Item 2.02 Results of Operations and Financial Condition.

On April 1, 2009, Xfone, Inc. (the "Company") issued a press release regarding the Company's financial results for the three months and year ended December 31, 2008. A copy of the press release is attached hereto as Exhibit 99.1.

In accordance with General Instructions B.2 of Form 8-K, the information in this Current Report on Form 8-K (including the exhibit) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

Exhibit No. Description
99.1 Press Release of the Company dated April 1, 2009.

-2-

---