UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  December 15, 2004

HESKA CORPORATION

(Exact name of Registrant as specified in its charter)


Delaware

000-22427
77-0192527
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation)   Identification Number)

1613 Prospect Parkway
Fort Collins, Colorado 80525

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code:  (970) 493-7272

Former name or former address, if changed since last report:  Not Applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

[  ]  Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencemnt communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 1.01.       Entry into a Material Definitive Agreement.

         On December 15, 2004, the Company entered into a Separation, Consulting and Release Agreement with Dan T. Stinchcomb, Executive Vice President, Research and Development. Pursuant to this agreement Dr. Stinchcomb's employment will be terminated without cause as of December 31, 2004 and Dr. Stinchcomb will act as an outside consultant to the Company from January 1, 2005 to June 30, 2005. Pursuant to this agreement he is entitled to receive (i) six monthly payments equal to his current monthly base salary, (ii) payment for all accrued, but unused, vacation, (iii) health and dental benefits through June 30, 2005 and (iv) vesting of 15,625 outstanding and unvested options as of January 10, 2005.


SIGNATURES

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

    HESKA CORPORATION
a Delaware corporation

Dated:           December 15, 2004
 
By:  /s/Jason A. Napolitano     
JASON A. NAPOLITANO
Executive Vice President and Chief Financial Officer