8-K

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):  April 25, 2011

Capital Growth Systems, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Florida	0-30831	65-0953505
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

200 S. Wacker, Suite 1650, Chicago, Illinois 60606

(Address of Principal Executive Offices, Including Zip Code)

(312) 673-2400

(Registrant's Telephone Number, Including Area Code)

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 8.01 Other Events.

Capital Growth Systems, Inc. has periodically filed its monthly reports with the U.S. Bankruptcy Court.  Attached as Exhibits to this Form 8-K  are unaudited financial statements for the month ended February 28, 2011 containing the following information that is contained in the monthly reports filed with the Court:

a.   Income Statement for the month in question;

b.  Year to Date Income Statement through the month in question;

c.   Balance Sheet as of the end of the month in question;

d.  Accounts Payable Aging as of the end of the month in question; and

e.  Accounts Receivable Aging as of the end of the month in question.

Item 9.01 Financial Statements and Exhibits.

99.1  Financial Statements for the month ended February 28, 2011 and Year to Date.

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.

Dated:  April 26, 2011.

CAPITAL GROWTH SYSTEMS, INC.
By:	/s/ Dan Kardatzke
	Dan Kardatzke
	Chief Financial Officer

EX-99.1

Case No. 10-12302 PJW

Reporting Period: February 1 through February 28, 2011

Capital Growth Systems, Inc.

Consolidating Statement of Operations

for the month of February 2011

	Consolidated Total
INCOME STATEMENT
Revenues	$	4,433,336
Cost of Revenues	$	3,333,529
Gross Margin	$	1,099,807
OPERATING EXPENSES
Compensation	$	859,153
Travel and entertainment	$	159,519
Occupancy	$	79,087
Professional services	$	112,202
Insurance	$	16,791
Restructuring Expenses	$	221,738
Other	$	104,329
Selling, general, and administrative expenses	$	1,552,819
EBITDA	$	(453,012	)
Bad Debt Expense (Recovery)	$	15,000
Depreciation	$	27,816
Amortization	$	196,253
Operating Income (Loss)	$	(692,081	)
Interest Expense	$	974,733
Income tax expense (benefit)	$	2,876
NET INCOME (LOSS)	$	(1,669,690	)

Case No. 10-12302 PJW

Reporting Period: February 1 through February 28, 2011

Capital Growth Systems, Inc.

Consolidating Statement of Operations

for the two months ending February 28, 2011

	Consolidated Total
INCOME STATEMENT
Revenues	$	8,740,946
Cost of Revenues	$	6,565,615
Gross Margin	$	2,175,331
OPERATING EXPENSES
Compensation	$	1,643,719
Travel and entertainment	$	251,682
Occupancy	$	157,956
Professional services	$	212,708
Insurance	$	83,120
Restructuring Expenses	$	472,128
Other	$	171,209
Selling, general, and administrative expenses	$	2,992,522
EBITDA	$	(817,191	)
Bad Debt Expense (Recovery)	$	15,000
Depreciation	$	59,249
Amortization	$	392,506
Operating Income (Loss)	$	(1,283,946	)
Interest Expense	$	2,406,884
Income tax expense (benefit)	$	4,540
NET INCOME (LOSS)	$	(3,695,370	)

Case No. 10-12302 PJW

Reporting Period: February 1 through February 28, 2011

Capital Growth Systems, Inc.

Summary of All Units

For the Month Ending February 28, 2011

	Consolidated Total
BALANCE SHEET
Current Assets
Cash	$	1,458,230
Accounts Receivable, net	$	5,320,277
Other Current Assets	$	4,342,193
Total Current Assets	$	11,120,700
Fixed Assets, gross	$	3,830,028
Accumulated Depreciation	$	(3,162,746	)
Fixed Assets, net	$	667,282
Other Assets
Other Assets	$	201,888
Intangible Assets	$	13,714,129
Goodwill	$	1,479,649
Total Assets	$	27,183,648
Current Liabilities
Current maturities of debt	$	26,296,307
Post-Petition Accounts Payable	$	5,224,333
Pre-Petition Accounts Payable	$	14,145,159
Post-Petition Accrued Expenses	$	519,764
Pre-Petition Accrued Expenses	$	5,149,559
Deferred Revenue - Short Term	$	3,160,744
Total Current Liabilities	$	54,495,866
Long-term Liabilities
Debt	$	10,473,276
Taxes	$	67,000
Total Long-term Liabilities	$	10,540,276
Total Liabilities	$	65,036,142
Shareholders' Equity
Common stock	$	17,015
Additional Paid in Capital	$	91,531,086
Retained Earnings, beginning of year	$	(125,396,649	)
Cumulative (gain) loss on currency translation	$	(308,576	)
Current Year Retained Earnings Inc/Loss	$	(3,695,370	)
Total Equity	$	(37,852,494	)
Total Liabilities and Shareholders' Equity	$	27,183,648

Case No. 10-12302 PJW

Reporting Period: February 1 through February 28, 2011

Capital Growth Systems, Inc.

Consolidated AP Aging Report (post-petition)

As of 2/28/2011

	Current			1-30		31-60		61-90	Over 90		Total
Total Accounts Payable	$	5,000	$	909,343	$	1,656,055	$	667,796	$	1,893,520	$	5,131,715

Case No. 10-12302 PJW

Reporting Period: February 1 through February 28, 2011

Capital Growth Systems, Inc.

Consolidated AR Aging Report (Gross Receivables)

As of 2/28/2011

	Current		1-30 Days		31 - 60 Days			61+	Total
Total Accounts Receivables	$	1,778,086	$	1,508,874	$	192,858	$	2,401,562	$	5,881,379