SecProbe.io

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Via Facsimile and U.S. Mail
Mail Stop 6010

August 29, 2005

Mr. Jason A. Napolitano
Executive Vice President and
Chief Financial Officer
Heska Corporation
1613 Prospect Parkway
Fort Collins, CO 80525

Re:	Heska Corporation
	Form 10-K for Fiscal Year Ended December 31, 2004
	Form 10-Q for Fiscal Quarter Ended June 30, 2005

	File No. 000-22427

Dear Mr. Napolitano:

      We have limited our review of your filings to those issues
we
have addressed in our comments. In our comments, we ask you to
provide us with information so we may better understand your
disclosure.  After reviewing this information, we may raise
additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comment or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form 10-K for the year ended December 31, 2004

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Critical Accounting Policies and Estimates

Revenue Recognition, page 16
1. We believe that your disclosure related to estimates that
reduce
gross revenue such as product returns and other allowances could
be
improved.  Please provide us the following information in
disclosure-
type format to help us evaluate the adequacy of your disclosure:

a) Provide the nature and amount of each accrual at the balance
sheet
date and the effect that could result from using other reasonably
likely assumptions than what you used to arrive at each accrual
such
as a range of reasonably likely amounts or other type of
sensitivity
analysis.
b) Provide the factors that you consider in estimating each
accrual
such as historical return of products, levels of inventory in the
distribution channel, estimated remaining shelf life, price
changes
from competitors and introductions of generics and/or new
products.
c) To the extent that information you consider in b) is
quantifiable,
provide both quantitative and qualitative information and discuss
to
what extent information is from external sources (e.g., end-
customer
prescription demand, third-party market research data comparing
wholesaler inventory levels to end-customer demand). For example,
in
discussing your estimate of product that may be returned, consider
disclosing and discussing, preferably by product and in tabular
format, the total amount of product (in sales dollars) that could
potentially be returned as of the balance sheet date and
disaggregated by expiration period.
d) If applicable, discuss any shipments made as a result of
incentives and/or in excess of your customer`s ordinary course of
business inventory level.  Discuss your revenue recognition policy
for such shipments.
e) Provide a roll forward of the accrual for each estimate for
each
period presented showing the following:
* Beginning balance,
* Current provision related to sales made in current period,
* Current provision related to sales made in prior periods,
* Actual returns or credits in current period related to sales
made
in current period,
* Actual returns or credits in current period related to sales
made
in prior periods, and
* Ending balance.

f) In your discussion of results of operations for the period to
period revenue comparisons, provide the amount of and reason for
fluctuations for each type of reduction of gross revenue, such as
product returns and other allowances, including the effect that
changes in your estimates of these items had on your revenues and
operations.

Liquidity, Capital Resources and Financial Condition

Contractual Obligations, page 24
2. We refer to the last paragraph on page 30 of your 2004 Form 10-
K
where you disclose that several of your commercial arrangements
call
for you to pay milestones and royalties.  Please assess whether
these
payments meet the criteria as a purchase obligation and if these
payments should be shown in the contractual obligations table
pursuant to Item 303(a)(5) of Regulation S-K.  If as a result of
that
assessment you do not include these payments in the table, please
provide to us in a disclosure-type format, to the extent material,
the amount and timing of commitments that are reasonably likely to
be
paid.  Please refer to Financial Reporting Release 72, section IV.

Consolidated Financial Statements

Consolidated Statements of Cash Flows, page 43
3. We note from your statement of cash flows that you have
included
proceeds from licensing of technology and product rights and
capitalized patent costs as investing activities.  Please tell us
your basis for including these items as investing activities.
Please
cite the authoritative guidance used, including paragraph
reference,
so we may better understand your response.  In addition, please
clarify for us in disclosure-type format where the revenue from
licensing of technology and product rights is included in your
Statements of Operations.  Tell us your basis for the
presentation.

Note 2. Summary of Significant Accounting Policies, page 44

Revenue Recognition, page 47
4. Please tell us in disclosure-type format the basis for
recognizing
research and development sponsored revenue at the lower of
proportional performance or cash received.

Form 10-Q for the six months ended June 30, 2005

Note 2. Summary of Significant Accounting Policies

Stock-Based Compensation
5. We noted that your management salaries were frozen for 2005 and
some of your non-management salaries are below market value.  The
historical financial statements should reflect reasonable
compensation levels.  Please confirm that you are recording
compensation expense for the management salaries that have been
frozen and reasonable compensation salaries for non-managerial
employees with a corresponding charge to contributed capital.

*    *    *    *

      Please respond to the comments within 10 business days or
tell
us when you will provide us with a response.  Please furnish a
letter
that keys your responses to our comments and provides requested
information.  Detailed letters greatly facilitate our review.
Please
file your letter on EDGAR under the form type label CORRESP.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filing includes all information required under the Securities and
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

	In connection with responding to our comment, please provide,
in
writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact Joseph Roesler, Staff Accountant, at (202)
551-
3628 or Mary Mast, Senior Accountant, at (202) 551-3613 if you
have
questions regarding the comments. In this regard, do not hesitate
to
contact me, at (202) 551-3679.

								Sincerely,

								Jim B. Rosenberg
								Senior Assistant Chief
Accountant
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Jason A. Napolitano
Heska Corporation
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