UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 17, 2004 PACEL Corp. ------------------------------------------------------- (Exact name of registrant as specified in its charter) Virginia 000-29459 54-1712558 ---------------------------- ---------------- ---------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) file number) Identification No.) 10108 Industrial Drive Pineville, North Carolina 28134 ---------------------------------------- ----------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (704) 643-0676 N/A ------------------------------------------------------- (Former name or former address, if changes since last report) 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 Instructions A.2 below): [_] Written communications pursuant to Rule 425 under the Security 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-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 8.01 Other Events On September 13, 2004, the board of directors of Pacel Corp, a Virginia corporation, declared a reverse stock split pursuant to which each 100 shares of common stock will be converted to 1 share of common stock. As a consequence, the company will convert the number of shares of its common stock that has been issued and outstanding from 2,000,000,000 to 20,000,000. All fractional shares shall be rounded up to the nearest whole share. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PACEL Corp. (Registrant) Date: September 17, 2004 By: /s/ Gary Musselman ---------------------------------------------- Gary Musselman, President, CEO and CFO