[TOWER
SEMICONDUCTOR LTD. LETTERHEAD]
July
9,
2008
VIA
EDGAR
Attn:
Filing Desk
U.S.
Securities and Exchange Commission
100
F
Street, N.E.
Washington,
D.C. 20549
| Re: |
Tower
Semiconductor Ltd.
|
Registration
Statement on Form F-3 (File No. 333-140174)
Application
for Withdrawal of Registration Statement
Ladies
and Gentlemen:
Pursuant
to Rule 477 promulgated under the Securities Act of 1933, as amended, Tower
Semiconductor Ltd. (the “Registrant”) hereby applies for an order granting
withdrawal of its resale Registration Statement on Form F-3, together with
all
exhibits thereto, Commission File No. 333-140174 (collectively, the
“Registration Statement”). The Registration Statement was originally filed with
the Commission on January 24, 2007.
The
selling securityholders have decided not to pursue registration of the resale
of
their securities at this time and have requested that the Registration Statement
be withdrawn. No securities have been sold in connection with the resale
offering. Accordingly, the Registrant requests an order granting the withdrawal
of the Registration Statement be issued by the Commission effective as of the
date hereof or at the earliest practicable date hereafter.
If
you
have any questions regarding the foregoing application for withdrawal, please
contact Sheldon Krause of Eilenberg Krause & Paul LLP, outside counsel for
the Registrant, at (212) 986-9700.
Sincerely,
|
Tower
Semiconductor Ltd.
|
||
| |
|
|
| By: | /s/ Oren Shirazi | |
|
Name:
Oren Shirazi
|
||
| Title: Acting Chief Financial Officer | ||