SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                     FORM 15

 Certification and Notice of Termination of Registration under Section 12 of the
   Securities Exchange Act of 1934 or Suspension of Duty to File Reports Under
          Sections 13 and 15(d) of the Securities Exchange Act of 1934

                        Commission File Number: 001-15563

                                    IPI, INC.
             (Exact name of registrant as specified in its charter)

                    8091 WALLACE ROAD, EDEN PRAIRIE, MN 55344
                                 (952) 975-6200
               (Address, including zip code, and telephone number,
        including area code, of registrant's principal executive offices)

                          COMMON STOCK, $.01 PAR VALUE
            (Title of each class of securities covered by this Form)

                                      NONE
         (Titles of all other classes of securities for which a duty to
               file reports under section 13(a) or 15(d) remains)

         Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:

                  Rule 12g-4(a)(1)(i)   [X]       Rule 12h-3(b)(1)(ii)  [ ]
                  Rule 12g-4(a)(1)(ii)  [ ]       Rule 12h-3(b)(2)(i)   [ ]
                  Rule 12g-4(a)(2)(i)   [ ]       Rule 12h-3(b)(2)(ii)  [ ]
                  Rule 12g-4(a)(2)(ii)  [ ]       Rule 15d-6            [ ]
                  Rule 12h-3(b)(1)(i)   [ ]


         Approximate number of holders of record as of the certification or
notice date:       80
             -------------


         Pursuant to the requirements of the Securities Exchange Act of 1934,
IPI, Inc. has caused this certification/notice to be signed on its behalf by the
undersigned duly authorized person.



DATE: January 31, 2002.                 BY: /s/ David Engel
                                            ------------------------------------
                                                David Engel
                                                Vice President - Finance and
                                                Chief Financial Officer