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YIGAL ARNON & CO.
ADVOCATES AND NOTARY

     Tel Aviv
     December 1, 2005

     Ref.
     6084(67)

     Direct Dial:
     +972-3-608-7726

     Direct Fax:
     +972-3-608-7714

     E-mail:
     davids@arnon.co.il

Ms. Kathleen Collins

Securities and Exchange Commission

100 F Street N.E.

Washington, D.C. 20549

 Re:
Silicom
Ltd.
 Form 20-F for Fiscal Year Ended December 31, 2004

File No. 000-23288

Dear Ms. Collins:

        On
behalf of Silicom Ltd., an Israeli Company (the “Company”), set forth below is
the Company’s response to the comment (the “Comment”) of the staff of the
Division of Corporation Finance (the “Staff”) with respect to the Company’s
report on Form 20-F for the fiscal year ended December 31, 2004 (the “Report”),
transmitted by letter dated November 21, 2005 (the “Comment Letter”). For the
convenience of the Staff, we have restated the Comment set forth in the Comment Letter.

Item 15. Controls &
Procedures, page 62

1.
We
note your response to prior comment no. 1 where you indicate you                believe
the disclosure in Item 15, “based on our
               evaluation, which was completed within 90 days of the filing date of this
annual report,” was correct and in compliance with Section F
               of the SEC’s Release No. 33-8238. Section F.3 of the
               Release states “we are adopting as proposed the change of the
evaluation                date for disclosure controls to ‘as
of the end of the                period’ covered by the quarterly or annual report.” While
we note that your CEO and CFO have concluded that your disclosure
               controls and procedures were effective as of the end
of                the period covered by your report, you[r] disclosures continue to
indicate that                their evaluation was completed within
90 days of the                filing date of the annual report and not as of the end of
               the period covered by the report as required by Release No. 33-8238. Tell
us how                management’s assessment complied with the
               requirements of the Release or revise accordingly.

Ms. Kathleen Collins

December 1, 2005

Page 2 of 2

Response: The
Company advises the Staff that the evaluation of its disclosure controls and procedures
was completed within 90 days of the filing date of the Report; however, such evaluation
was made with respect to the Company’s disclosure controls and procedures in effect
as of the end of the period covered by the Report. Therefore, the Company stated in Item
15 of the Report that its disclosure controls and procedures were effective “as of
the end of the period covered by this report”. The Company shall provide the
conclusion required by Item 15(a) of Form 20-F without the language “completed
within 90 days of the filing date of this annual report” in future filings.

        Kindly
contact the undersigned at (972-3) 608-7726, if you have any questions or require
additional information.

Very truly yours,

/S/ David H. Schapiro

David H. Schapiro

cc:
Mr.
Eran Gilad
   Chief Financial Officer