B Communication — Notice of Dividend Amount 2015

Sep 21, 2015

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 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 September 2015

B COMMUNICATIONS 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 [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-

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B COMMUNICATIONS LTD.

EXPLANATORY NOTE

The following exhibit is attached:

99.1 B Communications Ltd. Expects to Receive Approximately NIS 286 Million in Dividends from Bezeq.

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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/Doron Turgeman Doron Turgeman Chief Executive Officer

Date: September 21, 2015

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EXHIBIT INDEX

The following exhibit is attached:

99.1 B Communications Ltd. Expects to Receive Approximately NIS 286 Million in Dividends from Bezeq.

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EXHIBIT 99.1

B Communications Ltd. Expects to Receive Approximately NIS 286 Million in Dividends from Bezeq

Ramat-Gan, Israel, September 21, 2015 - B Communications Ltd. (Nasdaq and TASE: BCOM) ("B Communications") announced today that on September 21, 2015 shareholders at the General Meeting of its controlled subsidiary, Bezeq - The Israel Telecommunications Corp., Ltd. ("Bezeq"), approved the payment of a dividend of NIS 933 million to Bezeq's shareholders. The dividend, which is based on Bezeq's dividend distribution policy, is expected to be paid on October 26, 2015. B Communications expects to receive approximately NIS 286 million (approximately US$ 74 million at current exchange rates) from this distribution.