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 24, 2004



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







         Texas                         0-28985                   75-2785941
------------------------        ---------------------        -------------------
(State of Incorporation)        (Commission File No.)          (IRS Employer
                                                             Identification No.)








         12330 SW 53rd Street, Suite 712, Ft. Lauderdale, Florida 33330
         --------------------------------------------------------------
           (Address of principal execute offices, including zip code)



                                 (954) 434-2000
              ----------------------------------------------------
              (Registrant's telephone number, including area code)





Item 5.  Other Events and Required FD disclosures

         VOIP,  Inc.  entered  into an  Investors  Agreement  on May 24, 2004 to
create a joint  venture  arrangement  with iCable  Systems  Co.,  Ltd., a Korean
corporation.  The  venture  will  take the form of a  corporation  known as iMax
Solutions,  Inc., owned 51% by Registrant and 49% by iCable.  iMax will have the
right to market iCable  telecommunications  products in the Western  Hemisphere,
consisting of customer premises equipment for wireless Internet connection.

         The  Company  will pay  iCable $5  million  over the rest of 2004,  and
iCable  will  guarantee  sales by the  venture  in 2004,  2005 and 2006,  of $10
million, $25 million and $40 million, respectively.

Item 7.  Financial Exhibits, Pro Forma Financial Information and Exhibits.

         10.3.1. Articles of Incorporation of iMax Solutions Inc.

         10.3.2. Investors Agreement dated May 24, 2004

                                   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.

Date:    June 2, 2004                   VOIP, INC.
                                        (Registrant)

                                        By: /s/  Steven Ivester
                                           -------------------------------------
                                           Steven Ivester
                                           President and Chief Executive Officer