B Communication — Legal Proceedings Report 2011

Nov 30, 2011

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 November 2011

B COMMUNICATIONS LTD.

(Name of Registrant)

2 Dov Friedman Street, Ramat Gan 52503, 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- __________

This Form 6-K is being incorporated by reference into the Registrant’s Form S-8 Registration Statement File No. 333-150173.

6907518.2

B COMMUNICATIONS LTD.

The following exhibit is attached:

• 99.1 Form of Immediate Report of Bezeq - The Israel Telecommunication Corp. Ltd. (“Bezeq”), a controlled subsidiary of the Registrant, filed with the Israel Securities Authority and the Tel Aviv Stock Exchange, with respect to a Notice of Claim and a motion to certify the claim as a class action filed against Pelephone Communications Ltd. with the District Court in Haifa.

6907518.2

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.

B COMMUNICATIONS LTD. (Registrant)

By /s/Doron Turgeman Doron Turgeman Chief Executive Officer

Date: November 29, 2011

6907518.2

EXHIBIT INDEX

EXHIBIT NO. DESCRIPTION

99.1

Form of Immediate Report of Bezeq - The Israel Telecommunication Corp. Ltd. (“Bezeq”), a controlled subsidiary of the Registrant, filed with the Israel Securities Authority and the Tel Aviv Stock Exchange, with respect to a Notice of Claim and a motion to certify the claim as a class action filed against Pelephone Communications Ltd. with the District Court in Haifa.

6907518.2

EXHIBIT 99.1

November 29, 2011

Immediate Report

To: The Tel Aviv Stock Exchange The Israeli Securities Authority

On November 28, 2011, Bezeq - The Israel Telecommunication Corp., Ltd. (the “ Company ”) received a notice from its subsidiary, Pelephone Communications Ltd. (" Pelephone ") that a claim together with a motion to certify the claim as a class action was filed against it in the District Court in Haifa.

The claim contends that Pelephone’s service centers are unlawfully recording its customers conversations.

The remedies sought in the claim are , among others, a declaratory judgment establishing that Pelephone violated the law, an injunction preventing Pelephone from proceeding with such recording of customers, an order to erase the existing tapes, and a monetary relief in the aggregate amount of NIS 285 million (according to the claim, the sum was calculated by multiplying a personal claim of NIS 100 by the number of Pelephone subscribers).

Pelephone is studying the claim and neither Pelephone nor the Company is able, at the present stage, to evaluate the likelihood of its success.

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.

6907518.2