UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):

March 1, 2007
 

___________________________________________________________
 

IGI, INC.

(Exact Name of Registrant as Specified in Charter)
 

___________________________________________________________
 

Delaware

001-08568

01-0355758

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(I.R.S. Employer
Identification Number)
     

105 Lincoln Avenue
Buena, New Jersey 08310
(Address of Principal Executive Offices) (Zip Code)
 

(856) 697-1441
(Registrant's Telephone Number, Including Area Code)
 

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))

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Item 1.01 Entry into a Material Definitive Agreement.
 

      On March 1, 2007, IGI, Inc. (the "Company") entered into a letter agreement (the "Letter Agreement") with Univest Management EPSP, c/o Frank Gerardi, Trustee ("Univest"). Pursuant to the Letter Agreement, the maturity date of the secured promissory note, dated December 12, 2005, in favor of Univest in the principal amount of $1,000,000 was extended until March 31, 2007. Mr. Gerardi is the Chairman and former Chief Executive Officer of the Company and he is the trustee of, and controls Univest.
 

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
 

      The disclosure contained in "Item 1.01 Entry into a Material Definitive Agreement" of this Current Report on Form 8-K is incorporated in this Item 2.03 by reference.
 

Item 9.01. Financial Statements and Exhibits.
 

      10.1 Letter Agreement, dated March 1, 2007 between IGI, Inc. and Univest Management EPSP, c/o Frank Gerardi, Trustee.

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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.
 
 

IGI, INC.
   
 

By:

/s/ Rajiv Mathur
   

   

Rajiv Mathur
Chief Executive Officer
     

Date:  March 7, 2007

    

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EXHIBIT INDEX
 

Exhibit
Number

  


Description
     

10.1

  

Letter Agreement, dated March 1, 2007 between IGI, Inc. and Univest Management EPSP, c/o Frank Gerardi, Trustee.

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