Exhibit 99.4

SCAILEX CORPORATION LTD.

PRO FORMA REPORT

AT SEPTEMBER 30, 2008

SCAILEX CORPORATION LTD.

Condensed consolidated pro forma reports

	Period of nine months ended September 30						Period of three months ended September 30						Year ended December 31
	2008			2007			2008			2007			2007
	NIS in Thousands


Income		406,683			343,776			143,324			129,708			530,927
Cost of income		(312,867	)		(263,995	)		(107,629	)		(98,391	)		(408,453	)

Gross profit		93,816			79,781			35,695			31,317			122,474


Sale and marketing expenses		(35,362	)		(33,788	)		(13,145	)		(11,068	)		(45,988	)
General and administrative expenses		(43,075	)		(32,425	)		(11,010	)		(11,417	)		(50,598	)
Other expenses		308,892			640			(79	)		21			43,758


Operating profit		324,271			14,208			11,461			8,853			69,646

Financing income		27,957			36,614			16,466			10,470			50,516
Financing expenses		(4,743	)		(14,294	)		(2,542	)		(11,906	)		(29,530	)

Financial income (expenses), net		23,214			22,320			13,924			(1,436	)		20,986


Income before taxes on income		347,485			36,528			25,385			7,417			90,632
Tax benefit (taxes on income)		(959	)		25,818			-			293			25,638


Net income from continuing operations		487,802			62,346			25,385			7,710			116,270
Net income (loss) from discontinued operations		10,769			(908	)		(147	)		(2,253	)		5,503

Net income for the period		357,295			61,438			25,238			5,457			121,773


Attributed to:
Company shareholders		354,502			75,981			25,245			19,463			137,679
Minority shareholders		2,793			(14,543	)		(7	)		(14,006	)		(15,906	)

		357,295			61,438			25,238			5,457			121,773


Earnings per share for the Company shareholders (NIS):
Basic:
From continuing operations		12.81			1.63			0.67			0.20			3.05
From discontinuing operations		0.21			(0.02	)		(0.0	)		(0.06	)		0.14

		13.02			1.61			0.67			0.14			3.19


Number of shares (in thousands)		30,090			38,200			37,820			38,200			38,164

Note 1 – Description of the pro forma event and the presentation basis

General

The Pro Forma Financial Statements are prepared in conformance with the provisions of regulation 9.a. of the Securities Regulations (Financial Statements and Immediate Reports),5730 – 1970.

The pro forma event

On September 29, 2008, the Company purchased the end-equipment operations and the retail cellular operations (“the Cellular Operations”) of Suny, which was transacted through Suny’s subsidiaries, Suny Telecom (1994) Ltd. (“Suny Telecom”) and Dyn Dynamic Ltd. (“Dynamica”). In consideration for the purchase of the Cellular Operations, the Company paid the inclusive sum of NIS 255.8 million. The purchase price was determined pursuant to a valuation of the operations being acquired, which was based on the total assets and liabilities being transferred, as presented in the Financial Statements of the subsidiaries as on June 30, 2008 (“the Capital Being Transferred”). The determinant Capital Being Transferred is the Capital Being Transferred as on the transaction closing date, and the consideration for the purchase of the Operations was updated, according to its value on this date, to the inclusive sum of approximately NIS 243.8 million.

The pro forma assumptions

The pro forma data were prepared on the basis of the financial data of the Company, Suny Telecom and Dynamica. The pro forma data reflect the consolidated operating results had the operations been purchased on January 1, 2007.

Note 2 – Pro forma adjustments

Purchase value

The book value of the assets acquired, according to the books of Suny Telecom and Dynamica as on September 29, 2008, is NIS 78,133 thousands.

Purchase Price Allocation

Pursuant to acquisition accounting, the purchase cost is allocated to the tangible assets and the intangible assets being acquired and to liabilities that the buyer is assuming, based on their fair value valuations. The Company determined, temporarily, that the fair value of certain assets and liabilities shall be the same as their book value. External experts will be used to perform valuations of the assets and liabilities for the purpose of allocating the final purchase cost. Based on the initial valuations, the purchase value shall be allocated in the following manner:






Inventories	27,050			27,050
Other tangible assets	124,146		-	124,146
Goodwill	-		165,665	165,665
Liabilities	(73,063	)	-	(73,063	)

T o t a l	78,133		165,665	243,798

The purchase price allocation presented in this unaudited summary Pro Forma Statement is based on the initial valuations of the tangible and intangible assets, as described above. The final valuations and any updating of the preliminary interim valuations may differ from the initial valuations. Consequently, for the purpose of the final purchase price allocation, the sums that changed in relation to the purchase price allocation presented in these statements will have to be reclassified. Any material change in the valuations and the purchase cost allocation will have a material impact on the Company’s depreciation and amortization expenses, on this Pro Forma Statement and on the data in the Company’s Statement of Operations subsequent to the purchase transaction.

Intercompany transactions were neutralized for the purpose of the consolidation.

Scailex (SCIX) Inactive 6-KCurrent report (foreign)

Exhibit 99.4