SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* IMAGE INVESTOR PORTFOLIO A SEP SER OF MEMPHIS ANGELS LLC (Last) (First) (Middle) (Street) (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol IPIX CORP [ [IPIX] ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/03/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/03/2004		C		645,282	A	$2.17	975,136	D
Common Stock	06/03/2004		S		476,336(4)	D	$11.1416	498,800	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Preferred Shares	$2.17	06/03/2004		C		66,024		(1)	(2)	Common Stock	607,916	$0	522,806(3)	D

1. Name and Address of Reporting Person* IMAGE INVESTOR PORTFOLIO A SEP SER OF MEMPHIS ANGELS LLC (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MCGREW IV FRANK A (Last) (First) (Middle) 150 4TH AVE NORTH STE. 1050 (Street) NASHVILLE TN 37219-2419 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PARADIGM HOLDINGS (Last) (First) (Middle) 1661 INTERNATIONAL DR STE.330 (Street) MEMPHIS TN 38120 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MEMPHIS ANGELS LLC (Last) (First) (Middle) 1661 INTERNATIONAL DR STE 330 (Street) MEMPHIS TN 38120 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PARADIGM CAPITAL EQUITY PARTNERS LLC (Last) (First) (Middle) 1661 INTERNATIONAL DR STE.330 (Street) MEMPHIS TN 38120 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Exercisable at any time.

2. No expiration date.

3. Consists of (i) 157,806 shares of Series B Convertible Preferred Stock acquired upon the automatic conversion of the Promissory Note; (ii) 115,000 shares of Series B Convertible Preferred Stock acquired upon the exercise of the Tranche B Warrant; and (iii) 250,000 shares of Series B Convertible Preferred Stock underlying the Tranche A Warrants.

4. These shares are sold pursuant to a stock trading plan (10b5-1 Plan) established on 5/28/04.

	/s/Debra A. Wiles, as Attorney in Fact for Frank McGrew, IV Individually, and as Managing Partner of Paradigm Holdings, Managing Member of Paradigm Capital Equity Partners, LLC, Manger of Memphis Angels, LLC, a separate series of Image Investor Portfolio	06/07/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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