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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): May 28, 2009

IGI LABORATORIES, INC.
(Exact name of registrant as specified in charter)

105 Lincoln Avenue
Buena, New Jersey 08310
(Address of principal executive offices)(Zip Code)

(856) 697-1441
(Registrant’s telephone number, including area code)

Not Applicable

(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:

Item 8.01. Other Events.

As previously reported in the Company’s Current Report on Form 8-K filed May 19, 2009, on March 13, 2009, IGI Laboratories, Inc., a Delaware corporation (the “Company”) completed a private placement of Series B-1 Convertible Preferred Stock (the “Series B-1 Preferred Stock”), secured convertible promissory notes (the “Notes”) and warrants to purchase shares of Series B-2 Preferred Stock (the “Warrants” and together with the Series B-1 Preferred Stock and the Notes, the “Securities”) to certain investment funds affiliated with Signet Healthcare Partners, G.P. (the “Investors”), for an aggregate purchase price of $6,000,000 (the “Offering”). On May 15, 2009, at the 2009 Annual Meeting of Stockholders of the Company (the “2009 Annual Meeting”), the stockholders of the Company approved the Off ering. As a result of the approval of the Offering, the outstanding $4,782,600 in principal amount of Notes, together with accrued and unpaid interest, were converted to an aggregate of 803.979 shares of Series B-1 Preferred Stock and the Warrants to purchase an aggregate of 797.1 shares of non-voting Series B-2 Preferred Stock were terminated.

At the 2009 Annual Meeting, the stockholders also approved the issuance of 1,219,512 shares of the Company’s common stock upon the conversion of the principal amount of the $500,000 secured line of credit agreement with Pinnacle Mountain Partners, LLC, a company owned by Dr. Edward and Jane Hager, significant stockholders of the Company, and in the case of Mrs. Hager, a director of the Company, at a conversion rate of $0.41 per share.

Furnished as Exhibit 99.1, at the request of the NYSE AMEX Exchange, as part of its evaluation of the Company’s efforts to regain compliance with its listing standards are the unaudited and unreviewed proforma consolidated income statement for the three month period ended March 31, 2009 (“Income Statement”) and the unaudited and unreviewed proforma consolidated balance sheet (“Balance Sheet”) of the Company as of March 31, 2009. The pro forma financial statements give effect to the aforementioned security conversions resulting from the approvals received at the 2009 Annual Meeting. The Income Statement and Balance Sheet are in summary form, contain no notes and therefore, investors should not rely on the attached financial statements when making investment decisions.

As of the date of the filing of this Current Report on Form 8-K, the consolidated stockholders’ equity of the Company exceeds $6 million.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

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EXHIBIT INDEX


Exhibit Number	Description of Exhibit

99.1	Pro Forma Financial Statements

-4-


DELAWARE	001-08568	01-0355758
(State or Other Jurisdiction of Incorporation)	(Commission file number)	(I.R.S. Employer Identification Number)


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))


	IGI LABORATORIES, INC.


Date: May 28, 2009	By:/s/ Justine Kostka
	Name: Justine Kostka Title: Acting Principal Financial Officer


	March 31, 2009 Proforma (unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	4,481
Accounts receivable less allowance for doubtful accounts of $75		354
Licensing and royalty income receivable		87
Inventories		828
Prepaid expenses and other current assets		130
Total current assets		5,880
Property, plant and equipment, net		2,282
Restricted cash – long term		50
License fee, net		675
Other		100
Total assets	$	8,987

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	342
Accrued expenses		343
Deferred income, current		216
Total current liabilities		901
Deferred income, long term		38

Total liabilities		939

Commitments and contingencies

Stockholders’ equity:
Series A Convertible Preferred stock, $.01 par value, 100 shares authorized; 50 shares issued and outstanding as of May 15, 2009 and March 31, 2009; liquidation preference - $500,000		500
Series B-1 Convertible Preferred stock, $.01 par value, 1,030 shares authorized; 1,006.879 and 202.9 shares issued and outstanding as of May 15, 2009 and March 31, 2009, respectively; liquidation preference - $6,000,000		5,851
Common stock, $.01 par value, 50,000,000 shares authorized; 18,110,659 and 16,891,147 shares issued as of May 15, 2009 and March 31, 2009, respectively		181
Additional paid-in capital		31,519
Accumulated deficit		(28,608)
Less treasury stock, 1,965,740 common shares at cost		(1,395)
Total stockholders’ equity		8,048
Total liabilities and stockholders' equity	$	8,987


	Three months ended March 31, 2009 Proforma (Unaudited)
Revenues:
Product sales, net	$	505
Licensing and royalty income		88
Research and development income		1
Total revenues		594

Costs and Expenses:
Cost of sales		600
Selling, general and administrative expenses		648
Product development and research expenses		119
Operating (loss) income		(773)
Interest (expense), net		(951)

Net (loss) income		(1,724)

Dividend accreted for beneficial conversion features		(2,488)

Net (Loss) Income Attributable to Common Stockholders	$	(4,212)


Basic (loss) income per share	$	(.28)
Diluted (loss) income per share		(.28)


Weighted average shares of common stock outstanding:
Basic		14,924,768
Diluted		14,924,768


Exhibit Number		Description of Exhibit

99.1		Pro Forma Financial Statements