UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~June 3130, 2001

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Commission File Number 0-23952

AVERT, INC.
(Exact name of small business issuer as specified in its charter)

                                           Colorado                                                                                                                                    84-1028716
                       (State or other jurisdiction of                                                                                                 (I.R.S. Employer Identification No.)
                        incorporation or organization)

301 Remington, Fort Collins, Colorado 80524
(Address of principal executive offices)

970/484-7722
(Registrant's telephone number, including area code)

Check whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [ ]

As of ~~May~~August 108, 2001 the issuer had 3,~~266~~311,705 shares of Common Stock, no par value, outstanding.

Transitional Small Business Disclosure Format.

Yes [ ] No [X]

Form 10-Q Quarter Ended MarchJune 3130, 2001

Part I — FINANCIAL INFORMATION ITEM 1. Financial Statements Unaudited balance sheets................................ ....................................... 3 Unaudited statements of income. ............................................................. 4 Unaudited statements of cash flows.......................................................... 5 Notes to unaudited financial statements................ ................................... 6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.............................................. 7 ITEM 3. Quantitative and Qualitative Disclosures About Market Risks..................................................................................... 10

Part II — OTHER INFORMATION ~~ITEMS~~ITEM 1, ............................................................ ........................................... 13 ITEMS 2, 3, 4, and 5 .................................................. .............. ..... Not applicable ITEMS 4 and 6 ..................................................... ...................................... 13 Signature.................... ............................................................................ 1114

PART I - FINANCIAL INFORMATION

AVERT, INC.
BALANCE SHEETS

                                     ASSETS

                                                                        MARCH                                                                June 3130,             DECEMBER 31,
                                                                                                                                             2001             2000
                                                                                                                                       ---------      -----------
                                                                                                                                      (unaudited)         ***
Current assets:

         Cash and cash equivalents .................................   $ 21,622582,000   $   666,000
         Marketable securities .....................................     4,979980,000     7,319,000
         Accounts receivable, net of allowance .....................     2,210858,000     2,287,000
         Note receivable ...........................................     1,000,000     1,000,000
         Income taxes receivable ...................................          --         115,000
            Deferred income taxes ..................................       125221,000       125,000
         Prepaid assets and other ..................................       177233,000        80,000
                                                                                                                                      -----------   -----------
                  Total current assets .............................   $1110,113874,000    11,592,000

Property and equipment, net ........................................     3,173057,000     2,361,000
Intangible Assets ..................................................     1,976795,000          --
Other Assets .......................................................       175     1,004,000       625,000
                                                                                                                                      -----------   -----------

Total assets .......................................................   $16,437730,000   $14,578,000
                                                                                                                                      ===========   ===========

                                       LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities:

         Accounts payable ..........................................   $ 1,240047,000   $   655,000
         Accrued expenses and other ................................     2       892,035,000       645,000
         Deferred income ...........................................       264269,000       190,000
                                                                                                                                      -----------   -----------
                  Total current liabilities ........................     32,539208,000     1,490,000
         Deferred Taxes ............................................       376428,000       376,000
                                                                                                                                      -----------   -----------
                  Total liabilities ................................   $ 32,915636,000   $ 1,866,000


Shareholders’ equity:

         Preferred shares, no par value; authorized
           1,000,000 shares; none outstanding ......................          --            --
         Common stock, no par value; authorized
           9,000,000 shares; 3,302311,845705 shares issued
           and outstanding ..........................................     34,730470,000     3,618,000
         Retained earnings .........................................     89,792624,000     9,094,000
                                                                                                                                      -----------   -----------
                  Total shareholders' equity .......................   $1214,522094,000   $12,712,000
                                                                                                                                      -----------   -----------

Total liabilities and shareholders' equity .........................   $16,437730,000   $14,578,000
                                                                                                                                      ===========   ===========

See accompanying notes to the financial statements.

***NOTE: Amounts have been derived from audited financial statements.

AVERT, INC.
STATEMENTS OF INCOME
(unaudited)

                                                    Three Months Ended             Six Months Ended
                                                         MarchJune 3130,                       June 30,
                                                  ----------------------    ----------------------------
                                                  2001              2000          2001            2000
                                               (unaudited)      (unaudited)                                                  ----              ----          ----            ----
Net revenues:
         Search and product fees ..........   $   5,361,000    $  4,664288,000    $ 310,653025,000    $  7,941,000
         Interest and other income ........       126        206,000          95,000         92332,000         187,000
                                                                                           ------------    ------------    ------------    ------------

                                                                                            $  5,567,000    $  4,790383,000      3    $ 10,745357,000    $  8,128,000
Expenses:

         Search and product costs .........           2,206575,000      1       2,700095,000       4,785,000       3,795,000
         Marketing ........................        664,000         488,000       5891,253,000        432         920,000
         General and administrative .......        573,000         437,000       4391,006,000        406         843,000
         Software development .............       199        266,000        142         156,000         465,000         298,000
         Depreciation and amortization ....       195        144,000        165         170,000         340,000         335,000
                                                                                          ------------    ------------    ------------    ------------

                                                                                               4,222,000       3,628346,000      2       7,845849,000       6,191,000
                                                                                          ------------    ------------    ------------    ------------

Income before income taxes ................           1,162345,000        900       1,037,000       2,508,000       1,936,000

         Income tax expense ...............             (464514,000)             (334414,000)       (978,000)       (748,000)
                                                                                          ------------    ------------    ------------    ------------

Net income ................................   $   698    831,000    $   566    623,000    $  1,530,000    $  1,189,000
                                                                                          ============    ============    ============    ============
Net income per basic common share
         Basic .......   $        .25    $        ....................   19    $               .2147    $               .1736
         Diluted                                            ============    ============    ============    ============
Net income per diluted common share ..........................   $               .2023    $               .17    $        .43    $        .33
                                                                                          ============    ============    ============    ============
BasicWeighted weighted average common
         shares outstanding
          (Basic) ............................           3,311,705       3,304,263       3,127      287,550       3,285295,919091
                                            ============    ============    ============    ============
Weighted average
common shares
         DilutedOutstanding (diluted) ..........................           3,547593,412      668       3,285636,990766       3,570,675       3,615,301
                                                                                          ============    ============    ============    ============

See accompanying notes to the financial statements.

AVERT, INC.
STATEMENTS OF CASH FLOWS
(unaudited)

                                                                         THREE                                                                             SIX MONTHS ENDED
                                                                              MARCH                                                                                 JUNE 3130,
                                                                                                                                                      -----------------
                                                                                                                                                      2001          2000
                                                                            ----          ----
Cash Flows From Operating Activities:
    Net income ..................................................... $   698$ 1,530,000    $   566 1,189,000
    Adjustments to reconcile net income to net cash
      (used in)/provided by operating activities:
         Depreciation and amortization ..............................................     195       283,000        165317,000
         Loss (gain) on sale of asset ..............................       2,000           --
         Bad debt expense ..........................................     (21         3,000)        18         36,000
         Deferred income taxes .....................................        --          .......       (44,000)       (50,000)

         Changes in operating assets and liabilities:
              Accounts receivable ...................................     122      (537,000       )      (169599,000)
              Marketable securities ................................        2,340339,000            (9941,088,000)
              Prepaid expenses and other current assets ............           (96152,000)             (77147,000)
              Other                        Accounts long-termpayable assets ...............................    (318       459,000)          --        165,000
              AccountsOther payablelong-term assets .....................................     435      (478,000        602,000)          --
              Accrued expenses .....................................           (30911,000)             (20836,000)
              Income taxes payable .................................     225       374,000               (10154,000)
              Deferred incomerevenue and deposits ......................................      74        79,000         3152,000
                                                                                                                                            -----------    -----------
         Net cash (used in)/provided by operating activities ....... .........   $ 3,347845,000    $  (217215,000)

Cash Flows from Investing Activities:
     PurchaseCash ofpaid propertyfor acquisition .....................................      (941,000)          --
     Additions to furniture and equipment ............................    (5021,099,000)      (187287,000)
                                                                                                                                            -----------    -----------

           Net cash used in investing activities ...................       $(5022,040,000)      (187287,000)
                                                                     -----------    -----------
Cash Flows from Financing Activities:
    Proceeds         Options fromExercised exercise of options ..............................     ...........   $   111,000        200219,000
             Dividends declared .............................................      (1,000,000)      (595,000)
                                                                                                                                            -----------    -----------

                       Net cash used in financing activities ...................       $  ( 889,000)      (395376,000)
                                                                     -----------    -----------

Increase/(Decrease) in Cash and Cash Equivalents ...................   1$   916,956,000       (799878,000)


Cash and Cash Equivalents, beginning of period .....................            666,000      1,569,000
                                                                     -----------    -----------

Cash and Cash Equivalents, end of period ...........................    $ 21,622582,000    $   770691,000
                                                                                                                                            ===========    ===========

See accompanying notes to the financial statements.

AVERT, INC.
NOTES TO FINANCIAL STATEMENTS

The financial information contained herein is unaudited, but includes all adjustments (consisting of only normal recurring accruals) which, in the opinion of management, are necessary to present fairly the information set forth. The financial statements should be read in conjunction with the Notes to Financial Statements, which are included in the Annual Report on Form 10-KSB of the ~~Company~~ Company, for the year ended December 31, 2000.

The results for interim periods are not necessarily indicative of results to be expected for the fiscal year of the Company ending December 31, 2001. The Company believes that the three and six month report filed on Form 10-QQSB is representative of its financial position, its results of operations and its cash flows as of and for the periods ended ~~March~~June 3130, 2001 and 2000 covered thereby.

In previous periods, the Company recognized set-up fees when received. In response to SAB 101, the Company has adopted a policy of deferring set-up fees and incremental direct acquisition costs over the estimated life of the customer (generally three years). As incremental acquisition costs exceed the set-up fees received, incremental acquisition costs are only deferred to the extent of set-up fee income. Therefore, the change in policy had no effect on net income. This change in policy also did not have a material effect on prior or current revenues or expenses.

The Company executed a Convertible Promissory Note with eScreen Holdings, Inc., in July 2000 in the amount of $1,000,000. The interest rate is 10%, with all principal and interest due and payable in July, 2001. The indebtedness isand ~~guaranteed~~accrued byinterest ~~both~~was ~~the~~fully ~~entity~~paid ~~itself, as well as personally~~ by ~~its~~the ~~owner.~~due ~~The Company~~date ~~has~~in ~~accrued~~July ~~interest on a monthly basis~~2001.

On March 30, 2001, Avert, Inc. acquired the business and substantially all of the assets of Advantage Assessment, Inc., (“Advantage”) for a combination of cash, assumption of certain liabilities and common stock valued at $1.7 million. Advantage has been a provider of assessment testing since 1998. The Advantage Assessment Testing System is a dual approach to employment screening, which includes a personality inventory and cognitive ability test. The system provides for an evaluation of prominent personal and interpersonal competencies and the cognitive abilities of the applicant. The testing period is brief and the test(s) may be administered either on-line or in a paper and pencil format. The transaction was accounted for using the purchase method of accounting and resulted in the purchase price being totally allocated to net tangible assets and intangible assets totaling $1,198,000. The purchase price was approximately $1941,000 ~~million~~ in cash and 45,000 shares of unregistered common stock, no par value, of Avert and the assumption of approximately $~~150~~130,000 in liabilities. The cash and stock purchase price was paid in April, 2001 ~~and as a result an acquisition liability was recorded as of March 31, 2001 and is included in “Accrued expenses and other” on the Balance Sheet~~. The results of the Advantage acquisition have been consolidated with those of Avert, Inc. effective March 31, 2001. ~~There was no net effect on the cash flow statement as of March 31, 2001, as the stock and cash disbursements were not made until April, 2001.~~

ITEM 2. — MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

“The Company” or “Avert” is used in this report to refer to Avert, Inc. The Company may from time to time make written or oral forward-looking statements, including statements contained in the Company’s filings with the Securities and Exchange Commission and its reports to shareholders. This document may contain forward-looking statements that are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements include, without limitation, statements relating to Avert’s growth and business strategies, regulatory matters affecting Avert, other plans and objectives of Avert, management for future operations and activities, expansion and growth of Avert’s operations and other such matters. The words “believes,” “expects,” “intends,” “strategy,” “considers” or “anticipates” and similar expressions identify forward-looking statements. The Company does not undertake to update, revise or correct any of the forward-looking information.

Financial Condition

The Company’s financial position at ~~March~~June 3130, 2001 remained strong with working capital at that date of 7$8,~~574~~666,000 compared to $10,102,000 at December 31,2000. Cash and cash equivalents at ~~March~~June 3130, 2001 were $21,~~622~~582,000 and increased from $666,000 at December 31, 2000. Marketable Securities at ~~March~~June 3130, 2001 were $4,~~979~~980,000 as compared to $7,319,000 at December 31, 2000. Net cash provided from operations for the ~~three~~six month period ended ~~March~~June 3130, 2001 was $3,~~347~~845,000 ~~and~~ and consisted primarily of $2,~~340~~339,000 ~~decrease~~sale inof marketable securities, a $~~435~~459,000 increase in accounts payable, and a net income of $~~698~~1,530,000. The Company ~~had~~ had capital expenditures of $~~502~~1,099,000 for the ~~three~~six month period ended ~~March~~June 3130, ~~2001~~ 2001 as compared to $~~187~~287,000 for the ~~three~~six months ended ~~March~~June 3130, 2000. The majority of the capital expenditures during the ~~three~~six months ended ~~March~~June 3130, 2001 ~~was~~ were attributable to ongoing implementation of software development and ~~enhancements~~ enhancements and upgrades to internal software programs used in servicing customers and upgrades of existing hardware. In addition, initial expenses were incurred for a 6,000 square foot addition to the building is planned to be completed by approximately ~~Fall~~Year-end 2001. The estimated construction cost is ~~approximately~~ approximately $600,000 with an additional $100,000 for furniture, and is estimated to accommodate up to approximately 50-60 additional personnel. Net cash used in financing activities for the ~~three~~six month period ended ~~March~~June 3130, 2001 was $889,000 and consisted primarily of a $1,000,000 cash dividend of $.30 per common share payable in March 30, 2001 to shareholders of record on March 9, 2001.

On March 30, 2001, Avert, Inc. acquired the business and substantially of the assets of Advantage Assessment, Inc., (“Advantage”) for a combination of cash, assumption of certain liabilities and common stock valued at $1.7 million. Advantage has been a provider of assessment testing since 1998. The Advantage Assessment Testing System is a dual approach to employment screening, which includes a personality inventory and cognitive ability test. The system provides for an evaluation of prominent personal and interpersonal competencies and the cognitive abilities of the applicant. The testing period is brief and the test(s) may be administered either on-line or in a paper and pencil format. The transaction was accounted for using the purchase method of accounting and resulted in the purchase price being totally allocated to net tangible assets and intangible assets totaling $1,198,000. The purchase price was $1941,000 ~~million~~ in cash and 45,000 shares of unregistered common stock, no par value, of Avert and the assumption of approximately $~~150~~130,000 in liabilities. The cash and stock purchase price was paid in April, 2001 ~~and as a result an acquisition liability was recorded as of March 31, 2001 and is included in “Accrued expenses and other” on the Balance Sheet~~. The results of the Advantage acquisition have been consolidated with those of Avert, Inc. effective March 31, ~~2001. There was~~ ~~no net effect on the cash flow statement as of March 31,~~ 2001~~, as the stock and cash disbursements were not made until April, 2001~~.

The primary objective of the acquisition of AIS was the addition of a product line that expanded Avert’s offering of employment screening services. Avert is offering assessment testing as a stand alone solution to customers who are not traditional users of other employment screening products (background checking), and as a component of a complete applicant management and screening solution. Customers may purchase the product on a single use or subscription basis. Avert believes that the product offering is applicable to both small and large businesses. Avert plans to sell through assessment testing through in-house tele-sales to small and mid-sized businesses, corporate account sales and through partnerships with providers of human resources software and service products.

Avert intends to enhance the existing assessment product through (1) addition of new features, functionality, and improved integration with existing products; (2) addition of improved reporting capabilities, and (3) addition of other testing components. Avert is conducting a number of research studies to measure the reliability and validity of the both the personal inventory section and cognitive ability test of the assessment system. The studies are expected to run from April 2001 to December 2001. Based on the results of the studies additional enhancement may be necessary. Product releases are scheduled throughout 2001.

Results of Operations

Comparison of quarters ended ~~March~~June 3130, 2001 and ~~March~~June 3130, 2000

Total net revenues increased from $34,~~745~~288,000 for the three-month period ended ~~March 31,~~June 30, 2000 to $45,~~790~~361,000 for the comparable three-month period in 2001 or approximately ~~27.9~~25%. This increase was primarily due to:

• ~~Overall~~Increased ~~growth~~usage of package orders • Increased membership in Avert's ~~customer~~subscription ~~base~~models • Continued use of Avert's criminal history products • Increased ~~membership~~usage inof Avert's ~~subscription~~driving ~~models~~record products • Increased ~~usage~~ ofcustomer ~~package orders~~base

During the ~~first~~second quarter of 2001, ~~Avert~~revenues ~~launched~~generated afrom ~~program~~Avert’s topackage ~~build communities of~~orders ~~subscription~~increased ~~accounts~~from ~~using~~approximately ~~our~~$245,000 ~~human~~in ~~resource~~second ~~help~~quarter ~~desk~~ended ~~and~~June ~~best~~30, ~~business~~2000 to ~~practices.~~approximately ~~Through~~$629,000 ~~this~~in ~~program~~second ~~and~~quarter aended ~~continued~~June ~~focus on our traditional account growth Avert added 4~~30,~~773~~ ~~new accounts. 1~~2001,~~431~~ ofor ~~these~~a ~~accounts represented~~156.7% ~~background~~increase. ~~checking~~As ~~accounts~~part ~~comparable with the growth~~ of ~~1,448~~its ~~accounts~~on-line ~~added in~~order Q1entry ~~200 There were 10~~system,~~218~~ ~~customers that actually used~~ Avert ~~services~~has created the ~~first~~ability ~~three~~for ~~months~~its ofcustomers ~~2001.~~to ~~This~~order ~~compares~~through ~~to 9~~packages,~~190~~ ~~the~~which ~~first~~is ~~three~~a ~~months~~bundling of ~~2000,~~Avert’s products and ~~represents approximately a 11~~services.2% ~~increase.~~This ~~The~~method ~~dollars~~enables ~~spent~~them ~~per~~to consistently ~~customer~~order ina ~~the~~pre-determined ~~first~~group ~~quarter~~of ~~2001~~products ~~increased~~at ~~from~~a ~~$397~~flat-rate inprice, ~~the~~with ~~first~~a ~~quarter 2000~~simplified toorder ~~$456~~entry ~~in the first quarter 2001 representing an approximate 14~~screen.9% ~~increase.~~

~~Revenues~~In ~~generated~~2nd ~~from~~quarter ~~the~~2001, ~~criminal~~Avert ~~history~~added ~~product~~a ~~line~~total ~~continues~~of 4,951 new customers. The Company launched a program to ~~represent~~build ~~the~~communities of subscription accounts using ~~largest~~our ~~revenue~~human ~~producing~~resource ~~product,~~help desk and ~~accounts~~best ~~for~~business ~~approximately~~practices. Through this program $23,~~199,000~~852 ornew ~~46%~~accounts ofwere ~~total~~added ~~net~~in ~~revenues~~the inthree-month ~~first~~period ~~quarter~~ended June 30, 2001. asIn addition ~~compared~~there towas continued focus on our traditional account growth for $background checking customers, of which 1,~~871,000~~099 ornew ~~50%~~accounts were added. This compares with the growth of ~~total~~1,123 ~~net~~accounts ~~revenues~~added in ~~first~~second quarter of 2000. ~~This~~in the ~~growth~~background ~~of approximately~~checking 17arena.5% ~~results~~There ~~from~~were 8,748 customers that actually used Avert services during the ~~continued~~second ~~use~~quarter of 2001. This compares to 8,049 during the ~~product~~second quarter of ~~its~~2000, and represents an approximate 8.7% increase. The ~~existing~~dollars ~~customers,~~spent asper ~~well~~customer asincreased from $532 in the ~~new~~second ~~customers~~quarter 2000 to $612 in the second quarter 2001 representing an approximate 15.0% increase.

The Company’s distribution arrangement with ADP in which Avert services are sold to ADP customers, generated revenues of approximately $~~350~~415,000 in ~~first~~second quarter 2000, and increased to approximately $~~635~~748,000 in revenues in ~~first~~second quarter 2001. This represents an 8180.42% increase. Avert has a User Agreement with the ADP customer, which is ~~cancellable~~cancelable at any time by either party. The ADP partnership continues to be developed, and the Company believes it to be one that ~~could~~continues to create substantial revenues ~~upcoming year as well~~.

InRevenues ~~addition,~~generated from the ~~increase~~criminal inhistory product line continues to represent the largest ~~customer~~revenue ~~base~~producing ~~mentioned~~product, ~~above~~and accounts for approximately $2,390,000 ~~resulted~~or 42.9% of total net revenues in second quarter 2001 as compared to ~~increased~~$2,186,000 or 49.9% of total net revenues in second quarter 2000. This growth of approximately 9.3% results from the ~~Avert~~continued ~~Advantage~~use ~~On-line~~of ~~subscriptions~~the product of its existing customers, ~~and~~as well as the new customers. Revenues generated from the driving ~~accounted~~record ~~for~~product line increased from approximately $~~132~~417,000 in the ~~first~~ three-month period ~~months~~ended ofJune ~~2000~~30, ~~as compared~~2000 to approximately $~~169~~573,000 in the ~~first~~same three ~~months of 2001. As the~~-month ~~customer~~period ~~base~~ended ~~continues~~June to30, ~~grow~~2001, ~~revenues~~or ~~from~~$37.4%. ~~memberships~~Driving ~~will~~records continue to ~~grow~~be an ~~accordingly~~important background check for employers, and ~~represent~~one athat ~~recurring~~has ~~revenue~~quick ~~stream~~turn-around for fast hiring decisions.

AsIn ~~part of its on-line order entry system~~addition, ~~Avert~~the ~~has~~increase ~~created~~in the ~~ability~~customer ~~for~~base ~~its customers~~mentioned ~~to order through packages~~above, ~~which~~resulted isin increased arevenues ~~bundling~~from ofthe Avert~~’s products~~ ~~and~~Advantage ~~services.~~On-line ~~This~~subscriptions, ~~method~~and accounted ~~enables~~for ~~them~~approximately to$146,000 ~~consistently~~in ~~order~~the ~~a pre-determined~~second ~~group~~quarter of ~~products~~2000, atas acompared to ~~flat-rate~~approximately ~~price~~$177,000 ~~with~~in athe ~~simplified~~second ~~order entry~~quarter ~~screen~~of 2001. ~~Revenues~~As ~~generated~~the ~~increased~~customer ~~from~~base continues ~~approximately~~to ~~$22~~grow,~~000~~ inrevenues ~~first three~~from ~~month~~memberships ~~period~~will ~~ended~~continue ~~March 31, 2000~~ to ~~approximately~~grow ~~$279~~accordingly,~~000 in the same~~ ~~period~~and inrepresent ~~2001,~~a orrecurring ~~approximately~~revenue ~~1168%~~stream.

Avert implemented a new entity and chart of accounts structure in January, 2001. As a result, there have been re-classifications for simpler reporting. The breakdown of net revenues, exclusive of miscellaneous income items, is as follows:

                                       Three Months Ended        Three Months Ended
                                         March                                          June 3130, 2001            March             June 3130, 2000      Percent of
                                     ----------------------    ----------------------   Increase
                                     Revenues        % total   Revenues       % total  (Decrease)
                                     --------        -------   --------       -------   --------
PRODUCT SALES:
Background Stand-Alone:
  Workers compensation histories   $   161168,000        3.41%  $   208216,000        54.59%     (22.62)%
  Criminal history reports         $ 2,199390,000       4542.9%  $ 12,871186,000       5049.09%      17       9.53%
  Previous employment reports/     $   425474,000        8.95%  $   367440,000        9       10.80%      15       7.87%
     credit reports
  Motor vehicle driving records    $   588573,000       1210.3%  $   476417,000       12        9.75%      2337.54%
  Other Stand-Alone                $   140134,000        2.94%  $   132129,000        32.59%       63.18%
Packages                           $   279629,000        5       11.83%  $    22   245,000        05.6%    1168     156.27%
Subscriptions                      $   804925,000       16.86%  $   482561,000       12.98%      6664.89%
SERVICE AND SETUP SALES:           $   151161,000        32.19%  $   160157,000        4.3%      (5.6)%       2.5%
CREDITS:                           $   (8393,000)      (1.7)% $   (6563,000)      (1.74)%     2747.76%
INTEREST INCOME:                   $   126206,000        23.67%  $    9295,000        2.42%      36     116.98%
                                    ----------       ----    ----------      -----

         NET REVENUES              $ 45,790567,000      100%    $ 34,745383,000      100%        27         2.97%

~~Revenues~~Workers’ ~~generated~~compensation ~~from~~histories ~~driving~~revenues ~~records~~continued ~~increased~~to ~~approximately~~decline ~~23.5%~~as ~~from~~a ~~$476,000~~percentage inof net ~~first~~revenues ~~three~~as ~~month~~previously ~~period~~predicted. ~~ended~~In ~~March~~second ~~31,~~quarter 2000, toworkers’ compensation reports represented $~~588~~216,000 inor ~~the~~approximately ~~same~~4.9% ~~period~~of intotal net ~~2001.~~revenues, ~~Driving~~as ~~records~~compared ~~continue~~ to be$168,000 anin ~~important~~the ~~background~~second ~~check~~quarter ~~for employers~~of 2001, ~~and~~or approximately ~~one~~3.1% ~~that~~of ~~has~~total ~~quick~~net ~~turn-around for fast hiring decisions~~revenues.

~~Workers’~~Interest ~~compensation~~and ~~histories~~other ~~revenues~~income ~~continued~~increased toapproximately ~~decline~~116.8%, asgenerating approximately $95,000 in the second quarter of 2000 and $206,000 in second quarter of 2001. The change is primarily a ~~percentage~~result of ~~net~~the sale of interest bearing securities ~~revenues~~required asto ~~previously~~fund ~~predicted~~the purchase of AdvanteageIS.com Inpreviously ~~first~~discussed ~~quarter,~~and additional ~~2000~~accumulated ~~workers’~~interest income on marketable securities recently ~~compensation~~credited ~~reports,~~to ~~represented~~this account. Avert, Inc. did make a $~~208~~1,000,000 orloan ~~approximately~~in 5July 2000 to eScreen.5% This loan was made in the form of ~~total~~a ~~net revenues~~one-year, asconvertible ~~compared~~promissory note toat ~~$161~~an interest rate of 10%,~~000~~ inwith ~~the~~all ~~first~~principal ~~three~~and ~~months~~interest ofdue at maturity in July 2001. The principal and interest were paid in full in July, or2001. ~~approximately~~EScreen 3is a start-up company that has a cutting edge drug-screening product that Avert may wish to pursue as a potential addition to its product line.4% The amount of ~~total~~interest ~~net~~recorded ~~revenues.~~in 2nd quarter 2001 for this loan was approximately $25,000.

~~Interest~~Total ~~income increased approximately 36.0%~~expenses, ~~generating~~when ~~approximately~~expressed ~~$92,000~~as ina ~~first quarter~~percentage ~~2000~~of ~~and~~total ~~$126~~net revenues,~~000~~ inincreased ~~first~~from approximately ~~quarter 2001~~76.3% ~~The~~in ~~increase~~the issecond ~~primarily~~quarter ~~a result~~2000, ofrepresenting a $13,~~000~~346,000, ~~loan made in July 2000~~ to approximately ~~a firm called eScreen~~75.8% ~~This loan was made~~ in the ~~form~~first ofquarter ~~a one-year, convertible promissory note at an interest rate of 10%, with all principal and interest due at maturity in July~~ 2001. ~~EScreen~~representing is a start-up company that has a cutting edge drug-screening product that Avert wishes to pursue as a potential addition to its product line and/or a business relationship with eScreen. The loan is collateralized by both company assets and a personal guaranty of its founder. Even though eScreen is a start-up company with losses from operations, and is currently seeking capital, management believes eScreen’s business plan is achievable, and that the $14,~~000~~222,000 ~~loan will be paid when due~~. ~~The~~A breakdown ~~amount of interest recorded~~ in ~~1st~~ ~~quarter~~expenses ~~2000~~is ~~for~~as ~~this~~follows: ~~loan was approximately $25,000.~~

        Total
expenses,                                  Three whenMonths expressedEnded       Three asMonths aEnded    Increase percentage(Decrease)
                                      June of30, total2001            June net revenues30, decreased2000       % fromof Revenues
approximately                                -----------------------   ---------------------- 76.0------------------
                                Expenses   % inof theRevenue   Expenses  % firstof quarterRevenue  2001 over 2000,
                                --------   ------------   --------  ------------  --------------


Search representingand product              $2,845575,000     46.2%    $2, to
approximately 75095,000     47.78%         (1.6)%
Marketing                          664,000     11.9        488,000     11.1           0.8
General inand theadministration         573,000     10.3        437,000     10.0           0.3
Software firstdevelopment               266,000      4.8        156,000      3.5           1.3
Depreciation quarterand 2001 representing amortization      144,000      2.6        170,000      3.9          (1.3)
                                ----------     ----       ---------    -----          ----

         Expenses               $4,222,000     75.8%    $3,628346,000     76. A3%          0.5%
breakdown in expenses is as follows:                                 ==========     ====      =========    =====          ====

~~Three~~ Search and ~~Months~~product ~~Ended Three~~fees ~~Months~~decreased ~~Ended Increase~~from ~~(Decrease) March~~approximately ~~31,~~47.8% ~~2001 March~~of ~~31,~~total net revenues in second quarter 2000 compared to approximately 46.2% of ~~Revenues ----------------------- ----------------------~~total ~~------------------~~net revenues in ~~Expenses %~~second ofquarter ~~Revenue Expenses~~ 2001. The Company was able to produce approximately 30.2% more in actual reports in the second quarter of ~~Revenue~~ 2001 ~~over~~as ~~2000~~compared to the same three month ~~-------- ------------ -------- ------------ -------------- Search~~period ~~and~~in 2000. Product costs were reduced for the largest product ~~$2,206,000 46~~ line – criminal history searches – from approximately 19.~~0% $~~1~~,700,000 45~~% of total net revenues in 2000 to approximately 16.4% 0 of total net revenues in 2001.6% The majority of ~~Marketing 589~~the decrease was attributable to the improved automation of the Company’s acquisition of data supplied to its customers,~~000 12~~ specifically decreasing costs of obtaining criminal history information from sources.~~3 432,000 11.5 0.8~~ The largest area of ~~General~~increase in search and ~~administration 439,000 9~~product fees was in the area of subscriptions.~~2 406,000 10.8 (1.6)~~ ~~Software~~Subscription ~~development 199,000 4.1 142,000~~ costs increased from approximately 3.~~9 0.2~~4% of total net revenues in ~~Depreciation~~second ~~and~~quarter ~~amortization 195,000 4~~2000 to approximately 5.~~1 165,000 4.4 (0.~~3)% of total net revenues in the same ~~---------- ---- --------- ----- ----~~period of 2001. The other main area of increase in search and product fees was a ~~Expenses $3~~result of the increased usage in package orders,~~628,000 75~~ which tend to be more competitively priced for larger customers.~~7% $~~ Package costs increased from approximately 2~~,845,000 76~~.05% (0 of total net revenues in second quarter 2000 to approximately 4.3)2% ~~========== ==== ========= ===== ====~~ of total net revenues in second quarter 2001.

~~Search~~There ~~and~~was ~~product~~an ~~fees~~approximate ~~increased slightly from approximately 45~~0.48% ofincrease ~~total~~as ~~net revenues~~a inpercentage ~~first quarter 2000 to approximately 46.0%~~ of total net revenues in ~~first~~marketing ~~quarter~~expenses, ~~2001.~~in ~~The~~the ~~Company~~second ~~was~~quarter ~~able~~of to2000, ~~produce~~representing approximately 31 11.81% ~~more actual~~of ~~reports~~total innet ~~the~~revenues, ~~three month period in 2001~~ as compared to the ~~three~~same ~~month~~ period ~~in 2000. Product costs were reduced for the largest product line – criminal history searches – from approximately 18.8%~~ of ~~total net revenues~~2001, inrepresenting ~~2000 to~~ approximately 1711.09% of total net revenues ~~in 2001~~. The majority of the increase ~~decrease~~ was ~~attributable~~a toresult ~~the~~of ~~improved~~increased ~~automation~~revenues ofgenerated through the ~~Company’s~~ADP ~~acquisition~~partnership, ofwhich ~~data~~require ~~supplied~~a torevenue ~~its~~pass-through ~~customers,~~payment ~~specifically~~recorded ~~decreasing~~as ~~costs of~~a ~~obtaining~~marketing ~~criminal history information from sources~~expense. The ~~largest~~Company ~~area~~maintained ~~of increase~~consistent inexpenditures ~~search and product fees was a result of the increased usage~~ in certain ~~package~~lead ~~orders,~~generation ~~which~~activities ~~tend~~such toas betrade ~~more~~shows ~~competitively~~and ~~priced~~yellow ~~for~~pages ~~larger~~advertising ~~customers.~~as ~~Package~~well ~~costs~~as ~~increased~~continuing ~~from~~its ~~approximately~~transition ~~0.8% of total net revenues in first quarter 2000~~ to ~~approximately~~web-based ~~2.3%~~lead ofgeneration ~~total net revenues in first quarter 2001~~programs.

~~There~~General ~~was~~and anAdministrative ~~approximate~~expenses increased approximately 0.83% ~~increase as a percentage~~ of total net revenues in ~~marketing~~from ~~expenses, in~~ the ~~first~~second three-month ~~months~~period ofended ~~2001~~June 30, 2000, representing approximately 1210.30% of total net revenues, as compared to the ~~same~~second three-month period ~~of 2000~~ended June 30, 2001 representing ~~approximately 11~~10.53% of total net revenues. ~~The~~A ~~Company~~majority ~~maintained~~of ~~consistent~~the ~~expenditures~~increase inrelated ~~certain~~to ~~lead~~the ~~generation~~purchase ~~activities~~of ~~such~~AdvantageIS.com ~~as trade shows~~ and ~~yellow~~G&A ~~pages advertising as well as continuing its transition to~~costs ~~web-based~~associated ~~lead~~with ~~generation~~the ~~programs.~~Florida Inoffice ~~regards~~space toand its personnel, ~~there~~as ~~was~~well anas increased ~~addition~~product ~~of a Director of Marketing~~ and ~~Channel~~compliance ~~Partner~~costs ~~Development,~~associated ~~and movement~~with ofthe ~~national~~new ~~account~~applicant ~~support~~testing ~~personnel from customer service to~~product ~~marketing~~that ~~area~~was acquired. ~~Lastly,~~In ~~as more revenues are generated through the ADP partnership~~addition, there ~~will~~was be an ~~increased~~additional ~~marketing~~staff ~~expense~~person inadded in the ~~way~~Accounting ofarea, ~~revenue pass-through~~along ~~payment~~with toan ~~distribution~~increase ~~partnerships,~~in asbad ~~well~~debt allowance as ~~any other~~the ~~distribution~~Company’s ~~partnerships~~accounts ~~that~~receivable ~~may be developed and implemented~~increase.

~~General~~There was an increase in software development and ~~Administrative~~maintenance expenses ~~decreased~~expressed ~~approximately~~as ~~1.6%~~a percentage of total net revenues from approximately 3.5% in second quarter 2000 to approximately 4.8% in ~~first~~the ~~three-month~~comparable period ~~ended~~of ~~March~~2001. ~~31,~~The ~~2001,~~majority ~~representing~~of ~~approximately~~the ~~9.2%~~increase was a result of ~~total~~the ~~net~~AdvantageIS.com ~~revenues,~~acquisition asand ~~compared~~its software development personnel. The Company continues to ~~the~~focus ~~first~~on ~~three-month~~making ~~period~~technology ~~ended~~its ~~March~~strategic ~~31,~~advantage ~~2000~~in ~~representing~~its ~~10.8%~~relationships ofwith ~~total~~customers, ~~net~~partners ~~revenues~~and suppliers.

There was a ~~slight~~decrease ~~increase~~ in ~~software~~depreciation ~~development~~ and ~~maintenance~~amortization expenses when expressed as a percentage of total net revenues, from approximately 3.9% in ~~first~~the second quarter of 2000, to approximately 42.16% in the comparable period of 2001. The ~~Company~~decrease is ~~continues~~a toresult ~~focus~~of onthe ~~making~~implementation ~~technology~~of ~~its~~fixed ~~strategic~~asset ~~advantage~~software and a full inventory of fixed assets. It was determined that certain assets had been over-depreciated in past ~~its~~periods. Entries were made adjusting the accumulated depreciation amounts ~~relationships~~to ~~with~~match ~~customers~~the fixed asset software amounts. In addition, ~~partners~~depreciation and amortization ~~suppliers~~began in April 2001 as a result of the AdvantageIS.com acquisition.

~~There~~Income ~~was~~before aincome ~~decrease~~taxes inincreased ~~depreciation~~from ~~and~~$1,037,000 ~~amortization~~in ~~expenses~~second ~~when~~quarter ~~expressed~~2000 ~~as a~~to ~~percentage~~$1,345,000 ofin ~~total~~second ~~net~~quarter ~~revenues~~2001, ~~from~~or approximately 429.47%, inand ~~the first three~~represented ~~months~~approximately of23.7% in 2000, as compared to approximately 424.12% in the comparable period of 2001.

~~Income~~The ~~before~~combined ~~income~~federal ~~taxes~~and ~~increased~~state ~~from~~income ~~$900,000~~tax inrates ~~first~~for 2nd quarter 2001 and 2000 towas 38.2% $1and 39.9% respectively,~~162,000~~ resulting in ~~first~~net ~~quarter~~income ~~2001~~of approximately $831,000 orand ~~approximately~~was 29$.1%25 per share on 3,311,705 ~~and~~weighted ~~represented~~avert ~~approximately~~shares in 2001 and 24$.0%19 per share on 3,304,263 shares in 2000,. asDiluted ~~compared~~earnings toper ~~approximately~~share 24were $.23 per share on 3%,593,668 in(weighted ~~the~~average ~~comparable~~shares ~~period~~plus ofcommon stock equivalents) in 2001 and $.17 per share on 3,636,766 shares (weighted average shares plus common stock equivalents) in 2000.

~~The combined~~Comparison ~~federal and state income tax rates for 1st quarter 2001 and 2000 was 39.9% and 37.1% respectively, resulting in net income~~ of ~~approximately~~six ~~$698,000~~months ~~(weighted~~ended ~~average~~June ~~shares) was $.21 per share on 3~~30,~~263,127~~ ~~shares in~~ 2001 and ~~$.17~~June ~~per share on 3~~30,~~285,919~~ ~~shares in~~ 2000. Diluted earnings per share were $.20 per share on 3,547,412 (weighted average shares plus common stock equivalents) in 2001 and $566,000 ($.17 per share on 3,285,990 shares (weighted average shares plus common stock equivalents) in 2000.

Net revenues increased from $8,128,000 for the six-month period ended June 30, 2000 to $10,357,000 for the comparable period in 2001 or approximately 27.4%. In the first six months of 2001, Avert added a total of 9,733 new customers. The Company launched a program to build communities of subscription accounts using our human resource help desk and best business practices. Through this program 7,273 new accounts were added in the six-month period ended June 30, 2001. In addition there was continued focus on our traditional account growth for background checking customers, of which 2,460 new accounts were added. This compares with the growth of 2,570 accounts added in the first six months of 2000 in the background checking arena. There were 9,272 customers that actually used Avert services the six month period ended June 30, 2000 and increased to 10,128 in the same period in 2001. The dollars spent per customer increased from $855 in the first six months of 2000 to $989 in the first six months of 2001 representing an approximate 15.7% increase.

The breakdown of net revenues, exclusive of product discounts and other miscellaneous income items, is as follows:

                                       Six Months Ended          Six Months Ended
                                         June 30, 2001             June 30, 2000         Percent of
                                     -----------------------    ----------------------    Increase
                                     Revenues       % total     Revenues       % total    (Decrease)
                                     --------       -------     --------       -------    ---------

Products:
  Workers compensation histories   $    329,000        3.2%    $    425,000        5.2%    (22.6)%
  Criminal history reports         $  4,589,000       44.3%    $  4,057,000       49.9%     13.1%
  Reference Check reports/         $    899,000        8.7%    $    806,000        9.9%     11.5%
     Credit reports
  Motor vehicle driving records    $  1,161,000       11.2%    $    893,000       11.0%     30.0%
Other Stand-Alone                  $    274,000        2.6%    $    261,000        3.2%      5.0%
Packages                           $    907,000        8.8%    $    267,000        3.3%    239.7%
Subscriptions                      $  1,729,000       16.7%    $  1,044,000       12.9%     65.6%
SERVICE AND SETUP SALES:           $    313,000        3.0%    $    316,000        3.9%      0.9%
CREDITS:                           $   (176,000)      (1.7)%   $   (128,000)      (1.6)%    37.5%
INTEREST INCOME:                   $    332,000        3.2%    $    187,000        2.3%     77.2%
                                    -----------      -----      -----------       ----


         NET REVENUES ..........   $ 10,357,000      100%      $  8,128,000      100%       27.4%

The largest single product line growth of approximately 239.7%, during the first six months of 2001 over the first six months of 2000, was packages. It represented $907,000 in the first six months of 2001, as compared to approximately $267,000 in the first six months of 2000. The packaged or bundled method of pricing has become popular with customers due to its ease of ordering and fixed pricing per applicant.

The revenues resulting in the Subscriptions category increased from $1,044,000 or approximately 12.9% of total net revenues for the six month period ended July 30, 2000 to $1,729,000 or approximately 16.7% of total net revenues for the comparable period in 2001. For the first six months of 2000, subscription revenues generated as a result of the distribution arrangement with ADP accounted for approximately $765,000 and increased to $1,383,000 in the first six months of 2001. Partner relationships have continued to be a focus of Avert in 2000.

Motor vehicle driving records grew by approximately 30.0% from the six-month period ended June 30, 2000 to the same six-month period in 2001. The Criminal History product line experienced continued growth of approximately 13.1% in the six-month period ended June 30, 2000 as compared to the six-month period ended June 30, 2001. It has decreased as a percentage of total net revenues from approximately 49.9% in the first six months of 2000, representing $4,057,000, to approximately 44.3% in the same period of 2001, representing $4,589,000.

Workers’ compensation reports continued its downward trend, decreasing from $425,000 in revenues for the six-month period ended June 30, 2000 to $329,000 in revenues for the six-month period ended June 30, 2001. The regulation requirements of this product have made it less viable in the marketplace.

Total expenses increased slightly when expressed as a percentage of total net revenues from $6,191,000, or approximately 76.2% of total net revenues for the six-month period ended June 30, 2000 to $7,849,000, or approximately 75.8% for the comparable period in 1999. A breakdown in expenses is as follows:

                                   Six Months Ended         Six Months Ended    Increase (Decrease)
                                      June 30, 2001            June 30, 2000       % of Revenues
                                -----------------------   ---------------------- ------------------
                                Expenses   % of Revenue   Expenses  % of Revenue  2000 over 1999
                                --------   ------------   --------  ------------  --------------

Search and product ............  $4,785,000    46.2%    $3,795,000      46.7%        (0.5)%
Marketing .....................   1,253,000    12.1        920,000      11.3          0.8
General and administration ....   1,006,000     9.7        843,000      10.4         (0.7)
Software development ..........     465,000     4.5        298,000       3.7          0.8
Depreciation and amortization..     340,000     3.3        335,000       4.1         (0.8)
                                 ----------    ----       ----------    ----          ---

         Expenses .............  $7,849,000    75.8   % $6,191,000      76.2%        (0.4)%
                                 ==========    ====       ==========    ====          ===

Total expenses increased approximately 0.4% as a percentage of total net revenues from the first six-month period of 2000 to the first six-month period of 2001. There were three categories that decreased and two categories that increased.

Search and product expenses accounted for $3,795,000, or approximately 46.7% of total net revenues in the first six months of 2000, and $4,785,000, or approximately 46.2% of total net revenues in the first six months of 2001. The Company actually produced approximately 30.9% more searches in the six month period ended June 30, 2001 as compared to the same six month period in 2000. In addition, Avert was able to reduce direct product costs for criminal history reports by approximately 6.8%, while producing 35.7% more actual reports. This increased efficiency is a result of increased automation in the first six months of 2001 as compared to the comparable period of 2000. These criminal history costs represent approximately 16.4% of total net revenues in period ended June 30, 2001 as compared to approximately 19.1% of total net revenues in the period ended June 30, 2000.

Marketing expenses increased from approximately $920,000 in the six month period ended June 30, 2001 to $1,253,000 in the six month period ended June 30, 2001. As discussed previously, the vast majority of the increase is attributable to the increased revenue pass through payments resulting from the ADP partnership revenues. General and administrative costs experienced a slight decrease when expressed as a percentage of total net revenues, representing approximately 10.4% in the first six months of 2000 and approximately 9.7% in the same period of 2001. Software development expenses increased from $298,000 in the six month period ended June 30, 2000 to $465,000 in the six month period ended June 30, 2001. The increase is a result of increased salaries from the AdvantageIS.com acquisition. Depreciation and amortization also decreased slightly from approximately 4.1% of total net revenues in the six months ended June 30, 2000 to approximately 3.3% of total net revenues in the same period of 2001. The decrease was a result of a physical inventory being conducted as well as software implementation for asset and depreciation management.

Income before income taxes increased from $1,937,000 in the six-month period ended June 30, 2000 to $2,508,000 in the six-month period ended June 30, 2001 or approximately 29.5%. This represented approximately 23.8% of net revenues in the first six months of 2000 compared to approximately 24.2% in the first six months of 2001.

Income taxes for the combined federal and state statutory rate were approximately 38.6% in the first six months of 2000 and 38.9% in the first six months of 2001. The lower expense percentage in the period of 2000 is a result of an approximate $15,000 over accrual of state income taxes in the prior year. The net income of the first six months of 2000 represented $1,189,000 or $.36 per basic share on 3,295,091 shares (weighted average shares). This compares to net income of $1,530,000 or $.47 per basic share 3,287,550 shares(weighted average shares) for the first six months ended June 30, 2001. The result in terms of diluted earnings (weighted average shares plus common stock equivalents) was $.33 per diluted share on 3,615,301 for the six-month period ended June 30, 2000, as compared to $.43 per diluted share on 3,570,675 shares for the same six-month period ended June 30, 2001.

In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 141 (SFAS 141), Business Combinations. SFAS 141 applies to all business combinations initiated after June 30, 2001. The Statement also applies to all business combinations accounted for using the purchase method for which the date of acquisition is July 1, 2001 or later. The adoption of SFAS 141 will not have an impact on the Company’s financial statements.

In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 142 (SFAS 142), Goodwill and Other Intangible Assets. The provisions of SFAS 142 are required to be applied starting with fiscal years beginning after December 15, 2001 with earlier application permitted for entities with fiscal years beginning after March 15, 2001 provided that the first interim financial statements have previously been issued. The statement is required to be applied to all goodwill and other intangible assets recognized in its financial statements to that date. The initial application of SFAS 142 will have no impact on the Company’s financial statements.

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings

~~None~~Avert is currently a party to one lawsuit. The Company has been named in a third-party complaint in the Superior Court of Arizona, County of Pima. Number C20005072, filed on May 14, 2001; third-party plaintiff, Great Western Management and Reality, DBA Simpson Property Group vs. Avert, Inc.

The complaint alleges that plaintiff requested background reports on a potential employee. Upon confirmation that “no records were found” plaintiff hired employee who subsequently was arrested and convicted of stealing from residents of the apartment complex where he was employed as a maintenance man. Plaintiff learned that employee in fact did have a criminal record. Plaintiff was sued by one of the residents of the apartments for negligence and has named Avert as a third-party defendant in that case.

Avert, Inc. denies negligence. Avert (through its E and O insurer, Royal Surplus Lines) has requested a dismissal as a third- party defendant. If dismissal is not granted Avert intends to defend this case through it insurer, Royal Surplus Line and their attorneys. The basis for Avert’s request for a dismissal is that incorrect information was provided to Avert as the basis for the search Avert performed. Averts request for dismissal is currently awaiting review by the court.

ITEM 2. Changes in Securities and Use of Proceeds

None

ITEM 3. Defaults Upon Senior Securities

None

ITEM 4. Submission of Matters to a Vote of Security Holders

~~None~~On June, 18, 2001 Avert, Inc. announced that the Company and Automatic Data Processing, Inc. (NYSE: ADP) have entered into an Agreement and Plan of Merger pursuant to which AVERT will be acquired by a wholly-owned subsidiary of ADP, Inc., in a cash merger transaction for $22.00 per share. Upon completion of the Merger, AVERT will no longer be traded on NASDAQ. Pursuant to the terms of the Merger, each outstanding share of AVERT will be exchanged for $22.00 in cash. The Merger values the common shares of AVERT on a fully-diluted basis at approximately $82 million and represents a 25.7% premium to AVERT’s closing price of $17.50 on June 15, 2001 and a 34.6% premium to the average 60 trading day closing price before this announcement. Consummation of the Merger is subject to certain conditions, including, without limitation: (i) AVERT shareholder approval; and (ii) the receipt of all requisite approvals by applicable public and regulatory authorities. Lehman Brothers Inc. served as financial advisor to Avert and delivered a fairness opinion to the Board of Directors of AVERT. The Special Shareholders Meeting is scheduled for Friday, August 17, 2001.

ITEM 5. Other Information

ITEM 6. — Exhibits and Reports on Form 8-K

(a) ~~February~~ April 13, 2001 announcing ~~4th~~ ~~Quarter~~completion ~~and~~of ~~2000~~AdvantageIS.com ~~Release~~ acquisition

(b) ~~February~~ 26May 22, 2001 announcing ~~dividend~~ 1st quarter 2001 financial results.

(c)	May 29, 2001 announcing the Avert Hiring Index for the 2000 calendar year.

(d)	June 18, 2001 announcing the signing of the merger agreement between ADP and Avert, Inc.

SIGNATURES

In accordance with 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 thereunto duly authorized.

AVERT, INC.

DATE: ~~May~~August 148, 2001 BY: /s/ Dean A. Suposs Dean A. Suposs, President

DATE: ~~May~~August 148, 2001 BY: /s/ Jamie M. Burgat Jamie M. Burgat, Vice President of Operations and Chief Financial Officer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

AVERT, INC. (Exact name of small business issuer as specified in its charter)

Form 10-Q Quarter Ended MarchJune 3130, 2001

PART I - FINANCIAL INFORMATION

AVERT, INC. BALANCE SHEETS

AVERT, INC. STATEMENTS OF INCOME (unaudited)

AVERT, INC. STATEMENTS OF CASH FLOWS (unaudited)

AVERT, INC.NOTES TO FINANCIAL STATEMENTS

ITEM 2. — MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition

Results of Operations

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings

ITEM 2. Changes in Securities and Use of Proceeds

ITEM 3. Defaults Upon Senior Securities

ITEM 4. Submission of Matters to a Vote of Security Holders

ITEM 5. Other Information

ITEM 6. — Exhibits and Reports on Form 8-K

SIGNATURES

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

AVERT, INC.
(Exact name of small business issuer as specified in its charter)

AVERT, INC.
BALANCE SHEETS

AVERT, INC.
STATEMENTS OF INCOME
(unaudited)

AVERT, INC.
STATEMENTS OF CASH FLOWS
(unaudited)

AVERT, INC.
NOTES TO FINANCIAL STATEMENTS

Filing Compare · AVERT INC