UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K


     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


       Date of Report (Date of earliest event reported): December 17, 2008

                        CHINA WI-MAX COMMUNICATIONS, INC.
                    ----------------------------------------
             (Exact name of registrant as specified in its charter)


           Nevada                      000-53268                61-1504884
- -------------------------------    ------------------    -----------------------
 State or other jurisdiction         (Commission             I.R.S. Employer
    of incorporation or               File Number)          Identification No.
       organization

             1905 Sherman Street, Suite 335, Denver, Colorado 80203
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               (Address of principal executive offices) (Zip Code)

               Registrant's telephone number, including area code:
                                  303-668-0199



           -----------------------------------------------------------
              (Former name, former address and former fiscal year,
                         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.

[_]  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR240.14d-2(b))
[_]  Soliciting  material  pursuant  to  Rule  14a-12  under  Exchange  Act  (17
     CFR240.14a-12)
[_]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR240.14d-2(b))
[_]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR240.13e-4(c))






                SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On December 17, 2008, China Wi-Max Communications, Inc. and Wang Zheng signed an
Amended and Restated  Declaration of Trust.  The amendment is attached hereto as
Exhibit 10.1.

On December  17, 2008 China  Wi-Max  Communications,  Inc.  also  entered into a
Security  and Pledge  Agreement  with  Beijing  Gao Da Yang Guang  Communication
Technology,  Ltd. The  Agreement  is attached  hereto in its entirety as Exhibit
10.2.


                  SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

        a)      Financial Statements of business acquired -  None

        b)      Pro Forma Financial Information - None

        c)      Shell Company Transactions - None

        d)      Exhibits -

                  10.1 - Amended and Rested Declaration of Trust
                  10.2 - Security and Pledge Agreement


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.



                        CHINA WI-MAX COMMUNICATIONS, INC.
                        --------------------------------
                                  (Registrant)

                            Dated: December 19, 2008


                               /s/George E. Harris
                         ------------------------------
                         George E. Harris, President












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