SecProbe.io

December 11, 2012

Via E -mail
Rami Hadar
Chief Executive Officer and President
Allot Communications  Ltd.
22 Hanagar Street
Neve Ne’eman Industrial Zone B
Hod-Hasharon 45240
Israel

Re: Allot Communications Ltd.
 Form 20-F for the Fiscal Year Ended December 31, 2011
Filed April 17, 2012
Form 6 -K
Filed October 30, 2012
File No . 001-33129

Dear Mr. Hadar :

We have reviewed your filings  and have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing s, by
providing the reques ted information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewin g any amendment to your filing s and the information you provide in
response to these comments, we may have additional comments.

Form 20 -F for the Fiscal Year Ended December 31, 2011

Information on Allot

Business Overview

Channel Partners, page 23

1. Your disclosure indicates that “[a] significant portion” of your sales occur through your
channel partners. Please advise and clarify in future filings what the term “significant

Rami Hadar
Allot Communications  Ltd.
December 11, 2012
Page 2

 portion” means.   Further, your Form 20 -F states that your agreements  with channel
partners are usually for a one -year term and can be terminated by either party after
expiration of the initial term. Please clarify whether you have any material agreements
with your channel partners other than as described and if so whether you are substantially
dependent upon any of the agreements for purposes of filing them as exhibits pursuant to
Instruction 4(b)(ii) as to exhibits to Form 20 -F.

Principal Accountant Fees and Services , page 73

2. Please describe for us the nature of the audit -related due diligence investigation services
and the fees related to government incentives, outlining the specific services provided by
your principal accountant as well as management’s involvement.  Please re fer to Rule 2 -
01(c) of Regulation S -X and PCAOB ET Section 101 -3.

Consolidated Financial Statements

Note 2: Significant Accounting Policies

l. Revenue recognition, page F -18

3. In your disclosure on page F -19 regarding the adoption of the guidance of ASU 2009 -14,
you conclude that the company is out of the scope of Subtopic 985 -605.  Please tell us
what consideration was given to clarifying the treatment of software add -on components,
such as ServiceProtector.

4. We note your disclosure that the company prov ides a provision for product returns and
stock rotation.  We further note your disclosure on page 11 that if you “encounter
significant product problems, [you] could experience, among other things, loss of major
customers, cancellation of product orders, i ncreased costs, delay in recognizing revenues
and damage to [y]our reputation.”  Please tell us what consideration was given to
disclosing performance -, cancellation -, termination -, and refund -type provisions related
to your multiple -element arrangements.  Tell us what consideration was given to
describing the impact of such provisions on your revenue recognition.  Please refer to
ASC 605 -25-50-2.

5. Your disclosure regarding multiple -element arrangements addresses determination of
selling price for maintena nce and support, but it does not clearly address determination of
selling price for product sales or other services such as installation and training.  Please
tell us what consideration was given to providing a discussion of the significant factors,
inputs , assumptions, and methods used to determine selling price (whether vendor -
specific objective evidence, third -party evidence, or estimated selling price) for all
significant deliverables.  Please refer to ASC 605 -25-50-2.

Rami Hadar
Allot Communications  Ltd.
December 11, 2012
Page 3

 6. While your disclosure addresses the basic revenue recognition criteria related to product
sales, it is not clear when delivery typically occurs and when the related revenues are
typically recognized.  We note your disclosure on page 8 that “revenues from individual
customers may fluctuat e from time to time based on the timing and the terms under
which further orders are received and the duration of the delivery and implementation of
such orders.”  Please tell us what consideration was given to disclosing the general timing
of delivery or performance of service and the general timing of revenue recognition for
product sales.  Please refer to ASC 605 -25-50-2.

Note 13: Taxes on Income, page F -38

7. We note that the “exchange rate differences and others” line item in the rate
reconciliation on  page F -41 has had a significant impact on the company’s resultant
income tax expenses (benefit), particularly for the year ended December 31, 2011.  Please
tell us what consideration was given to explaining the nature of the line item and why it
was so si gnificant in 2011 in your financial statement footnote and/or the discussion of
operating results in your Operating and Financial Review and Prospects disclosure.

Form 6 -K filed October 30, 2012

Exhibit 99.1 Press Release Announcing Financial Results Dat ed October 30, 2012

8. We note that in your narrative summary discussion of results, you disclose the increase in
non-GAAP revenues.  Please tell us what consideration you have given to also disclosing
GAAP  revenues in your interim earnings releases.  Please refer to Item 100(a) of
Regulation G.

Table 3, Consolidated Statements of Operations on a Non -GAAP Basis

9. We believe the non -GAAP  consolidated statements of operations columnar format may
create the unwarranted impression to investors that the non -GAAP operating statement
has been prepared under a comprehensive set of accounting rules or principles. In
addition, Section II.A.2 of SE C Release 33 -8176 defines non -GAAP measures and does
not contemplate including non -GAAP financial statements as a “measure.” Please
remove that presentation, or explain to us in reasonable detail why its retention is
justified in light of these concerns. A s a substitute for this presentation format, you may
consider presenting only individual non -GAAP measures (i.e., line items, subtotals, etc.)
provided each one complies with Item 10 of Regulation S -K.  Please also refer to
Question 102.10 of the Non -GAAP Compliance and Disclosure Interpretations.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing s to be certain that the filing s include  the information the Securities Exchange Act of
1934 and all applicable  Exchange Act rules require.   Since the company and its management are

Rami Hadar
Allot Communications  Ltd.
December 11, 2012
Page 4

 in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comments, p lease provide a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing s;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the C ommission from taking any action with respect to the filing s; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Joyce Sweeney, Staff Accountant , at (202) 551 -3449  if you have
questions regarding comments on the financial statements and related matters.  If you have any
other questions, please contact Allicia Lam, Staff Attorney, at (202) 551 -3316  or Barbara C.
Jacobs , Assistant Director, at (202) 551 -3730 .  If you require further assistance, do not hesitate to
contact me at (202) 551 -3406 .

Sincerely,

 /s/ Patrick Gilmore

Patrick Gilmore
Accounting Branch Chief