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): June 17, 2005

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

<TABLE>
<CAPTION>
                  DELAWARE                           333-13287               77-0322379
<S>                                           <C>                        <C>
        (State or other jurisdiction          (Commission File Number)    (I.R.S. Employer
     of incorporation or organization)                                   Identification No.)
3916 State St. Suite 110, Santa Barbara, CA            93105
  (Address of Principal Executive Offices)           (Zip Code)
</TABLE>


                                  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 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

         On June 17, 2005, Earthshell Corporation (the "COMPANY") entered into a
Sublicense  Agreement (the "RPI SUBLICENSE  AGREEMENT") with ReNewable Products,
Inc.  ("RPI"),  a newly formed  subsidiary of Thompson  Street Capital  Partners
("THOMPSON  STREET"),  dated May 19, 2005 pursuant to which the Company  granted
RPI an exclusive license to produce plates,  bowls, and certain other EarthShell
products  incorporating  the Company's  technology and to sell these products in
the retail and  governmental  market segments in the United States.  The Company
has been  advised  that RPI has  already  received  $6 million of an initial $12
million funding  commitment from Thompson Street in order to begin production of
Earthshell Packaging products.  The RPI Sublicense Agreement requires RPI to pay
the  Company a royalty  equal to 20% of RPI's net  sales,  not to exceed  50% of
RPI's gross margin.  The parties separately agreed that the effectiveness of the
RPI Sublicense  Agreement  would be conditioned  upon the  effectiveness  of the
agreements described in the balance of this Item 1.01 and Item 1.02.

         On June  17,  2005,  the  Company,  RPI  and  RPI's  sole  stockholder,
Renewable  Products,  LLC ("RPI LLC"),  entered  into an  Agreement  and Plan of
Merger (the "AGREEMENT") which  contemplates the Company's eventual  acquisition
of RPI in exchange for 8 million  shares of the  Company's  Series C Convertible
Preferred Stock (the "SERIES C STOCK") at such time as the following conditions,
among others, are achieved: (a) RPI's procurement,  installation and start-up of
16 manufacturing modules for producing the Company's product, which equipment is
to be  designed  to  produce  an  aggregate  of  approximately  $16  million  of
EarthShell  products per year, (b) RPI's  establishment  of plant  facilities to
support the full  commercial  operations of such machines,  (c) RPI's receipt of
funding to support  additional  working  capital needs of $1 million,  (d) RPI's
receipt of at least $12 million of capital to purchase  the  machines  described
above and (e) the 20% royalty  described  above having become payable and either
accrued or paid to the Company pursuant to the RPI Sublicense Agreement. At such
time as the  conditions to the  transactions  contemplated  by the Agreement are
met, a  valuation  of RPI will be  obtained  and the  Company  will  acquire RPI
pursuant  to the terms of the  Agreement  in  exchange  for 8 million  shares of
Series C Stock, as described  above. The Series C Stock will be convertible on a
share for share basis into 8 million shares of the Company's  common stock which
will be subject to registration rights.

         The Company's  press release  announcing its  relationship  with RPI is
attached as exhibit 99.1.

ITEM 1.02  TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

         To enable the Company to enter into the RPI  Sublicense  Agreement,  on
June 8, 2005, the Company entered into a letter agreement with Meridian Business
Solutions Ltd. ("MBS") terminating its Sublicense Agreement (the "MBS SUBLICENSE
AGREEMENT")  dated as of May 13,  2004.  At the time the  letter  agreement  was
executed, MBS had not yet implemented the sublicense granted to it under the MBS
Sublicense  Agreement.  The parties  separately agreed that the effectiveness of
the termination  would be conditioned  upon the  effectiveness of the agreements
with RPI described in Item 1.01 above.  The Company has entered into  additional
sublicense  agreements  with MBS covering  non-competing  technologies  in other
markets and territories than those covered by the past MBS Sublicense  Agreement
and the present RPI Sublicense  Agreement.  The effectiveness of such sublicense
agreements is expressly  conditioned upon the satisfaction of certain conditions
before July 31,  2005,  including  the receipt by the Company of $2.6 million in
technology fees and other payments.

FORWARD-LOOKING STATEMENTS

         This filing 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.


                                       2
<PAGE>

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(a) Not applicable

(b) Not applicable

(c) Exhibits:

      99.1     Press Release, dated June 17, 2005 entitled "Earthshell
               Corporation Signs New Licensee, Renewable Products Inc. (RPI)"



                                       3
<PAGE>

                                    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: June 23, 2005                           By: /s/ D. SCOTT HOUSTON
                                                  --------------------
                                                  Name:  D. Scott Houston
                                                  Title: Chief Financial Officer



                                       4
<PAGE>

                                INDEX TO EXHIBITS

     NO.       DESCRIPTION

    99.1       Press Release, dated June 17 2005 entitled "Earthshell
               Corporation Signs New Licensee, Renewable Products Inc. (RPI)"



                                       5
{"company-data": {"conformed-name": "EARTHSHELL CORP", "cik": "0000911801", "assigned-sic": "2650", "irs-number": "770322379", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-23567", "film-number": "05912842"}, "business-address": {"street1": "3916 STATE STREET", "street2": "SUITE 110", "city": "SANTA BARBARA", "state": "CA", "zip": "93105", "phone": "805.563.7590"}, "mail-address": {"street1": "3916 STATE STREET", "street2": "SUITE 110", "city": "SANTA BARBARA", "state": "CA", "zip": "93105"}, "former-company": {"former-conformed-name": "EARTHSHELL CONTAINER CORP", "date-changed": "19960521"}}
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): June 17, 2005

                             EARTHSHELL CORPORATION
             (Exact name of registrant as specified in its charter)
DELAWARE                           333-13287               77-0322379
(State or other jurisdiction          (Commission File Number)    (I.R.S. Employer
     of incorporation or organization)                                   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))
ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

         On June 17, 2005, Earthshell Corporation (the "COMPANY") entered into a
Sublicense  Agreement (the "RPI SUBLICENSE  AGREEMENT") with ReNewable Products,
Inc.  ("RPI"),  a newly formed  subsidiary of Thompson  Street Capital  Partners
("THOMPSON  STREET"),  dated May 19, 2005 pursuant to which the Company  granted
RPI an exclusive license to produce plates,  bowls, and certain other EarthShell
products  incorporating  the Company's  technology and to sell these products in
the retail and  governmental  market segments in the United States.  The Company
has been  advised  that RPI has  already  received  $6 million of an initial $12
million funding  commitment from Thompson Street in order to begin production of
Earthshell Packaging products.  The RPI Sublicense Agreement requires RPI to pay
the  Company a royalty  equal to 20% of RPI's net  sales,  not to exceed  50% of
RPI's gross margin.  The parties separately agreed that the effectiveness of the
RPI Sublicense  Agreement  would be conditioned  upon the  effectiveness  of the
agreements described in the balance of this Item 1.01 and Item 1.02.

         On June  17,  2005,  the  Company,  RPI  and  RPI's  sole  stockholder,
Renewable  Products,  LLC ("RPI LLC"),  entered  into an  Agreement  and Plan of
Merger (the "AGREEMENT") which  contemplates the Company's eventual  acquisition
of RPI in exchange for 8 million  shares of the  Company's  Series C Convertible
Preferred Stock (the "SERIES C STOCK") at such time as the following conditions,
among others, are achieved: (a) RPI's procurement,  installation and start-up of
16 manufacturing modules for producing the Company's product, which equipment is
to be  designed  to  produce  an  aggregate  of  approximately  $16  million  of
EarthShell  products per year, (b) RPI's  establishment  of plant  facilities to
support the full  commercial  operations of such machines,  (c) RPI's receipt of
funding to support  additional  working  capital needs of $1 million,  (d) RPI's
receipt of at least $12 million of capital to purchase  the  machines  described
above and (e) the 20% royalty  described  above having become payable and either
accrued or paid to the Company pursuant to the RPI Sublicense Agreement. At such
time as the  conditions to the  transactions  contemplated  by the Agreement are
met, a  valuation  of RPI will be  obtained  and the  Company  will  acquire RPI
pursuant  to the terms of the  Agreement  in  exchange  for 8 million  shares of
Series C Stock, as described  above. The Series C Stock will be convertible on a
share for share basis into 8 million shares of the Company's  common stock which
will be subject to registration rights.

         The Company's  press release  announcing its  relationship  with RPI is
attached as exhibit 99.1.

ITEM 1.02  TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

         To enable the Company to enter into the RPI  Sublicense  Agreement,  on
June 8, 2005, the Company entered into a letter agreement with Meridian Business
Solutions Ltd. ("MBS") terminating its Sublicense Agreement (the "MBS SUBLICENSE
AGREEMENT")  dated as of May 13,  2004.  At the time the  letter  agreement  was
executed, MBS had not yet implemented the sublicense granted to it under the MBS
Sublicense  Agreement.  The parties  separately agreed that the effectiveness of
the termination  would be conditioned  upon the  effectiveness of the agreements
with RPI described in Item 1.01 above.  The Company has entered into  additional
sublicense  agreements  with MBS covering  non-competing  technologies  in other
markets and territories than those covered by the past MBS Sublicense  Agreement
and the present RPI Sublicense  Agreement.  The effectiveness of such sublicense
agreements is expressly  conditioned upon the satisfaction of certain conditions
before July 31,  2005,  including  the receipt by the Company of $2.6 million in
technology fees and other payments.

FORWARD-LOOKING STATEMENTS

         This filing 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.

                                       2
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(a) Not applicable

(b) Not applicable

(c) Exhibits:

      99.1     Press Release, dated June 17, 2005 entitled "Earthshell
               Corporation Signs New Licensee, Renewable Products Inc. (RPI)"

                                       3
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: June 23, 2005                           By: /s/ D. SCOTT HOUSTON
                                                  --------------------
                                                  Name:  D. Scott Houston
                                                  Title: Chief Financial Officer

                                       4
INDEX TO EXHIBITS

     NO.       DESCRIPTION

    99.1       Press Release, dated June 17 2005 entitled "Earthshell
               Corporation Signs New Licensee, Renewable Products Inc. (RPI)"

                                       5