Form D

View Original Filing

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
CAPITAL GROWTH SYSTEMS INC
Jurisdiction of Incorporation/Organization
FL
Year of Incorporation/Organization
Over Five Years Ago

Previous Name(s)

Entity Type
CORPORATION

Item 2 Issuer Principal Place of Business and Contact Information

500 WEST MADISON STREET
SUITE 2060
CHICAGO, IL 60661
Phone Number: subscription required

Item 3. Related Persons

Name
JIM MCDEVITT
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
PATRICK C SHUTT
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
GEORGE A KING
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
JEREMY COOKE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
CHRISTOPHER HOYLE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
ROBERT POLLAN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
CHARLES WRIGHT
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
PATRICK HANLIN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
RICHARD WORTHY
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
KENNETH NAPIER
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 4. Industry Group

OTHER TECHNOLOGY

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

New Notice
Date of First Sale in this Offering:
07/31/2009

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
No

Item 9. Type(s) of Securities Offered

  • Debt
  • Option, Warrant or Other Right to Acquire Another Security

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
10000

Item 13. Offering and Sales Amounts

Total Offering Amount
8500000
Total Amount Sold
5407248
Total Remaining to be Sold
3092752
Clarification of Response
$4 MLN IN JULY DEBENTURES W/75% OID FACTOR, COUPLED WITH WARRANTS; PLUS $2 MLN OF JULY DEBS MAY BE SOLD BASED UPON CONTINGENT CALL; ALSO, THE COMPANY RESERVES THE RIGHT TO ISSUE UP TO $2.5 MLN SUBSCRIPTION AMT OF VPP DEBS W/65% OID, COUPLED WITH WARRANTS

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
26

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
105035.0 Is an estimate
Clarification of Response

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0 Is an estimate
Clarification of Response
PROCEEDS ARE TO BE USED TO PAY COLLATERAL AGENT FEE AND TO PROVIDE WORKING CAPITAL TARGETED PRIMARILY AT REDUCTION OF PAYABLES; SALARIES OF EXECUTIVE OFFICERS ARE FUNDED FROM OPERATIONS.

Signature and Submission

Issuer Name
CAPITAL GROWTH SYSTEMS INC
Issuer Signature
/JIM MCDEVITT/
Signer Name
JIM MCDEVITT
Signer Title
CHIEF FINANCIAL OFFICER
Signature Date
08/11/2009

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