Ampal-American Israel Corporation
111 Arlozorov Street
Tel Aviv, Israel 62098
(866) 447-8636
October 30, 2007
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
Re: | Ampal-American Israel Corporation Registration Statements on Form S-3 |
Registration Nos. 333-140968
Dear Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Ampal-American Israel Corporation, a New York corporation (the “Company”), hereby respectfully requests that the effective date for the above referenced Registration Statements be accelerated to 2:00 p.m. Eastern Time on Wednesday, October 31 , 2007, or as soon thereafter as possible.
The Company acknowledges that
(i) should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, in declaring the filing effective, it does not foreclose the Commission from taking any action with respect to the filings;
(ii) the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filings effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filings; and
(iii) the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
| Very truly yours, |
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| /s/ Yoram Firon |
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| Yoram Firon |
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| Vice President - Investments |
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