SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Enable Global Capital, LLC (Last) (First) (Middle) ONE FERRY BUILDING, SUITE 255 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ETELOS, INC. [ ETLO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/31/2010
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value per share	12/31/2010		P		4,436,111	A	$0.25	8,137,001	I(1)(2)(3)(4)(5)(10)	See Footnotes(1)(2)(3)(4)(5)(10)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Purchase Warrants	$0.25	12/31/2010		O			4,436,111	(7)	(7)	Common Stock(7)	4,436,111	$0	2,250,000	D
Series B Convertible Preferred Stock	$0.76	12/31/2010		J(6)		13,665,780		(8)	(9)	Common Stock	13,665,780	$0.76	13,665,780	I(1)(2)(3)(4)(5)(10)	See Footnotes(1)(2)(3)(4)(5)(10)

1. Name and Address of Reporting Person* Enable Global Capital, LLC (Last) (First) (Middle) ONE FERRY BUILDING, SUITE 255 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Enable Growth Partners L P (Last) (First) (Middle) 1 FERRY BUILDING SUITE 255 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Enable Opportunity Partners L P (Last) (First) (Middle) ONE FERRY BLVD SUITE 255 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Levine Mitchell S (Last) (First) (Middle) ONE FERRY BUILDING, SUITE 255 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. On December 31, 2010, pursuant to a Securities Exchange and Amendment Agreement (the "Exchange Agreement"), Etelos, Inc. ("Company"), Etelos IP Holding Company, a subsidiary of the Company, Enable Growth Partners, L.P., a Delaware limited partnership ("EGP"), Enable Opportunity Partners, L.P., a Delaware limited partnership ("EOP" and, together with EGP, the "Investors") and Pierce Diversified Strategy Master Fund, LLC, a Delaware limited liability company ("Pierce") agreed to certain transactions, including the exchange of debt securities of the Company in the aggregate principal amount of $10,200,697.83 held by the Investors into an aggregate of 13,665,780 shares of Series B Convertible Preferred Stock of the Company and the exercise by EGP of warrants to purchase 4,436,111 shares of Common Stock at an exercise price of $0.25. (continue on Footnote 10)

2. As of December 31, 2010, the Investors collectively held (i) 8,137,001 shares of Common Stock, (ii) warrants to purchase up to 2,250,000 shares of Common Stock at an exercise price of $0.01 which terminate on September 30, 2016 ("Warrants"), (iii) a 10% Senior Secured Convertible Debenture in the outstanding principal amount of $1,500,000, which is convertible into shares of Common Stock with a conversion rate of $0.50 ("Debenture") and (iv) 13,665,780 shares of Series B Convertible Preferred Stock which are convertible into shares of Common Stock with a conversion rate of (a) $0.25 with respect to the first $1,245,708.34 of Stated Value, (b) $0.50 with respect to the next $827,708.33 of Stated Value, (c) $1.35 with respect to the next $6,427,424.93 of Stated Value and (d) $0.75 with respect to the next $1,699,856.23 ("Preferred Stock"). (continue on footnote 3)

3. The Warrants, Debenture and Preferred Stock each contains an issuance limitation prohibiting the Investors from exercising or converting those securities to the extent that such exercise or conversion would result in beneficial ownership by the Investors of more than 4.99% of the outstanding Common Stock.

4. Enable Global Capital, LLC, a Delaware limited liability company ("EGC"), was formerly known as Enable Capital Management, LLC. EGC is the investment manager and general partner of the Investors. As general partner and investment manager of the Investors, EGC possesses voting and investment power over the securities held by the Investors as reported on this Form 4. Mitchell S. Levine is the Managing Member of EGC and has voting and investment power over the securities held by the Investors as reported in this Form 4. Thus, for the purposes of Reg. Section 240.13d-3, EGP, EOP, EGC and/or Mitchell S. Levine may be deemed to be beneficial owners of more than 10% of the shares. EOP disclaims beneficial ownership of the securities of the Company held by EGP, except to the extent of such person's pecuniary interest in EGP, if any. (continue on footnote 5)

5. EGP disclaims beneficial ownership of the securities of the Company held by EOP, except to the extent of such person's pecuniary interest in EOP, if any. Each of EGC and Mitchell S. Levine disclaims beneficial ownership of the securities of the Company held by the Investors except to the extent of such person's pecuniary interest in the Investors, if any. The filing of this statement shall not be deemed an admission that any person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by or described in this statement.

6. The shares of Series B Convertible Preferred Stock were acquired via an exchange offer by the Company.

7. The exercised warrants were comprised of 7 different warrants which had different dates for initial exercise and expiration.

8. Immediately

9. N/A

10. The aggregate exercise price on the warrants paid by EGP was $1,109,027.75. The securities of the Company that are registered in the name of Pierce are beneficially owned by EGP.

	/s/ Mitchell S. Levine, Managing Member of Enable Global Capital, LLC	05/16/2011
	/s/ Mitchell S. Levine, Managing Member of Enable Global Capital, LLC, General Partner of Enable Growth Partners, L.P.	05/16/2011
	/s/ Mitchell S. Levine, Managing Member of Enable Global Capital, LLC, General Partner of Enable Opportunity Partners, L.P.	05/16/2011
	/s/ Mitchell S. Levine	05/16/2011
	** Signature of Reporting Person	Date
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