- Report of Foreign Issuer (6-K)

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 SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549

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 FORM 6-K

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 REPORT OF FOREIGN ISSUER

 PURSUANT TO RULE 13a-16 OR 15d-16 OF
 THE SECURITIES EXCHANGE ACT OF 1934

 REPORT ON FORM 6-K DATED JUNE 14, 2011

 Commission File Number: 000-51183

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 SHAMIR OPTICAL INDUSTRY LTD.
 (Translation of Registrant's Name Into English)

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 Kibbutz Shamir, Upper Galilee, 12135
 (Address of principal executive offices)

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 (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 whether the registrant by furnishing the information
contained in this Form 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-_______)

This report on Form 6-K is hereby incorporated by reference into the
registration statements on Form S-8 filed by the Registrant with the Securities
and Exchange Commission on September 28, 2006 (File No. 333-137628), on
September 10, 2007 (File No. 333-137628) and on September 10, 2008 (File No.
333-153396).

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 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, hereunto duly authorized.

 Shamir Optical Industry Ltd.
 (Registrant)

Date: June 14, 2011
 By: /s/ David Bar-Yosef
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 David Bar-Yosef, Advocate
 General Counsel

Investor Relations Contacts:
Roni Gavrielov Jeffrey Goldberger/Marybeth Csaby
KM / KCSA Investor Relations KCSA Strategic Communications
+972-3-516-7620 212-896-1249/212-896-1236
roni@km-ir.co.il jgoldberger@kcsa.com / mcsaby@kcsa.com


 DISTRICT COURT TO GIVE FINAL APPROVAL FOR SHAMIR - ESSILOR TRANSACTION

 KIBBUTZ SHAMIR, Israel, June 14, 2011 - Shamir Optical Industry Ltd.
(Nasdaq: SHMR) ("Shamir"), a leading provider of innovative products and
technology to the ophthalmic lens market, today announced that on June 13, 2011,
the District Court of Nazareth gave its final approval for Essilor Corporation
to complete its acquisition of 50% of Shamir, following the approval of the
transaction by Shamir's shareholders. The closing of the transaction remains
subject to the satisfaction of the remaining conditions specified by the
transaction agreements.

ABOUT SHAMIR

 Shamir is a leading provider of innovative products and technology to the
spectacle lens market. Utilizing its proprietary technology, the company
develops, designs, manufactures, and markets progressive lenses to sell to the
ophthalmic market. In addition, Shamir utilizes its technology to provide design
services to optical lens manufacturers under service and royalty agreements.
Progressive lenses are used to treat presbyopia, a vision condition where the
eye loses its ability to focus on close objects. Progressive lenses combine
several optical strengths into a single lens to provide a gradual and seamless
transition from near to intermediate, to distant vision. Shamir differentiates
its products from its competitors' primarily through lens design. Shamir's
leading lenses are marketed under a variety of trade names, including Shamir
Creation(TM), Shamir Piccolo(TM), Shamir Office(TM), Shamir Autograph(TM), and
Shamir Attitude(TM). Shamir believes that it has one of the world's preeminent
research and development teams for progressive lenses, molds, and complementary
technologies and tools. Shamir developed software dedicated to the design of
progressive lenses. This software is based on Shamir's proprietary mathematical
algorithms that optimize designs of progressive lenses for a variety of
activities and environments. Shamir also has created software tools specifically
designed for research and development and production requirements, including Eye
Point Technology software, which simulates human vision.

SAFE HARBOR STATEMENT

 Statements concerning the contemplated merger and related transactions,
Shamir's business outlook or future economic performance; product introductions
and plans and objectives related thereto; and assumptions made or expectations
as to any future events, conditions, performance or other matters, are
"forward-looking statements" as that term is defined under U.S. federal
securities laws. Forward-looking statements are subject to various risks,
uncertainties and other factors that could cause actual results to differ
materially from those stated in such statements. These risks, uncertainties and
factors include, but are not limited to: the inability to close the transactions
referred to herein, the conflicts in the region; the effects of competition in
our industry, and changes in our relationships with optical laboratories,
distributors, research and development partners and other third parties; the
effects of the international expansion of our operations and our ability to
manage our growth, including our ability to manage potential future
acquisitions; the effect of global economic conditions in general and conditions
in Shamir's industry and target markets in particular; shifts in supply and
demand; market acceptance of new products and continuing products' demand; the
impact of competitive products and pricing on Shamir's and its customers'
products and markets; timely product and technology development/upgrades and the
ability to manage changes in market conditions as needed; interest rate
fluctuations; and other factors detailed in Shamir's filings with the Securities
and Exchange Commission. Shamir assumes no obligation to update the information
in this release.

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