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 and Exchange Act of 1934

November 11, 2011

Date of Report (date of Earliest Event Reported)

VELATEL GLOBAL COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

NEVADA		98-0489800
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File No.)	(I.R.S. Employer Identification No.)

12526 High Bluff Drive, Suite 155, San Diego, CA 92130

 (Address of principal executive offices and zip code)

(760) 230-8986

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(Former name or former address, if changed from 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 (see General Instruction A.2. below):

¨ 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 1.01                      Entry into Material Definitive Agreement

On November 11, 2011, VelaTel Global Communications, Inc., a Nevada corporation and the registrant responsible for the filing of this Form 8-K (“the Company”) and Aerostrong Company Limited (“Aerostrong”), a limited liability company organized under the laws of the People’s Republic of China (“PRC”), entered into a Business Agreement.  The material terms of the Agreement are as follows (capitalized terms are as defined in the Agreement):

1.VelaTel shall implement its cooperation with Aerostrong through an indirectly owned subsidiary company in Beijing, PRC (“New Co”).  New Co is a technical service company, engaged mainly in the business of telecom service related technology development, consulting, design, deployment management and operation management.

2.Aerostrong is a subsidiary of China Aerospace Science and Technology Group (the “Group”).  Aerostrong holds a PRC-issued license for value added telecom services by which Aerostrong is authorized to provide VSAT business nationwide and internet access service in 18 major cities in the PRC.  Aerostrong has the ability to obtain and shall apply for licenses to use radio frequency spectrum in the 1.8GHz and 3.5GHz bandwidth and other relevant bandwidth (current and future licenses collectively “Telecom Licenses”).  Aerostrong has been entrusted by Beijing Shenzhou Software Technology Co., Ltd., a subsidiary of the Group, to deploy an internal broadband network and application platform for the Group (“Commercial Network”).  The Commercial Network will cover the companies, research institutions and other entities in the Group.  The Commercial Network will include an electronic platform for human resources administration and financial management of the Group, and various application services. The main target customers of the Commercial Network are all of entities of the Group, their customers and suppliers, and their employees, and external users. The preliminary estimated total investment in the Commercial Network is 200 million RMB, and the estimated investment for the first phase is 50 million RMB. The telecommunications business of Aerostrong shall cover all the business that is permitted by Aerostrong’s Telecom Licenses, and other related business (collectively “Telecom Business”), which includes wireless and wired broadband network access, special network access, cloud computing, application service, content service and integrated solutions.

3.           Aerostrong and New Co shall enter into one or more agreements for the implementation of projects to be agreed by both parties (“Projects”) and for New Co to act as the exclusive contractor for Aerostrong to provide deployment management, operation management, and other services for the Projects (collectively “Service Agreement”).  New Co and/or VelaTel shall pay capital expenditures, operating expenditures and other negative cash flow in connection with the Projects, and shall arrange financing for the Projects.  The revenue generated by the Telecom Business shall be used in priority to reimburse New Co and/or VelaTel for any amounts paid by either of them, and to repay any financing arranged by New Co and/or VelaTel.  Aerostrong and New Co shall share the profit generated from the Telecom Business in a manner to be stipulated in the Service Agreement.  The term of the Service Agreement shall be no less than 15 years.  The Parties shall make proper arrangement on revenue collection, financial control and other aspects to ensure the repayment of New Co’s financing and payment of service fees for the Project, the details of which shall be specified in the Service Agreement.

4.           To facilitate market development of the Projects, Aerostrong shall establish a Network Business Department, the staffing of which shall be specified in the Service Agreemeent.  New Co shall strictly comply with PRC laws, regulations and policies, especially those on internet security, information security and national security.  Aerostrong shall have the right to supervise the quality and content of New Co’s service to ensure New Co’s lawful operation.

5.           Where a Project needs fiber connection for data transportation of its Telecom Business, VelaTel shall provide to Aerostrong and/or New Co access to the 34,000 km nationwide fiber optics network of which VelaTel has exclusive access rights, provided that relevant fees shall be paid to the Fiber Network operation company.  VelaTel shall provide to New Co its resources concerning the design, planning and engineering works of wireless broadband network in 29 major PRC cities.

6.The Parties shall use their respective best efforts to complete follow up actions identified in the Agreement by the following dates: (1) VelaTel shall form or change the registration of New Co by end of November 2011, (2) the Parties shall draft, negotiate and sign the Services Agreement by end of December 2011, and (3) when radio frequency licenses are needed during the course of the Telecom Business, Aerostrong shall apply for such licenses as soon as possible and shall obtain approval from appropriate government agencies in the shortest time.

A fully executed copy of the Agreement is attached hereto and incorporated by this reference as Exhibit 10.1 to this Form 8-K (including internal Annex 1, Aerostrong’s existing ISP license, and Annex 2, list of 29 cities regarding engineering work already performed).

On November 11, 2011, the Company issued a press release announcing the signing of the Agreement.  A copy of the press release is attached hereto and incorporated by this reference as Exhibit 99.1 to this Form 8-K.

Item 9.01                      Exhibits

10.1	Business Agreement between VelaTel Global Communications, Inc. and Aerostrong Company Limited
99.1	Press Release

Pursuant to the requirements of the Securities and 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 14, 2011

VelaTel Global Communications, Inc.,

By: /s/George Alvarez

Name: George Alvarez

Title: Chief Executive Officer

EX-10.1

EXHIBIT 10.1

Business Agreement

This Business Agreement is made on November 11, 2011 in Beijing, P.R.C. by and between:

VelaTel Global Communications Inc. (“VelaTel”)

Address: 12656 High Bluff Drive, Suite 155, San Diego, California 92130 USA

Aerostrong Company Limited (“Aerostrong”)

Address: Aerospace Technology Building, No. 16 Fucheng Road, Beijing, PRC.

VelaTel and Aerostrong are each referred to as a “Party” and together as the “Parties.”

WHEREAS:

A.   VelaTel is in the business of designing, building, deploying and operating high speed wireless broad band telecommunications networks in key markets throughout the world.  VelaTel has technical expertise, sales, marketing, customer support, relationships with equipment vendors and access to vendor and institutional financing (collectively “VelaTel Resources”).

B.   Aerostrong is a subsidiary of China Aerospace Science and Technology Group (the “Group”) that specializes in information industry service. Aerostrong holds a License for Value-added Telecom Service Business (“ISP License”, see Annex 1 to this Agreement), by which Aerostrong is authorized to provide VSAT business nationwide and internet access service in 18 major cities in the People’s Republic of China (“PRC”).

C.   Aerostrong is a well-known system integration service provider with system integration certification and other certifications issued by relevant government authorities. Aerostrong has extensive and successful experience in system integration, with customers in various industries throughout the PRC, and an annual turnover of more than RMB150 million.

D.   Aerostrong has the ability to obtain approval from appropriate government agencies in the PRC to use radio frequency spectrum in the 1.8GHz and 3.5GHz bandwidth and other relevant bandwidth, and has special authorizations from the Group, including but not limited to concessions and other authorizations for the deployment of internal broad band access networks.

E.   The Parties wish to cooperate with each other, and to define the rights and obligations of each Party pursuant to the terms set forth below.

AGREEMENT

1.Overview of Project Structure

1.1VelaTel shall implement the cooperation with Aerostrong through an indirectly owned subsidiary company in Beijing (“New Co”).  New Co is a technical service company, engaged mainly in the business of telecom service related technology development, consulting, design, deployment management, and operation management.

1.2Aerostrong shall, pursuant to relevant PRC laws and regulations, carry out telecom service business that is covered by its ISP license (excluding the VSAT business) and future telecom business related licenses (collectively “Telecom Licenses”).  After the service agreement is signed with New Co, Aerostrong shall not authorize any third party to use its Telecom Licenses (except for Aerostrong’s parent company and the Group).

1.3Aerostrong shall sign a set of agreements with New Co for the implementation of projects to be agreed by both Parties (“Projects”), and to exclusively contract New Co for the provision of design, deployment management, operation management, and other services for the Projects (collectively the “Service Agreement”).  New Co and/or VelaTel shall pay capital expenditures, operating expenditures and other negative cash flow in connection with the Projects, and shall arrange financing for the Projects.  The revenue generated from the Projects shall be used in priority to reimburse New Co and/or VelaTel for any amount paid by either of them, and to repay any financing arranged by New Co and/or VelaTel.  Aerostrong and New Co shall share the profit generated from Telecom Business, the method and percentage of such profit sharing shall be stipulated in the Service Agreement.  The validity term of the Service Agreement shall be no less than 15 years.

1.4VelaTel shall provide financing to New Co and Aerostrong for the Projects, and shall assist New Co and/or Aerostrong to obtain vendor financing or other third-party financing.

1.5Where Aerostrong and New Co’s Projects need fiber connection for data transportation of its Telecom Business, VelaTel shall provide to Aerostrong and/or New Co access to the 34,000 km nationwide fiber optics network of which VelaTel has exclusive access rights, provided that relevant fees shall be paid to the Fiber Network operation company.

1.6VelaTel shall provide to New Co its resources concerning the design, planning and engineering works of wireless broadband network in 29 major cities throughout China (including Beijing, Shanghai, Guangzhou and other cities, a complete list the cities see Annex 2 to this Agreement）.

2.Telecom Business and Contemplated Projects

2.1The telecomm business for which Aerostrong is to cooperate with New Co shall cover all the business that is permitted by Aerostrong’s Telecom Licenses, and other related business (collectively “Telecom Business”), which mainly includes wireless and wired broadband network access, special network access, cloud computing, application service, content service and integrated solutions.

2.2Aerostrong has been authorized by Beijing Shenzhou Software Technology Co. Ltd, a subsidiary of the Group, to plan and deploy an internal broadband network and application platform for the Group (“Commercial Network”).  The Commercial Network will cover the companies, research institutions and other entities in the Group.  The Commercial Network will include an electronic platform for human resources administration and financial management of the Group, and various application services. The main target customers of the Commercial Network are all of entities of the Group, their customers and suppliers, and their employees, and external users. The preliminary estimated total investment is 200 million RMB, and the investment for phase 1 is 50 million RMB. The Commercial Network will use appropriate spectrum (1.8GHz, 2.4GHz, 3.5GHz, 5.8GHz, etc.), and Aerostrong will apply to relevant government authority for the use of relevant spectrum based on market needs.

2.3Aerostrong shall use its resources and advantages to jointly with New Co develop markets from local government and industrial administration agencies, and to obtain contracts for the deployment and operation of broadband networks, such as the integrated information management network on the Changjiang River and the Xijiang River, and the intelligent traffic management platform in Guangxi Autonomous Region. New Co shall assist Aerostrong to explore such opportunities.

2.4New Co shall be the exclusive contractor to provide service to Aerostrong for the Telecom Business. Where a special qualification or expertise is required for any kind of service, New Co shall sub-contract such service to a qualified third party.  If Aerostrong has the qualification or expertise for providing such service, New Co shall sub-contract such service in priority to Aerostrong under the same conditions.

3.Cooperation between Aerostrong and New Co

3.1New Co and Aerostrong shall jointly formulate a Telecom Business Development and Implementation Plan.  During implementation of the plan, Aerostrong shall obtain necessary licenses from relevant government authorities for conducting the planned business.  Aerostrong shall, by using its resources, obtain government contract opportunities for New Co and itself.

3.2New Co shall, during the provision of service to Aerostrong, strictly comply with Chinese laws, regulations and policies, especially those on internet security, information security and national security.  If New Co violates those laws, regulations and policies, it shall be responsible for relevant loss it caused.  Aerostrong shall have the right to supervise the quality and content of New Co’s service to ensure New Co’s lawful operation.

3.3To facilitate market development of the Projects, Aerostrong agrees to establish an independent department - Telecommunication Business Department. The staffing and operation details of Telecommunication Business Department shall be specified in the Service Agreement.

3.4The Parties shall make proper arrangement on revenue collection, financial control and other aspects to ensure the repayment of New Co’s financing and payment of service fees for the Projects, the details of which shall be specified in the Service Agreement.

4.Follow-up Actions

4.1After the signing of this Agreement, the Parties shall jointly form a working group to promote the implementation of this Agreement. The working group shall consist of core management and technical staff of each Party, with Mr. Hongye Luo to be the team leader of VelaTel, and Mr. Fengjiang Qi to be the team leader of Aerostrong.

4.2After the signing of this Agreement, VelaTel shall start with the formation and/or change of registration of New Co, and endeavor its best efforts to complete such work by the end of November 2011.

4.3During the course of Telecom Business, if radio frequency spectrum is needed, Aerostrong shall apply for such spectrum as soon as possible, and endeavor its best efforts to obtain the approval from the relevant government agency in the shortest time.

4.4After the signing of this Agreement, the Parties shall start the drafting and negotiation of the Service Agreement, the signing of which shall take place by the end of December 2011.

5.Confidentiality

5.1The confidential information in this Agreement includes any information obtained by one Party from the other Party or its affiliated company, during the execution and performance of this agreement, regarding its business, operation and marketing, technology etc., or any document which the disclosing party has taken confidential measures or marked as ”Confidential”.

5.2Both Parties guarantee that the confidential information shall only be used for the purpose related to this Agreement.  Without the other Party’s written consent, neither Party shall disclose, publish, sell or transfer the confidential information in any way.

5.3Either Party’s disclosure of confidential information according to the requirements of law or relevant supervision authority shall not be considered as breach of confidentiality obligation.

5.4The confidentiality obligation of both Parties shall continue to be valid during the term of this agreement and continue for two years after this Agreement is terminated.

6.Others

6.1Each Party shall bear its own expense arising from the execution and performance of this Agreement unless it is otherwise provided in this Agreement.

6.2The Annexes to this Agreement are an integral part of this Agreement.

6.3For matters that are not addressed in this Agreement, shall be specified in the Service Agreement through discussion by the Parties.

6.4This Agreement is executed in both the English and Chinese language, with the two language versions have the same effect.

6.5This Agreement shall come into effect from the date that both Parties’ authorized representatives sign on this Agreement.

This Agreement has been signed by the authorized representatives of each Party on the date indicated above.

VelaTel Global Communications, Inc.

 /s/ Colin Tay

Authorized representative：

Colin Tay

Title: President

Aerostrong Company Limited

 /s/ Zhiyong Zhang

Authorized representative：

Zhiyong Zhang

Title: General Manager

ANNEX 1 TO BUSINESS AGREEMENT BETWEEN VELATEL AND AEROSTRONG

ISP LICENSE OF AEROSTRONG

ANNEX 1 TO BUSINESS AGREEMENT BETWEEN VELATEL AND AEROSTRONG

ISP LICENSE OF AEROSTRONG

ANNEX 2 TO BUSINESS AGREEMENT BETWEEN VELATEL AND AEROSTRONG

29 PRC CITIES WHERE VELATEL HAS PERFORMED ENGINEERING WORK

Beijing	Haikou	Shanghai
Changchun	Hangzhou	Shenyang
Changsha	Jinan	Shenzhen
Chengdu	Kunming	Shijiazhuang
Chongqing	Lanzhou	Taiyuan
Dalian	Nanchang	Wuhan
Fuzhou	Nanjing	Xi’an
Guangzhou	Nanning	Xiamen
Guiyang	Ningbo	Zhengzhou
Ha’erbin	Qingdao

EX-99.1

EXHIBIT 99.1

VELATEL SIGNS BUSINESS AGREEMENT WITH A CHINESE STATE OWNED COMPANY TO PROVIDE WIRELESS BROADBAND ACCESS

VelaTel to deploy and operate a private TD-LTE network for

China Aerospace Science and Technology Group

SAN DIEGO, CA – NOVEMBER 14, 2011 – US-based VelaTel Global Communications (OTCQB: VELA) (VelaTel), a leader in deploying and operating wireless broadband and telecommunication networks worldwide, today announced it has entered into a Business Agreement with Aerostrong Company Limited.  Aerostrong is a subsidiary of China Aerospace Science and Technology Group (CASC), a state-owned company in the People’s Republic of China (PRC).  Aerostrong holds PRC-issued value added services licenses to provide telecommunication services via satellite nationwide and internet access service in 18 major cities.  Aerostrong will apply for additional licenses for radio frequency spectrum to provide wireless broadband access (WBA).  Under the Business Agreement, VelaTel, through a PRC operating company subsidiary, will enter into an exclusive service contract with Aerostrong to deliver WBA and related telecommunications services to CASC and its affiliates utilizing Aerostrong’s licenses combined with infrastructure equipment VelaTel will finance.  The operating company will also provide all engineering and network management services, including engineering VelaTel has already completed for 29 major PRC cities in connection with a different WBA project.  Aerostrong will pay the operating company service fees to be specified in the service contract.  The operating company will deploy and operate Aerostrong’s 4G network, which will employ TD-LTE technology using equipment already commercially available and manufactured by VelaTel’s strategic partner ZTE Corporation.  VelaTel and Aerostrong expect to finalize the service contract before year-end 2011 and for Aerostrong to secure additional licenses for the 4G network by the end of the first quarter 2012. The 4G network will serve primarily as a private network for employees of CASC and its affiliated companies, and their respective customers and suppliers.  The parties expect that the first phase of deployment will include CASC’s Beijing headquarters campus and its corporate users.

CASC is the main contractor for the PRC’s space program.  Through its subsidiaries, CASC designs and manufactures spacecraft for government application, as well as high-end civilian products including machinery, chemicals, communications equipment, transportation equipment, computers, medical care products and environmental protection equipment.  CASC has more than 120,000 employees distributed among eight R&D and production complexes and approximately 20 other subsidiaries and affiliated enterprises.  Its asset value exceeds $20 billion, its annual revenue $10 billion and its annual profit $1 billion.  Aerostrong specializes in information industry services and systems integration on behalf of CASC and other customers.  Its 2010 revenue was over $23 million.  For further information about CASC, please visit www.spacechina.com.

VelaTel’s President, Colin Tay stated: “We are very excited about all our projects.  However, there are two important differences between our latest projects and our other projects.  First, the advances that have been made in commercially available equipment will allow us to roll out TD-LTE from the outset instead of upgrading to a dual band LTE network.  Second, securing one customer with 100,000 users compared to 100,000 unique subscribers creates a different financial dynamic in terms of faster revenue ramp up, reduced marketing expense,  avoiding user turnover, and delivering customer service.  VelaTel’s CEO, George Alvarez, added: “These projects present a new business model for us in China.  These companies, like universities, municipalities, and other government and quasi-government agencies, have specialized needs for integrated network services. We can provide the expertise and the capital.  The number of users CASC can assure us under a long term contract justifies our investment, and provide different revenue vehicles to ride the broadband explosion in China.”

About VelaTel Global Communications, Inc.

VelaTel acquires spectrum assets through acquisition or joint venture relationships, and provides capital, engineering, architectural and construction services related to the build-out of wireless broadband telecommunications networks, which it then operates by offering services attractive to residential, enterprise and government subscribers.  VelaTel currently focuses on emerging markets where internet penetration rate is low relative to the capacity of incumbent operators to provide comparable cutting edge services, and/or where the entry cost to acquire spectrum is low relative to projected subscribers.  VelaTel currently has project operations in People’s Republic of China and Peru.  Additional target markets include countries in Latin America, the Caribbean, Southeast Asia and Eastern Europe.  VelaTel’s administrative headquarters are in San Diego, California.  For more information, please visit www.velatel.com.

Safe Harbor Statement

This press release contains forward-looking statements that involve risks and uncertainties.  Actual results, events and performances could vary materially from those contemplated by these forward-looking statements.  These statements involve known and unknown risks and uncertainties, which may cause the Company's actual results, expressed or implied, to differ materially from expected results.  These risks and uncertainties include, among other things, product demand and market competition.  You should independently investigate and fully understand all risks before making an investment decision.

VelaTel Contacts:

Media/Analyst Relations	Retail Investors
Kimberley Brown	Tim Matula
Core Insights 360 PR	VelaTel Global Communications, Inc.
Public Relations	Investor Relations
1-404-314-2900	(Toll Free) 1-877-260-9170
kbrown@coreinsights360.com	investors@velatel.com

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