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

Date of Report (date of earliest event reported): January 17, 2005

E-Z-EM, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

	1-11479		11-1999504
(Commission File Number)		(IRS Employer Identification No.)

1111 Marcus Avenue, Lake Success, New York		11042
	(Address of Principal Executive Offices)		(Zip Code)

(516) 333-8230

         (Registrant’s telephone number, including area code)

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.

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

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

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

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02	Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
	(d)	On January 17, 2005, the Board of Directors of E-Z-EM, Inc. (the “Company”) elected Dr. James H. Thrall as a Class I director of the Company effective immediately, for a term expiring at the 2006 annual meeting of stockholders, to fill the vacancy created by the previous resignation of Dr. Michael Davis. There are no arrangements or understandings between Dr. Thrall and any persons pursuant to which he was selected as a director. The Board has not yet determined the committees of the Board on which Dr. Thrall will serve. There are no transactions between the Company and Dr. Thrall that are reportable under Item 404(a) of Regulation S-K. On January 18, 2005, the Company issued a press release announcing Dr. Thrall’s election, a copy of which is attached as Exhibit 99.1.
		In connection with Dr. Thrall’s election, the Company and Dr. Thrall entered into a letter agreement setting forth his duties as a director and the Company’s standard compensation arrangements for members of the board. A copy of this agreement is attached to this report as Exhibit 10.1 and is incorporated by reference into this report.
Item 9.01	Financial Statements and Exhibits
	(c)	Exhibits
		10.1 Letter Agreement with Dr. James H. Thrall
		99.1 Press release dated January 18, 2005.

2

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.

Dated: January 21, 2005 E-Z-EM, INC.

(Registrant)

By: /s/ Peter J. Graham

Peter J. Graham

Vice President - General Counsel and Secretary

3

EXHIBIT INDEX

Number	Description
10.1	Letter Agreement with Dr. James H. Thrall
99.1	Press Release dated January 18, 2005

EX-10.1

Exhibit 10.1

James Thrall M.D.

PH 314 Union Wharf

343 Commercial Street

Boston, MA 02109

December 20, 2004

Dear Jim,

We were delighted to learn of your interest in joining us at EZ EM as a member of the Board of Directors. We have placed your name in nomination and the Board of Directors voted unanimously to extend an offer to you to join the Board. We recognize your acceptance will be contingent on approval by the Massachusetts General Hospital. Should you receive their approval we would invite you to join us at our next Board meeting which is scheduled in Miami on January 17, 2005 where we will formally elect you as a director.

Our Board at EZ EM is quite active; you will be expected to prepare for each meeting by thoroughly reviewing the agenda and all submitted materials. We will assign an independent Board mentor to you in the first year of your service to answer any questions prior to these meetings. Each Board member is expected to serve on at least one committee; you will be assigned a committee within six (6) months of joining the Board. There are at least four (4) Board meetings each year, each committee generally meets several times a year, there will be at least one meeting of independent directors and there can be additional telephone meetings (the frequency of which depends on current issues). The next three Board meetings are scheduled as follows:

January 17, 2005	Miami, FL. - South Beach Marriott
May 24, 2005	EZ EM - Lake Success, New York
August 16, 2005	EZ EM – Montreal, Canada

1111 Marcus Avenue, suite LL-26, Lake Success, NY 11042

Ph: (516) 333-8230 Fax: (516) 302-2920

If possible, we would like to schedule a new director orientation program for you on a date which is mutually convenient. In this one day session we will ask key members of the staff to introduce the company, its products and strategic issues. One of our independent directors and the CEO will also bring you up- to- date on contemporary issues at the Board level, if there are any.

As Paul Edgerton discussed, EZ EM Board compensation increased this year as a reflection of the time required to fulfill obligations to share holders. Your compensation will be as follows:

New Director Grant: 24,000 stock options vest in 1/3 each year over 3 years

Annual Retainer: $24,000, paid $2,000 per month

Meeting Attendance Fee - $1,750 meeting attendance fee for each in person meeting attended

Telephonic Meeting Fee - $500

Committee Meeting Fees – (in person) $1,500 for Chairman of the committee, $1,000 for each committee member

Telephonic Committee Meeting Fee – $500 for each Committee Member, $750 for Chairman of committee

4,000 Stock Options (annually) vest in 1/3 over 3 years, date of grant on or about June 1 each year

1,000 shares of stock (annually) vest immediately date of grant on or about November 1 of each year, however a director must provide director services to the Company for the preceding 12 month period to be eligible to receive such shares.

On behalf of the full Board of Directors; we look forward to your election to our Board and to your contribution to the future success of EZ EM. Please acknowledge your acceptance of the above by signing this letter below and return it by fax to Peter Graham, Vice President - General Counsel at (516) 302-2918.

Sincerely,

/s/ Robert J. Beckman

Robert J. Beckman

Chairman, Nominations and Governance Committee

Acknowledged By: /s/ James H. Thrall

Date: 1/7/2005

1111 Marcus Avenue, suite LL-26, Lake Success, NY 11042

Ph: (516) 333-8230 Fax: (516) 302-2920

EX-99.1

Exhibit 99.1

Company Contacts:	Investor Relations Contacts:
E-Z-EM, Inc.	Lippert/Heilshorn & Associates, Inc.
Tom Johnson (tjohnson@ezem.com)	Kim Sutton Golodetz (kgolodetz@lhai.com)
(800) 544-4624 x3317	(212) 838-3777
www.ezem.com	Bruce Voss (bvoss@lhai.com)
	(310) 691-7100

FOR IMMEDIATE RELEASE

DR. JAMES H. THRALL JOINS

E-Z-EM BOARD OF DIRECTORS

LAKE SUCCESS, N.Y., January 18, 2005—E-Z-EM, Inc., (AMEX: EZM) today announced the appointment of James H. Thrall, M.D. to its Board of Directors. Dr. Thrall’s appointment fills the vacancy left by the planned resignation of Dr. Michael A. Davis in December of 2004.

Dr. Thrall, 61, has had a distinguished career in radiology for 27 years, having authored over 240 scientific articles and reviews. Currently, he holds the Juan M. Taveras Professorship of Radiology at Harvard Medical School and serves on the Executive Committee of the Harvard Departments of Radiology. He also serves on the Boards of Trustees for the Massachusetts General Physicians Organization and the Research and Education Foundation of the Radiological Society of North America. He is also on the Board of Chancellors for the American College of Radiology and is the immediate past President of the American Roentgen Ray Society. In 1988 he was appointed and continues to serve as Radiologist-in-Chief, Massachusetts General Hospital.

Dr. Thrall received his M.D. Degree from the University of Michigan in 1968. He then completed training in Radiology and Nuclear Medicine at the Walter Reed Army Medical Center, Washington, D.C. and served as the Assistant Chief of Nuclear Medicine for that institution from 1973 to 1975. Dr. Thrall returned to the University of Michigan as Assistant Professor of Internal Medicine and Radiology in 1975 and was promoted to Professor in 1981.

Commenting on the announcement, Paul S. Echenberg, Chairman of E-Z-EM, Inc., said, “This appointment is a continuation of our effort to add new perspective, expertise and independence to our board. Jim Thrall brings to us a wealth of knowledge along with his considerable stature in the field of radiology, and we look forward to the benefits of his guidance.”

About E-Z-EM, Inc.

E-Z-EM is a leading manufacturer of contrast agents for gastrointestinal radiology. The Company recently introduced VoLumen® the next generation low density barium sulfate suspension for use as an oral contrast in Multidetector CT (MDCT) and PET/CT studies. It also offers the only family of CT injectors on the market, EmpowerCT® with patented EDA(TM) technology, that can help detect contrast extravasation, and offers a complete product set for the virtual colonoscopy practitioner. This product line consists of virtual colonoscopy hardware, software, nutritional prep kits and bowel cleaners, tagging agents and a carbon dioxide colon insufflation system.

The statements made in this document contain certain forward-looking statements. Words such as “expects,” “intends,” “anticipates,” “plans,” “believes,” “seeks,” “estimates” or variations of such words and similar expressions, are intended to identify such forward-looking statements. The forward-looking statements contained in this release may involve numerous risks and uncertainties, known and unknown, beyond the Company’s control. Such risks and uncertainties include the ability of the Company to develop its products, future actions by the FDA or other regulatory agencies, overall economic conditions, general market conditions, foreign currency exchange rate fluctuations as well as the risk factors listed from time to time in the SEC filings of E-Z-EM, Inc., including but not limited to its Form 10-Q for the quarter ended November 27, 2004 and its Annual Report on Form 10-K for the fiscal year ended May 29, 2004. Consequently, actual future results may differ materially from the anticipated results expressed in the forward-looking statements, and investors are cautioned not to place undue reliance on the forward-looking statements included in this release.

# # #