Current Report

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): November 3, 2009

Vertro, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-30428	88-0348835
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5220 Summerlin Commons Boulevard Fort Myers, Florida		33907
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (239) 229-5766

Not Applicable

(Former name or former 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:

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 7.01. Regulation FD Disclosure.

On November 3, 2009, the Company issued a press release entitled “Vertro, Inc. Announces Preliminary Results for Third Quarter 2009; Company to Report Full Third Quarter Results on November 11 2009”. A copy of the Company’s press release is being furnished herewith as Exhibit 99.1.

The information in this Current Report on Form 8-K under this caption and accompanying exhibits are being furnished under Item 2.02 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”) 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.

(d)	Exhibits.

Exhibit No.		Description

99.1		Press release dated November 3, 2009, entitled “Vertro, Inc. Announces Preliminary Results for Third Quarter 2009; Company to Report Full Third Quarter Results on November 11 2009”

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.

Date: November 4, 2009	Vertro, Inc.
	By:	/s/ John B. Pisaris
	John B. Pisaris
	General Counsel & Secretary

EXHIBIT INDEX

Exhibit No.		Description

99.1		Press release dated November 3, 2009, entitled “Vertro, Inc. Announces Preliminary Results for Third Quarter 2009; Company to Report Full Third Quarter Results on November 11 2009”

Exhibit 99.1

Vertro, Inc.

Press Release

Vertro Contact

Alex Vlasto

alex.vlasto@vertro.com

(646) 253-0627

Vertro, Inc. Announces Preliminary Results for Third Quarter 2009; Company to Report Full Third Quarter Results on November 11 2009

NEW YORK, NY – November 3, 2009 – Vertro, Inc. (NASDAQ:VTRO), today announced the following estimated financial results for continued operations for the quarter ended September 30, 2009:

-	Expected revenue of $7.4 million in Q3 2009, an increase of approximately 23% compared to revenue of $6.0 million reported for Q2 2009;

-	Expected GAAP net loss from continuing operations of $2.3 million or $(0.06) per basic share in Q3 2009, compared to GAAP net loss from continuing operations of $3.9 million or $(0.11) per basic share in Q2 2009;

Total expected operating expenses of $8.6 million in Q3 2009 compared to $9.0 million in Q2 2009. The expected operating expenses in Q3 2009 include an estimated $6.0 million in advertising spend and $0.2 million of non-cash compensation expense. The operating expenses in Q2 2009 included $5.8 million in advertising spend, $0.2 million of non-cash compensation expense and accelerated recognition of $0.6 million of unamortized loan expense relating to our line of credit with Bridge Bank, N.A.;

-	Expected cash and cash equivalents of $6.3 million at September 30, 2009, a decrease of approximately $2.0 million from June 30, 2009 cash of $8.3 million. The decrease was primarily a result of the net loss in the quarter.

“We are encouraged to report strong estimated revenue growth and reduced estimated net loss from continuing operations despite the continued challenges to the broader economy,” commented Peter Corrao, Vertro’s President and Chief Executive Officer. “We believe our estimated third quarter results validate our growth strategy and our forecast of returning the business to EBITDA profitability in the fourth quarter of 2009.”

Management will release its full third quarter 2009 financial results on Wednesday November 11, 2009 after the market close. Details for interested parties are as follows:

Date: Wednesday, November 11, 2009

Time: 5:00 p.m. ET

Dial-in number: 888-364-3111 / 719-325-2455 (Intl.)

Live webcast: http://ir.vertro.com/events.cfm

Conference call replay: http://ir. vertro .com/events.cfm

The estimated results released today are subject to the completion of the review of Company's quarterly financial statements by its independent accountants. Vertro has not historically issued preliminary financial results, however in light of the expected disparity between the Company's third quarter 2009 results and its first and second quarter 2009 financial results, the Company believes that providing these preliminary financial results is in the best interest of its shareholders. The Company does not intend to make this a practice in future periods.

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About Vertro, Inc.

Vertro, Inc. (NASDAQ:VTRO) is a software and technology company that owns and operates the ALOT product portfolio. ALOT's products are designed to 'Make the Internet Easy' by enhancing the way consumers engage with content online. Through ALOT, Internet users can discover best-of-the-web third party content and display that content through customizable toolbar, homepage and desktop products. ALOT has millions of live users across its product portfolio. Together these users conduct high-volumes of type-in search queries, which are monetized through third-party search and content agreements.

Source: VTRO-E

Forward-looking Statements

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words or expressions such as "anticipate", "plan," "will," "intend," "believe" or "expect'" or variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including (1) our ability to successfully execute upon our corporate strategies, (2) our ability to distribute and monetize our international products at rates sufficient to meet our expectations, (3) our ability to develop and successfully market new products and services, and (4) the potential acceptance of new products in the market. Additional key risks are described in Vertro's reports filed with the U.S. Securities and Exchange Commission, including the Form 10-Q for Q2 2009.