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                       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) December 12, 2003

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

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

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


        Registrant's telephone number, including area code (410)-581-8042
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         (Former name or former address, if changed since last report.)



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Item 5.  Other Events

OWINGS MILLS,  Md., Dec 12 /PRNewswire -- Medifast,  Inc. (Amex:  MED) announced
that it has increased 2004 estimates for both revenues and earnings. The Company
reported last night at an Investor  Presentation  two scenarios,  one reflecting
the  anticipated  revenue  increases  as a result of the impact of its  National
Television  Ad  Campaign  and the other  excluding  any  increased  result  from
television advertising.

Based upon results from a National Television Test Program,  the company expects
to generate  revenues for fiscal 2004 of  approximately  $48 million and pre-tax
Income  from  Operations  of  approximately  $9  million,  resulting  in pre-tax
earnings  per  share  of  $0.72.  Excluding  any  incremental  benefit  from the
advertising campaign,  the Company expects revenues of approximately $38 million
and pre-tax Income from Operations of approximately  $6.9 million,  resulting in
pre-tax  earnings  per  share of  $0.55.  The  company  will not know  until its
year-end  audit is  completed  what  its  effective  tax  rate  will be for GAAP
calculation  purposes.

"We are eagerly  anticipating the launch of our national  television  campaign,"
said Bradley T.  MacDonald,  Medifast's  Chief  Executive  Officer.  "The entire
company  has been  focused on  delivering  to what we expect to be a much larger
customer  base the same quality meal  replacement  programs  that we have become
recognized for. The work that we have been doing with Brennan  Response has been
important, as we now have the infrastructure in place, from an expanded in-bound
call  center  to  increase  production  capability,  to handle  the  anticipated
increase in business. We expect to spend the balance of the year positioning the
company to be ready for significantly higher revenues."

In September, Medifast completed a test of a national television commercial. The
results   indicated   that  for  every  dollar   Medifast  spent  on  television
advertising,  it generated $3 in new revenues.  This compares favorably with the
$1.50 in revenues  that are  currently  generated for each dollar in spending on
print  advertising.  The company  has  assumed  for  purposes of its $48 million
revenue estimates that each dollar of television advertising will generate $2 in
new business. Medifast will launch its television campaign in January.

The company plans to initially run its  commercials  on leading  national  cable
networks  and  DirectTV,  in  combination  with  print  advertising  it has  run
throughout  the  year.  Medifast  believes  that the  testing  it  completed  in
September  will allow it to employ the most  effective  combination of print and
television  advertising to maximize  returns on its advertising  investment.  In
preparation  for the  launch,  the  Company  has  aggressively  built  inventory
throughout  the fourth  quarter.  In  addition,  it  interrupted  production  in
November for four days in order to  reconfigure  its facilities for the expected
increase in production.  As a result of the plant  shutdown,  November  revenues
were $1.7 million,  a 23.5% increase from the same period last year. The company
has completed the modifications, and production has returned to customary levels
in December.

Medifast also expects to generate significant 2004 growth from its HI-Energy and
Medslim Weight Control Centers. As a result of a recent acquisition, the company
is now the sixth largest clinic  operator in the United States.  It also expects
strong  growth from its Take Shape for Life and Women's  Health  divisions.

The webcast of the Investor  Presentation can be accessed until January 11, 2004
at  www.medifastdiet.com/investorinfo  or  by  dialing  1-800-695-0507and  using
access code 27127#.




This release contains forward-looking  statements,  which may involve known, and
unknown risks,  uncertainties and other factors that may cause Medifast's actual
results and  performance in future  periods to be materially  different from any
future results or performance  suggested by these statements.  Medifast cautions
investors not to place undue reliance on forward-looking statements, which speak
only to management's expectation on this date.




                                   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:  December 12, 2003

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