Empresas y finanzas

Partner Communications Reports First Quarter 2008 Results

Partner Communications Company Ltd. ("Partner" or "the Company")

(Nasdaq:PTNR)(TASE:PTNR), a leading Israeli mobile communications

operator, today announced its results for the first quarter of 2008. Partner

reported total revenues in Q1 2008 of NIS 1.6 billion (US$ 447 million)

EBITDA of NIS 533 million (US$ 150 million), and net income of

NIS 243 million (US$ 68 million).
Commenting on the quarter´s results, Partner´s

CEO, Mr. David Avner, said: "We are pleased with the results of the

first quarter of 2008, in which Partner again delivered a strong

performance and improved its EBITDA and net income margins. This

achievement should be appreciated in light of the intense competition

regulatory changes and our continued investment in our high-standard

customer service.
In the first quarter, we have again succeeded in realizing our strategy

to focus on the post-paid segment, resulting in the recruitment of 40

thousand high-quality post-paid subscribers, 60% of whom are business

customers. The number of our 3G subscribers has continued to grow

reaching above 750 thousand at quarter end, or 36% of our post-paid

subscriber base. Our content business serves as an important growth

driver, reaching revenues of approximately NIS 200 million. Partner will

continue to invest in introducing new content and media applications and

enrich its content offering in order to maintain our leadership in this

strategic area.
Partner is determined to become a player in the broadband residential

market and has several alternatives for doing so. Technology and

regulatory trends, worldwide and in Israel, including the recent

recommendations of the Gronau committee to promote full local loop

unbundling, enable new entrants to offer high quality multimedia and

content services by using various access methods. We are currently

actively working on establishing our non-cellular platform, which I

believe will be introduced at the beginning of next year."
Mr. Avner concluded: "I am certain that Partner´s core strengths and

leadership will enable us to broaden our product and service portfolio

and to provide a comprehensive and rich solution to our customers´

communication needs."
1 See "Use of

Non-GAAP Financial Measures" below (p10)
2 Equivalent to 39.7% of service revenues in

Q1 2008, compared with 36.2% of service revenues in Q1 2007
3 On January 1st

2008 the Company adopted a more conservative and rigorous policy for

recognizing prepaid subscribers. The aim of the new policy is to ensure

that purchased prepaid SIM cards are only recognized in the subscriber

base after the prepaid SIM cards are actually used by the prepaid

subscribers. The change had the effect of reducing the subscriber base

on January 1st, 2008 by

approximately 61,000 subscribers.

= = = = = = = = = = =

Key Financial and Operational Parameters

- - - - - -

- - - - - -

Q1 2007

Q4 2007

Q1 2008

Q1´08 vs Q4´07

Q1´08 vs Q1´07
- - - - - -

Revenues (NIS millions)

1,417.8

1,627.4

1,587.8

-2.4%

12.0%
- - - - - -

Operating Profit (NIS millions)

301.1

346.5

348.8

0.7%

15.8%
- - - - - -

Net Income (NIS millions)

195.8

301.9

243.3

-19.4%

24.2%
- - - - - -

Cash flow from operating activities net of investing activities (NIS

millions)

241.1

305.5

-20.0

-106.5%

-108.3%
- - - - - -

EBITDA (NIS millions)

454.9

501.3

532.6

6.2%

17.1%
- - - - - -

Subscribers (thousands) 4

2,703

2,860

2,823

-1.3%

4.4%
- - - - - -

Estimated Market Share (%)

32

32

32

-

-
- - - - - -

Quarterly Churn Rate (%)

4.4

4.0

5.1

1.1

0.7
- - - - - -

Average Monthly Usage per Subscriber (minutes)

323

345

359

4.1%

11.1%
- - - - - -

Average Monthly Revenue per Subscriber (NIS)

153

157

155

-1.3%

1.3%
- - - - - -

Financial Review
Partner´s Q1 2008 net revenues totaled NIS 1,587.8 million (US$

446.9 million), an increase of 12.0% from NIS 1,417.8 million in Q1 2007.
Service revenues increased by 6.7% from NIS 1,258.3 million in Q1

2007 to NIS 1,342.5 million (US$ 377.8 million) in Q1 2008. The increase

primarily reflects the growth in the subscriber base4

an increase in the weight of post-paid subscribers in our subscriber

base, higher average minutes of use, as well as an increase in content

and data revenues. This was partially offset by a decrease in average

revenue per minute resulting from competitive pressures and regulatory

intervention including the approximate 14% reduction in interconnect

tariffs which went into effect on March 1st 2008, the final reduction in the Ministry of Communications´ program of

mandated gradual reductions from 2005 to 2008.
Revenues from content and data excluding SMS were NIS 122.4

million (US$ 34.5 million) in Q1 2008, representing an increase of 40.8%

from Q1 2007, the equivalent of 9.1% of service revenues in Q1 2008

compared with 6.9% of service revenues in Q1 2007. Revenues from SMS totaled

NIS 75.9 million (US$ 21.4 million), increasing by 32.7% from Q1 2007

the equivalent of 5.7% of service revenues in Q1 2008, compared with

4.5% in Q1 2007.
Gross profit from services increased by 8.2% in Q1 2008

compared with Q1 2007, from NIS 499.9 million to NIS 540.9 million (US$

152.2 million). The increase reflects the higher service revenues

offset by a 5.7% increase in the cost of service revenues. The cost of

service revenues increased primarily due to additional depreciation

expenses of approximately NIS 36 million resulting from the accelerated

depreciation of the equipment to be replaced under an agreement with LM

Ericsson Israel Ltd. Most of the accelerated depreciation is expected to

be recorded during 2008, resulting in additional full year depreciation

expenses of approximately NIS 70 million.
Equipment revenues totaled NIS 245.3 million (US$ 69.0 million)

in Q1 2008, a 53.8% increase from NIS 159.5 million in Q1 2007. The

increase is primarily attributable to the higher proportion of 3G

handsets sold compared with 2G handsets. Gross loss on equipment in Q1 2008 was NIS 34.4 million (US$ 9.7 million), compared with NIS

53.9 million in Q1 2007, a decrease of 36.1%. This resulted from

increased use of more competitive airtime rate plan tariffs that offer

lower subsidies, as well as from a decrease in the cost per handset sold.
Overall, gross profit in Q1 2008 increased by 13.6%, from NIS

446.0 million in Q1 2007 to NIS 506.5 million (US$ 142.5 million) in Q1

2008.
Selling, marketing, general and administration expenses totaled

NIS 157.7 million (US$ 44.4 million) in Q1 2008, an 8.9% increase from

NIS 144.9 million in Q1 2007. The increase was due mainly to additional

costs of growing the subscriber base, including larger provisions for

doubtful accounts from receivables on handset sales and service revenues

and higher selling and distribution costs.
Overall, Q1 2008 operating profit was NIS 348.8 million (US$ 98.2

million), representing a 15.8% increase compared with NIS 301.1 million

in Q1 2007.
Quarterly EBITDA in Q1 2008 amounted to NIS 532.6 million (US$

149.9 million), equivalent to 39.7% of service revenues or 33.5% of

total revenues, an increase of 17.1% from NIS 454.9 million, 36.2% of

service revenues or 32.1% of total revenues, in Q1 2007.
Financial expenses in Q1 2008 were NIS 15.6 million (US$ 4.4

million), decreasing by 20.5% from NIS 19.6 million in Q1 2007. The

decrease is primarily due to an increase in gains from currency exchange

movements, partially offset by higher linkage expenses due to the higher

CPI level.
Quarterly net income in the first quarter 2008 was NIS 243.3

million (US$ 68.5 million), compared with NIS 195.8 million in Q1 2007

an increase of 24.2%.
Basic earnings per share or ADS, based on the average number of

shares outstanding during Q1 2008, was NIS 1.55 (44 US cents), up by

23.0% from NIS 1.26 in Q1 2007.
4 See footnote 3 on page 1.
Funding and Investing Review
Cash flows generated from operating activities, net of cash flows

from investing activities totaled negative NIS 20.0 million (US$ 5.6

million) in Q1 2008, compared with NIS 241.1 million in Q1 2007, a

decrease of 108.3%. The decrease was primarily due to a decrease in cash

flows from operating activities of 75.8% from NIS 384.6 million in Q1

2007 to NIS 93.1 million (US$ 26.2 million) in Q1 2008, reflecting the

large increase in cash flows from operating activities in Q1 2007 due to

a change in payment terms to suppliers, as well as payments during Q1

2008 for handset inventories. This decrease was partially offset by a

decrease in cash flows used for investing activities which totaled NIS

113.1 million (US$ 31.8 million) in Q1 2008, a decrease of 21.2% from

NIS 143.5 million in Q1 2007.
In February 2008, the Board approved a share buy-back plan throughout 2008 in an amount of up to NIS 600 million, subject to

appropriate market conditions. As of March 31st

2008, the Company had repurchased approximately 625,000 of its shares at

an average price per share of NIS 77.61, for a total consideration of

approximately NIS 49 million.
The Board has approved the distribution of a dividend for Q1

2008 of NIS 1.24 (35 US cents) per share (in total approximately

NIS 195 million or US$ 55 million) to shareholders and ADS holders of

record on May 28th, 2008. The dividend will be

paid on June 12th, 2008.
Operational Review
On January 1st, 2008 the Company adopted a more

conservative and rigorous policy for recognizing prepaid subscribers.

The aim of the new policy is to ensure that purchased prepaid SIM cards

are only recognized in the subscriber base after the prepaid SIM cards

are actually used by the prepaid subscribers. The change had the effect

of reducing the subscriber base on January 1st

2008 by approximately 61,000 subscribers.
Approximately 24,000 net active subscribers joined the Company in

Q1 2008, comprising approximately 40,000 net active postpaid subscribers

joining the Company and 16,000 net active prepaid subscribers leaving

the Company. Following the change in the subscriber recognition policy

the Company´s active subscriber base at the end of Q1 2008 was

approximately 2,823,000, including approximately 727,000 business

subscribers (25.8% of the base), 1,381,000 postpaid private subscribers

(48.9% of the base) and 715,000 prepaid subscribers (25.3% of the base).

Total market share at the end of the quarter is estimated to be

unchanged at 32%.
The Company´s 3G subscriber base reached approximately 753,000 by

the end of Q1 2008, with approximately 120,000 subscribers joining the

3G network during the quarter.
The quarterly churn rate increased from 4.4% in Q1 2007 to 5.1%

in Q1 2008. The increase is generally explained by the effect of the

introduction of number portability in December 2007, with most of the

increase being attributable to higher churn in the prepaid segment

(churn does not include the impact of the change in subscriber

recognition policy).
Q1 2008 average monthly usage per subscriber (MOU) was 359 minutes, an

increase of 11.1% from 323 in Q1 2007. Average revenue per user (ARPU)

was approximately NIS 155 (US$ 44) in Q1 2008, an increase of 1.3% from

NIS 153 in Q1 2007.
Outlook and Guidance
Commenting on the Company´s results, Mr. Emanuel Avner, Partner´s Chief

Financial Officer said: "We are pleased that our trend of improvement in

operational and financial performance has continued this quarter. And

whilst free cash flow was negative in the quarter due to activities

related to the introduction of number portability, it is expected to

return to a normal level in the second quarter. Partner continues to

offer shareholders an attractive high dividend yield, and the ongoing

share buy-back program for 2008 provides for a further opportunity to

raise the EPS."
Mr. Avner added: "Our quarterly results and future prospects support the

annual guidance for 2008 we gave in the press release of February 6th

2008."
Conference Call Details
Partner Communications will hold a conference call to discuss the company´s

first quarter results on Monday, May 5th, 2008

at 17:00 Israel local time (10AM EST). This conference call will be

broadcast live over the Internet and can be accessed by all interested

parties through our investor relations web site at http://www.orange.co.il/investor_site/.
To listen to the broadcast, please go to the web site at least 15

minutes prior to the start of the call to register, download and install

any necessary audio software. For those unable to listen to the live

broadcast, an archive of the call will be available via the Internet (at

the same location as the live broadcast) shortly after the call ends

and until midnight of May 12th, 2008.
About Partner Communications
Partner Communications Company Ltd. ("Partner") is a leading Israeli

mobile communications operator providing GSM / GPRS / UMTS / HSDPA

services and wire free applications under the orangeâ„¢brand. The Company provides quality service and a range of features to

2.823 million subscribers in Israel (as of March 31st

2008). Partner´s ADSs are quoted on the NASDAQ

Global Select Marketâ„¢ and its shares are

traded on the Tel Aviv Stock Exchange (NASDAQ and TASE: PTNR).
Partner is a subsidiary of Hutchison Telecommunications International

Limited ("Hutchison Telecom"), a leading global provider of

telecommunications services. Hutchison Telecom currently offers mobile

and fixed line telecommunications services in Hong Kong, and operates

mobile telecommunications services in Israel, Macau, Thailand, Sri

Lanka, Ghana, Vietnam and Indonesia. It was the first provider of 3G

mobile services in Hong Kong and Israel and operates brands including "Hutch"

"3" and "orange".

Hutchison Telecom, a subsidiary of Hutchison Whampoa Limited, is a

listed company with American Depositary Shares quoted on the New York

Stock Exchange under the ticker "HTX" and shares listed on the Stock

Exchange of Hong Kong under the stock code "2332". For more information

about Hutchison Telecom, see www.htil.com.
For more information about Partner, see http://www.orange.co.il/investor_site/
Note: This press release includes forward-looking statements within

the meaning of Section 27A of the US Securities Act of 1933, as amended

Section 21E of the US Securities Exchange Act of 1934, as amended, and

the safe harbor provisions of the US Private Securities Litigation

Reform Act of 1995. We have based these forward-looking statements on

our current expectations and projections about future events. These

forward-looking statements are subject to risks, uncertainties and

assumptions about Partner.
Words such as "believe," "anticipate," "expect," "intend," "seek," "will," "plan," "could," "may," "project," "goal," "target" and

similar expressions often identify forward-looking statements but are

not the only way we identify these statements. All statements other than

statements of historical fact included in this press release regarding

our future performance (including our outlook and guidance for 2008)

plans to increase revenues or margins or preserve or expand market share

in existing or new markets, reduce expenses and any statements regarding

other future events or our future prospects, are forward-looking

statements.
Because such statements involve risks and uncertainties, actual

results may differ materially from the results currently expected.

Factors that could cause such differences include, but are not limited

to:

the effects of the high degree of regulation in the

telecommunications market in which we operate;

regulatory developments related to the implementation of number

portability;

regulatory developments relating to tariffs, including interconnect

tariffs, roaming charges, and SMS tariffs;

the difficulties associated with obtaining all permits required for

building and operating of antenna sites;

the requirement to indemnify planning committees in respect of

claims made against them relating to the depreciation of property

values or to alleged health damage resulting from antenna sites;

the effects of vigorous competition in the market in which we

operate and for more valuable customers, which may decrease prices

charged, increase churn and change our customer mix, profitability and

average revenue per user, and the response of competitors to industry

and regulatory developments;

regulatory developments which permit the Ministry of Communications

to require us to offer our network infrastructure to other operators

which may lower the entry barrier for new competitors;

uncertainties about the degree of growth in the number of consumers

in Israel using wireless personal communications services and the

growth in the Israeli population;

the risks associated with the implementation of a third generation

(3G) network and business strategy, including risks relating to the

operations of new systems and technologies, potential unanticipated

costs

uncertainties regarding the adequacy of suppliers on whom we must

rely to provide both network and consumer equipment and consumer

acceptance of the products and services to be offered, and the risk

that the use of internet search engines by our 3G customers will be

restricted;

the results of litigation filed or that may be filed against us;

the risk that, following a possible rearrangement of spectrum, we

may lose some of our frequencies or we may be allocated spectrum of

inferior quality;

the risks associated with technological requirements, technology

substitution and changes and other technological developments;

alleged health risks related to antenna sites and use of

telecommunication devices;

the impact of existing and new competitors in the market in which

we compete, including competitors that may offer less expensive

products and services, desirable or innovative products, technological

substitutes, or have extensive resources or better financing;

fluctuations in foreign exchange rates;

the possibility of the market in which we compete being impacted by

changes in political, economic or other factors, such as monetary

policy, legal and regulatory changes or other external factors over

which we have no control; and

the availability and cost of capital and the consequences of

increased leverage.

as well as the risks discussed in Risk Factors, Information on the

Company and Operating and Financial Review and Prospects in form 20-F

filed with the SEC on June 12th

2007. In light of these risks, uncertainties and assumptions, the

forward-looking events discussed in this report might not occur.
We undertake no obligation to publicly update or revise any

forward-looking statements, whether as a result of new information

future events or otherwise.
The financial results presented in this press release are preliminary

un-audited financial results.
The results were prepared in accordance with U.S. GAAP, other than

EBITDA which is a non-GAAP financial measure.
The convenience translations of the Nominal New Israeli Shekel (NIS)

figures into US Dollars were made at the rate of exchange prevailing at

March 31st, 2008: US $1.00 equals

NIS 3.553. The translations were made purely for the convenience of the

reader.
Use of Non-GAAP Financial Measure:
Earnings before interest, taxes, depreciation, amortization

exceptional items and capitalization of intangible assets (´EBITDA´) is

presented because it is a measure commonly used in the

telecommunications industry and is presented solely to enhance the

understanding of our operating results. EBITDA, however, should not be

considered as an alternative to operating income or income for the year

as an indicator of our operating performance. Similarly, EBITDA should

not be considered as an alternative to cash flow from operating

activities as a measure of liquidity. EBITDA is not a measure of

financial performance under generally accepted accounting principles and

may not be comparable to other similarly titled measures for other

companies. EBITDA may not be indicative of our historic operating

results nor is it meant to be predictive of potential future results.
Reconciliation between our net cash flow from operating activities

and EBIDTA is presented in the attached summary financial results.

= = = = = = = = = = =

PARTNER COMMUNICATIONS COMPANY LTD.
(An Israeli Corporation)
SUMMARY OPERATING DATA

- - - - - -

- - - - - -

Q1 2007

Q4 2007

Q1 2008
- - - - - -

Subscribers (in thousands)5

2,703

2,860

2,823
- - - - - -

Estimated share of total Israeli mobile telephone subscribers

32%

32%

32%
- - - - - -

Churn rate in quarter

4.4%

4.0%

5.1%
- - - - - -

Average monthly usage in quarter per subscriber (actual minutes use)

323

345

359
- - - - - -

Average monthly revenue in year per subscriber, including in-roaming

revenue (NIS)

153

157

155
- - - - - -

5 See footnote 3 on page 1

= = = = = = = = = = =

PARTNER COMMUNICATIONS COMPANY LTD.
(An Israeli Corporation)
CONDENSED CONSOLIDATED BALANCE SHEETS

- - - - - -

- - - - - -

New Israeli shekels

Convenience translation into U.S. dollars
- - - - - -

March 31

December 31

March 31

December 31

- - - - - -

2008

2007

2008

2007
- - - - - -

(Unaudited)

(Audited)

(Unaudited)

(Audited)
- - - - - -

In thousands
- - - - - -

Assets

- - - - - -

CURRENT ASSETS:

- - - - - -

Cash and cash equivalents

5,490

148,096

1,545

41,682
- - - - - -

Accounts receivable:

- - - - - -

Trade

1,163,594

1,120,842

327,496

315,464
- - - - - -

Other

75,293

55,273

21,192

15,556
- - - - - -

Inventories

220,902

143,022

62,173

40,254
- - - - - -

Deferred income taxes

51,269

46,089

14,430

12,972
- - - - - -

Total current assets

1,516,548

1,513,322

426,836

425,928
- - - - - -

INVESTMENTS AND LONG-TERM RECEIVABLES:

- - - - - -

Accounts receivable - trade

504,552

446,899

142,007

125,780
- - - - - -

Funds in respect of employee rights upon retirement

85,279

88,522

24,002

24,915
- - - - - -

589,831

535,421

166,009

150,695
- - - - - -

FIXED ASSETS, net of accumulated depreciation and

amortization

1,679,899

1,734,964

472,811

488,310
- - - - - -

LICENSE, DEFERRED CHARGES AND OTHER INTANGIBLE ASSETS, net

of accumulated amortization

1,130,631

1,153,926

318,219

324,775
- - - - - -

DEFERRED INCOME TAXES

92,794

93,745

26,117

26,385
- - - - - -

Total assets

5,009,703

5,031,378

1,409,992

1,416,093
- - - - - -

= = = = = = = = = = =

New Israeli shekels

Convenience translation into U.S. dollars
- - - - - -

March 31

December 31

March 31

December 31

- - - - - -

2008

2007

2008

2007
- - - - - -

(Unaudited)

(Audited)

(Unaudited)

(Audited)
- - - - - -

In thousands
- - - - - -

Liabilities and shareholders´ equity

- - - - - -

CURRENT LIABILITIES:

- - - - - -

Short term liabilities and current

100,891

28,280

28,396

7,959
- - - - - -

Accounts payable and accruals:

- - - - - -

Trade

688,345

749,623

193,736

210,984
- - - - - -

Other

296,786

375,510

83,531

105,688
- - - - - -

Parent group - trade

1,742

3,405

490

958
- - - - - -

Dividend payable

156,249

43,977

- - - - - -

Total current liabilities

1,244,013

1,156,818

350,130

325,589
- - - - - -

LONG-TERM LIABILITIES:

- - - - - -

Notes payable

2,080,866

2,072,636

585,665

583,348
- - - - - -

Liability for employee rights upon retirement

132,897

131,960

37,404

37,140
- - - - - -

Other liabilities

13,069

14,492

3,678

4,079
- - - - - -

Total long-term liabilities

2,226,832

2,219,088

626,747

624,567
- - - - - -

COMMITMENTS AND CONTINGENT LIABILITIES

- - - - - -

Total liabilities

3,470,845

3,375,906

976,877

950,156
- - - - - -

SHAREHOLDERS´ EQUITY:

- - - - - -

Share capital - ordinary shares of NIS 0.01 par value: authorized

- December 31, 2007 and March 2008 - 235,000,000 shares; issued

and outstanding - December 31, 2007 "“157,320,770

shares March 31, 2008 "“157,461,853

shares

1,575

1,573

444

443
- - - - - -

Less "“ treasury shares, at cost (625,000

Ordinary Shares)

(48,611)

(13,681)

- - - - - -

Capital surplus

2,551,606

2,544,943

718,155

716,280
- - - - - -

Accumulated deficit

(965,712)

(891,044)

(271,803)

(250,786)
- - - - - -

Total shareholders´ equity

1,538,858

1,655,472

433,115

465,937
- - - - - -

5,009,703

5,031,378

1,409,992

1,416,093
- - - - - -

= = = = = = = = = = =

PARTNER COMMUNICATIONS COMPANY LTD.
(An Israeli Corporation)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

- - - - - -

- - - - - -

New Israeli shekels

Convenience
translation into U.S. dollars

- - - - - -

3 month period endedMarch 31

3 month period endedMarch 31

- - - - - -

2008

2007

2008
- - - - - -

(Unaudited)
- - - - - -

In thousands (except per share data)
- - - - - -

REVENUES - net:

- - - - - -

Services

1,342,485

1,258,315

377,845
- - - - - -

Equipment

245,295

159,469

69,039
- - - - - -

1,587,780

1,417,784

446,884
- - - - - -

COST OF REVENUES:

- - - - - -

Services

801,576

758,445

225,606
- - - - - -

Equipment

279,732

213,370

78,731
- - - - - -

1,081,308

971,815

304,337
- - - - - -

GROSS PROFIT

506,472

445,969

142,547
- - - - - -

OPERATING EXPENSES

157,703

144,868

44,386
- - - - - -

OPERATING PROFIT

348,769

301,101

98,161
- - - - - -

FINANCIAL EXPENSES, net

15,605

19,618

4,391
- - - - - -

INCOME BEFORE TAXES ON INCOME

333,164

281,483

93,770
- - - - - -

TAXES ON INCOME

89,894

85,634

25,301
- - - - - -

CUMULATIVE EFFECT, AT BEGINNING OF YEAR, OF A CHANGE IN

ACCOUNTING PRINCIPLES

- - - - - -

NET INCOME FOR THE YEAR

243,270

195,849

68,469
- - - - - -

EARNINGS PER SHARE ("EPS"):

- - - - - -

- - - - - -

Basic:

1.55

1.26

0.44
- - - - - -

- - - - - -

Diluted:

1.54

1.25

0.43
- - - - - -

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING:

- - - - - -

Basic

157,288,016

155,573,108

157,288,016
- - - - - -

Diluted

158,383,739

156,881,429

158,383,739
- - - - - -

= = = = = = = = = = =

PARTNER COMMUNICATIONS COMPANY LTD.
(An Israeli Corporation)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

- - - - - -

- - - - - -

New Israeli shekels

Convenience
translation intoU.S. dollars

- - - - - -

3 month period endedMarch 31

3 month period endedMarch 31

- - - - - -

2008

2007

2008
- - - - - -

(Unaudited)
- - - - - -

In thousands (except per share data)
- - - - - -

CASH FLOWS FROM OPERATING ACTIVITIES:

- - - - - -

Net income for the period

243,270

195,849

68,469
- - - - - -

Adjustments to reconcile net income to net cash provided by

operating activities:

- - - - - -

Depreciation and amortization

183,530

151,092

51,655
- - - - - -

Amortization of deferred compensation related to employee stock

option grants, net

2,959

4,826

833
- - - - - -

Liability for employee rights upon retirement

937

2,552

264
- - - - - -

Accrued interest and exchange and linkage differences on long-term

liabilities

7,160

(9,348)

2,015

- - - - - -

Deferred income taxes

(4,229)

(2,118)

(1,190)
- - - - - -

Capital loss on sale of fixed assets

964

- - - - - -

Changes in operating assets and liabilities:

- - - - - -

Increase in accounts receivable:

- - - - - -

Trade

(100,405)

(47,350)

(28,259)
- - - - - -

Other

(20,020)

(8,568)

(5,636)
- - - - - -

Decrease in accounts payable and accruals:

- - - - - -

Related parties

(1,663)

(763)

(468)
- - - - - -

Trade

(49,889)

126,468

(14,042)
- - - - - -

Other

(90,844)

(25,196)

(25,568)
- - - - - -

Increase in inventories

(77,880)

(3,935)

(21,920)
- - - - - -

Increase in asset retirement obligations

174

114

49
- - - - - -

Net cash provided by operating activities

93,100

384,587

26,202
- - - - - -

CASH FLOWS FROM INVESTING ACTIVITIES:

- - - - - -

Purchase of fixed assets

(116,352)

(140,462)

(32,748)
- - - - - -

Purchase of license

(700)

- - - - - -

Funds in respect of employee rights upon retirement

3,243

(2,319)

913
- - - - - -

Net cash used in investing activities

(113,109)

(143,481)

(31,835)
- - - - - -

CASH FLOWS FROM FINANCING ACTIVITIES:

- - - - - -

Proceeds from exercise of stock options granted to employees

3,706

42,892

1,043
- - - - - -

Dividend paid

(149,658)

(98,693)

(42,122)
- - - - - -

Repayment of capital lease

(1,789)

(2,250)

(504)
- - - - - -

Short term credit from banks, net

83,600

23,529
- - - - - -

Windfall tax benefit in respect of exercise of options granted to

employees

88

2,178

25
- - - - - -

Capital lease received

7,416

- - - - - -

Repayment of long term bank loans

(9,933)

(9,179)

(2,795)
- - - - - -

Treasury stock

(48,611)

(13,680)
- - - - - -

Net cash used in financing activities

(122,597)

(57,636)

(34,504)
- - - - - -

DECREASE IN CASH AND CASH EQUIVALENTS

(142,606)

183,470

(40,137)
- - - - - -

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

148,096

77,547

41,682
- - - - - -

CASH AND CASH EQUIVALENTS AT END OF YEAR

5,490

261,017

1,545
- - - - - -

At March 31, 2008, trade payables include NIS 149 million ($ 42 million)

(unaudited) in respect of acquisition of fixed assets.
At March 31, 2008, dividend payable of approximately NIS 156 million ($

44 million) (unaudited) is outstanding.
These balances are recognized in the cash flow statements upon payment.
At March 31, 2008, tax withholding related to dividend of approximately

NIS 19 million is outstanding. These balances are recognized in the cash

flow statements upon payment.

= = = = = = = = = = =

PARTNER COMMUNICATIONS COMPANY LTD.
(An Israeli Corporation)
RECONCILIATION BETWEEN OPERATING CASH FLOWS AND EBITDA

- - - - - -

New Israeli shekels

Convenience translation into
U.S. dollars

- - - - - -

3 Month Period Ended
March 31

3 Month Period
Ended
March 31

- - - - - -

2008

2007

2008
- - - - - -

(Unaudited)
- - - - - -

In thousands
- - - - - -

Net cash provided by operating activities

93,100

384,587

26,202
- - - - - -

- - - - - -

Liability for employee rights upon retirement

(937)

(2,552)

(264)
- - - - - -

Accrued interest and exchange and linkage differences on long-term

liabilities

(7,160)

9,348

(2,015)
- - - - - -

Increase in accounts receivable:

- - - - - -

Trade

100,405

47,350

28,259
- - - - - -

Other

20,020

96,220

5,636
- - - - - -

Decrease (increase) in accounts payable and accruals:

- - - - - -

Trade

49,889

(126,468)

14,042
- - - - - -

Shareholder "“ current account

1,663

763

468
- - - - - -

Other (excluding tax provision)

184,964

25,196

52,058
- - - - - -

Increase in inventories

77,880

3,935

21,920
- - - - - -

Increase in Assets Retirement Obligation

(174)

(114)

49))
- - - - - -

Financial Expenses **

12,951

16,637

3,645
- - - - - -

- - - - - -

EBITDA

532,601

454,902

149,902
- - - - - -

- - - - - -

* The convenience translation of the New Israeli Shekel (NIS) figures

into US dollars was made at the exchange prevailing at March 31, 2008 :

US $1.00 equals 3.553 NIS.
** Financial expenses excluding any charge for the amortization of

pre-launch financial costs.

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