[TRANSLATION FROM HEBREW]

EXHIBIT 4.(a).28

                                  [State Seal]

             GENERAL LICENSE FOR PARTNER COMMUNICATIONS COMPANY LTD.
             FOR THE PROVISION OF MOBILE RADIO PHONE SERVICES BY THE
                              CELLULAR METHOD (MRP)

                                AMENDMENT NO. 13

By virtue of my power under section 4(e) of the Communications
(Telecommunications and Broadcasting) Law, 5742-1982, and after being presented
with the position of Partner Communications Company Ltd ("The Company"), I
hereby amend the general licence for the provision of mobile radio phone
services by the cellular method (MRP) granted to Partner Communications Company
Ltd. on 7th April 1998 as follows:

AMENDMENT OF CLAUSE 9

         1.       After clause 9.4 shall come:

                  "9.5     Notwithstanding the above, following the winning by
                           the Licensee of Tender No. 1/01, the validity of this
                           License shall be for a period of twenty (20) years
                           that will begin on 19 Shvat 5762 (1 February 2002)".

                                                    (sgd)
                  June, 2002                        Reuven (Ruby) Rivlin
                                                    Minister of Communications