UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 and 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. __)*
PETMED EXPRESS, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
716382 10 6
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(CUSIP Number)
August 4, 2006
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(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the Rule pursuant to which
this Schedule is field:
[ ] 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 on 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 ("Act") 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).
Cusip No. 716382 10 6 SCHEDULE 13G Page 2 of 7 Pages
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Tricon Holdings LLC; I.R.S. Identification Number: 651055356
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(See Instructions) (b) [ X ]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Florida, United States
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(5) SOLE VOTING POWER
NUMBER OF 0
SHARES -------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED 2,284,000 shares of common stock*
BY EACH -------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER
PERSON 0
WITH -------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
2,284,000 shares of common stock*
-------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,284,000 shares of common stock*
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(10) CHECK BOX IF AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.46%*
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(12) TYPE OF REPORTING PERSON*
OO (limited liability company)
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*As of August 4, 2006
Cusip No. 716382 10 6 SCHEDULE 13G Page 3 of 7 Pages
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Creslin, Ltd.; I.R.S. Identification Number: not applicable
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(See Instructions) (b) [X ]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Isle of Man
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(5) SOLE VOTING POWER
NUMBER OF 0
SHARES -------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED 2,284,000 shares of common stock*
BY EACH -------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER
PERSON 0
WITH -------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
2,284,000 shares of common stock*
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,284,000 shares of common stock*
----------------------------------------------------------------------
(10) CHECK BOX IF AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.46%*
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(12) TYPE OF REPORTING PERSON*
PN (limited liability company)
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*As of August 4, 2006
Cusip No. 716382 10 6 SCHEDULE 13G Page 4 of 7 Pages
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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)and 2(b). Name of Person Filing and Address of Principal Office
(i) Tricon Holdings LLC, and
(ii) Creslin Ltd.
This Schedule 13G is filed by and on behalf of (a) Tricon
Holdings LLC ("Tricon"); and (b) Creslin Ltd. ("Creslin")
with respect to shares of common stock, par value $0.001 per
share, of Petmed Express, Inc. ("Common Stock") owned of
record by Tricon. Creslin is filing this Schedule 13G to
report indirect beneficial ownership of shares of Common
Stock (the "Shares") which are directly beneficially owned
of record by Tricon. Creslin is the sole member of Tricon.
By virtue of the foregoing relationship, Creslin may be
deemed to share beneficial ownership of the Shares with
Tricon.
Tricon and Creslin are hereinafter sometimes collectively
referred to as the "Reporting Persons."
The business address of Tricon and Creslin is 1020 NW 163rd
Drive, Miami, FL 33169
Item 2(c). Citizenship
Tricon is a Florida limited liability company
Creslin is an Isle of Man limited partnership
Item 2(d). Title of Class of Securities
Common Stock, $.001 par value per share
Item 2(e). CUSIP No.
716382 10 6.
Item 3. If This Statement is Filed Pursuant to Rules 13d-1(b),
or 13d-2(b), Check Whether the Person Filing Is a
(a) [ ] Broker or Dealer registered under Section 15 of
the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
Cusip No. 716382 10 6 SCHEDULE 13G Page 5 of 7 Pages
(c) [ ] Insurance Company as defined in Section 3(a)(19)
of the Act
(d) [ ] Investment Company registered under Section 8 of
the Investment Company Act
(e) [ ] Investment Adviser registered in accordance with
Rule 13d-1(b)(1)(ii)(e)
(f) [ ] Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
Rule 13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] A savings association as defined in Section 3(b)
of the Federal Deposit Investment 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.
Tricon
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(a) Amount Beneficially Owned: 2,284,000 shares of
Common Stock held by Tricon.
(b) Percent of Class: 9.46%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 0
(ii) Shared power to vote or to direct the vote 2,284,000 shares
(iii) Sole power to dispose or to direct the disposition of 0
(iv) Shared power to dispose or to direct the disposition of
2,284,000 shares
Creslin
-------
(a) Amount Beneficially Owned: 2,284,000 shares of
Common Stock held by Tricon.
(b) Percent of Class: 9.46%
(c) Number of shares as to which such person has:
Cusip No. 716382 10 6 SCHEDULE 13G Page 6 of 7 Pages
(i) Sole power to vote or to direct the vote 0
(ii) Shared power to vote or to direct the vote 2,284,000 shares
(v) Sole power to dispose or to direct the disposition of 0
(vi) Shared power to dispose or to direct the disposition of
2,284,000 shares
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable.
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
Other than as set forth herein, no other person has the right to
receive or the power to direct the receipt of dividends from, or
proceeds from the sale of, in excess of 5% of the total
outstanding Common Stock.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Cusip No. 716382 10 6 SCHEDULE 13G Page 7 of 7 Pages
Item 10. Certifications
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 that purpose
or effect.
SIGNATURE
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned certifies
that the information set forth in this statement is true,
complete and correct.
Date: September 8, 2006
Tricon Holdings LLC
/s/ Emel Yesil
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Emel Yesil, Manager
Creslin Ltd.
/s/Robert Guest
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Robert Guest