8-K

________________________________________________________________________________
                                  UNITED STATES
                       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

                                 August 20, 2004
                (Date of Report (date of earliest event reported)


                           NATIONAL DENTEX CORPORATION
             (Exact name of registrant as specified in its charter)

                        Commission file number 000-23092


           MASSACHUSETTS                        04-2762050
  (State or Other Jurisdiction of     (I.R.S. Employer Identification
  Incorporation or Organization)                   No.)


           526 Boston Post Road, Wayland, MA                 01778
            (Address of Principal Executive               (Zip Code)
                       Offices)

                                (508) 358 - 4422
                (Registrant's Telephone No., including Area Code)



Item 5.  Other Events.

On August 20, 2004, National Dentex Corporation (the "Company") announced
that the Company's Board of Directors had voted on August 18, 2004 to expand the
size of the Company's Board of Directors from five to six and that Mr. Thomas E.
Callahan has been appointed to fill the resulting vacancy, effective as of
August 18 2004.

Item 7.  Financial Statements and Exhibits

(c) Exhibits

99.1     Press release dated August 20, 2004.


The information in this Form 8-K and the Exhibit attached hereto shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934 (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such a filing.

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                                   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, thereunto duly authorized.

                          NATIONAL DENTEX CORPORATION
                          Registrant




August 20, 2004
                                   /s/  Richard F. Becker, Jr.
                          By:...................................................
                          Richard F. Becker, Jr.
                          Vice President, Treasurer and Chief Financial Officer

                                       3

EX-99.1

                                                                    Exhibit 99.1

National Dentex Corporation Announces Election of New Member to Board
of Directors

    WAYLAND, Mass.--(BUSINESS WIRE)--Aug. 20, 2004--National Dentex
Corporation (NASDAQ: NADX), one of the largest owner/operators of
dental laboratories in the United States, announced that at its
meeting on August 18, 2004 it had expanded its Board of Directors from
five members to six and elected Mr. Thomas E. Callahan to fill that
new position. Mr. Callahan was also elected to serve as a member of
the Board's Audit Committee. Mr. Callahan's background and record of
accomplishment in senior financial positions, both domestically and
internationally, reflects National Dentex Corporation's continued
efforts to support and strengthen its corporate governance.
    Mr. Callahan has over 40 years of experience in executive
positions within a variety of industries. Most recently, from 1990 to
2001 he served as Senior Vice President and CFO of Welch Foods. During
this tenure he was elected to Welch's Board of Directors.
    Mr. Callahan currently serves on the board of directors of Circor
International, a NYSE listed company. There he is the chairman of its
Compensation Committee and a member of the Audit Committee. He also
serves on the Board of Trustees at Tilton School, a private prep
school in New Hampshire and is a member of their Audit and Governance
Committees, and on the Board of Directors of the Financial Executives
International, Boston Chapter.
    Mr. Callahan is a graduate of the University of New Hampshire
where he majored in Economics and holds a graduate degree in Finance
from Syracuse University.
    National Dentex Corporation serves an active customer base of over
20,000 dentists through dental laboratories located in 29 states.
National Dentex's dental laboratories provide a full range of
custom-made dental prosthetic appliances, including dentures, crowns
and fixed bridges, and other dental specialties.

    This press release contains forward-looking statements within the
meaning of the federal securities laws. The Company's actual results
could be materially different as a result of a number of factors,
including general economic conditions, governmental regulation of
health care, trends in the dental industry towards managed care, and
other risks indicated from time to time in the Company's filings with
the Securities and Exchange Commission.

    CONTACT: National Dentex Corporation
             Richard F. Becker, 508-358-4422