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Mail Stop 4720

                                                                                              July 29, 2009

 Mr. Eyal Desheh Chief Financial Officer Teva Pharmaceutical Industries Limited 5 Basel Street  P.O. Box 3190  Petach Tikva 49131, Israel

Re: Teva Pharmaceutical Industries Limited
 Form 20-F for the Year Ended December 31, 2008  Filed February 27, 2009
 Form 6-K filed May 7, 2009
File No. 000-16174

Dear Mr. Desheh:

We have reviewed your filings and have the following comments. We have
limited our review to only your financial stat ements and related disclosures and do not
intend to expand our review to  other portions of your docum ents.  In our comments, we
ask you to provide us with information to  better understand your disclosure. Where a
comment requests you to revise disclosure, the information you provide should show us
what the revised disclosure will look like a nd identify the annual or quarterly filing, as
applicable, in which you intend to first incl ude it.  If you do not believe that revised
disclosure is necessary, e xplain the reason in your res ponse.  After reviewing the
information provided, we may raise additiona l comments and/or request that you amend
your filing.   Please understand that the purpose of our re view 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 on any other aspect of our
review.  Feel free to call us at the telephone numbers listed at the end of this letter.

Mr. Eyal Desheh
Teva Pharmaceutical Industries Limited July 29, 2009 Page 2
 Form 20-F for the Fiscal Year Ended December 31, 2008

Notes to the Consolidated Financial Statements

Note 1 - Significant Accounting Polices:
l. Revenue Recognition, page F-12
  1. Please revise to describe under what certa in conditions, as referred to on page 64,
and time period over which you accept customer returns and to disclose the following:
• whether you refund the sales price either  in cash or credit, or whether you
exchange the product from your inventory;
• the circumstances under which product returned is destro yed or placed back in
inventory; and
• for those returns that you exchange the product from your inventory,  how you
account for your estimate of these return s at the time of sale of the product
and how you account for returns at the date they are actually returned to you.
Provide us an analysis supporting your accounting treatment with reference to the authoritative literatur e you rely upon to support your accounting.  It also
may be helpful to provide us an example showing the journal entries made.

Note 2-Certain Transactions:

a.  Acquisitions:  1) Acquisition of Barr Pharmaceuticals, Inc., page F-15

2. Please provide us your analysis of th e applicability of EITF 04-01 to the
preexisting relationship between the comp any and Barr Pharmaceuticals, Inc.
Revise your disclosures to provide all of the disclosures required by paragraph 8
of the EITF.
 Note 13-Shareholder’s Equity:

c.  Stock-based compensation plans, page F-40

3. You disclose in Note 1a that the func tional currency of your  Israeli and U.S.
operations is the U.S. dollar and that the functional currencies of most of your
remaining subsidiaries and associated companies is their respective local currency.  On page 86, you indicate that your ordinary shares trade on the Tel
Aviv Stock Exchange and that your Amer ican Depositary Shares trade on the
NASDAQ Global Select Mark et, the SEAQ International in London and on the
exchanges in Frankfurt and Berlin.  It is  also apparent from  your disclosure on
page 82 that you have employees in Isra el, Asia, Europe and the Americas and
from your Segment note 17, that a si gnificant amount of your revenues are
generated outside Israel or the US.  Pl ease explain to us whether you grant share-
based awards to employees outside Israel or the US.  If so, please explain to us
whether the exercise prices are denomina ted in currencies other than the U.S.

Mr. Eyal Desheh
Teva Pharmaceutical Industries Limited July 29, 2009 Page 3
 dollar and whether you account for these aw ards as liabilities under paragraph 33
of SFAS 123R.  Otherwise, please explai n to us how you account for these awards
and reference the authoritative lite rature you rely upon to support your
accounting.

Form 6-K filed May 7, 2009

Consolidated Statements of Cash Flow (March 31, 2009), page 5

4. You begin your cash flow statements with “net income attributable to Teva.”
Please revise your cash flow statements to  begin with “net income” as required by
paragraph 28 of SFAS 95.

Operating and Financial Review  and Prospects (March 31, 2009)

Tax Rate, page 25

5. You disclose that your 5% effective tax rate for the first quarter of 2009 was low
due to the tax effect of the inventory step-up expenses and other acquisition-
related charges recorded in the quarter.  Please di sclose the dollar amount,
separately for each of these two categor ies, by which each reduced your provision
for income taxes and explain why these ar e apparently deductib le in the quarter
ended March 31, 2009 for tax purposes but not  for financial statement purposes.
Disclose, for each of these categories, when they will be deductible for financial statement purposes.  Also, tell us your financial statement income tax accounting
(current and deferred) for these items, in cluding your accoun ting for the income
tax effects in your purchase price allo cation, and how your accounting treatment
complies with SFAS 109.

*    *    *    *

Please respond to these comments within  10 business days or tell us when you
will provide us with a response.  Please furnish a letter that  keys your responses to our
comments and provide the requested information.  Detailed letters gr eatly facilitate our
review.  Please furnish your letter on EDGAR under the form type label CORRESP.
  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 in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.

Mr. Eyal Desheh
Teva Pharmaceutical Industries Limited July 29, 2009 Page 4
  In connection with responding to our co mments, please provide, in your letter, 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 comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comment on your filing.
You may contact Ibolya I gnat, Staff Accountant at  (202) 551-3656, or Mark
Brunhofer, Senior Staff Account ant, at (202) 551-3638 if you have questions regarding
these comments.  In this regard, do not hesitate to contact me, at (202) 551-3679.

Sincerely,

Jim B. Rosenberg  Senior Assistant Chief
Accountant