Exhibit 3.1

                           CERTIFICATE OF AMENDMENT OF
                              AMENDED AND RESTATED
                          CERTIFICATE OF INCORPORATION
                               OF VCA ANTECH, INC.

     VCA Antech, Inc., a corporation organized and existing under the General
Corporation Law of the State of Delaware, does hereby certify:

1.   The name of the corporation is VCA Antech, Inc. (the "Corporation"). The
     Corporation was originally incorporated under the name Veterinary Centers
     of America, Inc., and the original Certificate of Incorporation of the
     Corporation was filed with the Secretary of State of the State of Delaware
     on May 4, 1987.

2.   In accordance with Sections 141(f), 228(a), 242 and 245 of the General
     Corporation Law of the State of Delaware, the Board of Directors, by
     unanimous written consent dated May 21, 2004, duly adopted and approved
     resolutions amending and restating the Corporation's Certificate of
     Incorporation, declaring such amendment and restatement advisable. At the
     Corporation's 2004 Annual Meeting held on July 12, 2004, the Corporation's
     Stockholders approved the Amended and Restated Certificate of
     Incorporation.

3.   The first paragraph of Article FOURTH of the Corporation's Amended and
     Restated Certificate of Incorporation is amended to read in its entirety as
     follows:

FOURTH: The Corporation is authorized to issue two classes of shares, designated
"Preferred Stock" and "Common Stock." The total number of shares which the
Corporation shall have authority to issue is 186,000,000 of which 175,000,000
shares shall be Common Stock, par value $0.00l per share, and 11,000,000 shares
shall be Preferred Stock, par value $0.001 per share.

IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of
Amendment to the Amended and Restated Certificate of Incorporation in the name
and on behalf of the Corporation on the 13th day of July 2004, and the
statements contained herein are affirmed as true under penalty of perjury.



                                           /s/ Tomas W. Fuller
                                           -------------------------------------
                                           Tomas W. Fuller
                                           Chief Financial Officer and Assistant
                                           Secretary