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. 3 FOR THE MONTH OF JUNE 2009

                  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

On June 29, 2009, the Industrial Development Bank of Israel Limited
("Registrant" or "Bank") publishd an Immediate Report stating that in light of
the possible privatization of the Bank, of which the steps to move it forward
are now taking place, the Bank and the Ministry of Finance held discussions
regarding the payment of the deposits of the State of Israel with the Bank and
regarding settling reciprocal financial claims between the Bank and the State.
As a result of these discussions, on June 29, 2009 a protocol was signed,
summarizing the discussions between the Bank and the Ministry of Finance.

The purpose of the above understandings is to settle the reciprocal claims and
to close the accounting between the Bank and the State for various items, and
thus also simplify and clarify the relationship between the Bank and the State
prior to the expected privatization of the Bank.

The summary of the discussions points out that the understandings are subject to
the approval of all of the required parties in the office of the
accountant-general and the approval of the organs of the Bank, including its
General Meeting.

A translation of the Immediate Report is attached hereto as Exhibit 1.





                           FORWARD-LOOKING STATEMENTS

This report on Form 6-K, including the Immediate Report issued by the Registrant
(a copy of which is included in this report on Form 6-K as Exhibit 1), 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 the Immediate
Report 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 2008 annual financial 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 compromise and arrangement plan between the Bank and its
shareholders regarding, among other things, the sale of the shares of the Bank,
a plan which was approved by the Bank's shareholders on October 30, 2008 and
November 6, 2008 and by the Tel Aviv District Court on November 24, 2008; the
outcome of the sale process begun on April 6, 2009 in accordance with the above
government's resolution and the above plan; the government'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 Report 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 2008 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: June 30, 2009                                  By: /s/ Michael Warzager
                                                     ------------------------
                                                     Michael Warzager
                                                     General Counsel


                                                     By: /s/ Natan Atlas
                                                     ------------------------
                                                     Natan Atlas
                                                     Corporate Secretary