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):  08/14/2012

INFORMATION ANALYSIS INCORPORATED

(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 August 14, 2012, Information Analysis Incorporated issued a press release reporting earnings and other financial results for its quarter and six months ended June 30, 2012. A copy of this press release, captioned "Information Analysis Inc. Reports Profitable Second 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 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 a filing.

Item 9.01.    Financial Statements and Exhibits

Press Release dated August 14, 2012, captioned: "Information Analysis Inc. Reports Profitable Second Quarter Results ".

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.

		INFORMATION ANALYSIS INCORPORATED
Date: August 17, 2012	By:	/s/    Matthew T. Sands
		Matthew T. Sands
		Controller

EXHIBIT INDEX

Exhibit No.	Description
EX-99.1	Press Release dated August 14, 2012

EX-99

EXHIBIT 99.1

For additional information contact:

Richard S. DeRose

(703) 293-7901

For release: August 14, 2012

Information Analysis Inc. Reports Profitable Second Quarter Results

FAIRFAX, VIRGINIA – Information Analysis Inc. (OTCBB: IAIC) reported results for the second quarter ended June 30, 2012. Revenues were $2,435,000 compared to $1,620,000 reported in 2011's second quarter. The Company reported net income of $51,000, or $0.00 per share, compared to net income of $47,000, or $0.00 per share in 2011's second quarter. IAI had revenue of $3,949,000 compared to $3,044,000 reported for six months ending June 30, 2011. Net income for the first six months of fiscal 2012 was $29,000, or $0.00 per share, versus net income of $38,000, or $0.00 per share, in the comparable 2011 period.

“ The Company has shown substantially increased revenues over last quarter,” Sandor Rosenberg, Chairman and Chief Executive Officer of IAI said. “ We continue to aggressively pursue the modernization and forms business, and have been awarded a number of new contracts in the last quarter. We expect to remain profitable during the second half of the year.

“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. These include the failure to obtain sufficient contracts, and to profitably complete those contracts. Investors should read and understand the risk factors detailed in the Company's 10-K for the fiscal year ended December 31, 2011 and in other filings with the Securities and Exchange Commission.

Information Analysis Reports Second Quarter Results

August 14, 2012

Page 2 of 4

Information Analysis Incorporated

Condensed Income Statements

	Three months ended June 30,
(in thousands, except per share data; unaudited)	2012		2011
Sales:
Professional fees	$	1,363	$	1,148
Software sales		1,072		472
Total sales		2,435		1,620
Cost of goods sold and services provided:
Cost of professional fees		699		692
Cost of software sales		1,019		366
Total cost of sales		1,718		1,058
Gross margin		717		562
Operating expenses:
Selling, general and administrative		667		517
Operating income		50		45
Other income		1		2
Income before income taxes		51		47
Provision for income taxes		--		--
Net income	$	51	$	47
Comprehensive income	$	51	$	47
Net income per share:
Basic and diluted	$	0.00	$	0.00
Shares used in calculating earnings per share:
Basic		11,199,782		11,196,760
Diluted		11,211,582		11,213,466

Information Analysis Reports Second Quarter Results

August 14, 2012

Page 3 of 4

Information Analysis Incorporated

Condensed Income Statements

	Six months ended June 30,
(in thousands, except per share data; unaudited)	2012		2011
Sales:
Professional fees	$	2,528	$	2,251
Software sales		1,421		793
Total sales		3,949		3,044
Cost of goods sold and services provided:
Cost of professional fees		1,376		1,285
Cost of software sales		1,323		642
Total cost of sales		2,699		1,927
Gross margin		1,250		1,117
Operating expenses:
Selling, general and administrative		1,224		1,083
Operating income		26		34
Other income		3		4
Income before income taxes		29		38
Provision for income taxes		--		--
Net income	$	29	$	38
Comprehensive income	$	29	$	38
Net income per share:
Basic and diluted	$	0.00	$	0.00
Shares used in calculating earnings per share:
Basic		11,198,271		11,196,760
Diluted		11,215,117		11,209,229

Information Analysis Reports Second Quarter Results

August 14, 2012

Page 4 of 4

Information Analysis Incorporated

Condensed Balance Sheets

	As of			As of
	June 30, 2012			December 31, 2011
(in thousands)	(unaudited)			(audited)
ASSETS
Current assets:
Cash and cash equivalents	$	2,269		$	1,281
Accounts receivable, net		1,057			2,890
Prepaid expenses		446			787
Notes receivable (current portion)		17			7
Total current assets		3,789			4,965
Fixed assets, net		39			40
Note receivable (long term portion)		1			4
Other assets		6			6
Total assets	$	3,835		$	5,015
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	206		$	998
Commissions payable		782			679
Deferred Revenues		443			940
Accrued payroll and related liabilities		275			248
Other accrued liabilities		56			107
Income taxes payable		--			3
Total liabilities		1,762			2,975
Common stock, par value $0.01, 30,000,000 shares authorized;
12,844,376 and 12,839,376 shares issued, 11,201,760 and
11,196,760 shares outstanding as of June 30, 2012, and
December 31, 2011, respectively		128			128
Additional paid in capital		14,578			14,574
Accumulated deficit		(11,703	)		(11,732	)
Less treasury stock; 1,642,616 shares at cost		(930	)		(930	)
Total stockholders' equity		2,073			2,040
Total liabilities and stockholders' equity	$	3,835		$	5,015