Report on Form 10-K for the year
   ended July 31, 2001 filed with the SEC. The Company follows the same
   accounting policies in preparation of interim financial statements. These
   policies are presented in Note 1 to the Consolidated Financial Statements
   included on Form 10-K referred to above.

   The results of operations and cash flows for the nine months ended April 30,
   2002 are not necessarily indicative of the results to be expected for the
   fiscal year ending July 31, 2002 or any other period. Certain amounts from
   prior periods have been reclassified to conform to the current period's
   presentation.

(2) New accounting pronouncements:
   In June 2001, the Financial Accounting Standards Board finalized FASB
   Statement No. 142, Goodwill and Other Intangible Assets ("FAS 142"). FAS 142
   requires, among other things, that companies no longer amortize goodwill, but
   instead test goodwill for impairment at least annually. In addition, FAS 142
   requires that the Company identify reporting units for the purposes of
   assessing potential future impairments of goodwill, reassess the useful lives
   of other existing recognized intangible assets, and cease amortization of
   intangible assets with an indefinite useful life. An intangible asset with an
   indefinite useful life should be tested for impairment in accordance with the
   guidance in FAS 142. FAS 142 is required to be applied in fiscal years
   beginning after December 15, 2001 to all goodwill and other intangible assets
   recognized at that date, regardless of when those assets were initially
   recognized. FAS 142 also requires the Company to complete a transitional
   goodwill impairment test within six months from the date of adoption. The
   Company is also required to reassess the useful lives of other intangible
   assets within the first interim quarter after adoption of FAS 142. The
   Company believes that the adoption of FAS 142 will not have a material impact
   on the Company's financial position or results of operation.

                                        6

<PAGE>

            PROFESSIONAL VETERINARY PRODUCTS, LTD. AND SUBSIDIARIES
            Notes to the Condensed, Consolidated Financial Statements
                                 April 30, 2002
                                   (unaudited)
                        (in Thousands, Except Share Data)

(2) New accounting pronouncements (continued):
   In August 2001, the FASB issued FASB Statement No. 144, Accounting for the
   Impairment or Disposal of Long-Lived Assets ("FAS 144"). This statement
   supercedes FASB Statement No. 121, Accounting for the Impairment of
   Long-Lived Assets and for Long-Lived Assets to Be Disposed Of ("FAS 121") and
   amends Accounting Principles Board Opinion No. 30, Reporting Results of
   Operations - Reporting the Effects of Disposal of a Segment of a Business,
   and Extraordinary, Unusual and Infrequently Occurring Events and
   Transactions. FAS 144 retains the fundamental provisions of FAS 121 for
   recognition and measurement of impairment, but amends the accounting and
   reporting standards for segments of a business to be disposed of. FAS 144 is
   effective for fiscal years beginning after December 15, 2001, and interim
   periods within those fiscal years, with early application encouraged. The
   provisions of FAS 144 generally are to be applied prospectively. The Company
   believes that the adoption of FAS 144 will not have a material impact on the
   Company's financial position or results of operations.

(3) Segment information:
   The Company has one reportable segment which buys, sells, and warehouses
   animal health related Items. The Company does not have separate strategic
   business units that offer different products or services. The Company did not
   receive over 10% of revenues from any single external customer.

(4) Restatement of the condensed, consolidated financial statements:
   Subsequent to the issuance of the Company's condensed, consolidated financial
   statements as of April 30, 2001 on Form 10-Q with the SEC, the Company's
   management determined that the accounting related to the equity method
   investment in AAHA Services Corp and the accounting for sales promotion
   monies received from various manufacturers would require restatement of the
   financial statements.

   The Company's restatement reflects the change of accounting for the
   investment in AAHA Services Corp. from the cost method to the equity
   method. It also reflects the reclassification of promotion monies received
   from manufacturers and the accrual of profit sharing expense. Formerly the
   Company had recorded promotion monies as revenue. The restatement reflects
   the change to record promotion monies as a reduction of operating, general
   and administrative expenses. The restatement of promotion monies had no
   effect on operating income or net income for the periods presented. Formerly,
   the Company recorded profit sharing expense when the obligation was fixed.
   The restatement reflects the charge to record estimated profit sharing
   expense in each quarter. The effects on net income from these restatements
   are shown in the following table:

                                         Three Months Ended   Nine Months Ended
                                           April 30, 2001      April 30, 2001
                                           --------------      --------------

   Net income as previously reported      $          (100)    $           230
   Impact of restatement for:
           Loss in equity of affiliate                (18)                (54)
           Profit sharing expense                     (92)               (233)
           Income tax                                 128                  79
                                          ---------------     ---------------

   Net income as restated                 $           (82)    $            22
                                          ===============     ===============

                                       7

<PAGE>

             PROFESSIONAL VETERINARY PRODUCTS, LTD. AND SUBSIDIARIES
            Notes to the Condensed, Consolidated Financial Statements
                                 April 30, 2002
                                   (unaudited)
                        (in Thousands, Except Share Data)

(4) Restatement of the condensed, consolidated financial statements (continued):

  The effects on the accompanying financial statements from these restatements
  are shown in the following tables:

<TABLE>
<CAPTION>
                                                                           Consolidated Statements of Income
                                                             Three Months Ended                         Nine Months Ended
                                                               April 30, 2001                             April 30, 2001
                                                               --------------                             --------------
                                                   Previously     Effect of                  Previously      Effect of
                                                     Reported   Restatement   As Restated      Reported    Restatement   As Restated
                                                     --------   -----------   -----------      --------    -----------   -----------
<S>                                                <C>          <C>           <C>            <C>           <C>           <C>
Net sales and other revenue                         $  51,416     $    (642)    $  50,774     $ 148,182     $  (1,308)    $ 146,874

Cost of sales                                          47,023             -        47,023     $ 135,925             -     $ 135,925
                                                    ---------     ---------     ---------     ---------     ---------     ---------

     Gross profit                                       4,393          (642)        3,751     $  12,257     $  (1,308)    $  10,949

  Operating, general & administrative                   4,421          (550)        3,871        11,429        (1,075)       10,354
                                                    ---------     ---------     ---------     ---------     ---------     ---------

     Operating income (loss)                              (28)          (92)         (120)          828          (233)          595

Other income (expense)                                   (108)          (18)         (126)         (429)          (54)         (483)
                                                    ---------     ---------     ---------     ---------     ---------     ---------
     Income (loss) before taxes                          (136)         (110)         (246)          399          (287)          112

Income tax expense (benefit)                              (36)         (128)         (164)          169           (79)           90
                                                    ---------     ---------     ---------     ---------     ---------     ---------

     Net income                                     $    (100)    $      18     $     (82)    $     230     $    (208)    $      22
                                                    =========     =========     =========     =========     =========     =========
Net income per share of
     common stock                                   $  (68.42)    $   12.09     $  (56.33)    $  161.55     $ (145.91)    $   15.64
                                                    =========     =========     =========     =========     =========     =========

 Weighted average common
      shares outstanding                                1,465         1,465         1,465         1,424         1,424         1,424
</TABLE>

                                        8

<PAGE>

             PROFESSIONAL VETERINARY PRODUCTS, LTD. AND SUBSIDIARIES
            Notes to the Condensed, Consolidated Financial Statements
                                 April 30, 2002
                                   (unaudited)
                        (in Thousands, Except Share Data)


(4) Restatement of the condensed, consolidated financial statements (continued):

<TABLE>
<CAPTION>
                                                             Consolidated Statements of Income
                                               Three Months Ended                            Nine Months Ended
                                                 April 30, 2002                                April 30, 2002
                                                 --------------                                --------------
                                  Previously         Effect of                  Previously         Effect of
                                    Reported       Restatement    As Restated     Reported       Restatement    As Restated
                                    --------       -----------    -----------     --------       -----------    -----------
<S>                               <C>          <C>                <C>           <C>          <C>                <C>
Net sales and other revenue        $  63,703         $    (572)     $  63,131    $ 179,501         $  (1,735)     $ 177,766

Cost of sales                         56,706                 -         56,706      162,697                 -        162,697
                                   ---------         ---------      ---------    ---------         ---------      ---------

  Gross profit                         6,997              (572)         6,425       16,804            (1,735)        15,069

Operating, general, and
  administrative expenses              5,354              (572)         4,782       14,004            (1,735)        12,269
                                   ---------         ---------      ---------    ---------         ---------      ---------

  Operating income                     1,643                 -          1,643        2,800                 -          2,800

Other income (expense)                  (133)                -           (133)        (340)                -           (340)
                                   ---------         ---------      ---------    ---------         ---------      ---------

Income before taxes                    1,510                 -          1,510        2,460                 -          2,460

Income tax expense                       399                 -            399          897                 -            897
                                   ---------         ---------      ---------    ---------         ---------      ---------

Net income                         $   1,111         $       -      $   1,111    $   1,563         $       -      $   1,563
                                   =========         =========      =========    =========         =========      =========

Net income per share of
  common stock                     $  717.93         $       -      $  717.93    $1,010.10         $       -      $1,010.10
                                   =========         =========      =========    =========         =========      =========

Weighted average common
  shares outstanding                   1,548             1,548          1,548        1,547             1,547          1,547
</TABLE>

                                        9

<PAGE>

                             QUICK & MCFARLIN, P.C.
                     Certified Public Accountants Letterhead


                         Independent Accountant's Report

To the Board of Directors
     Professional Veterinary Products, Ltd.
          Omaha, Nebraska

     We have reviewed the accompanying consolidated balance sheet of
Professional Veterinary Products, Ltd. (a Nebraska Corporation) and subsidiaries
as of April 30, 2002, and the related statements of consolidated income for the
three and nine month periods ended April 30, 2002 and 2001 and the consolidated
statement of cash flows for the nine month periods ended April 30, 2002 and
2001. We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. All information included in
these financial statements is the representation of the management of
Professional Veterinary Products, Ltd.

     A review of interim financial information consists principally of inquiries
of Company personnel and analytical procedures applied to financial data. It is
substantially less in scope than an audit in accordance with generally accepted
auditing standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.

     Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements in order for them to be
in conformity with generally accepted accounting principles.

     The July 31, 2001 balance sheet included in these financial statements was
audited by us. Our audit report dated April 19, 2002 expressed an unqualified
opinion on that balance sheet.

     As mentioned in an accompanying note, the April 30, 2001 quarterly
information contained in this report has been restated for the change in
accounting for the investment in an affiliate and for certain accruals and
reclassifications that were necessary for presentation in accordance with
generally accepted accounting principles.

                                          /s/ Quick & McFarlin, P.C.


Omaha, Nebraska
August 19, 2002

                                       10

<PAGE>

ITEM 6:     EXHIBITS AND REPORTS ON FORM 8-K

            (a)   EXHIBITS REQUIRED TO BE FILED BY ITEM 601 OF REGULATION S-K

                  99.1: Certification pursuant to Section 906 of the
                        Sarbanes-Oxley Act of 2002



                                   SIGNATURES

     Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

     Date: August 20, 2002               By: /s/ Dr. Lionel L. Reilly, President

                                       11