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                              April 29, 2022

       Uzi Sofer
       Chief Executive Officer
       Alpha Tau Medical Ltd.
       Kiryat HaMada St. 5
       Jerusalem, Israel 9777605

                                                        Re: Alpha Tau Medical
Ltd.
                                                            Registration
Statement on Form F-1
                                                            Filed April 15,
2022
                                                            File No. 333-264306

       Dear Mr. Sofer:

              We have limited our review of your registration statement to
those issues we have
       addressed in our comments. In some of our comments, we may ask you to
provide us with
       information so we may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Registration Statement on Form F-1

       Cover Page

   1.                                                   Disclose the price that
the selling securityholders paid for the ordinary shares being
                                                        registered for resale.
   2.                                                   Disclose the exercise
price of the warrants compared to the market price of the underlying
                                                        ordinary shares. If the
warrants are out the money, please disclose the likelihood that
                                                        warrant holders will
not exercise their warrants. Provide similar disclosure in the
                                                        prospectus summary,
risk factors, MD&A and use of proceeds section and disclose that
                                                        cash proceeds
associated with the exercises of the warrants are dependent on the stock
                                                        price. As applicable,
describe the impact on your liquidity and update the discussion on
                                                        the ability of your
company to fund your operations on a prospective basis with your
                                                        current cash on hand.
 Uzi Sofer
Alpha Tau Medical Ltd.
April 29, 2022
Page 2
3.    We note the significant number of redemptions of Class A common stock in
connection
      with your business combination and that the ordinary shares being
registered for
      resale will constitute a considerable percentage of your public float.
Highlight the
      significant negative impact sales of ordinary shares on this registration
statement could
      have on the public trading price of your ordinary shares.
Risk Factors, page 9

4.    Include an additional risk factor highlighting the negative pressure
potential sales
      of shares pursuant to this registration statement could have on the
public trading price of
      the ordinary shares. To illustrate this risk, disclose the purchase price
of the securities
      being registered for resale and the percentage that these shares
currently represent of the
      total number of shares outstanding.
General

5.    In light of the significant number of redemptions and the possibility
that the company may
      not receive significant proceeds from exercises of the warrants if there
is a disparity
      between the exercise price of the warrants and the trading price of the
ordinary shares,
      expand your disclosure in an appropriate location of your prospectus to
address any
      changes in the company   s liquidity position since the business
combination. If the
      company is likely to have to seek additional capital, discuss the effect
of this offering on
      the company   s ability to raise additional capital.
        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

       You may contact Chris Edwards at 202-551-6761 or Tim Buchmiller at
202-551-3635
with any other questions.



                                                            Sincerely,
FirstName LastNameUzi Sofer
                                                            Division of
Corporation Finance
Comapany NameAlpha Tau Medical Ltd.
                                                            Office of Life
Sciences
April 29, 2022 Page 2
cc:       Michael J. Rosenberg, Esq.
FirstName LastName