Correspondence 0001213900-24-028361 from ACTELIS NETWORKS INC (ASNS)
ACTELIS NETWORKS INC
Date: April 1, 2024 · CIK: 0001141284 · Accession: 0001213900-24-028361
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File numbers found in text: 333-276425
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CORRESP
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Actelis Networks, Inc.
47800 Westinghouse Drive
Fremont, CA 94539
April 1, 2024
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re:
Actelis Networks, Inc.
Registration Statement on Form S-1
Filed March 26, 2024
File No. 333-276425
VIA EDGAR
Ladies and Gentlemen:
Pursuant to Rule 461 under
the Securities Act of 1933, as amended, Actelis Networks, Inc. (the “Company”) hereby respectfully requests that the
effectiveness of the Registration Statement on Form S-1 (File No. 333-276425) of the Company (the “Registration Statement”)
be accelerated so that the Company’s Registration Statement will become effective at 9:00 a.m., Eastern Time, on April 2, 2024 or
as soon thereafter as may be practicable.
The undersigned respectfully
requests that it be notified of the effectiveness of the Registration Statement by telephone call to our counsel, Greenberg Traurig, LLP,
by calling Eyal Peled at (646) 266-4658. The Company hereby authorizes Mr. Peled to orally modify or withdraw this request for acceleration.
Very truly yours,
ACTELIS NETWORKS, INC.
By:
/s/Tuvia Barlev
Name:
Tuvia Barlev
Title:
Chief Executive Officer
cc: Eyal Peled (Greenberg Traurig, LLP)