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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) April 7, 2005

GLOBAL NATIONAL COMMUNICATIONS CORP.
(Exact name of registrant as specified in its charter)

NEVADA	000-50120	N/A
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer ID)
:2/F Hang Wei Bldg. Road 2 North Hi-Tech Park Shenzhen, Guangdong Peoples Republic of China
(Address of principal executive offices and Zip Code)

(86755) 26994588
(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 (see General Instruction A.2. below):

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

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

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

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~UNITED STATES~~ITEM ~~SECURITIES~~1.01 ENTRY ~~AND~~INTO ~~EXCHANGE~~A ~~COMMISSION Washington,~~MATERIAL ~~D.C. 20549 _________________________~~AGREEMENT

~~FORM~~On April 7, 2005, Global National Communications Corp. (the “Registrant”) entered into a Securities Purchase Agreement (the “Stock Purchase Agreement”) with the Purchasers listed in Schedule 1 thereto providing for the issuance by the Registrant to the Purchasers of up to $7,000,000 8-K% Fixed Price Convertible ~~CURRENT~~Debentures ~~REPORT~~(the “Debentures”). Subject to certain provisions described below, ~~Pursuant~~the Debentures are convertible, at the option of the holder, at a conversion price of $4.00 (the “Conversion Price”). If at the close of trading on the tenth trading day following the effective date of the Registration Statement (defined below), the closing price of the Registrant’s common stock is less than $5.00 or the volume weighted average price for the previous ten trading days is less than $5.00, the Conversion Price will be reset to ~~Section~~$3.50. 13The term of the Debentures is three years from the date of issuance. Commencing six months from the closing the Registrant is required to reduce the principal amount on the Debentures by 1/10th per quarter, payable in cash or 15shares if the shares are: (d1) covered by the Registration Statement (defined below); and (2) the closing price for the Registrant’s shares is at least 110% of the Conversion ~~Securities~~Price ~~Exchange~~for ~~Act~~each of ~~1934~~the five trading days prior to the payment date. The Registrant may redeem the Debentures upon at least twenty days prior written notice, assuming the shares issuable upon conversion of the Debentures have been registered and the trading price of the Registrant’s shares, subject to volume limitations, exceeds 200% of the Conversion Price for a period of ten days.

~~Date~~As a condition to the closing, certain of ~~Report~~the Registrant’s shareholders entered into ~~September~~a pledge agreement (the “Pledge Agreement”) pursuant to which such shareholders agreed to pledge 100,000 shares as collateral for each $1,000,000 ~~2004~~of the Debentures sold.

~~ZEOLITE~~In connection ~~MINING~~with ~~CORPORATION~~the Debentures, the Registrant shall issue warrants (the “Warrants”) to purchase up to 100% of the shares issuable upon conversion of the Debentures. The Warrants have an exercise price of $4.50 per shares.

NEVADA	000-50120	N/A
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer ID)

On April 7, 2005, the Registrant also entered into a Registration Rights Agreement with the investors signatory thereto, which provides that on or prior to 45 days after a closing, of which one occurred on April 7, 2005, the Registrant shall prepare and file with the Commission a registration statement (“Registration Statement”) covering the resale of all of the Registrable Securities (defined as the shares issuable upon conversion of the Debentures and the shares issuable upon exercise of the Warrants). If the registration statement is not filed within 45 days or is, for any reason, not declared effective within 120 days, the Registrant shall pay liquidated damages to the investors. Such damages shall be paid in cash in an amount equal to .5% of the aggregate amount of the Debentures purchased by the investor for the first 30 days (or part thereof) after either the filing date or effective date of the Registration Statement, and for any subsequent 30-day period (or part thereof), thereafter.

~~2272~~The investors W.have ~~Seventh~~contractually ~~Avenue,~~agreed ~~Suite~~to ~~318~~restrict their ability to convert the ~~Vancouver,~~Debentures ~~British~~and ~~Columbia~~exercise the warrants and receive shares of the Registrant’s ~~Canada V6K~~common ~~1Y2~~stock such that the number of shares of the Registrant held do not exceed 9.9% of the Registrant’s issued and outstanding shares.

~~(604)~~ ITEM 2.03 ~~731~~CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-~~7040~~BALANCE SHEET ARRANGEMENT OF A REGISTRANT The information included in Items 1.01 and 3.02 of this current report on Form 8-K are incorporated by reference into this Item 2.03 of this current report on Form 8-K.

~~Check~~ITEM 3.02 UNREGISTERED ~~the~~SALES ~~appropriate~~OF ~~box~~EQUITY ~~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):~~SECURITIES

[On ]April 7, ~~Written~~2005, ~~communications~~ pursuant to ~~Rule 425 under~~ the Securities ~~Act~~Purchase ~~(17~~Agreement, ~~CFR~~the ~~230.425)~~Registrant [sold ]to the ~~Soliciting~~Purchasers, ~~material~~ pursuant to ~~Rule~~Section ~~14a-12~~4(2) ~~under~~of the ~~Exchange~~Securities Act ~~(17~~of ~~CFR~~1933, ~~240.14a-12)~~as amended [(the ]"Securities ~~Pre-commencement~~Act"), ~~communications~~and ~~pursuant~~Rule to506 ~~Rule~~promulgated ~~14d-~~thereunder, $2~~(b)~~,205,000 aggregate ~~under~~amount of the ~~Exchange~~Debentures ~~Act~~and ~~(17~~issued ~~CFR~~Warrants ~~240.14d-2(b))~~to [purchase ]up ~~Pre-commencement~~to ~~communications~~100% ~~pursuant~~of the toshares ~~Rule~~issuable ~~13e-4(c)~~upon ~~under~~conversion of the ~~Exchange~~Debentures. ~~Act~~Duncan ~~(17~~Capital LLC received commissions ~~CFR~~for serving ~~240~~as placement agent in the amount of $176,400.~~13e-4(c))~~

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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On August 12, 2004, Zeolite Mining Corporation, ("Zeolite") entered into a Stock Exchange Agreement and Plan of Reorganization (the "Agreement") with its principal shareholders, Alan Brandys ("Brandys') and Douglas Hopper ("Hopper") collectively the "Zeolite Shareholders"; Global National Communications Corporation, a British Virgin Island corporation ("Global"); and, all of the shareholders of Global ("Global Shareholders") wherein Zeolite agreed to issue to the Global Shareholders 9,800,000 restricted shares of common stock in exchange for all of the issued and outstanding shares of Global owned by the Global Shareholders. Currently there are 6,138,000 Global shares outstanding.

Further, Zeolite will issue 1,450,000 restricted shares of common stock to Yarek Bartoz; 1,300,000 restricted shares of common stock to Jia Na De Financing Consulting Company; 1,000,000 shares of common stock to Maple Leaf Enterprises; and, 312,000 restricted shares of common stock to Wilfred Yu (collectively the "Investor Shareholders"). 500,000 of the shares issued to the Investor Shareholders will be placed in escrow. The 500,000 shares will be released from escrow to the Investor Shareholders if Zeolite, through the efforts of the Investor Shareholders, obtains a commitment for qualified financing within 60 days of Closing. Qualified financing means a cash investment in Zeolite of at least $2,000,000 in exchange for Zeolite common stock or preferred stock with a minimum price per share of $1.00. In the event that the Investor Shareholders do not obtain a commitment for at least $2,000,000 within 60 days of Closing, then the Global Shareholders will receive the 500,000 escrowed shares in consideration of $500,000.

In addition, Brandys and Hopper will return 5,000,0000 Zeolite shares of common stock owned by them to the Zeolite treasury and the shares will be cancelled.

After the exchange is completed, assuming Brandys and Hopper return their 5,000,000 shares of common stock to Zeolite; 4,062,000 shares are issued to the Investor Shareholders; and, 9,800,000 shares are issued to Global Shareholders, there will be 15,000,000 shares of Zeolite's common stock outstanding. 1,138,000 shares will be free trading and 13,862,000 shares be restricted securities as that term is defined in Rule 144 of the Securities Act of 1933, as amended.

At Closing Brandys will be replaced as president, principal executive officer, treasurer, principal accounting officer, and principal financial officer and Wan Hanqing will be appointed president and chief executive officer and Wu Wenbin will be appointed treasurer and chief financial officer. Also, Hopper will be replaced by Peng Xiaoyan as secretary.

Further, Brandys and Hopper will resign as directors of Zeolite and Wang Hanqing, Wu Wenbin, Peng Xiaoyan and Charles Shao will be appointed to the board of directors to replace Brandys and Hopper.

Closing of the transaction is expected to occur one business day following the completion of the conditions contained in Article V of the Agreement, but in no event later than September 30, 2004.

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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c)	~~(c)~~Exhibits	~~Exhibits~~	~~Document Description~~
		10.1	Stock Exchange Agreement and Plan of Reorganization
	Exhibit No.	Title
	4.1	Securities Purchase Agreement, dated as of April 7, 2005
	4.2	Registration Rights Agreement, dated as of April 7, 20005
	4.3	Pledge Agreement, dated as of April 7, 2005
	4.4	Form of 8% Fixed Price Convertible Debentures
	4.5	Form of Warrant issued in connection with the 8% Fixed Price Convertible Debentures

~~SIGNATURE~~-2-

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 this 1st day of September, 2004.


Dated this 11th day of April, 2005.	GLOBAL NATIONAL COMMUNICATIONS CORP.

	By:	/s/ Wang Hanquing

		Wang Hanquing, President and Chief Executive Officer,

ZEOLITE MINING CORPORATION BY: /s/ Alan Brandys Alan Brandys, President, Principal Executive Officer, Treasurer, Principal Financial Officer and a member of Board of Directors.

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