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 29, 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 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-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 23, 2004, Pacel Corp issued a press release announcing that it had executed all agreements necessary to acquire certain assets of Rossar HR LLC d/b/a YourStaff Solutions(TM) (YourStaff Solutions(TM)), a Pennsylvanian limited liability company. The press release is attached as exhibit 99.1 and incorporated therein by reference stated that Pacel Corp will manage the business affairs and operations of YourStaff Solutions(TM) until December 31, 2004. Effective January 1, 2005, certain assets of YourStaff Solutions(TM) will then transfer to Pacel Corp. ITEM 9.01 Financial Statements and Exhibits (c) Exhibits Exhibit # Description ----------- ------------------------------------------ 22.1 Pacel Corp Press Release dated September 23, 2004. ---------------- * Filed herewith. 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 29, 2004 By: /s/ Gary Musselman ---------------------------------------------- Gary Musselman, President, CEO and CFO