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) June 28, 2004
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EarthShell Corporation
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(Exact name of registrant as specified in charter)
Delaware 333-13287 77-0322379
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(State or other jurisdiction of (Commission file number) (IRS employer
incorporation) identification no.)
6740 Cortona Drive
Santa Barbara, California 93117
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (805) 571-8232
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On June 28, 2004, the Registrant issued a press release announcing that
(i) it had adjourned its Annual Meeting of Stockholders to July 26, 2004 because
a quorum was not present by proxy or in person at the Stockholders Meeting
convened as scheduled earlier in the day and (ii) it reported during a
discussion period following adjournment of the business portion of the Annual
Meeting of Stockholders that its largest shareholder, E. Khashoggi Industries
(EKI), has agreed to convert its $2.755 million note to common stock at a price
of $3 per share, provided that the Registrant can resolve the default that
currently exists under its 2006 debentures.
The press release is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits:
99.1 Press Release of the Registrant dated June 28, 2004, regarding the
matters described above.
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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.
Date: June 28, 2004
EARTHSHELL CORPORATION
By: /s/ D. Scott Houston
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Name: D. Scott Houston
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number and
Page Number Description Method of Filing
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99.1 Press Release of the Registrant Filed electronically
dated June 28, 2004. herewith
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