SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934 FILING NO. 2 FOR THE MONTH OF NOVEMBER 2008 INDUSTRIAL DEVELOPMENT BANK OF ISRAEL LIMITED (Translation of Registrant's name in English) 82 MENAHEM BEGIN ROAD, TEL AVIV, ISRAEL (Address of principal executive offices) 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 the registrant 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-________ INDUSTRIAL DEVELOPMENT BANK OF ISRAEL LIMITED 1. On November 13, 2008, the Industrial Development Bank of Israel Limited ("Registrant") issued an Immediate Report giving notice that at its meeting on November 12, 2008, the Bank's Board of Directors passed a resolution to redeem the Capital Notes issued by the Bank in 1974 and known as: 7.5% Registered Subordinated Capital Notes Due 1998. The redemption date set by the Board of Directors is December 31, 2008. On that date, the semi-annual interest payment for the Capital Notes will also be paid. Pursuant to the terms by which the Capital Notes were issued, the redemption will be made at a premium of 5% above their face value. The redemption to holders of the Notes who reside in the United States will be carried out by Bank of New York Mellon, who serves as "the trustee" for the Capital Notes. A translation of the Immediate Report is included as Exhibit 1 to this Form 6-K. 2. In addition, on November 13, 2008, the Bank issued three Immediate Reports giving notice of the cessation of servive of three of the Bank's directors: Ms. S. Eshbol, Mr. Y. Beinisch and Mr. M. Gavish, as of the above date. A translation of the three Immediate Reports are included as Exhibits 2-4 to this Form 6-K. FORWARD-LOOKING STATEMENTS This report on Form 6-K, and the Immediate Reports attached hereto, contain both historical and forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements are not historical facts, but only predictions, and generally can be identified by the use of statements that include phrases such as "believe," "expect," "anticipate," "intend," "plan," "foresee" or other words or phrases of similar import. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements. These forward-looking statements are based on our current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those currently anticipated. The forward-looking statements included in this report on Form 6-K and in the Immediate Reports are made only as of the date hereof and we undertake no obligation to publicly update these forward-looking statements to reflect new information, future events or otherwise. Our actual results, performance and achievements could differ materially from any future results, performance or achievements expressly predicted or implied by these forward looking statements. The important factors which may cause actual results to differ from the forward-looking statements contained herein and in the Immediate Report include, but are not limited to, the following: general economic and business conditions; the implementation of the government's resolution concerning the privatization of the Bank and the implementation of the arrangement and compromise scheme between the Bank and its shareholders regarding, among other things, the sale of the shares of the Bank, about which the Bank filed an application for the approval of the court; the continued availability of our line of credit from the Bank of Israel; the government's and/or the Bank of Israel's resolutions regarding our future operations; our ability to collect on existing loans; operating costs for our remaining business activities; and the ability to retain employees for our remaining business activities. Although we believe that the assumptions underlying the forward-looking statements contained herein and in the Immediate Reports are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein and in the 2007 annual financial report, the inclusion of such information should not be regarded as a representation by us or any other person that our objectives and expectations will be achieved. Potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on these forward-looking statements. In light of these risks, uncertainties and assumptions, the forward-looking events might or might not occur. We cannot assure you that projected results or events will be achieved. SIGNATURES 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. INDUSTRIAL DEVELOPMENT BANK OF ISRAEL LIMITED Date: November 13, 2008 By: /s/ Michael Warzager ------------------------ Michael Warzager General Counsel By: /s/ Natan Atlas ------------------------ Natan Atlas General Secretary