8-K

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):  11/14/2008

INFORMATION ANALYSIS INC

(Exact name of registrant as specified in its charter)

Commission File Number:  000-22405

VA	54-1167364
(State or other jurisdiction of	(IRS Employer
incorporation)	Identification No.)

11240 Waples Mill Rd, Ste 201, Fairfax, VA 22030

(Address of principal executive offices, including zip code)

703-383-3000

(Registrant’s telephone number, including area code)

(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:

[  ]   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 2.02.    Results of Operations and Financial Condition

On November 14, 2008, Information Analysis Incorporated issued a press release reporting earnings and other financial results for its third quarter. A copy of this press release, captioned "Information Analysis Inc. Reports Third Quarter Results", is attached as exhibit 99.1 to this Current Report on Form 8-K (the "8-K"). The information in this 8-K, including the exhibit, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits

Press Release dated November 14, 2008, captioned:

    "Information Analysis Inc. Reports Third Quarter Results"

Signature(s)

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.

		INFORMATION ANALYSIS INC
Date: November 14, 2008	By:	/s/    Matthew Sands
		Matthew Sands
		Controller

Exhibit Index

Exhibit No.	Description
EX-99.1	Press Release dated November 14, 2008

EX-99.1 2 rrd223595_26533.htm PRESS RELEASE DATED NOVEMBER 14, 2008

Exhibit 99.1

For additional information contact:

Richard S. DeRose (703) 293-7901

For release: November 14, 2008

Information Analysis Inc. Reports Third Quarter Results

FAIRFAX, VIRGINIA - Information Analysis Inc. (IAIC:OTCBB) today reported results for its third fiscal quarter ended September 30, 2008. Revenues were $1,596,000, compared to $2,635,000 reported in the third quarter 2007. The information technology services company reported a net loss of $71,000, or $(0.01) per share basic and diluted, compared to net income of $95,000 or $0.01 per share basic and diluted, in the third quarter 2007.

For the nine months ended September 30, 2008, IAI's revenues were $5,042,000, compared to revenues of $7,797,000 for the same period in 2007. The Company reported a net loss of $269,000, or ($0.02) per share basic and diluted, compared to net income of $207,000, or $0.02 per share basic and diluted, reported for the comparable 2007 period.

"In spite of this year's downturn, we believe the company is financially healthy and can recover in this difficult national economic environment. Our investment in sales and marketing continues in order to improve our rate of growth and profitability," said Sandor Rosenberg, Chairman and Chief Executive Officer of IAI. "There are still a number of bid opportunities outstanding for new business and we have been adding strategic partners to improve our bid pipeline."

"We continue to pursue merger and acquisition opportunities."

About Information Analysis Incorporated

Information Analysis Incorporated (www.infoa.com), headquartered in Fairfax, Virginia, is an information technology services company. The Company is a web solution provider and software conversion specialist, modernizing legacy systems and extending their reach to the internet world.

Additional information for investors

This release may contain forward-looking statements regarding the Company's business, customer prospects, or other factors that may affect future earnings or financial results. Such statements involve risks and uncertainties which could cause actual results to vary materially from those expressed in the forward-looking statements. Investors should read and understand the risk factors detailed in the Company's 10-KSB for the fiscal year ended December 31, 2007and in other filings with the Securities and Exchange Commission.

	Information Analysis Incorporated
	Statements of Operations
			Three months ended September 30,
(in thousands, except per share data; unaudited)			2008		2007
Revenue:
	Professional fees	$	1,261	$	1,688
	Software sales		335		947
	Total revenue		1,596		2,635
Cost of goods sold and services provided:
	Cost of professional fees		870		1,272
	Cost of software sales		235		749
	Total cost of sales		1,105		2,021
Gross margin			491		614
Selling general & administrative expense			568		527
(Loss) income from operations			(77)		87
Other income, net			6		8
(Loss) income before income taxes			(71)		95
Provision for income taxes			--		--
Net (loss) income		$	(71)	$	95
Earnings (loss) per common share:
	Basic	$	(0.01)	$	0.01
	Diluted	$	(0.01)	$	0.01
Shares used in calculating earnings per share:
	Basic		11,196,760		11,196,760
	Diluted		11,196,760		11,414,922

	Information Analysis Incorporated
	Statements of Operations
			Nine months ended September 30,
(in thousands, except per share data; unaudited)			2008		2007
Revenue:
	Professional fees	$	4,093	$	5,365
	Software sales		949		2,432
	Total revenue		5,042		7,797
Cost of goods sold and services provided:
	Cost of professional fees		3,027		4,093
	Cost of software sales		681		1,931
	Total cost of sales		3,708		6,024
Gross margin			1,334		1,773
Selling general & administrative expense			1,618		1,586
(Loss) income from operations			(284)		187
Other income, net			15		20
(Loss) income before income taxes			(269)		207
Provision for income taxes			--		--
Net (loss) income		$	(269)	$	207
Earnings (loss) income per common share:
	Basic	$	(0.02)	$	0.02
	Diluted	$	(0.02)	$	0.02
Shares used in calculating earnings per share:
	Basic		11,196,760		11,196,760
	Diluted		11,196,760		11,408,401

Information Analysis Incorporated
Balance Sheets
		As of		As of
(in thousands; unaudited)		September 30, 2008		December 31, 2007
ASSETS
Current assets:
Cash and cash equivalents	$	1,101	$	1,223
Accounts receivable, net		1,154		1,560
Prepaid expenses		520		463
Other assets		4		4
Other receivables		1		3
Total current assets		2,780		3,253
Fixed assets, net		63		79
Other assets		9		9
Total assets	$	2,852	$	3,341
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	519	$	721
Deferred revenues		438		394
Accrued payroll and related liabilities		213		258
Other accrued liabilities		25		46
Income taxes payable		3		3
Total liabilities		1,198		1,422
Common stock, par value $0.01, 30,000,000 shares authorized;
12,839,376 shares issued, 11,196,760 outstanding		128		128
Additional paid in capital		14,549		14,546
Accumulated deficit		(12,093)		(11,825)
Less treasury stock; 1,642,616 shares at cost		(930)		(930)
Total stockholders' equity		1,654		1,919
Total liabilities and stockholders' equity	$	2,852	$	3,341

-----END PRIVACY-ENHANCED MESSAGE-----

EX-99.1

Exhibit 99.1

For additional information contact:

Richard S. DeRose (703) 293-7901

For release: November 14, 2008

Information Analysis Inc. Reports Third Quarter Results

FAIRFAX, VIRGINIA - Information Analysis Inc. (IAIC:OTCBB) today reported results for its third fiscal quarter ended September 30, 2008. Revenues were $1,596,000, compared to $2,635,000 reported in the third quarter 2007. The information technology services company reported a net loss of $71,000, or $(0.01) per share basic and diluted, compared to net income of $95,000 or $0.01 per share basic and diluted, in the third quarter 2007.

For the nine months ended September 30, 2008, IAI's revenues were $5,042,000, compared to revenues of $7,797,000 for the same period in 2007. The Company reported a net loss of $269,000, or ($0.02) per share basic and diluted, compared to net income of $207,000, or $0.02 per share basic and diluted, reported for the comparable 2007 period.

"In spite of this year's downturn, we believe the company is financially healthy and can recover in this difficult national economic environment. Our investment in sales and marketing continues in order to improve our rate of growth and profitability," said Sandor Rosenberg, Chairman and Chief Executive Officer of IAI. "There are still a number of bid opportunities outstanding for new business and we have been adding strategic partners to improve our bid pipeline."

"We continue to pursue merger and acquisition opportunities."

About Information Analysis Incorporated

Information Analysis Incorporated (www.infoa.com), headquartered in Fairfax, Virginia, is an information technology services company. The Company is a web solution provider and software conversion specialist, modernizing legacy systems and extending their reach to the internet world.

Additional information for investors

This release may contain forward-looking statements regarding the Company's business, customer prospects, or other factors that may affect future earnings or financial results. Such statements involve risks and uncertainties which could cause actual results to vary materially from those expressed in the forward-looking statements. Investors should read and understand the risk factors detailed in the Company's 10-KSB for the fiscal year ended December 31, 2007and in other filings with the Securities and Exchange Commission.

	Information Analysis Incorporated
	Statements of Operations
			Three months ended September 30,
(in thousands, except per share data; unaudited)			2008		2007
Revenue:
	Professional fees	$	1,261	$	1,688
	Software sales		335		947
	Total revenue		1,596		2,635
Cost of goods sold and services provided:
	Cost of professional fees		870		1,272
	Cost of software sales		235		749
	Total cost of sales		1,105		2,021
Gross margin			491		614
Selling general & administrative expense			568		527
(Loss) income from operations			(77)		87
Other income, net			6		8
(Loss) income before income taxes			(71)		95
Provision for income taxes			--		--
Net (loss) income		$	(71)	$	95
Earnings (loss) per common share:
	Basic	$	(0.01)	$	0.01
	Diluted	$	(0.01)	$	0.01
Shares used in calculating earnings per share:
	Basic		11,196,760		11,196,760
	Diluted		11,196,760		11,414,922

	Information Analysis Incorporated
	Statements of Operations
			Nine months ended September 30,
(in thousands, except per share data; unaudited)			2008		2007
Revenue:
	Professional fees	$	4,093	$	5,365
	Software sales		949		2,432
	Total revenue		5,042		7,797
Cost of goods sold and services provided:
	Cost of professional fees		3,027		4,093
	Cost of software sales		681		1,931
	Total cost of sales		3,708		6,024
Gross margin			1,334		1,773
Selling general & administrative expense			1,618		1,586
(Loss) income from operations			(284)		187
Other income, net			15		20
(Loss) income before income taxes			(269)		207
Provision for income taxes			--		--
Net (loss) income		$	(269)	$	207
Earnings (loss) income per common share:
	Basic	$	(0.02)	$	0.02
	Diluted	$	(0.02)	$	0.02
Shares used in calculating earnings per share:
	Basic		11,196,760		11,196,760
	Diluted		11,196,760		11,408,401

Information Analysis Incorporated
Balance Sheets
		As of		As of
(in thousands; unaudited)		September 30, 2008		December 31, 2007
ASSETS
Current assets:
Cash and cash equivalents	$	1,101	$	1,223
Accounts receivable, net		1,154		1,560
Prepaid expenses		520		463
Other assets		4		4
Other receivables		1		3
Total current assets		2,780		3,253
Fixed assets, net		63		79
Other assets		9		9
Total assets	$	2,852	$	3,341
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	519	$	721
Deferred revenues		438		394
Accrued payroll and related liabilities		213		258
Other accrued liabilities		25		46
Income taxes payable		3		3
Total liabilities		1,198		1,422
Common stock, par value $0.01, 30,000,000 shares authorized;
12,839,376 shares issued, 11,196,760 outstanding		128		128
Additional paid in capital		14,549		14,546
Accumulated deficit		(12,093)		(11,825)
Less treasury stock; 1,642,616 shares at cost		(930)		(930)
Total stockholders' equity		1,654		1,919
Total liabilities and stockholders' equity	$	2,852	$	3,341