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 ~~earliest~~the ~~event~~Securities ~~reported:~~Exchange ~~September~~Act ~~30,~~of ~~2002~~1934

Date of earliest event reported: November 27, 2002

MEDIABIN, INC.

(Exact Name of Registrant as Specified in Charter)

Georgia		0-24087		58-1741516
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

3525 Piedmont Road

~~Seven~~7 Piedmont Center, Suite 600

Atlanta, Georgia 30305-1530

(Address, Including Zip Code, of Principal Executive Offices)

(404) 264-8000

(Registrant’s Telephone Number, Including Area Code)

Item 5. Other Events

On ~~September~~November 3027, 2002, MediaBin, Inc. (“MediaBin”), ~~completed~~announced athe ~~transaction~~Company’s ~~with~~plans ~~three~~to hold a Special Meeting of ~~its~~Shareholders ~~major~~of ~~shareholders~~the Company in ~~which~~mid-December ~~$14~~2002,~~275,000~~ in ~~outstanding~~Atlanta, ~~debt~~Georgia ~~was~~to ~~converted~~consider ~~into~~and ~~MediaBin~~act ~~Common~~upon ~~Stock.~~a ~~The~~proposal ~~price~~to atauthorize ~~which~~ the ~~loans~~Board ~~were~~of ~~converted~~Directors, ~~was~~in ~~$0.20~~its ~~per~~discretion, ~~share.~~to Aamend ~~total~~the ofMediaBin ~~71,377,000~~Amended ~~shares~~and ~~were~~Restated ~~issued,~~Articles ~~resulting~~of inIncorporation ~~MediaBin~~to ~~having~~effect a ~~total~~reverse stock split of ~~88,907,000~~the ~~shares~~Company’s issued and outstanding shares of Common Stock. AsMediaBin aalso ~~result~~announced that the purpose of ~~this~~the ~~transaction~~reverse stock split is to increase the trading price and to increase the number of shares available for issuance. In its announcement, MediaBin’s ~~balance~~noted ~~sheet~~that ~~debt~~it ~~will~~is seeking beinvestment ~~reduced~~and bythat ~~$14~~such investment,~~275~~ if consummated,~~000~~ ~~and~~would ~~shareholders~~likely ~~equity~~involve ~~increased~~the byissuance of significant additional shares at a price that is likely to be materially below the ~~same~~recent ~~amount~~trading price.

A copy of the press release issued by MediaBin, dated ~~October~~November 1027, 2002, announcing ~~consummation~~the ofSpecial ~~the~~Shareholder ~~transaction~~Meeting is attached as an exhibit hereto and is hereby incorporated by reference.

Item 7. Financial Statements and Exhibits.

(a)

Financial statements.

Not applicable.

(b)

Pro forma financial information.

Not applicable.

(c)

Exhibits.

99.1 Text of Press Release, dated ~~October~~November 1027, 2002

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

MEDIABIN, INC. By: /sS/ ~~DAVID~~HAINES ~~MORAN~~H. ~~David~~HARGRETT ~~Moran~~Haines H. Hargrett, Chief ~~Executive~~Financial Officer

Dated: ~~October~~ 10November 27, 2002

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