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CORRESP
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CORRESP

 Wilson Sonsini Goodrich & Rosati
Professional Corporation

 1700 K Street NW
Fifth Floor
Washington, D.C. 20006-3817

 O: 202.973.8800
F: 866.974.7329

 August 4, 2023

via electronic filing

 U.S. Securities and
Exchange Commission

 Division of Corporation Finance

 Office
of Technology

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention:      Laura Veator, Senior Staff Accountant

  Stephen Krikorian, Accounting Branch Chief

Re:
 Check Point Software Technologies Ltd.

Form 20-F for the Fiscal Year Ended December 31, 2022

Filed April 27, 2023

File No. 000-28584

Dear Ms. Veator and Mr. Krikorian:

 On
behalf of our client, Check Point Software Technologies Ltd. (“Check Point” or the “Company”), we submit this letter in response to comments from the staff (the “Staff”) of the Securities and
Exchange Commission (the “SEC”) contained in its letter dated July 12, 2023, relating to the above-referenced Form 20-F for the Company’s fiscal year ended December 31, 2022
filed April 27, 2023.

 We have set out the comment from the Staff below in italicized, bold type and have followed the comment with
the Company’s response.

 Please provide a legal analysis of whether the Company meets the definition of “investment
company” under Section 3(a) of the Investment Company Act of 1940 (the “1940 Act”). Please include in your analysis all relevant calculations under Section 3(a)(1)(C) on an unconsolidated basis, identifying each constituent
part of the numerator(s) and denominator(s). Please also describe and discuss any other substantive determinations and/or characterizations of assets that are material to your calculations. Additionally, if the Company meets the definition of
“investment company” under Section 3(a) of the 1940 Act but relies or intends to rely on an exclusion therefrom or a relevant exemption, please provide a legal analysis supporting such reliance.

AUSTIN        BEIJING        BOSTON
   BOULDER        BRUSSELS        HONG KONG        LONDON        LOS
ANGELES        NEW YORK        PALO ALTO

 SALT LAKE
CITY        SAN DIEGO        SAN
FRANCISCO        SEATTLE        SHANGHAI        WASHINGTON, DC        WILMINGTON, DE

 Check Point

 August 4, 2023

  Page
 2

 The Company respectfully advises the Staff that it is not an investment company under
Section 3(a) of the Investment Company Act of 1940 (the “1940 Act”) because it is in compliance with the requirements of Rule 3a-8 under the 1940 Act, which excepts research and
development companies that meet its terms from the definitions of an investment company in Section 3(a)(1)(A) and Section 3(a)(1)(C).1 Below, we discuss the Company’s compliance
with the requirements of Rule 3a-8. Because the company can rely on Rule 3a-8, we are not providing calculations under Section 3(a)(1)(C), from which definition the
company is excepted based on its compliance with Rule 3a-8.

 Substantial Research and
Development Expenses. Rule 3a-8(a)(1) requires that a company’s research and development (“R&D”) expenses for the last four fiscal quarters combined be a “substantial”
percentage of its total expenses (including cost of revenue/cost of goods sold) for the same period. The Staff has indicated that 20% generally will be considered “substantial” for these purposes.2 The Company’s R&D expenses for the last four fiscal quarters combined (as of the fiscal year ended December 31, 2022) were approximately $349.9 million and total expenses
(including cost of revenue) for the same period were approximately $1.577 billion.3 This means that R&D expenses were approximately 22.2% of total expenses, which is more than 20%.

Net Income from Investments in Securities. Rule 3a-8(a)(2) requires that a company’s net
income derived from investments in securities, for the last four fiscal quarters combined, not exceed twice the amount of its R&D expenses for the same period.4 The Company’s R&D
expenses were approximately $349.9 million during the last four fiscal quarters combined (as of the fiscal year ended December 31, 2022), and its income from investments in securities was less than $50 million. Thus, the
Company’s income from investments was less than 14.3% of R&D expenses, significantly less than twice the amount of R&D expenses (which would be approximately $699.8 million).

1
 As discussed in more detail below, the Company is also not a face-amount certificate company for purposes of
Section 3(a)(1)(B).

2
 Cooley Godward & Kronish, SEC Staff No-Action Letter (July 12,
2007); Applied Materials, Inc., Investment Company Act Rel. No. 27064 (Sept. 13, 2005) (application for exemptive order).

3
 All financial figures provided here were calculated on a consolidated basis with the Company’s
subsidiaries, all of which are wholly-owned, as required by Rule 3a-8(b)(2), and all values are calculated in accordance with Section 2(a)(41)(A) of the 1940 Act, as required by Rule 3a-8(b)(1).

4
 Rule 3a-8(b)(7) defines “investments in securities” as all
securities other than securities issued by majority-owned subsidiaries and companies controlled primarily by the issuer that conduct similar types of businesses, through which the issuer is engaged primarily in a business other than that of
investing, reinvesting, owning, or trading in securities.

 Check Point

 August 4, 2023

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 Expenses for Investment Advisory Activities. Rule
3a-8(a)(3) requires that a company’s expenses for investment advisory and management activities, investment research, and custody, for the last four fiscal quarters combined, not exceed 5% of its total
expenses for the same period. This includes any investment advisory fees paid by a company to an outside adviser. The Company’s expenses for these activities for the last four fiscal quarters combined (as of the fiscal year ended
December 31, 2022) were approximately $1.6 million, or 0.10% of total expenses, which is less than 5% (which would be approximately $78.9 million).

Capital Preservation Investments. Rule 3a-8(a)(4) requires that a company’s investments in
securities be capital preservation investments, except that no more than 10% of a company’s total assets may consist of “other investments.” Under Rule 3a-8(b)(4), “capital preservation
investments” are investments made to conserve capital and liquidity until funds are used in a company’s primary business or businesses. In adopting Rule 3a-8, the SEC intentionally declined to
identify particular investments as capital preservation investments or specific investment characteristics that would cause an investment to be a capital preservation investment, but in general stated that these investments must (A) be
“liquid so that they can be readily sold to support the R&D company’s research and development activities as necessary”; (B) present limited credit risk; and (C) not be speculative.5 Although the SEC and the Staff have not provided exhaustive guidance on the instruments that meet these criteria, under an exemptive order to ICOS Corporation – on which Rule 3a-8 is partially modelled6 – the SEC has stated that “a company generally would meet [the requirement that a company invests in securities in a manner
consistent with capital preservation] only if substantially all of its securities...present limited credit risk. Significant investments in equity or speculative debt would indicate that the company is acting as an investment company rather than
preserving its capital for research and development.”7

5
 See SEC, Certain Research and Development Companies, Investment Company Act Release No. 26077, 68 Fed.
Reg. 37046, 37048 (June 20, 2003).

6
 SEC, Certain Research and Development Companies, Investment Company Act Release No. 19566, 58 Fed. Reg.
38095, 38095 (July 8, 1993) (“Rule 3a-8 is intended to codify the terms of a Commission order under section 3(b)(2) for ICOS Corporation, a biotechnology company.”).

7
 ICOS Corporation, SEC Release No. IC-19334 (Mar. 16, 1993) (exemptive
order). Separately, but consistent with this analysis, the SEC and the Staff have described certain types of instruments, including money market funds, bank demand and time deposits, government securities, commercial paper and other high-quality
debt obligations, as “high-quality fixed-income instruments with liquidity and maturity profiles” – that is, capital preservation-type instruments – where those instruments supported a company’s ability to meet its
commercial obligations. Accor Services, SEC Staff No-Action Letter (June 7, 2010); see also Exact Sciences Corporation, Investment Company Act Release No. 33228 (Sept. 14, 2018) (notice of application for
an exemptive order that describes “short-term investment grade and liquid fixed income and money market instruments that earn competitive market returns and provide a low level of credit risk” as capital preservation instruments).

 Check Point

 August 4, 2023

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 As of December 31, 2022, the vast majority of the Company’s investments were
capital preservation investments consistent with these guidelines, as follows: 8

•

 55.3% in corporate debt securities

•

 23.4% in U.S. government and agency debt

•

 13.3% in bank time deposits

•

 3.4% in non-U.S. government debt securities

•

 2.5% in money market funds that are not SEC-registered

•

 1.9% in cash

•

 0.2% in SEC-registered money market funds

This portfolio is highly liquid, presents little credit risk, and is not speculative. On liquidity, the weighted average maturity and the
weighted average duration of the portfolio were both approximately 1.3 years, and the maximum permissible maturity for each security is 60 months, consistent with the Company’s investment policy (discussed further below). The Company has
concluded that this liquidity is sufficient to cover its current R&D and other operational activities. The Company’s portfolio is entirely made up of instruments that entail limited credit risk and are not speculative.

Holding Self Out to Public. Section 3a-8(b)(5) requires that a company not hold
itself out as being engaged primarily in the business of investing, reinvesting, or trading in securities, and that it is not a “special situation investment company.”

Holding Out. The Company holds itself out as being engaged primarily in the business of providing software and combined hardware and
software products for information technology (“IT”) security, including network security, endpoint security, cloud security, mobile security, data security, and security management The Company does not hold itself out as being
engaged primarily in the business of investing, reinvesting, or trading in securities in its foreign issuer annual or other reports and Commission filings, marketing materials, or on its web site (checkpoint.com).

8
 We understand that certain non-U.S. government debt securities and
money market funds that are not SEC-registered (both of which are held in the Company’s portfolio) may not be “capital preservation investments.” Under Rule
3a-8(a)(4)(i), a company may hold up to 10% of its total assets in securities that are not “capital preservation investments.” Because the Company holds far less than 10% of its total assets in
government debt that is not U.S. government debt investments and in money market funds that are not SEC-registered, the Company is not addressing whether or not those investments are “capital preservation
instruments.”

 Check Point

 August 4, 2023

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 Special Situation Investment Company. The SEC has stated that “[s]pecial
situation investment companies are companies that secure control of other companies primarily for the purpose of making a profit in the sale of the controlled company’s securities.”9
The Company does not acquire and has not acquired or otherwise secured control of any other company to profit on the future sale of that company’s securities. For example, the Company has acquired other companies in the past for the purpose
of increasing sales and earnings and not for speculative investment, including the following acquisitions in the most recent past:

•

 On September 17, 2020, the Company completed the acquisition of all outstanding shares of Odo Security Ltd.,
a privately held Israeli-based company, and a developer of a cloud-based, clientless Secure Access Service Edge (SASE) technology that delivers secure remote access.

•

 On September 1, 2021, the Company completed the acquisition of all outstanding shares of Avanan Inc., a
privately-held U.S.-based company providing cloud email security, and the developer of a patented application-programming interface (API) solution to stop email threats before arriving to the inbox (inline), for both internal and external
emails using AI based engines.

•

 On February 3, 2022, the Company completed the acquisition of all outstanding shares of Spectral Cyber
Technologies Ltd. (“Spectral”), a privately-held Israeli-based company, a key innovator in developer security with a thriving open-source community. Spectral’s developer-first approach to security focuses on code safety and
trust, fast code scanning and simple and cool developer experience.

 Such acquisitions, however, are consistent with the Company’s
operating business and with maximizing its competitiveness and its opportunities to increase market share and do not cause the Company to be a special situation investment company.

Primarily Engaged in Business Other than Investing. Section 3a-8(b)(6) requires that a
company hold itself out as being primarily engaged, directly, through majority-owned subsidiaries, or through companies that it controls primarily, in a business or businesses other than that of investing, reinvesting, owning, holding or trading in
securities, as evidenced by the following:

9
 SEC, Certain Prima Facie Investment Companies, 44 Fed. Reg. 66608, 66610 at n. 20 (Nov. 20, 1979).

 Check Point

 August 4, 2023

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 A. The activities of the Company’s officers and directors. All of the members of
the Company’s board of directors (“Board”) and officers devote the vast majority of their Check Point time to managing the Company’s business as an IT security company. Only approximately 3-5 individuals of the Company’s over 6,000 employees (as of the fiscal year ended December 31, 2022) devote any of their time (along with spending time on their other Check Point responsibilities) to the
oversight of the Company’s investment portfolio and to ensuring compliance with the investment policy adopted by the Company’s Board. The Company’s officers and directors have appointed seven external money managers who handle day-to-day management of the Company’s fixed-income investment portfolio, consistent with the Company’s investment policy (described below). The external money
managers have discretion, within the bounds of the investment policy, to make investment decisions.

 B. Public representations of
policies. In its foreign issuer annual and other reports and Commission filings, marketing materials, and on its web site (checkpoint.com), the Company’s public presentations consistently state its business as an IT security company.

C. Historical development. The Company’s historical development is that of an IT security company. Since its inception, the Company
has developed and grown its current operating business as a provider of IT security that protects against cyber security threats. The Company’s activities have involved developing the technology underlying its IT security business; building an
IT security architecture; pursuing and obtaining related patents, trademarks and copyrights; and marketing its IT technology products and services to increase its customer base. At no time has the Company presented itself as having engaged in any
other business.

 D. Resolution. The Company’s Board has adopted the following resolution:

RESOLVED: That the Company is primarily engaged, directly, through majority-owned subsidiaries, or
through com