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<TEXT>

                                  UNITED STATES
                       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): July 7, 2005


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


             DELAWARE                      333-13287              77-0322379
  (State or other jurisdiction            (Commission         (I.R.S. Employer
of incorporation or organization)         File Number)       Identification No.)


3916 State St. Suite 110, Santa Barbara, CA                          93105
 (Address of Principal Executive Offices)                         (Zip Code)


                                  805-563-7590
              (Registrant's telephone number, including area code)


                                       N/A
          (Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))
<PAGE>

ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
          APPOINTMENT OF PRINCIPAL OFFICERS

(b)   On July 7, 2005, Earthshell Corporation (the "Company") announced that
      Essam Khashoggi (the Company's founder and director), John Daoud and Layla
      Khashoggi would not seek re-election to the Company's Board of Directors.
      The Company's press release announcing the foregoing is attached as
      exhibit 99.1.

                                       2
<PAGE>
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS

        (a) Not applicable
        (b) Not applicable
        (c) Press Release, dated July 7, 2005, entitled "Earthshell Corporation
            Board Chairman to Retire"


                                    SIGNATURE

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

                                        EarthShell Corporation


Date: July 13, 2005                     By: /s/ D. SCOTT HOUSTON
                                            ------------------------------------
                                            Name:  D. Scott Houston
                                            Title: Chief Financial Officer


                                       3


                               INDEX TO EXHIBITS

NO.                 DESCRIPTION

99.1        Press Release, dated July 7, 2005, entitled "Earthshell Corporation
            Board Chairman to Retire"
</TEXT>
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<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>v021434ex-99_1.txt
<TEXT>
EARTHSHELL CORPORATION BOARD CHAIRMAN TO RETIRE
Board Appoints New Director and Audit Committee Chair


SANTA BARBARA, CA, JULY 7, 2005- EarthShell Corporation (OTCBB: ERTH),
innovators of food service packaging designed with the environment in mind,
announced today that Essam Khashoggi, the Company's co-founder and chairman,
will not seek re-election to the Board of Directors as part of his scheduled
retirement plans. Today's announcement is in conjunction with mailing of the
Company's Proxy Statement for its Annual Meeting of Stockholders to be held on
July 21, 2005. Mr. Khashoggi will continue to be available to the Company on an
as-needed basis for assistance and guidance. Based on his confidence in
EarthShell's go-forward business plans, Mr. Khashoggi, the Company's largest
shareholder, plans to maintain his current holdings in EarthShell Corporation.

Mr. Khashoggi stated, "We have strong executive leadership in place that has
effectively dealt with many challenges to bring the Company to its current level
of accomplishment. EarthShell will be implementing changes that will enable top
management to perform to even higher standards and increase shareholder value. I
will always feel that I am a part of EarthShell. It is a dynamic and important
part of my business life, and I want to stay as close as possible to the Company
as product commercialization begins. I believe that EarthShell has a bright
future."

"Mr. Khashoggi helped establish EarthShell's environmental vision and mission,"
commented Simon Hodson, EarthShell co-founder and chief executive officer. "He
has seen the Company through many transitions and the achievement of milestones,
including development of its comprehensive patent portfolio and the
establishment of important business relationships in both the public and private
sectors. We all genuinely appreciate Mr. Khashoggi's contributions to the
creation and development of EarthShell. EarthShell's success, through its new
plans for the future, will always reflect the legacy of his passion and
commitment."
<PAGE>

The Company also announced today that Michael C. Gordon has been appointed to
the Board of Directors and will serve as chairman of the audit committee.
Currently the director for SEC Services for Gumbiner Savett, Inc., Certified
Public Accountants and Business Advisors, Mr. Gordon has over forty years of
public accounting, SEC and financial reporting experience. Mr. Gordon has held
positions as audit partner with BDO Seidman, Laventhol and Horwath and Arthur
Young & Company. Mr. Gordon qualifies as an audit committee financial expert as
the term is defined in Item 401(h)(2) of Regulation S-K in the Securities
Exchange Act of 1934. Additionally, Layla Khashoggi and John Daoud will not seek
re-election to the Board. Further information regarding new directors and go-
forward plans will be detailed at the Company's Annual Stockholders Meeting
later this month.

EarthShell Corporation is engaged in the licensing and commercialization of
proprietary composite material technology for the manufacture of foodservice
disposable packaging, including cups, plates, bowls, hinged-lid containers, and
sandwich wraps. In addition to certain environmental characteristics, EarthShell
Packaging is designed to be cost and performance competitive compared to other
foodservice packaging materials.

EarthShell sandwich containers, plates, bowls and wraps are designed with the
environment in mind. Developed over many years using a "life cycle inventory"
and in consultation with leading environmental experts, EarthShell products
reduce the environmental burdens of rigid food service packaging through the
careful selection of raw materials, processes and suppliers. The products are
made primarily from natural limestone and starch from potatoes, wheat or corn.
The new packaging poses substantially fewer risks to wildlife than polystyrene
foam packaging because it biodegrades when exposed to moisture in nature,
physically disintegrates in water when crushed or broken, and can be composted
in a commercial facility, where available, or in your backyard.


###


This press release may contain "forward-looking statements" within the meaning
of the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties of other factors which
may cause actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Factors that might
cause such a difference include, but are not limited to, those discussed in the
Management's Discussion and Analysis of Financial Condition and Results of
Operations in the Company's most recent Form 10-K and other documents filed by
the Company with the Securities and Exchange Commission.

</TEXT>
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