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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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                                    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): October 17, 2001
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                                 METASOLV, INC.
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               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)


               Delaware                 0-17920               75-2912166
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    (State or other jurisdiction      (Commission           (IRS Employer
          of incorporation)           File Number)        Identification No.)

                    5560 Tennyson Parkway, Plano, Texas 75024
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               (Address of Principal Executive Offices) (Zip Code)


        Registrant's telephone number, including area code (972) 403-8300
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ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (c) Exhibits:

             Exhibit
             Number      Description

             99.1        Text of Press Release dated October 17, 2001.

ITEM 9.  REGULATION FD DISCLOSURE

         On October 17, 2001, MetaSolv, Inc. issued a press release announcing
that it would provide an online Web simulcast and rebroadcast of its 2001 third
quarter earnings release conference call, a copy of which is filed herewith as
Exhibit 99.1.

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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 hereunto duly authorized.

                                   METASOLV, INC.



Date:  October 17, 2001          By:  /s/ Glenn A. Etherington
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                                      Glenn A. Etherington
                                      Chief Financial Officer
                                      Duly Authorized Officer on behalf
                                      of the Registrant

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