Nts, Inc. Watch

from S-8 2 pages Agreement and Release

from S-8 11 pages Xfone, Inc. 2004 Stock Option Plan

from 10-K 4 pages Indenture or similar

from S-1/A ~5 pages Form of Notice of Guaranteed Delivery

from S-1/A ~5 pages Form of Beneficial Owner Election

from S-1/A ~5 pages Form of Letter to Clients of Nominee Holders [Letterhead of Dealer, Bank, Trust Company or Nominee] 21,119,488 Shares of Common Stock Offered Pursuant to Rights Distributed to Record Stockholders of Xfone, Inc

from S-1/A 3 pages Form of Letter to Nominee Holders Whose Clients Are Beneficial Holders 21,119,488 Shares of Common Stock Offered Pursuant to Rights Distributed to Record Stockholders of Xfone, Inc. [●], 2011 to Securities Dealers, Commercial Banks, Trust Companies and Other Nominees

from S-1/A ~5 pages Form of Letter to Stockholders Who Are Record Holders 21,119,488 Shares of Common Stock Offered Pursuant to Rights Distributed to Record Stockholders of Xfone, Inc

from S-1/A 6 pages Form of Instructions for Use of Xfone, Inc. Subscription Rights Certificates Consult the Information Agent, Your Bank, or Your Broker as to Any Questions

from S-1/A 2 pages Rights Certificate No.: Number of Rights: The Terms and Conditions of the Rights Offering Are Set Forth in Xfone's Prospectus Dated __, 2011 (The "Prospectus") and Are Incorporated Herein by Reference. Copies of the Prospectus Are Available Upon Request From Institutional Marketing Services ("Ims"), the Information Agent. Xfone, Inc. Incorporated Under the Laws of the State of Nevada Non-Transferable, Non-Tradable Subscription Rights Certificate Evidencing Non-Transferable, Non-Tradable Subscription Rights to Purchase Shares of Common Stock of Xfone, Inc. Subscription Price: $0.30 Per Share the Subscription Rights Will Expire if Not Exercised on or Before 5:00 P.M., New York City Time (Midnight Israel Time), on __, 2011 Registered Owner

from S-1/A ~5 pages Form of Notice of Guaranteed Delivery

from S-1/A ~5 pages Form of Beneficial Owner Election

from S-1/A ~5 pages Form of Nominee Holder Certification

from S-1/A ~5 pages Form of Letter to Clients of Nominee Holders [Letterhead of Dealer, Bank, Trust Company or Nominee] 21,119,488 Shares of Common Stock Offered Pursuant to Rights Distributed to Record Stockholders of Xfone, Inc

from S-1/A 3 pages Form of Letter to Nominee Holders Whose Clients Are Beneficial Holders 21,119,488 Shares of Common Stock Offered Pursuant to Rights Distributed to Record Stockholders of Xfone, Inc. [●], 2011 to Securities Dealers, Commercial Banks, Trust Companies and Other Nominees

from S-1/A 3 pages Form of Letter to Stockholders Who Are Record Holders 21,119,488 Shares of Common Stock Offered Pursuant to Rights Distributed to Record Stockholders of Xfone, Inc

from S-1/A 6 pages Form of Instructions for Use of Xfone, Inc. Subscription Rights Certificates Consult the Information Agent, Your Bank, or Your Broker as to Any Questions

from S-1/A 2 pages Rights Certificate No.: Number of Rights: The Terms and Conditions of the Rights Offering Are Set Forth in Xfone's Prospectus Dated __, 2011 (The "Prospectus") and Are Incorporated Herein by Reference. Copies of the Prospectus Are Available Upon Request From Institutional Marketing Services ("Ims"), the Information Agent. Xfone, Inc. Incorporated Under the Laws of the State of Nevada Non-Transferable, Non-Tradable Subscription Rights Certificate Evidencing Non-Transferable, Non-Tradable Subscription Rights to Purchase Shares of Common Stock of Xfone, Inc. Subscription Price: $0.30 Per Share the Subscription Rights Will Expire if Not Exercised on or Before 5:00 P.M., New York City Time (Midnight Israel Time), on __, 2011, Unless Extended by the Company Registered Owner

from S-1 ~5 pages Form of Notice of Guaranteed Delivery

from S-1 ~5 pages Form of Beneficial Owner Election