SecProbe.io

October 17, 2019
Leandro Iglesias
Chief Executive Officer
iQSTEL Inc.
300 Aragon Avenue, Suite 375
Coral Gables, FL 33134
Re:iQSTEL Inc.
Amendment No. 5 to
Offering Statement on Form 1-A
Filed September 25, 2019
File No. 024-10950
Dear Mr. Iglesias:
            We have reviewed your amended offering statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your offering statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your offering statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our June 11, 2019 letter.
Amendment No.5 to Form 1-A filed September 25, 2019
Management's Discussion and Analysis
Operating Expenses, page 8
1.For six months ended June 30, 2019, please expand to discuss the underlying factors that
caused operating expenses with material changes i.e. Salaries, Wages and Benefits,
Professional fees and Advertising costs.

 FirstName LastNameLeandro Iglesias
 Comapany NameiQSTEL Inc.
 October 17, 2019 Page 2
 FirstName LastName
Leandro Iglesias
iQSTEL Inc.
October 17, 2019
Page 2
Description of Business
Recently completion of Acquisition of SwissLink Carrier AG, page 24
2.Please file the SwissLink acquisition agreement as an exhibit as well as the material
outstanding loans from the seller of SwissLink that are referenced in the agreement and on
page 24 of the offering circular.
Security Ownership of Certain Beneficial Owners and Management, page 37
3.Please re-insert Metrospaces Inc. in the beneficial ownership table.
Consolidated Financial Statemetns as of and for Period Ended June 30, 2019
Notes to the Unaudited Consolidated Financial Statements
Note 13 - Subsequent Events , page F-29
4.You indicated that you issued 187,500 shares for the 51% equity interest of SwissLink
Carrier AG in August, 2019. We further note in Exhibit 15.3 Unaudited Pro Forma
Financial Statements that you issued 343,512 shares of common stock upon the closing of
the transaction. Please explain the discrepancies and revise accordingly.
Exhibit 15.2 Unaudited Financials for SwissLink Carrier AG for the Three Months Ended March
31, 2019, page 41
5.Please update and provide the unaudited interim financial statements and related footnote
disclosure of SwissLink Carrier AG as of and for the six months ended June 30, 2019.
Exhibit 15.3 Unaudited Pro Forma Combined Financial Statements , page 41
6.Please update to reflect the unaudited pro forma combined financial statements as of and
for the period ended June 30, 2019.
            You may contact Christie Wong, Staff Accountant, at 202-551-3684 or Robert S.
Littlepage, Accounting Branch Chief, at 202-551-3361, if you have questions regarding
comments on the financial statements and related matters.  Please contact Paul Fischer, Staff
Attorney, at 202-551-3415 or Kathleen Krebs, Special Counsel at 202-551-3350 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Scott Doney