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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

Date
April 1, 2024
Author
Tuvia Barlev
Form
CORRESP
Company
ACTELIS NETWORKS INC

Letter

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.

Show Raw Text
CORRESP
1
filename1.htm

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)