Internet Gold-Golden Lines Ltd.

Foreign Filer Report • Jan 20, 2018

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

F O R M 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2018

INTERNET GOLD-GOLDEN LINES LTD. (Name of Registrant)

2 Dov Friedman Street, Ramat Gan 5250301, Israel (Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐ No ☒

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________

1

INTERNET GOLD-GOLDEN LINES LTD.

The following exhibit is attached:

• 99.1 A report of Bezeq The Israel Telecommunication Corp. Ltd., a controlled subsidiary of B Communications, itself a subsidiary of Internet Gold.
• 99.2 Eurocom's Notice.

SIGNATURE

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, thereunto duly authorized.

Internet Gold-Golden Lines Ltd. (Registrant)

By /s/ Doron Turgeman

Doron Turgeman Chief Executive Officer

Date: January 18, 2018

EXHIBIT NO. DESCRIPTION

99.1	A report of Bezeq - The Israel Telecommunication Corp. Ltd., a controlled subsidiary of B Communications, itself a subsidiary of
	Internet Gold.

99.2 Eurocom's Notice.

Bezeq The Israel Telecommunication Corporation Ltd. (the "Company" or "Bezeq")

To: To:

The Israel Securities Authority The Tel Aviv Stock Exchange Ltd.

At the request of the Securities Authority, and regarding the media reports on the subject, the Company hereby provides notification that on January 16, 2018, the Deputy acting Chairman of the Company's Board of Directors, Mr. David Granot, was sent an inquiry from Elliott Advisors (UK) Limited ("Elliot") whereby Elliot, together with funds it advises, presumably holds "an economic interest of 4.8% in the Company."

In its inquiry, Elliott proposes, among other things, implementing a number of measures, including: simplifying the ownership structure of the Company by removing at least one of the three layers in the chain of holdings therein; the resignation of directors of the Company who are affected by an investigation by the Securities Authority or are related to Eurocom Communications Ltd., the controlling shareholder in the Company, and their replacement by professional directors who will be elected by an independent special committee of the Company's Board of Directors, after consultation with key shareholders in the Company and with the approval of the shareholders' meeting; and that in the event of a change or exchange of the ultimate controlling shareholders of the Company, the appointment of the directors of the Company shall be made after consultation with key shareholders in the Company and with the approval of the shareholders' meeting.

Elliott proposed to hold a discussion of such measures with the Deputy Chairman of the Company's Board of Directors, and intends to meet with its representatives.

The Company is examining Eliot's inquiry, and is unable at the present stage to relate to the inquiry substantively and/or to evaluate its implications.

The above information constitutes a translation of the Immediate Report published by the Company. The Hebrew version was submitted by the Company to the relevant authorities pursuant to Israeli law, and represents the binding version and the only one having legal effect. This translation was prepared for convenience purposes only.

EXHIBIT 99.2

Further to the Company's previous report with respect to Eurocom Communications Ltd. ("Eurocom Communications") notice that an application had been filed by Eurocom Communications and by other private companies in the Eurocom Group, with the Tel- Aviv-Jaffa District Court, for an order to convene creditor meetings for the purpose of approving an arrangement pursuant to Section 350 of the Companies Law, 5759-1999, and in accordance with the Companies Regulations (Application for a Settlement or Arrangement), 5762-2002 - Eurocom notified the Company that the meetings were summoned to January 30, 2018.