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 12, 2003

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

             Delaware                       000-23016               13-3714405
---------------------------------    ------------------------     -------------
  (State or other jurisdiction       (Commission File Number)     (IRS Employer
of incorporation or organization)                                  Ident. No.)

      11445 Cronhill Drive, Owings Mills, Maryland                     21117
      --------------------------------------------                  ----------
       (Address of principal executive offices)                     (Zip Code)

        Registrant's telephone number, including area code (410)-581-8042

________________________________________________________________________________
         (Former name or former address, if changed since last report.)

              ___________________________________________________

              ___________________________________________________



Item 5. Other Events

      Seven  Crondall,   LLC,  a  wholly  owned  subsidiary  of  Medifast,  Inc.
("Company")  (AMEX:MED) has purchased a 119,825 sq. foot  distribution  facility
located at 601 Sunrise Ave.,  Ridgely,  Maryland 21660 from  NewRoads,  Inc. for
$2.6  million.  The company  will finance $1.7  million  through  Merrill  Lynch
Capital  at the 30 day LIBOR  interest  rate plus 220 basis  points  over  seven
years.  The Company also acquired the assets and  management  expertise of Dunst
and Associates, Inc., a 15-year experienced distributor in Eldersburg,  Maryland
to  operate  the  new  distribution  center.  The  company  acquired  Dunst  and
Associates  assets for  $400,000  in cash and 3,347  shares of  Medifast  common
stock,  which will provide the infrastructure  necessary to continue  operations
without  interruption  since Dunst and Associates  currently  handles 50% of the
pick and pack distribution business for Medifast.

                                   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.

                                            MEDIFAST, INC.

Dated: September 12, 2003

                                            /s/ Bradley T. MacDonald
                                            ------------------------------------
                                            Bradley T. MacDonald
                                            Chairman and Chief Executive Officer


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