brooks_sc13g.htm
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. ____ )*


INFORMATION ANALYSIS INCORPORATED
(Name of Issuer)

SHARES OF COMMON STOCK
(Title of Class of Securities)

456696103
(CUSIP Number)


March 19, 2011
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
 Rule 13d-1(b)
   
X
 Rule 13d-1(c)
   
 
 Rule 13d-1(d)

 
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 

 
 
 
CUSIP No. 502003106                                             13G                                             Page 2 of 5 Pages



1
 
 
 
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
 
BARRY T. BROOKS
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)
    
 
(b)
    
   
3
 
 
SEC USE ONLY
 
 
4
 
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
UNITED STATES
 
 
                              
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
5
SOLE VOTING POWER
 
735,043
 
6
SHARED VOTING POWER
 
735,043
 
7
SOLE DISPOSITIVE POWER
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
9
 
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
735,043
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
       
       
11
 
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.56 %
 
12
 
 
TYPE OF REPORTING PERSON
 
INDIVIDUAL
 



 
 
 
CUSIP No. 502003106                                             13G                                             Page 3 of 5 Pages


Item 1.
 

(a)
Name of Issuer:

INFORMATION ANALYSIS INCORPORATED

(b)
Address of Issuer’s Principal Executive Offices:

11240 WAPLES MILL ROAD
SUITE 201
FAIRFAX,  VIRGINA,  22030


Item 2.
 

(a)
Name of Person Filing:

BARRY T. BROOKS

(b)
Address of Principal Business Office or, if none, Residence

3843 JAMESTOWN RD
SPRINGFIELD,  OH,  45502

(c)
Citizenship:

US CITIZEN

(d)
Title of Class of Securities

SHARES OF COMMON STOCK

(e)
CUSIP Number:

456696103

Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a) 
  
 Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
     
(b) 
  
 Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
     
(c) 
  
 Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
     
(d) 
  
 Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
     
(e) 
  
 An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
     
(f) 
  
 An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
     
(g) 
  
 A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
     
(h) 
  
 A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
     
(i) 
  
 A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
     
(j) 
  
 A non-U.S. institution, in accordance with §240.13d-1(b)(1)(ii)(J);
     
(k) 
  
 Group, in accordance with §240.13d-1(b)(1)(ii)(K).
   
If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: ___________________________.


 
 
 
CUSIP No. 502003106                                             13G                                             Page 4 of 5 Pages


Item 4.
Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)
Amount beneficially owned:  735,043

(b)
Percent of class:  6.56 %

(c)
Number of shares as to which the person has:

 
(i)
Sole power to vote or to direct the vote  735,043

 
(ii)
Shared power to vote or to direct the vote

 
(iii)
Sole power to dispose or to direct the disposition of

 
(iv)
Shared power to dispose or to direct the disposition of
 
Instruction.  For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
 

Item 5.
Ownership of Five Percent or Less of a Class.

NOT APPLICABLE

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.



Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

NOT APPLICABLE

Item 8.
Identification and Classification of Members of the Group.



Item 9.
Notice of Dissolution of Group.



Item 10.
Certifications.

(a)
The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 
 
 
CUSIP No. 502003106                                            13G                                             Page 5 of 5 Pages



SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: March 21, 2011

     
       
       
   
By:
 /S/ BARRY T. BROOKS
 
     
BARRY T. BROOKS