Item 8.01. Other Events

On March 5, 2009, Aware, Inc. (the "Company") issued a press release announcing that on March 5, 2009, the Company commenced a modified "Dutch Auction" tender offer for up to 3,500,000 shares of its common stock at a price per share of not less than $1.80 and not greater than $2.60, for a maximum aggregate purchase price of approximately $9.1 million.

The shares sought in the tender offer represent approximately 15% of the Company's outstanding common stock as of February 24, 2009. The tender offer will expire at 5:00 p.m., New York City time, on April 2, 2009, unless extended by the Company. The tender offer is not contingent upon any minimum number of shares of common stock being tendered. However, it is subject to other conditions as described in the Offer to Purchase, dated March 5, 2009, which the Company will file with the Securities and Exchange Commission and mail to holders of its common stock on March 5, 2009.

A copy of the Company's press release is filed as Exhibit 99.1 to this Report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

No financial statements are required to be filed as part of this Report. The following exhibits are filed as part of this Report:

99.1 Press Release issued by Aware, Inc. on March 5, 2009.

- 2 -

---