<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 134th 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>
<S>     <C>                                                                                   <C>
PART I:  FINANCIAL INFORMATION                                                                   PAGE

         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                                                   9

         ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATION                                     10



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 would require restatement of the
     financial statements to reflect the change of accounting from the cost
     method to the equity method. The amounts restated include amortization of
     goodwill, accruals of profit sharing, the related income tax expense, and
     certain reclassifications. The effect of the restatement is shown in the
     table below:

<TABLE>
<CAPTION>

                                                    Three Months Ended   Nine Months Ended
                                                      April 30, 2001       April 30, 2001
                                                      --------------       --------------
<S>                                                  <C>                  <C>
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
                                                      ==============       ==============

</TABLE>


                                       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 principal effect of these items on the accompanying financial
     statements are set forth below:

<TABLE>
<CAPTION>

                                                          Three Months Ended                 Nine Months Ended
                                                 April 30, 2001    April 30, 2001     April 30, 2001     April 30, 2001
                                                 --------------    --------------     --------------     --------------
                                                  Previously         As Restated        Previously        As Restated
                                                  ----------         -----------        ----------        -----------
                                                   Reported                              Reported
                                                   --------                              --------
<S>                                             <C>                <C>                <C>                <C>
Net sales and other revenue                          51,416               50,774          148,182             146,874
Operating, general, and administrative
expenses                                              4,422                3,871           11,429              10,354
Income before taxes                                   (138)                (246)              399                 112
Income taxes                                           (38)                (164)              169                  90
Net income                                            (100)                 (82)              230                  22
Net income per share of common stock                $ 68.42            $ (56.33)         $ 161.55            $  15.64
Weighted average common shares outstanding            1,465                1,465            1,424               1,424

</TABLE>

<TABLE>
<CAPTION>

                                                          Three Months Ended                 Nine Months Ended
                                                 April 30, 2002    April 30, 2002     April 30, 2002     April 30, 2002
                                                 --------------    --------------     --------------     --------------
                                                  Previously         As Restated        Previously        As Restated
                                                  ----------         -----------        ----------        -----------
                                                   Reported                              Reported
                                                   --------                              --------
<S>                                             <C>                <C>                <C>                <C>
Net sales and other revenue                          63,703               63,131          179,501             177,766
Operating, general, and
 administrative expenses                              5,354                4,782           14,004              12,269
Income before taxes                                   1,510                1,510            2,460               2,460
Income taxes                                            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            1,547               1,547

</TABLE>

                                       8

<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
July 31, 2002


                                       9

<PAGE>

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

                        (in Thousands, except share data)

LIQUIDITY AND CAPITAL RESOURCES

     The Company expends capital primarily to fund day-to-day operations and
expand those operations to accommodate sales growth. It is necessary for the
Company to expend necessary funds to maintain significant inventory levels in
order to fulfill its commitment to its customers. Historically, the Company has
financed its cash requirements primarily from short term bank borrowings and
cash from operations. The short term bank borrowings are accomplished through a
fifteen million dollar revolving line of credit at U.S. Bank, Omaha, Nebraska.

     As in previous years, the Company's capital expenditures were made to
finance day-to-day operations and to expand its operations to accommodate the
growth in the number of customers and corresponding growth in sales. Inventory
needs and expenses associated therewith continue to grow. Capital requirements
have been funded primarily from short-term bank borrowings and cash derived from
its operations.

     During the fourth quarter of the current fiscal year the Company intends to
open a warehouse facility in the eastern part of the United States. The Company
intends to use its line of credit to supply the working capital needs of this
new facility.

     Net cash provided by operating activities of $4,050 for period ending April
30, 2001 was primarily attributable to a decrease of $1,622 in receivables and
an increase of $13,115 in accounts payable. These were partially offset by an
increase of $9,902 in inventories. Net cash used by operating activities of
$7,507 for period ending April 30, 2002 was primarily attributable to an
increase of $7,141 in receivables and $21,355 in inventories. These were
partially offset by an increase of $18,462 in accounts payable and $1,563 in net
income.

     Net cash used by investing activities of $240 for period ending April 30,
2001 was primarily attributable to investments in equipment, including the
purchase of office, warehouse and computer equipment. Net cash used by investing
activities of $666 for period ending April 30, 2002 was primarily attributable
to investments in equipment, including the purchase of office, warehouse and
computer equipment.

     Net cash used by financing activities of $3,810 for period ending April 30,
2001 was primarily attributable to net loan reduction of $4,487. Net cash
provided by financing activities of $8,110 for period ending April 30, 2002 was
primarily attributable to net loan proceeds of $7,982.

RESULTS OF OPERATIONS

     Nine months ended April 30, 2002 as compared to nine months ended April 30,
2001:

     Net sales and other revenue increased $30,892 to $177,766 compared to
$146,874 for the same period the previous year. The 21% growth was principally
attributable to increased sales to existing customers of $21,022 and to new
customers of $9,794. On April 30, 2002 there were 1,546 shareholders of the
company.

     Gross profit increased $4,121 to $15,069 compared to $10,948 for the same
period the previous year. This increase is primarily attributable to the
increase in net sales and other revenue. Gross profit as a percentage of net
sales and other revenue was 8.5% compared to 7.5% for the same period the



                                       10

<PAGE>

previous year. This increase in gross profit percentage is primarily
attributable to higher margin from the sale of product.

     Operating, general and administrative expenses increased $1,915 to $12,269
compared to $10,354 for the same period the previous year. This increase is
primarily attributable to support the increase in net sales and other revenue.
These expenses as a percentage of net sales and other revenue was 6.9% compared
to 7.0% for the same period the previous year. This minimal change in percentage
was primarily attributable to maintaining tight control of expenses while
increasing net sales and other revenue.

     Operating income increased $2,205 to $2,800 compared to $595 for the same
period the previous year. This increase is primarily attributable to the
increase in gross profit of $4,121 which was partially offset by the increase in
operating, general and administrative expenses of $1,916.

     The Company's other income (expense) decreased to $340 (expense) from the
$483 (expense) for the same period the previous year. Interest expense decreased
from $826 to $633. The decrease is principally related to lower interest rates
on the revolving line of credit. The total was also partially offset by a
decrease in interest income of $56.

                                   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 5, 2002             By: /s/ Dr. Lionel L. Reilly, President






                                       11