SEC – ‘UPLOAD’ from 9/24/08 re: Elbit Systems Ltd – ‘LETTER’

On:  Wednesday, 9/24/08, at 1:19pm ET   ·   Private-to-Public:  Filing ¶  –  Release Delayed to:  12/29/08   ·   Accession #:  0-8-48151

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Delayed-Release Comment or Other Letter from the SEC
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: LETTER      Comment or Other Letter from the SEC                   3±    14K 


Mail Stop 3561                                                                  
                                                              September 23, 2008

Via Fax & U.S. Mail                                                             

Mr. Joseph Gaspar                                                               
Chief Financial Officer                                                         
Advanced Technology Center                                                      
P.O.B. 539                                                                      
Haifa 31053, Israel                                                             

Re:     Elbit Systems Ltd.                                                      
Form 20-F for the year ended December 31, 2007                  
Filed May 28, 2008                                                  
File No. 000-28998                                              

Dear Mr. Gaspar:                                                                

We have reviewed your filing and your response letter dated         
September 17, 2007 and have the following comments.  Unless                     
otherwise                                                                       
indicated, we think you should revise your document in future                   
filings                                                                         
in response to these comments.  If you disagree, we will consider               
your explanation as to why our comment is inapplicable or a                     
revision                                                                        
is unnecessary.  Please be as detailed as necessary in your                     
explanation.  In some of our comments, we may ask you to provide                
us                                                                              
with information so we may better understand your disclosure.                   
After                                                                           
reviewing this information, we may raise additional comments.                   

Please understand that the purpose of our review process is     
to                                                                              
assist you in your compliance with the applicable disclosure                    
requirements and to enhance the overall disclosure in your filing.              
We look forward to working with you in these respects.  We welcome              
any questions you may have about our comments or any other aspect               
of                                                                              
our review.  Feel free to call us at the telephone numbers listed               
at                                                                              
the end of this letter.                                                         

Please respond to confirm that such comments will be                
complied                                                                        
with, or, if certain of the comments are deemed inappropriate,                  
advise                                                                          
the staff of your reason.  Your response should be submitted in                 
electronic form, under the label "corresp" with a copy to the                   
staff.                                                                          
Please respond within ten (10) business days.                                   

Form 20-F for the year ended December 31, 2007                                  
Note 19. Major Customer and Geographic Information, page 207                    

We note from your response to our prior comment number 19 that the              
Company`s operations are divided or allocated into a business unit              
(BU) structure. We also note that the Company`s chief operating                 
decision maker (CODM) reviews the various BU`s results (revenues                
and                                                                             
profits) for management purposes as well as for evaluation of                   
managers` performance, and that resource allocation is performed                
on a                                                                            
per contract basis or a per BU basis. We further note from your                 
response that discrete financial information is aggregated and                  
available for the Company`s BUs. Based on this information                      
contained                                                                       
in your prior response, it appears that your various business                   
units                                                                           
may meet the criteria for an operating segment outlined in                      
paragraph                                                                       
10 of SFAS No.131.                                                              

Please tell us in further detail how the Company`s operations are               
organized into business units and tell us the number of business                
units comprising the Company`s operations for the periods                       
presented                                                                       
in the Company`s financial statements. As part of your response,                
you                                                                             
should also explain in further detail why you believe that the                  
Company`s various business units do not represent separate                      
operating                                                                       
segments pursuant to paragraph 10 of SFAS No.131 for which the                  
disclosures outlined in paragraphs 25 through 32 of SFAS No. 131                
should be provided. We may have further comment upon receipt of                 
your                                                                            
response.                                                                       

       *******

We urge all persons who are responsible for the accuracy and  
adequacy of the disclosure in the filing to be certain that the                 
filing includes all information required under the Securities                   
Exchange Act of 1934 and that they have provided all information                
investors require for an informed investment decision.  Since the               
company and its management are in possession of all facts relating              
to                                                                              
a company`s disclosure, they are responsible for the accuracy and               
adequacy of the disclosures they have made.                                     

In connection with responding to our comments, please           
provide,                                                                        
in writing, a statement from the company acknowledging that:                    

* the company is responsible for the adequacy and accuracy of the               
disclosure in the filing;                                                       

* staff comments or changes to disclosure in response to staff                  
comments do not foreclose the Commission from taking any action                 
with                                                                            
respect to the filing; and                                                      

* the company may not assert staff comments as a defense in any                 
proceeding initiated by the Commission or any person under the                  
federal securities laws of the United States.                                   

In addition, please be advised that the Division of                 
Enforcement                                                                     
has access to all information you provide to the staff of the                   
Division of Corporation Finance in our review of your filing or in              
response to our comments on your filing.                                        

You may contact Claire Erlanger at (202) 551-3301 if you have   
questions regarding comments on the financial statements and                    
related                                                                         
matters.  Please contact me at (202) 551-3813 with any other                    
questions.                                                                      

Sincerely,                                                                      

                                            Linda Cvrkel
Branch Chief                                                                    

VIA FACSIMILE (212) 704-5918                                                    
Ms. Elizabeth Cho                                                               
Jenkins & Gilchrist                                                             
Mr. Joseph Gaspar                                                               
Elbit Systems Ltd.                                                              
July 31, 2008                                                                   
Page 1                                                                          

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘UPLOAD’ Filing		Date		Other Filings
Release Delayed to:		12/29/08		UPLOAD
Filed on:		9/24/08		UPLOAD
		9/23/08		UPLOAD
		7/31/08		UPLOAD
		5/28/08		20-F,  UPLOAD
		12/31/07		20-F,  UPLOAD
		9/17/07		UPLOAD
				List all Filings

1 Previous Filing that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/28/08  Elbit Systems Ltd.                20-F       12/31/07   13:3.6M                                   Troutman Sanders LLP