B Communication — Major Shareholding Notification 2011

Mar 10, 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 March 2011

B COMMUNICATIONS LTD.

(Formerly known as 012 SMILE.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 [X]

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 [X]

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.

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B COMMUNICATIONS LTD.

The following exhibit is attached:

• 99.1 Press Release re B Communications Ltd. Increases its Holdings in Bezeq - The Israel Telecommunication Corp. Ltd., dated March 10, 2011.

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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/Eli Holtzman Eli Holtzman Chief Executive Officer

Date: March 10, 2011

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EXHIBIT INDEX

EXHIBIT NO.99.1	DESCRIPTION Press Release re B Communications Ltd. Increases its Holdings in Bezeq -The Israel Telecommunication Corp. Ltd., dated March 10, 2011

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EXHIBIT 99.1

B Communications Ltd. Increases its Holdings in Bezeq

Ramat Gan, Israel – March 10, 2011 – B Communications Ltd. (NASDAQ: BCOM) announced today that it has notified its subsidiary, Bezeq - The Israel Telecommunication Corp. Ltd. (“Bezeq”), that today it purchased 15,072,168 of Bezeq’s outstanding ordinary shares in brokerage transactions on the Tel Aviv Stock Exchange. The purchases bring B Communications’ ownership interest in Bezeq to approximately 30.83% of its outstanding shares.

About B Communications Ltd.

B Communications Ltd. (NASDAQ Global Select Market and TASE: BCOM) is a holding company with a single asset: the controlling interest (approximately 30.83%) in Bezeq (www.bezeq.co.il), Israel’s incumbent telecommunications provider. Bezeq is the leading player in the majority of Israel’s telecommunications markets, including its fixed-line and mobile voice and data, broadband, international long distance, multichannel pay TV and other sectors. B Communications is a subsidiary of Internet Gold (approximately 76.78%-owned) (NASDAQ Global Select Market and TASE: IGLD) and is part of the Eurocom Group. For more information, please visit the following Internet sites:

www.eurocom.co.il http://igld.com www.bcommunications.co.il/ www.ir.bezeq.co.il/

For further information, please contact:

Idit Azulay – IR director i.azulay@igld.com / Tel: +972-3-924-0000

Investor relations contacts: Mor Dagan - Investor Relations mor@km-ir.co.il / Tel: +972-3-516-7620

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