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):  08/11/2011

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	(I.R.S. 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 and 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):

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

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

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

o   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 11, 2011, Information Analysis Incorporated issued a press release reporting earnings and other financial results for its quarter and six months ended June 30, 2011.  A copy of this press release, captioned "Information Analysis Inc. Reports 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 11, 2011, captioned:  "Information Analysis Inc. Reports Second Quarter Results".

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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 INCORPORATED
Date:  August 15, 2011	By:	/s/  Matthew T. Sands
		Matthew T. Sands
		Controller

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EXHIBIT INDEX

Exhibit No.	Description
EX-99.1	IAI Press Release dated August 11, 2011

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EX-99.1

Exhibit 99.1

For additional information contact:

Richard S. DeRose (703) 293-7901

For release: August 11, 2011 at 9:00 a.m.

Information Analysis Inc. Reports Second Quarter Results

FAIRFAX, VIRGINIA – Information Analysis Inc. (OTCBB: IAIC) reported results for the second quarter ended June 30, 2011.  Revenues were $1,620,000 compared to $1,688,000 reported in 2010’s second quarter.  The Company reported net income of $47,000, or $0.00 per share, compared to net income of $78,000, or $0.01 per share in 2010’s second quarter. IAI had revenue of $3,044,000, compared to $3,703,000 reported for six months ending June 30, 2010.  Net income for the first six months of fiscal 2011 was $38,000, or $0.00 per share, versus net income of $182,000, or $0.02 per share, in the comparable 2010 period.

“The Company’s profits showed improvement over last quarter’s results,” Sandor Rosenberg, Chairman and Chief Executive Officer of IAI said.  “There continues to be an increase in opportunities for the modernization business, and we have been aggressively pursuing these opportunities, which should improve revenue in the future.  We expect to remain profitable during the second half of the year.

“We continue to pursue merger and acquisitions 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, 2010 and in other filings with the Securities and Exchange Commission.

Information Analysis Reports Second Quarter Results

August 11, 2011

Page 2  of 4

Information Analysis Incorporated

Condensed Income Statements

	Three months ended June 30,
(in thousands, except per share data; unaudited)	2011		2010
Sales:
Professional fees	$	1,148	$	1,115
Software sales		472		573
Total sales		1,620		1,688
Cost of goods sold and services provided:
Cost of professional fees		692		665
Cost of software sales		366		460
Total cost of sales		1,058		1,125
Gross margin		562		563
Operating expenses:
Selling, general and administrative		517		487
Operating income		45		76
Other income		2		2
Income before income taxes		47		78
Provision for income taxes		-		-
Net income	$	47	$	78
Comprehensive Income	$	47	$	78
Net income per share:
Basic and diluted	$	0.00	$	0.01
Shares used in calculating earnings per share:
Basic		11,196,760		11,196,760
Diluted		11,213,466		11,222,863

Information Analysis Reports Second Quarter Results

August 11, 2011

Page 3  of 4

Information Analysis Incorporated

Condensed Income Statements

	Six months ended June 30,
(in thousands, except per share data; unaudited)	2011		2010
Sales:
Professional fees	$	2,251	$	2,628
Software sales		793		1,075
Total sales		3,044		3,703
Cost of goods sold and services provided:
Cost of professional fees		1,285		1,456
Cost of software sales		642		882
Total cost of sales		1,927		2,338
Gross margin		1,117		1,365
Operating expenses:
Selling, general and administrative		1,083		1,188
Operating income		34		177
Other income		4		5
Income before income taxes		38		182
Provision for income taxes		-		-
Net income	$	38	$	182
Comprehensive Income	$	38	$	182
Net income per share:
Basic and diluted	$	0.00	$	0.02
Shares used in calculating earnings per share:
Basic		11,196,760		11,196,760
Diluted		11,209,229		11,215,187

Information Analysis Reports Second Quarter Results

August 11, 2011

Page 4  of 4

Information Analysis Incorporated Condensed Balance Sheets

	As of			As of
	June 30, 2011			December 31, 2010
	(unaudited)			(audited)
ASSETS
Current assets:
Cash and cash equivalents	$	1,970		$	1,968
Accounts receivable, net		909			772
Prepaid expenses		300			571
Notes receivable (current portion)		7			6
Total current assets		3,186			3,317
Fixed assets, net		33			36
Notes receivable (long term portion)		7			11
Other assets		6			6
Total assets	$	3,232		$	3,370
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	101		$	76
Deferred revenues		376			653
Commissions payable		516			447
Accrued payroll and related liabilities		250			245
Other accrued liabilities		66			69
Total liabilities		1,309			1,490
Common stock, par value $0.01, 30,000,000 shares authorized;
12,839,376 shares issued, 11,196,760 outstanding at
June 30, 2011, and at December 31, 2010		128			128
Additional paid in capital		14,572			14,568
Accumulated deficit		(11,847	)		(11,886	)
Less treasury stock; 1,642,616 shares at cost		(930	)		(930	)
Total stockholders' equity		1,923			1,880
Total liabilities and stockholders' equity	$	3,232		$	3,370