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):  July 26, 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.)

180 North LaSalle Street, Suite 2430, Chicago, Illinois 60601

(Address of Principal Executive Offices, Including Zip Code)

(312) 673-2400

(Registrant's Telephone Number, Including Area Code)

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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ 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 April 30, 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.   Trade Accounts Payable Aging as of the end of the month in question; and

e.  Trade 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 April 30, 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:  July 26, 2011.

CAPITAL GROWTH SYSTEMS, INC.
By:	/s/ James G. Butala
	James G. Butala
	Chief Administrative Officer

EX-99.1

Case No. 10-12302 PJW

Reporting Period: April 1 through April 30, 2011

Capital Growth Systems, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

For the month ended April 30,  2011

(Unaudited)

	For the month ended April 30, 2011
REVENUES	$	4,449,855
COST OF REVENUES		3,319,046
GROSS MARGIN		1,130,809
OPERATING EXPENSES
Compensation		800,489
Travel and entertainment		102,989
Occupancy		308,352
Professional services		102,939
Insurance		16,631
Bad Debt Expense		15,000
Depreciation & Amortization		209,486
Restructuring Expenses		273,465
Other		93,524
TOTAL OPERATING EXPENSES		1,922,875
OPERATING INCOME (LOSS)		(792,066	)
Interest Expense		1,486,570
NET INCOME (LOSS)	$	(2,278,636	)

Case No.10-12302 PJW

Reporting Period: April 1 through April 30, 2011

Capital Growth Systems, Inc.and Subsidiaries

Condensed Consolidated Statements of Operations

For the four-month period ended April 30, 2011

(Unaudited)

	For the four-month period ended April 30, 2011
REVENUES	$	17,573,185
COST OF REVENUES		13,126,716
GROSS MARGIN		4,446,469
OPERATING EXPENSES
Compensation		3,341,960
Travel and entertainment		400,010
Occupancy		539,964
Professional services		376,742
Insurance		116,382
Bad Debt Expense (Recovery)		30,000
Depreciation & Amortization		885,310
Restructuring Expenses		1,176,607
Other		66,842
TOTAL OPERATING EXPENSES		6,933,817
OPERATING INCOME (LOSS)		(2,487,348	)
Interest Expense		5,636,870
NET INCOME (LOSS)	$	(8,124,218	)

Case No.10-12302 PJW

Reporting Period: April 1 through April 30, 2011

Capital Growth Systems, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet

April 30, 2011

(Unaudited)

	April 30, 2011
ASSETS
CURRENT ASSETS
Cash	$	1,260,789
Accounts Receivable, net		4,174,966
Other Current Assets		4,487,299
Total Current Assets		9,923,054
Fixed Assets, gross		3,354,209
Accumulated Depreciation		(2,756,917	)
Fixed Assets, net		597,292
Other Assets		169,687
Intangible Assets		13,321,622
Goodwill		1,479,649
TOTAL ASSETS	$	25,491,304
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Current maturities of long-term debt	$	28,865,805
Post-Petition Accounts Payable		4,330,976
Pre-Petition Accounts Payable		12,989,406
Post-Petition Accrued Expenses		2,199,956
Pre-Petition Accrued Expenses		5,111,263
Deferred Revenue		3,271,169
Total Current Liabilities		56,768,575
Long-term debt		10,781,515
Taxes		67,000
Total Liabilities		67,617,090
SHAREHOLDERS' EQUITY (DEFICIT)
Common stock		17,015
Additional Paid in Capital		91,687,291
Retained Earnings, beginning of year		(125,089,332	)
Cumulative (gain) loss on currency translation		(616,542	)
Current Year Retained Earnings Inc/Loss		(8,124,218	)
Total Equity		(42,125,786	)
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)	$	25,491,304

Case No. 10-12302 PJW

Reporting Period: April 1 through April 30, 2011

Capital Growth Systems, Inc.

Consolidated AP Aging Report (post-petition)

As of 4/30/2011

	Current	Current		31-60		61-90		Over 90		Total
Total Trade Accounts Payable	19,851	$	1,350,863	$	485,412	$	-141,635	$	2,616,485	$	4,330,976

Case No. 10-12302 PJW

Reporting Period: April 1 through April 30, 2011

Capital Growth Systems, Inc.

Consolidated AR Aging Report (Gross Receivables)

As of 4/30/2011

	Current		1-30 Days		31 - 60 Days		61+		Total
Total Trade Accounts Receivables	$	1,717,652	$	1,015,871	$	260,295	$	1,075,995	$	4,069,813