Item 4.01 Changes In Registrant's Certifying Accountant.

On May 19, 2009, Xfone, Inc. (the "Company") filed a Current Report on Form 8-K (the "Initial 8-K") reporting the dismissal of Stark Winter Schenkein & Co., LLP ("SWS") as the Company's Independent Certified Public Accountants and the engagement of Virchow, Krause & Company, LLP and Baker Tilly (Horowitz Idan Goldstein Sabo Tevet) (formerly, Goldstein Sabo Tevet), independent members of Baker Tilly International, as the Company's new independent accountants. In accordance with the requirements of Item 304(a) of Regulation S-K, the Company furnished SWS with a copy of the Initial 8-K and requested from SWS a letter addressed to the U.S. Securities and Exchange Commission stating whether it agrees with such statements, made by the Company in response to Item 304(a) of Regulation S-K and, if not, stating the respects in which it does not agree. SWS' letter, which was not available at the time of filing of the Initial 8-K, was received on June 2, 2009. This Current Report on Form 8-K/A amends the Initial 8-K to file SWS' letter in accordance with the requirement of Item 304 of Regulation S-K. SWS' letter dated June 1, 2009 is filed as Exhibit 16.2 to this Current Report on Form 8-K/A.

Item 9.01 Financial Statements and Exhibits.

Exhibit No. Description
16.2 Letter from SWS dated June 1, 2009

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