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): June 21, 2005

                                IPIX CORPORATION
                                ----------------
             (Exact name of registrant as specified in its charter)


            DELAWARE                000-26363               52-2213841
            --------                ---------               ----------
        (State or other            (Commission             (IRS Employer
 jurisdiction of incorporation)    File Number)        Identification Number)

 12120 SUNSET HILLS ROAD, SUITE 410 RESTON, VIRGINIA             20910
 ---------------------------------------------------------------------
  Address of principal executive offices)                     (Zip Code)


       Registrant's telephone number, including area code: (703) 674-4100
                                                           --------------


                                       N/A
                                       ---
          (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 (see General Instruction A.2. below):

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

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

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

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


<PAGE>


ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

ITEM 3.02.  UNREGISTERED SALES OF EQUITY SECURITIES.

     On June 21, 2005, the registrant,  IPIX Corporation, a Delaware corporation
("IPIX" or the "Company"),  completed a private placement, which generated total
gross  proceeds of $10 million.  The proceeds will be used to grow the Company's
sales and marketing efforts.

     As part of the private placement,  IPIX entered into a Securities  Purchase
Agreement (the "Purchase Agreement"),  dated June 21, 2005, with Iroquois Master
Fund Ltd and certain other purchasers (collectively, the "Purchasers"). Pursuant
to the Purchase Agreement,  IPIX sold $10,000,000 of its $0.001 par value common
stock  (the  "Common  Stock"),  additional  investment  rights  (the  "AIR") and
warrants (the  "Warrants").  With each share of common stock purchased at $2.41,
each  Purchaser is entitled  under the  Purchase  Agreement to receive an AIR to
purchase  0.06 of a share of common  stock and a Warrant to  purchase  0.44 of a
share of common stock.  The exercise price for each AIR is $2.41 per share,  and
the  exercise  price of each  warrant is $3.11 per share.  AIRs are  exercisable
immediately,  and Warrants may not be exercised until six months after issuance.
Warrants expire four years after date of issuance.

     In  connection  with the  sale,  IPIX  paid  Olympus  Securities,  LLC (the
"Olympus") a placement fee of $226,250. In addition, promptly after the exercise
of any AIR by a Purchaser introduced by Olympus (the "Olympus Purchaser"),  IPIX
will pay Olympus a fee in cash equal to 5% of the aggregate  exercise price paid
by such  Olympus  Purchaser  upon such  exercise.  IPIX also  issued to  Olympus
warrants  to purchase  207,469  shares of common  stock at an exercise  price of
$3.11 per share.  Olympus will receive additional warrants to purchase an amount
of  shares at an  exercise  price of $3.11  equal to 5% of the  total  number of
shares issued upon the exercise of any AIR.

     The Common Stock, AIRs and Warrants  described herein were offered and sold
to the  Purchasers  in a private  placement  transaction  made in reliance  upon
exemptions from  registration  pursuant to Section 4(2) under the Securities Act
of 1933  and Rule  506  promulgated  thereunder.  Each of the  Purchasers  is an
accredited investor as defined in Rule 501 of Regulation D promulgated under the
Securities Act of 1933.

     The discussion in this Current Report is only a summary and is qualified in
its  entirety  by  reference  to the  Securities  Purchase  Agreement,  form  of
additional investment right and form of warrant,  which are included as Exhibits
10.1,  4.1, and 4.2,  respectively,  to this current  report on Form 8-K and are
incorporated herein by reference in this Current Report.


ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.


 Exhibit No.      Description
 -----------      -----------

 4.1              Form of Additional Investment Right dated as of June 21, 2005
                  by and between the Registrant and the Purchasers
 4.2              Form of Warrant dated as of June 21, 2005 by and between the
                  Registrant and the Purchasers
 10.1             Securities Purchase Agreement dated as of June 21, 2005 by and
                  between the Registrant and the Purchasers
 99.1             Press Release dated June 22, 2005



                                       2
<PAGE>



                                   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.


                                             IPIX CORPORATION



Dated:  June 23, 2005                         /s/ Clara M. Conti
                                             ---------------------------
                                             Clara M. Conti
                                             Chief Executive Officer







                                       3
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{"company-data": {"conformed-name": "IPIX CORP", "cik": "0001088022", "assigned-sic": "7389", "irs-number": "522213841", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-26363", "film-number": "05912359"}, "business-address": {"street1": "1009 COMMERCE PARK DR", "street2": "SUITE 400", "city": "OAK RIDGE", "state": "TN", "zip": "37830", "phone": "8654823000"}, "mail-address": {"street1": "1009 COMMERCE PARK DR", "street2": "SUITE 400", "city": "OAK RIDGE", "state": "TN", "zip": "37830"}, "former-company": [{"former-conformed-name": "INTERNET PICTURES CORP", "date-changed": "20000210"}, {"former-conformed-name": "BAMBOO COM INC", "date-changed": "19990604"}]}
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): June 21, 2005

                                IPIX CORPORATION
                                ----------------
             (Exact name of registrant as specified in its charter)

            DELAWARE                000-26363               52-2213841
            --------                ---------               ----------
        (State or other            (Commission             (IRS Employer
 jurisdiction of incorporation)    File Number)        Identification Number)

 12120 SUNSET HILLS ROAD, SUITE 410 RESTON, VIRGINIA             20910
 ---------------------------------------------------------------------
  Address of principal executive offices)                     (Zip Code)

       Registrant's telephone number, including area code: (703) 674-4100
                                                           --------------

                                       N/A
                                       ---
          (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 (see General Instruction A.2. below):

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

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

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

 [  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
       Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

ITEM 3.02.  UNREGISTERED SALES OF EQUITY SECURITIES.

     On June 21, 2005, the registrant,  IPIX Corporation, a Delaware corporation
("IPIX" or the "Company"),  completed a private placement, which generated total
gross  proceeds of $10 million.  The proceeds will be used to grow the Company's
sales and marketing efforts.

     As part of the private placement,  IPIX entered into a Securities  Purchase
Agreement (the "Purchase Agreement"),  dated June 21, 2005, with Iroquois Master
Fund Ltd and certain other purchasers (collectively, the "Purchasers"). Pursuant
to the Purchase Agreement,  IPIX sold $10,000,000 of its $0.001 par value common
stock  (the  "Common  Stock"),  additional  investment  rights  (the  "AIR") and
warrants (the  "Warrants").  With each share of common stock purchased at $2.41,
each  Purchaser is entitled  under the  Purchase  Agreement to receive an AIR to
purchase  0.06 of a share of common  stock and a Warrant to  purchase  0.44 of a
share of common stock.  The exercise price for each AIR is $2.41 per share,  and
the  exercise  price of each  warrant is $3.11 per share.  AIRs are  exercisable
immediately,  and Warrants may not be exercised until six months after issuance.
Warrants expire four years after date of issuance.

     In  connection  with the  sale,  IPIX  paid  Olympus  Securities,  LLC (the
"Olympus") a placement fee of $226,250. In addition, promptly after the exercise
of any AIR by a Purchaser introduced by Olympus (the "Olympus Purchaser"),  IPIX
will pay Olympus a fee in cash equal to 5% of the aggregate  exercise price paid
by such  Olympus  Purchaser  upon such  exercise.  IPIX also  issued to  Olympus
warrants  to purchase  207,469  shares of common  stock at an exercise  price of
$3.11 per share.  Olympus will receive additional warrants to purchase an amount
of  shares at an  exercise  price of $3.11  equal to 5% of the  total  number of
shares issued upon the exercise of any AIR.

     The Common Stock, AIRs and Warrants  described herein were offered and sold
to the  Purchasers  in a private  placement  transaction  made in reliance  upon
exemptions from  registration  pursuant to Section 4(2) under the Securities Act
of 1933  and Rule  506  promulgated  thereunder.  Each of the  Purchasers  is an
accredited investor as defined in Rule 501 of Regulation D promulgated under the
Securities Act of 1933.

     The discussion in this Current Report is only a summary and is qualified in
its  entirety  by  reference  to the  Securities  Purchase  Agreement,  form  of
additional investment right and form of warrant,  which are included as Exhibits
10.1,  4.1, and 4.2,  respectively,  to this current  report on Form 8-K and are
incorporated herein by reference in this Current Report.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.

 Exhibit No.      Description
 -----------      -----------

 4.1              Form of Additional Investment Right dated as of June 21, 2005
                  by and between the Registrant and the Purchasers
 4.2              Form of Warrant dated as of June 21, 2005 by and between the
                  Registrant and the Purchasers
 10.1             Securities Purchase Agreement dated as of June 21, 2005 by and
                  between the Registrant and the Purchasers
 99.1             Press Release dated June 22, 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.

                                             IPIX CORPORATION

Dated:  June 23, 2005                         /s/ Clara M. Conti
                                             ---------------------------
                                             Clara M. Conti
                                             Chief Executive Officer

                                       3