SecProbe.io

March 7, 2014

Via E -mail
Gal Cohen
Chief Executive Officer
MediWound Ltd.
42 Hayarkon Street
Yavne 8122745, Israel

Re: MediWound Ltd.
Amendment No. 2 to Registration Statement on Form  F-1
Filed March 3, 2014
  File No. 333 -193856

Dear Mr. Cohen:

We have reviewed your registration statement  and have the following comment .

Please respond to this letter by amending your registration statement and providing the
requested information.   If you do not believe our comment applies  to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in  response to this comment , we may have additional comments.

Capitalization, page 44

1. Please revise the number of pro forma as -adjusted shares outstanding to agree with the
amount disclosed on pages 7 and 46 of 20,399,068.

We urge all persons who are re sponsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 1933 and
all applicable Securities Act rules require.   Since the company and its management are in
possessi on of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Gal Cohen
MediWound Ltd.
March 7, 2014
Page 2

 Notwithstanding our comment , in the event you request acceleration of the effective date
of the pending registr ation statement please provide a written statement from the company
acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing effective, it does not foreclose the Commission from taking any action w ith respect
to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

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

Please refer to Rules 460 and 461 regarding requests for acceleration.  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of  1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time for us to review any amendment prior to the requested effective date o f the
registration statement.

You may contact Vanessa Robertson at (202) 551 -3649 or Lisa Vanjoske at (202) 551 -
3614 if you have questions regarding comments on the financial statements and related matters.
Please contact Christina De Rosa at (202) 551-3577 or me at (202) 551 -3715 with any other
questions.

Sincerely,

 /s/ Bryan J. Pitko for

Jeffrey P. Riedler
Assistant Director
cc: Via E -mail
 Joshua G. Kiernan, Esq.
 White & Case LLP
1155 Avenue of the Americas
New York, NY 10036