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):

                                February 1, 2002

                               Accelio Corporation
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             (Exact name of registrant as specified in its charter)



          Canada                        1-111898                     N/A
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(State or Other Jurisdiction     (Commission File Number)     (I.R.S. Employer
    of Incorporation)                                          Identification
                                                                   Number)

              560 Rochester Street, Ottawa, Ontario K1S 5K2, Canada
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              (Address of principal executive offices) (zip code)


                                 (613) 230-3676
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              (Registrant's telephone number, including area code)


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



<PAGE>



ITEM 5.  OTHER EVENTS.

     On February 1, 2002, the Company announced that Adobe Systems  Incorporated
("Adobe")  has agreed to  acquire  all  outstanding  shares of the  Company  for
approximately  CDN $4.50 per  share,  payable  in Adobe  shares  valued at US$72
million.  The  agreement  is  subject to  completion  of  customary  transaction
documents  and the  satisfaction  of  customary  closing  conditions,  including
obtaining  approval  by  the  Company's   shareholders  and  U.S.  and  Canadian
regulatory authorities.

     The Company has agreed to pay to Adobe a  "break-up"  fee of  approximately
US$2.9  million if the  Company's  Board of  Directors  approves  or  recommends
another  acquisition.  CIBC World Markets,  the Company's financial advisor, has
provided the Company's Board of Directors with an opinion that the consideration
to be received by the Company's  shareholders pursuant to the Adobe agreement is
fair from a financial perspective.


ITEM 7.    EXHIBITS.

          (a)  Financial statements and pro forma financial information.

               None.

          (b)  Exhibits.

               99.1 Text of Press Release of the Company dated February 1, 2002.



<PAGE>


                                   SIGNATURES

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



                                     ACCELIO CORPORATION
                                     (Registrant)



                                     By: /s/  Trey Graham
                                         ---------------------------------
                                         Name:  Trey Graham
                                         Title: Senior Vice President, Finance
                                                and Chief Financial Officer

Dated: February 1, 2002