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
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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)
6410 POPLAR AVENUE, SUITE 395

(Street)
MEMPHIS TN 38119

(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)
08/19/2005
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 08/19/2005 S 65,625 D $3.5879 39,818 D
Common Stock 08/19/2005 J(1) 38,566 D $0 1,252 D
Common Stock 08/19/2005 J(7) 2,228 A $0 2,228 D
Common Stock 08/19/2005 C(8) 45,383 A $2.17 47,611 D
Common Stock 08/19/2005 S(8) 47,611 D $3.6568 0 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 Convertible Preferred Stock $2.17 08/19/2005 J(2) 230,513 (3) (4) Common Stock 2,122,448 $0 2,769 D
Tranche A Warrants $40 08/19/2005 J(5) 96,831 (3) 05/14/2006 Series B Convertible Preferred Stock 96,831 $0 2,769(6) D
Series B Convertible Preferred Stock $2.17 08/19/2005 J(7) 4,929 (3) (4) Common Stock 45,383 $0 4,929 D
Series B Convertible Preferred Stock $2.17 08/19/2005 C 4,929 08/19/2005 (4) Common Stock 45,383 $0 0 D
1. Name and Address of Reporting Person*
IMAGE INVESTOR PORTFOLIO A SEP SER OF MEMPHIS ANGELS LLC

(Last) (First) (Middle)
6410 POPLAR AVENUE, SUITE 395

(Street)
MEMPHIS TN 38119

(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. Distribution of 31,246 shares of common stock to the members of Image Investor Portfolio, including 1,252 shares to Paradigm Holdings, 2,228 shares of Common Stock to Frank McGrew, IV, and of 8,572 shares of common stock to one unaffiliated non-member.
2. Distribution of 214,316 shares of Series B Convertible Preferred Stock to members of Image Investors Portfolio, including 2,769 shares to Paradigm Holdings, 4,929 shares to Frank McGrew, IV, and 18,966 shares of Series B Convertible Preferred Stock to one unaffiliated non-member.
3. Exercisable at any time.
4. No expiration date.
5. Image Investors received the Tranche A Warrant which entitles Image to purchase 99,600 shares of Series B Preferred Stock in connection with a Securities Purchase Agreement between IPIX Corp. and Image Investors. Image is distributing the rights to purchase 89,640 shares of Series B Preferred Stock to its members and distributing the rights to purchase 9,960 shares of Series B Preferred Stock to one unaffiliated non-member.
6. Paradigm Holdings received a Tranche A Warrant entitling it to purchase 996 shares of Series B Preferred Stock; Frank McGrew, IV, received a Tranche A Warrant entitling him to purchase 1,773 shares of Series B Preferred Stock.
7. Pro rata distribution from Image Investors Portfoliao to Frank McGrew, IV, Managing Partner of Paradigm Holdings.
8. Conversion of Series B Preferred Stock and sale of common stock by Frank McGrew, IV.
/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, Manager of Image Investors Portfolio, a Separate Series of Memphis Angels LLC 08/23/2005
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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