Elbit Imaging Ltd – ‘20-F’ for 12/31/05 – EX-10.4

On:  Friday, 6/30/06, at 3:08pm ET   ·   For:  12/31/05   ·   Accession #:  950123-6-8462   ·   File #:  0-28996

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Annual Report of a Foreign Private Issuer   —   Form 20-F
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 20-F        Annual Report of a Foreign Private Issuer            287   1.54M 
 2: EX-4.15     Ex-4.15: Framework Transaction Agreement             182    740K 
 3: EX-4.16     Ex-4.16: Share Sale and Purchase Agreement            20     58K 
 4: EX-4.17     Ex-4.17: Unofficial Translation of Deed of Trust      47    178K 
 5: EX-4.18     Ex-4.18: Unofficial Translation of Deed of Trust      47    177K 
 6: EX-4.20     Ex-4.20: Amended and Restated Loan Agreement          76    248K 
 7: EX-4.21     Ex-4.21: Lease Agreement                              59    146K 
 8: EX-4.22     Ex-4.22: Hotel Management Agreement                   64    136K 
 9: EX-4.23     Ex-4.23: Amended and Restated Loan Agreement          72    223K 
10: EX-4.24     Ex-4.24: Amended and Restated Loan Agreement          71    212K 
11: EX-10.1     Ex-10.1: Consent of Brightman Almagor & Co.            1      9K 
12: EX-10.2     Ex-10.2: Consent of Plaza Centers (Europe) B.V.        1      9K 
13: EX-10.3     Ex-10.3: Consent of Bea Hotels N.V.                    1      9K 
14: EX-10.4     Ex-10.4: Consent of Gamida Cell Ltd.                   1      8K 
15: EX-11.1     Ex-11.1: Code of Ethics and Business Conduct           8     38K 
16: EX-12.1     Ex-12.1: Certification                                 2±    11K 
17: EX-13.1     Ex-13.1: Certification                                 1      9K 

EX-10.4   —   Ex-10.4: Consent of Gamida Cell Ltd.

EX-10.4
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                                                                    Exhibit 10.4

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors                                                          
Elbit Medical Imaging Ltd.:                                                     

We consent to the incorporation by reference in the registration statement (No. 
333-117509) on Form S-8 of Elbit Medical Imaging Ltd. and in the Registration   
Statement (No. 333-130852) on Form S-8 of Elbit Medical Imaging Ltd. of our     
report dated March 20, 2006 with respect to the consolidated financial          
statements of Gamida Cell Ltd. as of December 31, 2005, included in the Annual  
Report on Form 20-F of Elbit Medical Imaging Ltd. For the year ended December   
31, 2005, filed with the Securities and Exchange Commission.                    

Tel Aviv Israel                                    KOST, FORER GABBAY & KASIERER
June 21, 2006                                   A Member of Ernst & Young Global

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘20-F’ Filing		Date		Other Filings
Filed on:		6/30/06
		6/21/06
		3/20/06
For Period End:		12/31/05		6-K
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