SecProbe.io

Mail Stop 3030
October 26, 2015

Via E -mail
Larry Jasinski
Chief Executive Officer
ReWalk Robotics Ltd.
Kochav Yokneam Building, Floor 6
P.O. Box 161
Yokneam Ilit 20692, Israel

Re: ReWalk Robotics Ltd.
 Registration Statement on Form F -3
Filed October 1, 2015
  File No. 333 -207219

Dear Mr. Jasinski:

We have limited our review of your registration statement  to those issues we have
addressed in our 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 by amending your registration statement and providing the
requested information.  If you do not believe our comments apply t o 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 these comments, we may have  additional comments .

Exhibit 5.1

1. We note that the paragraph numbered 3 of this exhibit addresses whether the warrants
will be  legally issued, fully paid, and non -assess able.  Please file  an opinion addressing
whether the warrants will, when sold, be  bindi ng obligations of the registrant under the
law of the jurisdiction governing the warrant s.  For guidance, please see Section II.B.1.f
of Staff Legal Bulletin No. 19.

Larry Jasinski
ReWalk Robotics Ltd.
October 26, 2015
Page 2

 2. We note the reference in the last paragraph on page 2 of this exhibit to filing “ such
supplement or amendment to this opinion (if any) as [counsel] may reasonably consider
necessary or appropriate.”  Please confir m that, when a takedown occurs, you will file an
updated opinion that does not include  inappropriate  qualifications, conditi ons or
assumptions.  For guidance, please see Section II.B.2.a of Staff Legal Bulletin No. 19.

3. We note that page 3 of this exhibit does not include counsel’s consent to being named in
the section entitled “Enforceability of Civil Liabilities” on page 19 of the registration
statement.  Please file counsel’s consent to being named in that section.

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

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

 should the Commission or the staff, acting p ursuant to delegated authority, declare the
filing effective, it does not foreclose the Commission from taking any action with 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 in itiated 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 regist ration 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 se curities specified in the above registration statement.  Please allow
adequate time for us to review any amendment prior to the requested effective date of the
registration statement.

Larry Jasinski
ReWalk Robotics Ltd.
October 26, 2015
Page 3

 Please contact Tom Jones at (202) 551 -3602 or me at (202) 551 -3617 w ith any questions.

Sincerely,

 /s/ Russell Mancuso

 Russell Mancuso
Branch Chief
Office of Electronics and Machinery

cc: Colin J. Diamond, Esq.