UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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
                              (September 13, 2004)

                                  METATEC, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

              Ohio                      0-9220                 31-1647405
  ----------------------------    -------------------    -----------------------
  (State or other jurisdiction        (Commission             (IRS Employer
        of incorporation)             File Number)         Identification No.)

Metatec, Inc., c/o Richard J. Lippott, Managing Officer,
6353 Grassmere Drive, Westerville, Ohio                              43082
------------------------------------------------------------    ----------------
         (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number, including area code:  (614) 761-2000

                                 Not Applicable
--------------------------------------------------------------------------------
         (Former name or former address, if changed 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 Instruction 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))



Section 1. Registrant's Business and Operations

Item 1.03. Bankruptcy or Receivership.

(b)   Order Confirming Plan of Liquidation.

      As reported in Form 8-Ks previously filed by Metatec, Inc. ("Debtor"):

      -     On October 17, 2003, Debtor filed a voluntary petition for
            reorganization under Chapter 11 of the United States Bankruptcy Code
            (the "Bankruptcy Code") in the United States Bankruptcy Court for
            the Southern District of Ohio, Eastern Division (the "Bankruptcy
            Court"), In Re: Metatec, Inc., Case No. 03-65902 (the "Bankruptcy
            Case");

      -     On December 22, 2003, Debtor completed the sale of substantially all
            of its assets in a sale process supervised by the Bankruptcy Court;

      -     On July 21, 2004, Debtor filed a Second Amended Liquidating Plan of
            Reorganization, along with a Second Amended Disclosure Statement
            related to such Plan of Reorganization; and

      -     On July 22, 2004, the Bankruptcy Court entered an Order which, among
            other things, approved the Second Amended Disclosure Statement,
            fixed the deadline for filing acceptances or rejections to the
            Second Amended Liquidating Plan of Reorganization, and set a
            confirmation hearing on such Plan of Reorganization for September 9,
            2004.

      On September 14, 2004, the Bankruptcy Court entered an Order Confirming
Debtor's Second Amended Liquidating Plan of Reorganization Dated July 21, 2004,
as Modified (the "Confirmation Order"). A copy of the Debtor's Second Amended
Liquidating Plan of Reorganization dated July 21, 2004, as Modified (the
"Plan"), is attached to this Form 8-K as Exhibit 2.01. A copy of the
Confirmation Order is attached to this Form 8-K as Exhibit 2.02.

      The following is a summary of the material features of the Plan
(capitalized terms used below have the meanings given such terms in the Plan):

      -     Source of Funds: The Plan is a liquidation plan under the provisions
            of Section 1123(b)(4) of the Bankruptcy Code. All, or substantially
            all, of the assets of the Debtor will be liquidated to Cash, and
            sold or otherwise disposed of in accordance with the provisions of
            the Plan and any Final Orders approving the sale of any property of
            the Estate. All proceeds of such dispositions will be used for the
            performance of the obligations set forth in the Plan, and will not
            be subject to any Claim by any entity except as provided in the
            Plan. The payments provided for in the Plan will be made from: (i)
            the Debtor's Cash on hand as of the Effective Date and as of each
            date upon which the Debtor will make distributions to holders of
            Allowed Claims as provided in the Plan; (ii) deposits and refunds,
            if any; and (iii) the net proceeds, if any, of any Avoidance
            Actions.



      -     Distribution of Property under the Plan: On the Effective Date, the
            Disbursing Agent will transfer to an Operating Account an amount at
            least equal to the aggregate Operating Budget. Richard J. Lippott
            will be the Disbursing Agent and will carry out the administrative
            functions needed to implement the distributions required under the
            Plan. All funds remaining in the Operating Account, if any, will be
            distributed in accordance with the terms of the Plan on the First
            Distribution Date, the Interim Distribution Date, if any, and on the
            Final Distribution Date; provided, however, that sufficient funds in
            an amount necessary to fund the Operating Budget (and any amendments
            thereto) will be retained in the Operating Account on the First
            Distribution Date and the Interim Distribution Date, if any.

      -     Timing of Distributions: The First Distribution Date will be that
            date which is 90 days following the Effective Date. The Interim
            Distribution Date, if any, will be determined by the Plan
            Administration Committee in its sole discretion. The Final
            Distribution Date will be no later than 60 days after that date on
            which all assets of the Debtor have been liquidated to cash, all
            Avoidance Actions have been determined and all Claims have become
            Allowed Claims or disallowed in full or in part and liquidated in a
            certain sum.

      -     Payment of Claims:

            -     Secured Claims (Class 1): The assets of the Estate, if any,
                  which constitute collateral securing any of the Allowed
                  Secured Claims in Class I will, at the exclusive option of the
                  Plan Administration Committee, either be (i) sold by the
                  Debtor, or (ii) surrendered to the holder of the Allowed
                  Secured Claim secured by such collateral, in complete
                  satisfaction of such Allowed Secured Claims. If the collateral
                  is sold by the Debtor, the holder of an Allowed Secured Claim
                  secured thereby will receive the net proceeds of such sale in
                  full satisfaction of the Allowed Secured Claim, up to 100% of
                  the value of the Allowed Secured Claim. Class 1 Claims, if
                  any, are unimpaired.

            -     Priority Claims (Class 2): Holders of Allowed Priority Claims
                  in Class 2, consisting of Allowed Claims entitled to priority
                  pursuant to Bankruptcy Code Section 507(a)(3), will receive
                  their pro rata share of Available Cash (after payment to the
                  holders of Administrative Expense Claims) on the Effective
                  Date or as soon as practicable thereafter. Class 2 Claims, if
                  any, are unimpaired.

            -     General Unsecured Claims (Class 3): Holders of Allowed
                  Unsecured Claims in Class 3 will receive their pro rata share
                  of Available Cash (after payment to the holders of Allowed
                  Administrative Expense Claims, Allowed Priority Claims in
                  Class 2 and Allowed Tax Claims) on the Final Distribution
                  Date; provided, however, that if the Plan Administration
                  Committee determines that an interim distribution will be made
                  prior to the Final Distribution Date, then holders of Allowed
                  Unsecured Claims in Class 3 will receive their pro rata share
                  of Available Cash (after payment to the holders of Allowed
                  Administrative Expense Claims, Allowed Priority Claims in
                  Class 2 and Allowed Tax Claims) in two separate distributions,
                  the first such distribution to be paid on the Interim
                  Distribution Date



                  and the second such distribution to be paid on the Final
                  Distribution Date. Class 3 Claims are impaired.

            -     Equity Interests (Class 4): All of the Equity Interest(s) in
                  the Debtor, which are classified in Class 4, will be
                  extinguished and all outstanding stock of the Debtor will be
                  canceled. Holders of any such Equity Interest(s) will take,
                  receive or retain nothing on account of such Equity
                  Interest(s). Class 4 interests are impaired.

            -     Unclassified Claims: Holders of Allowed Administrative Expense
                  Claims entitled to priority pursuant to Bankruptcy Code
                  Section 507(a)(1) will receive, on the Effective Date or as
                  soon as practicable thereafter, payment of their pro rata
                  share of the Available Cash until such Allowed Claims have
                  been paid in full. Holders of Allowed Tax Claims entitled to
                  priority pursuant to Bankruptcy Code Section 507(a)(8) will
                  receive their pro rata share of Available Cash (after payment
                  to the holders of Administrative Expense Claims and Allowed
                  Priority Claims in Class 2 provided for above) on the
                  Effective Date or as soon as practicable thereafter.

      -     Post-Confirmation Management of Debtor: The Debtor will continue in
            existence after the Effective Date and will hold title to all of its
            assets as well as any property acquired after the Effective Date
            that would otherwise become property of the Estate under Section 541
            of the Bankruptcy Code. The Debtor will hold its assets solely for
            the benefit of the entities entitled under the Plan to receive that
            property or the net proceeds from the liquidation of that property.
            The Plan Administration Committee will be the Debtor's principal
            agent for managing, administering, liquidating, and disbursing its
            assets and, subject to the Court's jurisdiction, will exercise all
            of the powers and duties set forth in the Plan. The Plan
            Administration Committee will consist of three members, one of which
            will be Richard J. Lippott, Debtor's Managing Officer, one of which
            will be a representative of ORIX, and one of which will be appointed
            by the Creditors Committee. The Plan Administration Committee will
            be the sole entity responsible for managing and administering the
            Debtor's assets and carrying out the provisions contained in the
            Plan from and after the Effective Date. The Plan Administration
            Committee will take actions based on a majority vote. The Court will
            retain jurisdiction to resolve any disputes between the Plan
            Administration Committee members. The Plan Administration Committee
            will serve until the earliest of: (a) the entry of a Final Order
            closing the Case; (b) the replacement of the Plan Administration
            Committee by order of the Court; (c) the conversion of this Case to
            a Chapter 7 proceeding; or (d) the dismissal of the Case. Commencing
            on the Effective Date, the Debtor will conduct no business, and its
            sole purpose will be to wind up its affairs in accordance with
            applicable law and the Plan. The Plan Administration Committee, as
            the representative of the Debtor, will manage and administer the
            Debtor's assets solely for the benefit of the entities holding
            Allowed Claims. From and after the Effective Date, the Plan
            Administration Committee is authorized to take any action reasonable
            and necessary to implement the Plan and to wind up the Estate. The
            Plan Administration Committee may take such actions without further
            supervision of this Court or the United States Trustee and free of
            any restrictions imposed by the Bankruptcy Code, the Bankruptcy
            Rules, or the Guidelines of the Office of the United



            States Trustee other than those restrictions that the Plan or
            Confirmation Order expressly impose on the Debtor or the Plan
            Administration Committee.

       -    The Plan sets forth the following deadlines for the filing of
            Administrative Expense and other Claims in the Bankruptcy Case:

            -   Administrative Expense Claims; Tax Claims. The last date to file
                an application or claim for payment of an asserted
                Administrative Expense Claim or Tax Claim incurred through the
                Effective Date will be 30 days from the Effective Date, unless
                such claim was required to be filed earlier pursuant to a final
                order entered prior to confirmation of the Plan.

            -   Contract Rejection Claims. Claims based on the rejection of any
                contracts or unexpired leases must be filed on or before that
                date which is 30 days after the Effective Date, unless such
                claims were required to be filed earlier pursuant to a final
                order of the Court.

            -   Objection/Amendment to Claims. The last date for the Plan
                Administration Committee or any other party in interest to file
                objections to Claims is 90 days following the Effective Date.
                All amendments to existing Claims must be made on or before 30
                days following the Effective Date unless otherwise agreed by and
                between the Debtor and the claimant.

       -    Only claims that are Allowed Claims will receive distributions
            under the Plan. No cash payment will be made by the Disbursing Agent
            to any entity holding an Allowed Claim of less than $50. No
            consideration will be provided in lieu of the de minimus
            distributions that are not made under the Plan.

       -    As of the Effective Date, and contingent upon the appointment of the
            Plan Administration Committee, the Creditors Committee members will
            be released and discharged from all rights and duties arising from
            or related to the Case (with limited exceptions).

      Promptly following the Effective Date, the Debtor will file a
Certification and Notice of Termination on Form 15 with the Securities and
Exchange Commission to terminate the registration of its securities. The
Effective Date is anticipated to be September 25, 2004.

Section 9. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(c)   Exhibits.



Exhibit
Number                          Description of Exhibit
------                          ----------------------
         
2.01        Debtor's Second Amended Liquidating Plan of Reorganization dated
            July 21, 2004, as Modified.

2.02        Order Confirming Debtor's Second Amended Liquidating Plan of
            Reorganization Dated July 21, 2004, as Modified.


                                   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.

                                  METATEC, INC.

Date:  September 17, 2004         By    /s/ Richard J. Lippott
                                    --------------------------------------------
                                        Richard J. Lippott, Managing Officer



                                  EXHIBIT INDEX



Exhibit
Number                          Description of Exhibit
------                          ----------------------
         
2.01        Debtor's Second Amended Liquidating Plan of Reorganization dated
            July 21, 2004, as Modified.

2.02        Order Confirming Debtor's Second Amended Liquidating Plan of
            Reorganization Dated July 21, 2004, as Modified.