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): January 01, 2005
PACEL CORP.
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(Exact name of registrant as specified in its charter)
Virginia 000-29459 54-1712558
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) Identification No.)
10108 Industrial Drive, Pineville, North Carolina 28134
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (704) 643-0676
N/A
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(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 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
Effective January 1, 2005, the registrant, through its wholly-owned subsidiary
The Resourcing Solutions Group, Inc., completed the acquisition of certain
assets of Rossar HR LLC, a Pennsylvania limited liability company. which does
business under the name " Your Staff Solutions". Rossar HR LLC is a Professional
Employment Organization founded in the 1987 which specializes in quality human
resource management services for small to medium sized businesses.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Financial statements are not included with this initial report. Any required
financial statements of the business acquired, or pro forma financial statements
required by Article 11 of Regulation S-X, will be filed in a subsequent report
within 71 days of the date of this initial report. However, at this time, the
acquisition does not appear to meet the definition of a "significant subsidiary"
as defined in Rule 1-02 of Regulation S-X and the acquisition does not exceed
20% of the conditions set forth in Rule 3-05 of Regulation S-X..
EXHIBIT NO. DESCRIPTION
10.1 Asset Purchase Agreement dated September 21, 2004 and
attached schedules and exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Pacel Corporation
Dated: January 6, 2005 By: /s/ GARY MUSSELMAN
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President