SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

~~FORM~~ Form 8-K ~~CURRENT REPORT~~

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

July 26, 2001 Date of Report (Date of earliest event reported)~~: May 23, 2001~~

Aperian, Inc. ~~(Exact name of Registrant as specified in its charter)~~

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)	0-8164 (Commission File Number)	74-2971167 (I.R.S. Employer Identification Number)
Delaware	0-8164	74-2971167
3030 North Third Street, Seventh Floor Phoenix, Arizona (Address of principal executive offices)		85012 (Zip code)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
3030 North 3rd Street, 7th Floor Phoenix, Arizona		85012
(Address of principal executive offices)		(Zip Code)

~~Registrant’s telephone number, including area code:~~ (602) 776-0883

(Registrant’s telephone number, including area code)

~~1121~~Item 5. ~~East~~Other ~~7th Street,~~Events. ~~Austin, Texas 78702~~ ~~(Former name or former address, if changed since last report)~~

~~Item~~ Retirement 8.and ~~Change~~Restructuring inof ~~Fiscal Year.~~Debt

On ~~May~~July 2326, 2001, Aperian, Inc., a Delaware corporation (the “Registrant”), ~~board~~entered ofinto ~~directors~~a ofloan agreement with the ~~Company~~Swiss bank, ~~determined~~Pictet to& Cie, for $10 million. The loan is partially guaranteed ~~change~~by Goldmann Sachs Bank AG. Interest is payable quarterly and is calculated based on a three-month average of LIBOR plus 1.0%. The term of the ~~Company’s~~loan ~~fiscal~~is one year. Funds from ~~the~~this ~~year~~loan ~~ended~~were ~~March 31~~used toin the restructuring ~~year~~of ~~ended~~the Registrant's existing debts and capital lease ~~December~~obligations outstanding as of June 3130, 2001. ~~The~~As ~~transition~~part ~~period~~of ~~will~~this restructuring, bethe ~~reported~~Registrant inhas ~~the~~repaid ~~Company’s~~and ~~Form~~fully satisfied its $20 ~~10-KSB~~million ~~for~~convertible ~~the~~preferred ~~period~~note ~~ended~~and ~~December 31~~accrued interest payable to Hewlett-Packard, ~~2001~~Inc. through a one-time cash payment of $7.5 million, and has significantly reduced its financial commitments to bandwidth providers Worldcom, Inc. and Genuity, Inc.

~~SIGNATURES~~ Copies of the Loan Agreement and Guaranty Facility and Security Agreement are filed as exhibits to this report. Reference is made to these agreements for a full statement of the terms and conditions of the loan agreement.

~~Pursuant~~ An toadditional ~~the~~discussion ~~requirements~~ of the ~~Securities~~loan ~~Exchange~~agreement ~~Act~~between ofthe ~~1934,~~Registrant ~~the~~and ~~registrant~~Pictet ~~has~~& ~~duly~~Cie ~~caused~~is ~~this~~provided ~~report~~in tothe bepress ~~signed~~release onof ~~its~~the ~~behalf~~Registrant bydated ~~the~~August ~~undersigned~~13, ~~thereunto~~2001, ~~duly~~which ~~authorized~~is filed as an exhibit to this report.

~~Aperian, Inc~~Item 7. ~~By: /s/ Peter E~~Exhibits. ~~Lorenzen Peter E. Lorenzen Vice President~~

June 6, 2001


10.1		Loan Agreement, dated as of July 26, 2001, between Aperian, Inc. and Pictet & Cie.








10.2		Guaranty Facility and Security Agreement, dated as of July 31, 2001, between Aperian, Inc. and von Graffenried, von Burg, Kaufmann, Winzeler Asset Management Ltd., Zurich, AG, as agent for all Guarantors.








99.1		Press release issued by Aperian, Inc., dated August 13, 2001.

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.


		APERIAN, INC.





Date: August 15, 2001		By: /s/ Kevin Craig Kevin Craig President and Chief Executive Officer

INDEX TO EXHIBITS


10.1		Loan Agreement, dated as of July 26, 2001, between Aperian, Inc. and Pictet & Cie.








10.2		Guaranty Facility and Security Agreement, dated as of July 31, 2001, between Aperian, Inc. and von Graffenried, von Burg, Kaufmann, Winzeler Asset Management Ltd., Zurich, AG, as agent for all Guarantors.








99.1		Press release issued by Aperian, Inc., dated August 13, 2001.

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