HESKA CORP
EXHIBIT 10.29(A)* FULLER AGREEMENT
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<FILENAME>full.txt
<DESCRIPTION>EXHIBIT 10.29(A)* FULLER AGREEMENT
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                    RESIGNATION AGREEMENT AND GENERAL RELEASE

     This Resignation Agreement and General Release ("Agreement") is entered
into between Heska Corporation ("EMPLOYER") and James H. Fuller ("EMPLOYEE").
EMPLOYER and EMPLOYEE may be referred to in this Agreement together as the
"Parties," or individually as a "Party."  For purposes of this Agreement,
EMPLOYER includes any company related to EMPLOYER, in the past or present; the
past and present officers, directors, employees, shareholders, investors,
attorneys, agents and representatives of the EMPLOYER; any present or past
employee benefit plan sponsored by EMPLOYER and/or the officers, directors,
trustees, administrators, employees, attorneys, agents and representatives of
such plan; and any person who acted on behalf of EMPLOYER or on instruction from
EMPLOYER (collectively referred to as the "RELEASEES").

     In exchange for the releases and other agreements specified in this
Agreement, the Parties agree as follows:

   A.  EMPLOYEE'S RESIGNATION.  EMPLOYEE will resign as an employee of EMPLOYER
       effective June 30, 2002 (the "Resignation Date").  EMPLOYEE will not
       apply for or otherwise seek or accept future employment or reinstatement
       with EMPLOYER.  Even though EMPLOYER will pay EMPLOYEE to settle and
       release any claims, EMPLOYER does not admit that it is legally obligated
       to EMPLOYEE and EMPLOYER denies that it is responsible or legally
       obligated for any claims or that it has engaged in any improper conduct
       or wrongdoing against EMPLOYEE.

   B.  EMPLOYEE'S CONTINUING OBLIGATION TO PRESERVE EMPLOYER'S CONFIDENTIAL
       INFORMATION.  EMPLOYEE acknowledges that he has entered into a Non-
       Disclosure Agreement with EMPLOYER (the "Confidentiality Agreement") and
       that by reason of his position with EMPLOYER he has been given access to
       confidential information with respect to the business affairs of
       EMPLOYER.  [Examples include any trade secrets, manufacturing plans, new
       product information, customer lists, etc.]  EMPLOYEE represents that he
       has held all such information confidential and will continue to do so in
       accordance with his obligations under the Confidentiality Agreement and
       will not engage in any conduct or activity reasonably related to his
       employment with the EMPLOYER which is likely to have an adverse effect
       on the operations of the EMPLOYER.  EMPLOYEE further agrees that he will
       not disclose, or cause to be disclosed in any way, any confidential
       information or documents obtained as a result of or in connection with
       his employment with EMPLOYER to any third person, without the express,
       written consent of EMPLOYER, unless required to do so by subpoena or
       court order in which case EMPLOYEE shall notify EMPLOYER in writing
       within three (3) days of receiving such subpoena or other court order.

   C.  SETTLEMENT CONSIDERATION FOR EMPLOYEE.  EMPLOYER has paid EMPLOYEE all
       employment compensation and has provided EMPLOYEE with all benefits to
       which EMPLOYEE is entitled through and including the effective date of
       this Agreement.  EMPLOYER will make the following additional payments to
       EMPLOYEE and will provide EMPLOYEE with the benefits and consideration
       set forth herein in exchange for EMPLOYEE'S release of EMPLOYER and in
       settlement of any claim or claims EMPLOYEE may have against EMPLOYER.

        1.  SETTLEMENT PAYMENT.  As consideration for EMPLOYEE'S release of all
            claims against EMPLOYER, EMPLOYER will pay EMPLOYEE twelve months
            base salary at the rate in effect immediately prior to the
            Resignation Date in twelve equal monthly installments (subject to
            all applicable taxes and other deductions), with the first such
            installment due 30 days after the Resignation Date and with the
            following eleven installments due no later than monthly thereafter
            on EMPLOYER'S then regular payroll dates.  Payment will be in the
            form of an EMPLOYER'S check to EMPLOYEE mailed to him at his
            residence address.

        2.  MEDICAL AND DENTAL PAYMENTS. Provided that EMPLOYEE timely elects
            continuation coverage under the Consolidated Omnibus Budget
            Reconciliation Act of 1985, as amended ("COBRA"), EMPLOYER shall
            pay, on his behalf, the portion of premiums of EMPLOYEE'S group
            health insurance, including coverage for EMPLOYEE'S eligible
            dependents, that EMPLOYER paid prior to EMPLOYEE'S termination of
            employment with Heska. EMPLOYER will pay such premiums for
            EMPLOYEE'S eligible dependents only for coverage for which those
            dependents were enrolled immediately prior to EMPLOYEE'S
            termination of employment.  EMPLOYEE will continue to be required
            to pay that portion of the premium of his health coverage, including
            coverage for his eligible dependents, that he was required to pay as
            an active employee immediately prior to his termination of
            employment.  EMPLOYEE is eligible for twelve (12) months of such
            premium payments beginning July 1, 2002  through July 31, 2003.  For
            the balance of the period that EMPLOYEE is entitled to coverage
            under COBRA, EMPLOYEE shall be entitled to maintain coverage for
            himself and his eligible dependents at his own expense.

        3.  CAREER TRANSITION.  EMPLOYER will provide a check for $2,000.00
            payable to EMPLOYEE after the Resignation Date that may be used for
            professional career transition purposes.

        4.  VESTING/EXPIRATION OF STOCK OPTIONS/RESTRICTED STOCK. The vesting
            schedule for stock options currently vested and exercisable as of
            the Resignation Date will remain unchanged and no options will
            continue to vest following the Resignation Date. However, effective
            as of the Resignation Date, EMPLOYEE shall be entitled to
            acceleration of an additional one year's vesting from the
            Resignation Date. As of the Resignation Date, EMPLOYEE is entitled
            to a total of 218,750 options, which includes the additional one
            year's vesting as stated in the previous sentence.  The exercise
            price for such options has previously been determined on the date of
            their grant.  In addition, the exercise period following the
            Resignation Date in which such vested options must be exercised
            will be extended from three months to twelve months.  EMPLOYEE
            understands that if he exercises such vested options after the 90th
            day following his Resignation Date, any option that was originally
            intended to qualify as an ISO, or incentive stock option, will be
            converted to an NSO, or nonstatutory stock option.

            The vesting schedule for EMPLOYEE'S restricted stock which is
            vested as of the Resignation Date will remain unchanged and no
            shares will continue to vest following the Resignation Date.
            However, effective as of the Resignation Date, EMPLOYER agrees to
            waive its repurchase right and permit the acceleration of an
            additional one year's vesting of such restricted shares.  As of the
            Resignation Date, EMPLOYEE is entitled to a total of 145,860 shares
            of restricted stock, which includes the additional one year's
            vesting as stated in the previous sentence.  The value of the one
            year's worth of accelerated shares will be set as of the closing
            price of the EMPLOYER's common stock on June 28, 2002.  EMPLOYEE
            will be solely liable for any tax liability assessed in connection
            with the accelerated shares.  EMPLOYER also hereby notifies EMPLOYEE
            of its intention to repurchase from EMPLOYEE all unvested restricted
            shares at a price of $0.001 per share which shall be paid to
            EMPLOYEE prior to the 120th day following the Resignation Date.
            Other than as specifically set forth herein, all other terms of
            EMPLOYER'S 1997 Stock Incentive Plan and the individual stock
            agreements entered into between EMPLOYEE and EMPLOYER (collectively
            the "Stock Agreements") shall apply to such stock options and
            restricted stock.

        5.  EMPLOYMENT AGREEMENT.  EMPLOYEE acknowledges that this Agreement
            supercedes and replaces EMPLOYER'S obligations to pay severance
            pursuant to the Employment Agreement dated January 18, 1999 entered
            into between the parties.

               (a)  Such payment as set forth herein shall be treated by
            EMPLOYER as income to EMPLOYEE from which ordinary federal and state
            withholding and taxes shall be deducted.  Furthermore,
            notwithstanding the Mutual Release as set forth in Section E,
            EMPLOYEE will indemnify and hold EMPLOYER harmless from any costs,
            liability or expense, including reasonable attorney's fees, arising
            from the taxation, if any of any amounts received by EMPLOYEE
            pursuant to this Agreement, including but not limited to any
            penalties, administrative expenses, or any claim for any loss, cost,
            damage, or expense arising out of any dispute over the non-
            withholding, or other tax treatment or any of the consideration,
            stock and stock options received by EMPLOYEE as a result of this
            Agreement.  EMPLOYEE represents that he has sought independent
            advice on the possible tax treatment of the consideration paid
            pursuant to this Agreement and is not relying on any representations
            by EMPLOYER as to any potential tax consequences or liabilities that
            may be owed by EMPLOYEE under this Agreement.

   D.  RETURN OF COMPANY PROPERTY.  EMPLOYEE agrees to return all EMPLOYER'S
       property to the designated Company representative no later than the exit
       interview on the effective date of this agreement.  This property
       includes, but is not limited to, Company documents, materials, keys,
       credit cards, laptops, computer disks and badges.

   E.  MUTUAL RELEASE.

        1.  GENERAL RELEASE.  EMPLOYEE agrees that the consideration stated
            herein represents settlement in full of all outstanding obligations
            owed to EMPLOYEE by EMPLOYER.  EMPLOYEE understands this Agreement
            is a knowing and voluntary waiver of claims by EMPLOYEE related to
            his employment with and separation from EMPLOYER.  In exchange for
            the consideration set forth in this Agreement, and except for matter
            specifically provided in this Agreement, the parties, on behalf of
            themselves, their representatives, successors and assigns, release,
            and forever discharge each other from any and all claims, demands,
            damages, losses, obligations, rights and causes of action, whether
            known or unknown, including but not limited to, all claims, causes
            of action or administrative complaints that each now has or has ever
            had against each other relating in any way to EMPLOYEE'S employment
            with EMPLOYER.  The parties agree not to bring any lawsuits against
            each other relating to the claims that each has released nor will
            either party allow any to be brought or continued on the party's
            behalf or in the party's name (the "RELEASED CLAIMS").

            The RELEASED CLAIMS include but are not limited to those which arise
            out of, relate to, or are based upon: (i) EMPLOYEE'S employment with
            EMPLOYER or the termination thereof, (ii) statements, acts or
            omissions by EMPLOYER whether in its individual or representative
            capacities, (iii) express or implied agreements between the Parties,
            (iv) any and all claims relating to or arising from EMPLOYEE'S right
            to purchase or actual purchase of shares of stock of EMPLOYER
            including without limitation any claims for fraud,
            misrepresentation, breach of fiduciary duty, breach of duty under
            applicable state corporate law, and securities fraud under any state
            or federal law, provided however that EMPLOYER reserves its rights
            of indemnification as set forth in Section C5(a); and (v) all state
            and federal statutes, including but not limited to claims based on
            race, sex, disability, age, or any other characteristic of EMPLOYEE
            under the Americans with Disabilities Act, the Older Worker's
            Benefit Protection Act, the Fair Labor Standards Act, the Equal Pay
            Act, Title VII of the Civil Rights Act of 1964 (as amended), the
            Civil Rights Act of 1991, the Civil Rights Acts of 1866 and 1871,
            the Family and Medical Leave Act, the National Labor Relations Act,
            the Occupational Safety and Health Act, the Rehabilitation Act,
            Executive Order 11246, the Colorado Labor Peace Act, the Colorado
            Wage Claim Act, the Employee's Retirement Income Security Act of
            1974, the Rehabilitation Act of 1973, and/or the Worker Adjustment
            and Retraining Notification Act, and all federal and common law.
            The RELEASED CLAIMS include, but are not limited to, claims related
            to the negotiation and execution of this Agreement, including but
            not limited to claims that this Agreement was fraudulently induced.
            Notwithstanding the foregoing, EMPLOYER specifically reserves any
            cause of action that it may have against EMPLOYEE for any
            intentional or negligent acts of misconduct or fraud by EMPLOYEE.

        2.  EMPLOYEE'S SPECIFIC ADEA RELEASE OF EMPLOYER.  EMPLOYEE acknowledges
            and agrees that by entering into this Agreement he is waiving any
            and all rights that he may have arising from the Age Discrimination
            in Employment Act of 1967 ("ADEA"), as amended, which have arisen on
            or before the date of execution of this Agreement.  EMPLOYEE further
             expressly acknowledges and agrees that:

            a. EMPLOYEE is entering this Agreement voluntarily.

            b. EMPLOYEE understands and agrees that, by signing the Agreement,
               he is giving up any right to file legal proceedings against the
               EMPLOYER arising before the date of the Agreement.  EMPLOYEE is
               not waiving (or giving up) rights or claims that may arise after
               the date the Agreement is executed.

            c. In return for this Agreement, EMPLOYEE will receive compensation
               due him as a result of this Resignation Agreement and General
               Release.

            d. EMPLOYEE is hereby advised in writing by this Agreement to
               consult with an attorney before signing this Agreement.

            e. EMPLOYEE understands that he has at least twenty-one (21) days
               from the day he received this Agreement, not counting the day
               upon which he received it, to consider whether he wishes to sign
               this Agreement.  If he cannot make up his mind in that period of
               time, EMPLOYER may or may not allow more time.  EMPLOYEE further
               acknowledges that if he signs this Agreement before the end of
               the twenty-one (21) day period, it will be his personal,
               voluntary decision to do so and he has not been pressured to make
               a decision sooner.

            f. Nothing in this Agreement prevents or precludes EMPLOYEE from
               challenging or seeking a determination in good faith of the
               validity of this waiver under the ADEA, nor does it impose any
               condition precedent, penalties or costs from doing so, unless
               specifically authorized by federal law.

            g. RIGHT TO RESCIND.  EMPLOYEE further understands that he may
               rescind (that is, cancel) this Agreement for any reason within
               seven (7) calendar days after signing it.  EMPLOYEE agrees that
               the rescission must be in writing and hand-delivered or mailed to
               EMPLOYER.  If mailed, the rescission must be postmarked within
               the seven (7) day period, properly addressed to:

                    HESKA CORPORATION
                    ATTN:  MARK CICOTELLO
                    VP, HUMAN RESOURCES
                    1613 PROSPECT PARKWAY
                    FORT COLLINS, CO  80525

               and sent by certified mail, return receipt requested.

               EMPLOYEE understands that he will not receive any settlement
               payment under this Agreement if he revokes or rescinds it, and in
               any event, EMPLOYEE will not receive any settlement until after
               the seven (7) day revocation period has expired.

        3.  UNKNOWN FACTS.  This Agreement includes claims of every nature and
            kind, known or unknown, suspected or unsuspected.  The parties
            hereby acknowledge that they may hereafter discover facts different
            from, or in addition to, those which they now know to be or believe
            to be true with respect to this Agreement, and they agree that this
            Agreement and the release contained herein shall be and remain
            effective in all respects, notwithstanding such different or
            additional facts or the discovery thereof.

        4.  INDEMNIFICATION.  Notwithstanding anything in this Agreement to the
            contrary, EMPLOYER acknowledges and agrees to fulfill any
            indemnification and defense obligations it may have to EMPLOYEE, by
            virtue of his status as an executive officer of EMPLOYER, for acts
            committed within the scope of his employment by EMPLOYER, to the
            same extent as its obligations to indemnify and defend EMPLOYER's
            other executive officers.

   F.  CONFIDENTIALITY OF AGREEMENT.  EMPLOYEE agrees to keep this Agreement
       confidential and will not communicate the terms of this Agreement, the
       facts or circumstances giving rise to this Agreement, or the fact that
       such Agreement exists, to any third party except, as necessary, his
       immediate family, accountants, legal or financial advisors or otherwise
       appropriate or necessary as required by law or court order.

   G.  NO COOPERATION.  EMPLOYEE agrees that he will not act in any manner that
       might damage the business of EMPLOYER.  EMPLOYEE agrees that he will not
       encourage, counsel or assist any attorneys or their clients in the
       presentation or prosecution of any disputes, differences, grievances,
       claims, charges, or complaints by any third party against any of the
       RELEASEES, unless under a subpoena or other court order to do so.
       EMPLOYEE shall inform EMPLOYER in writing within three (3) days of
       receiving any such subpoena or other court order.

   H.  NON-DISPARAGMENTDISPARAGEMENT.  The parties agree to refrain from any
       defamation, libel or slander of each other, and any tortuous interference
       with contracts, relationships, and prospective economic advantage.


   I.  NO PENDING OR FUTURE LAWSUITS.  The parties represent that they have no
       lawsuits, claims, or actions pending in their name, or on behalf of any
       other person or entity, against the other party or any other person or
       entity referred to herein.  EMPLOYEE also represents that he does not
       intend to bring any claims on his own behalf or on behalf of any other
       person or entity against EMPLOYER or any other person referred to herein.
       EMPLOYER represents that it does not intend to bring any claims on its
       own behalf or on behalf of any person or entity against EMPLOYEE,
       provided that EMPLOYER reserves any cause of action identified in
       Paragraph E(1)(iv) it may have against EMPLOYEE that it discovers after
       the effective date of this Agreement.  Notwithstanding anything in this
       Agreement to the contrary, EMPLOYER agrees that any claims it may have
       against EMPLOYEE shall be barred after one year from the Effective Date.

   J.  ENFORCEMENT.  This Agreement does not release any claims for enforcement
       of the terms, conditions or warranties contained herein.  The Parties
       shall be free to pursue any remedies available to them to enforce this
       Agreement subject to paragraphs L and M.

   K.  SEVERABILITY.  If any provision of this Agreement is declared by any
       court of competent jurisdiction to be invalid for any reason, such
       invalidity shall not affect the remaining provisions of this Agreement,
       which shall be fully severable, and given full force and effect.

   L.  GOVERNING LAW AND JURISDICTION.  This Agreement shall be construed in
       accordance with the laws of Colorado, without regard to its conflicts of
       law provisions.  The Parties both consent to personal jurisdiction in
       Colorado.

   M.  ARBITRATION.  The Parties agree that any and all disputes arising out of
       the terms of this Agreement, their interpretation, and any of the matters
       herein released, shall be subject to binding arbitration in Colorado
       before the American Arbitration Association under its Employment Dispute
       Resolution Rules, or by a judge to be mutually agreed upon.  The Parties
       agree that the prevailing party in any arbitration shall be entitled to
       injunctive relief in any court of competent jurisdiction to enforce the
       arbitration award.  The Parties agree that the prevailing party in any
       arbitration shall be awarded its reasonable attorneys' fees and costs.
       THE PARTIES HEREBY WAIVE THEIR RIGHT TO HAVE ANY DISPUTE BETWEEN THEM
       RESOLVED IN A COURT OF LAW BY A JUDGE OR JURY.  This paragraph will not
       prevent either party from seeking injunctive relief (or any other
       provisional remedy) from any court having jurisdiction over the Parties
       and the subject matter of their dispute relating to Employee's
       obligations under this Agreement and the agreements incorporated by
       reference.

   N.  ENTIRE AGREEMENT.  This Agreement represents the entire agreement and
       understanding between EMPLOYER and EMPLOYEE concerning EMPLOYEE's
       employment with and separation from the Company and the events leading
       thereto and associated therewith, and supersedes and replaces any and
       all prior agreements and understandings concerning EMPLOYEE's
       relationship with EMPLOYER, with the exception of the Confidentiality
       Agreement, the EMPLOYER's Stock Plan, and any applicable stock option
       agreements between EMPLOYEE and EMPLOYER.

   O.  NO REPRESENTATIONS.  Each party represents that it has had the
       opportunity to consult with an attorney, and has carefully read and
       understands the scope and effect of the provisions of this Agreement.
       Neither party has relied upon any representations or statements made by
       the other party hereto which are not specifically set forth in this
       Agreement.


   P.  NO ORAL MODIFICATION.  Any modification or amendment of this Agreement,
       or additional obligation assumed by either party in connection with this
       Agreement, shall be effective only if placed in writing and signed by
       both Parties.  No provision of this Agreement can be changed, altered,
       modified, or waived except by an executed writing by both Parties.

   Q.  EFFECTIVE DATE.  The effective date of this Agreement shall be the
       eighth day after EMPLOYEE signs and returns this Agreement to EMPLOYER
       so long as he does not exercise his right to rescind this Agreement as
       set forth in Section E(2)(g).

CAUTION; PLEASE READ ENTIRE DOCUMENT BEFORE SIGNING


SIGNED:

Heska Corporation

By: /s/ Robert B. Grieve                By: /s/ James H. Fuller
    ------------------------------          ------------------------------
Typed Name:  Robert B. Grieve           Typed Name:  James  H. Fuller
Title:  Chairman of the Board and CEO   Title:

                                        SS#:  ###-##-####
                                             ------------------------------

Date:   June 12, 2002                   Date:   June 12, 2002
      ----------------------------            ------------------------------

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