SecProbe.io

CORRESP
 1
 filename1.htm

 May 20, 2025

 VIA EDGAR
 U.S. Securities and Exchange Commission
 Division of Corporation Finance
 100 F Street N.E.
 Washington, D.C. 20549
 Attention: Ms. Erin Donahue

 Re:

 SuperCom Ltd.

 Registration Statement on Form F-3
 Filed on May 9, 2025

 File No. 333-287163

 Dear Ms. Donahue:

 Pursuant to Rule 461 under the Securities Act of 1933, as amended, SuperCom Ltd. (the “ Company ”) hereby requests that the effective date of the above-referenced Registration Statement on Form F-3 (the “ Registration Statement ”) be accelerated so that it will become effective at 4:00 P.M. Eastern Time on Friday, May 23, 2025 or as soon as practicable thereafter.

 We respectfully request that we be notified of such effectiveness by a telephone call to Sasha Ablovatskiy, Esq. of
 Foley Shechter Ablovatskiy LLP at (212) 335-0466, or in his absence Jonathan Shechter, Esq. of Foley Shechter Ablovatskiy LLP at (212) 335-0465.

 Sincerely,

 SUPERCOM LTD.

 By:

 /s/ Ordan Trabelsi

 Name:

 Ordan Trabelsi

 Title:

 President and Chief Executive Officer

 Cc:

 Arie Trabelsi, Acting CFO
 Sasha Ablovatskiy, Esq. (Foley Shechter Ablovatskiy LLP)

 Jonathan Shechter, Esq. (Foley Shechter Ablovatskiy LLP)

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 13, 2025

Ordan Trabelsi
Chief Executive Officer
SuperCom Ltd
3 Rothschild Street
Tel Aviv 6688106
Israel

 Re: SuperCom Ltd
 Registration Statement on Form F-3
 Filed May 9, 2025
 File No. 333-287163
Dear Ordan Trabelsi:

 This is to advise you that we have not reviewed and will not review your
registration
statement.

 Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

 Please contact Erin Donahue at 202-551-6063 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Manufacturing
cc: Sasha Ablovatskiy
</TEXT>
</DOCUMENT>

CORRESP
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      January 17, 2025

      VIA EDGAR

      U.S. Securities and Exchange Commission

      Division of Corporation Finance

      Office of Manufacturing

      100 F Street N.E.

      Washington, D.C. 20549

      Attention: Ms. Erin Donahue

              Re:

              SuperCom Ltd.

              Registration Statement on Form F-3

              Filed on January 10, 2025

              File No. 333-284219

      Dear Ms. Donahue:

      Pursuant to Rule 461 under the Securities Act of 1933, as amended, SuperCom Ltd. (the “Company”) hereby requests that the effective date
        of the above-referenced Registration Statement on Form F-3 (the “Registration Statement”) be accelerated so that it will become effective at 5:00 P.M. Eastern Time on Tuesday, January 21, 2025 or as soon as
        practicable thereafter.

      We respectfully request that we be notified of such effectiveness by a telephone call to Sasha Ablovatskiy, Esq. of Foley Shechter Ablovatskiy LLP at (212) 335-0466, or in his
        absence Jonathan Shechter, Esq. of Foley Shechter Ablovatskiy LLP at (212) 335-0465.

              Sincerely,

              SUPERCOM LTD.

              By:

              /s/ Ordan Trabelsi

              Name:

              Ordan Trabelsi

              Title:

              President and Chief Executive Officer

              Cc:

              Arie Trabelsi, Acting Chief Financial Officer

              Sasha Ablovatskiy, Esq. (Foley Shechter Ablovatskiy LLP)

              Jonathan Shechter, Esq. (Foley Shechter Ablovatskiy LLP)

January 17, 2025
Ordan Trabelsi
Chief Executive Officer
SuperCom Ltd
3 Rothschild Street
Tel Aviv 6688106
Israel
Re:SuperCom Ltd
Registration Statement on Form F-3
Filed January 10, 2025
File No. 333-284219
Dear Ordan Trabelsi:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Erin Donahue at 202-551-6063 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing

August 15, 2024
Arie Trabelsi
Acting Chief Financial Officer
SuperCom Ltd.
3 Rothschild Street
Tel Aviv 6688106, Israel
Re:SuperCom Ltd.
Form 20-F for the Fiscal Year Ended December 31, 2023
Filed April 22, 2024
File No. 001-33668
Dear Arie Trabelsi:
            We have completed our review of your filing. We remind you that the company and its
management are responsible for the accuracy and adequacy of their disclosures, notwithstanding
any review, comments, action or absence of action by the staff.
Sincerely,
Division of Corporation Finance
Office of Manufacturing

CORRESP
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    Attorneys at Law

    641 Lexington Avenue | 14th Floor

    New York, New York 10022

    Dial: 212.335.0466

    Fax: 917.688.4092

    info@foleyshechter.com

    www.foleyshechter.com

               August 14, 2024

    Via EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Office of Manufacturing

    Mail Stop 3561

    Washington, D.C. 20549

            Attn:  Stephany Yang and Andrew Blume

            Re:

            SuperCom Ltd.

            Form 20-F for the Fiscal Year Ended December 31, 2023

            Filed April 22, 2024

            File No. 001-33668

    Dear Ms. Yang and Mr. Blume:

    This firm is outside corporate and securities counsel to SuperCom Ltd. (the “Company”). We are submitting this letter on behalf of the Company in response to comments from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) issued to the Company in the Staff’s letter, dated June 17, 2024 (the “Letter”), relating to the
      Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2023 (File No. 001-33668) filed with the Commission on April 22, 2024 (the “Form 20-F”).

    The numbered paragraphs below correspond to the numbered comments in the Letter and for convenience the Staff’s comments are included
      and presented in bold italics directly above the Company’s response. In addition to addressing the comments raised by the Staff in the Letter, the Company has revised the Form 20-F accordingly and concurrently herewith is filing Amendment No. 1 to
      the Form 20-F (the “Amendment No. 1”). The Company is filing the Amendment No. 1 within the allotted time period per informal
      discussions with the Staff.

    {continued on following page}

    Form 20-F for the Fiscal Year Ended December 31, 2023

    Item 18. Financial Statements, page 71

            1.

            We note you present only two years of audited financial statements. Please amend your
              filing to include financial statements for the year ended December 31, 2021 audited by a firm currently registered with the Public Company Accounting Oversight Board (“PCAOB”). Since the PCAOB revoked the registration of Halperin Ilanit CPA
              on March 19, 2024, you must retain a firm that is currently registered with the PCAOB to re-audit the required fiscal year 2021 financial statements. Refer to Item 8.A.2 of Form 20-F and the related Instructions.

    The Company respectfully acknowledges the Staff’s comment and has revised Amendment No. 1
      accordingly to include the required Company financial statements for the year ended December 31, 2021 audited by Yarel + Partners, the Company’s current independent
      registered public accounting firm, which firm is currently registered with the Public Company Accounting Oversight Board.

    Exhibits 13.1 and 13.2 Certifications, page X-13

            2.

            We note the certifications of your Chief Executive and Financial Officers reference the
              Form 20-F for the period ended December 31, 2022. Please revise future filings to refer to the appropriate periodic report.

    The Company respectfully acknowledges the Staff’s comment and will revise the Company’s future
      filings to refer to the appropriate periodic report. The Company has included in the Amendment No. 1 updated certifications of its Chief Executive and Financial Officers.

    * * *

    Should members of the Staff have any questions or comments, or require any additional information regarding any of
      the responses or the Amendment No. 1, please contact the undersigned at 212-335-0466 or sablovatskiy@foleyshechter.com or Jonathan Shechter, Esq. at 212-335-0465 or js@foleyshechter.com.

            Sincerely,

            FOLEY SHECHTER ABLOVATSKIY LLP

            /s/ Sasha Ablovatskiy

            Sasha Ablovatskiy, Esq.

            For the Firm

            Cc:

            United States Securities and Exchange Commission

            SuperCom Ltd.

            Ordan Trabelsi, President & Chief Executive Officer

            Arie Trabelsi, Acting Chief Financial Officer & Chairman

United States securities and exchange commission logo
June 17, 2024
Arie Trabelsi
Acting Chief Financial Officer
SuperCom Ltd.
3 Rothschild Street
Tel Aviv 6688106, Israel
Re:SuperCom Ltd.
Form 20-F for the Fiscal Year Ended December 31, 2023
Filed April 22, 2024
File No. 001-33668
Dear Arie Trabelsi:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 20-F for the Fiscal Year Ended December 31, 2023
Item 18. Financial Statements, page 71
1.We note you present only two years of audited financial statements. Please amend your
filing to include financial statements for the year ended December 31, 2021 audited by a
firm currently registered with the Public Company Accounting Oversight Board
(“PCAOB”). Since the PCAOB revoked the registration of Halperin Ilanit CPA on March
19, 2024, you must retain a firm that is currently registered with the PCAOB to re-audit
the required fiscal year 2021 financial statements. Refer to Item 8.A.2 of Form 20-F and
the related Instructions.
Exhibits 13.1 and 13.2 Certifications, page X-13
2.We note the certifications of your Chief Executive and Financial Officers reference the
Form 20-F for the period ended December 31, 2022. Please revise future filings to refer to
the appropriate periodic report.

 FirstName LastNameArie Trabelsi
 Comapany NameSuperCom Ltd.
 June 17, 2024 Page 2
 FirstName LastName
Arie Trabelsi
SuperCom Ltd.
June 17, 2024
Page 2
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            Please contact Stephany Yang at 202-551-3167 or Andrew Blume at 202-551-3254 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing

CORRESP
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  SUPERCOM LTD

  3 Rothschild Street

  Tel Aviv 6688106

  Israel

  May 15, 2024

  VIA EDGAR

  United States Securities and Exchange Commission

  Division of Corporation Finance

  Office of Manufacturing

  100 F Street, N.E.

  Washington, D.C. 20549-3720

          Attn:

        Eranga Dias

          Re:

          SuperCom Ltd.

          Registration Statement on Form F-1

          Filed May 6, 2024

          File No. 333-279147

  Ladies and Gentlemen:

  Pursuant to Rule 461 under the Securities Act of 1933, as amended, SuperCom Ltd. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement on Form F-1 (the “Registration Statement”) be accelerated so that it will become effective at 12:00 p.m. Eastern Time on Friday, May 17, 2024, or as soon as practicable thereafter.

  We respectfully request that we be notified of such effectiveness by a telephone call to Sasha Ablovatskiy, Esq. of
    Foley Shechter Ablovatskiy LLP at (212) 335-0466.

          Sincerely,

          SUPERCOM LTD.

          By:

          /s/ Ordan Trabelsi

          Name:

          Ordan Trabelsi

          Title:

          President and Chief Executive Officer

          Cc:

          Sarit Molcho, Adv. (S. Friedman & Co)

          Sasha Ablovatskiy, Esq. (Foley Shechter Ablovatskiy LLP)

United States securities and exchange commission logo
May 14, 2024
Ordan Trabelsi
Chief Executive Officer
SuperCom Ltd
3 Rothschild Street
Tel Aviv, 6688106, Israel
Re:SuperCom Ltd
Registration Statement on Form F-1
Filed May 6, 2024
File No. 333-279147
Dear Ordan Trabelsi:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Eranga Dias at 202-551-8107 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing

CORRESP
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    SUPERCOM LTD

    3 Rothschild Street

    Tel Aviv 6688106

    Israel

    August 1, 2023

    VIA EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Office of Manufacturing

    Mail Stop 3561

    Washington, D.C. 20549

            Attn:

            Patrick Fullem

            Re:

            SuperCom Ltd.

            Acceleration Request for Registration Statement on Form F-1, as amended

            File No. 333-273291

    Ladies and Gentlemen:

    Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), SuperCom Ltd. (the “Company”) hereby requests that the effective date of the
      above-referenced Registration Statement on Form F-1 (as amended, the “Registration Statement”) be accelerated so that it will become effective at
      5:00 p.m. Eastern Time on Tuesday, August 1, 2023, or as soon as practicable thereafter. In making this acceleration request, the Company acknowledges that it is
      aware of its responsibilities under the Act.

    We respectfully request that we be notified of such effectiveness by a telephone call to Sasha Ablovatskiy of Foley
      Shechter Ablovatskiy LLP at (212) 335-0466.

    Please contact Sasha Ablovatskiy of Foley Shechter Ablovatskiy LLP via telephone at (212) 335-0466 or via e-mail at
      sablovatskiy@foleyshechter.com with any questions.

            Sincerely,

            SUPERCOM LTD.

            By:

            /s/ Ordan Trabelsi

            Name:

            Ordan Trabelsi

            Title:

            President and Chief Executive Officer

            Cc:

            Sarit Molcho, Adv. (S. Friedman & Co)

            Sasha Ablovatskiy, Esq. (Foley Shechter Ablovatskiy LLP)

            Jonathan Shechter, Esq. (Foley Shechter Ablovatskiy LLP)

United States securities and exchange commission logo
July 21, 2023
Ordan Trabelsi
Chief Executive Officer
SuperCom Ltd
3 Rothschild Street
Tel Aviv, 6688106, Israel
Re:SuperCom Ltd
Registration Statement on Form F-1
Filed July 17, 2023
File No. 333-273291
Dear Ordan Trabelsi:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Patrick Fullem at (202) 551-8337 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Sasha Ablovatskiy, Esq.

CORRESP
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    SUPERCOM LTD

    3 Rothschild Street

    Tel Aviv 6688106

    Israel

    May 24, 2023

    VIA EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Office of Manufacturing

    100 F Street, N.E.

    Washington, D.C. 20549-3720

            Attn: Gregory Herbers

            Re:

            SuperCom Ltd.

            Registration Statement on Form F-1

            Filed May 15, 2023

            File No. 333-271939

    Ladies and Gentlemen:

    Pursuant to Rule 461 under the Securities Act of 1933, as amended, SuperCom Ltd. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement on Form F-1 (the “Registration Statement”) be accelerated so that it will become effective at 12:00 p.m. Eastern Time on Friday, May 26, 2023, or as soon as practicable thereafter.

    We respectfully request that we be notified of such effectiveness via a telephone call to Sasha Ablovatskiy, Esq. of
      Foley Shechter Ablovatskiy LLP at (212) 335-0466.

            Sincerely,

            SUPERCOM LTD.

            By:

            /s/ Ordan Trabelsi

            Name:

            Ordan Trabelsi

            Title:

            President and Chief Executive Officer

            Cc:

            Sarit Molcho, Adv. (S. Friedman & Co)

            Sasha Ablovatskiy, Esq. (Foley Shechter Ablovatskiy LLP)

United States securities and exchange commission logo
May 19, 2023
Ordan Trabelsi
Chief Executive Officer
SuperCom Ltd
3 Rothschild Street
Tel Aviv, 6688106, Israel
Re:SuperCom Ltd
Registration Statement on Form F-1
Filed May 15, 2023
File No. 333-271939
Dear Ordan Trabelsi:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Gregory Herbers at 202-551-8028 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Sasha Ablovatskiy, Esq.

CORRESP
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    SUPERCOM LTD

    3 Rothschild Street

    Tel Aviv 6688106

    Israel

    June 3, 2022

    VIA EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Office of Manufacturing

    Mail Stop 3561

    Washington, D.C. 20549

            Attn:     Gregory Herbers

            Re:

            SuperCom Ltd.

            Registration Statement on Form F-1

            Filed May 27, 2022

            File No. 333-265293

    Ladies and Gentlemen:

    Pursuant to Rule 461 under the Securities Act of 1933, as amended, SuperCom Ltd. (the “Company”)
      hereby requests that the effective date of the above-referenced Registration Statement on Form F-1 (the “Registration Statement”) be accelerated so that it will become effective at 12:00 p.m. Eastern Time on
      Wednesday, June 8, 2022, or as soon as practicable thereafter.

    We respectfully request that we be notified of such effectiveness by a telephone call to Sasha Ablovatskiy, Esq. of Foley Shechter
      Ablovatskiy LLP at (212) 335-0466.

            Sincerely,

            SUPERCOM LTD.

            By:

            /s/ Ordan Trabelsi

            Name:

            Ordan Trabelsi

            Title:

            President and Chief Executive Officer

            Cc:

            Sarit Molcho, Adv. (S. Friedman & Co)

            Sasha Ablovatskiy, Esq. (Foley Shechter Ablovatskiy LLP)

United States securities and exchange commission logo
June 2, 2022
Ordan Trabelsi
Chief Executive Officer
SuperCom Ltd
3 Rothschild Street
Tel Aviv, 6688106, Israel
Re:SuperCom Ltd
Registration Statement on Form F-1
Filed May 27, 2022
File No. 333-265293
Dear Mr. Trabelsi:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Gregory Herbers at 202-551-8028 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Sasha Ablovatskiy

CORRESP
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      SUPERCOM LTD

      3 Rothschild Street

      Tel Aviv 6688106

      Israel

                  December 21, 2021

      VIA EDGAR

      United States Securities and Exchange Commission

      Division of Corporation Finance

      Office of Manufacturing

      Mail Stop 3561

      Washington, D.C. 20549

              Attn:

              Gregory Herbers

              Re:

              SuperCom Ltd.

              Registration Statement on Form F-3

              Filed December 1, 2021

              File No. 333-261442

      Ladies and Gentlemen:

      Pursuant to Rule 460 and 461 under the Securities Act of 1933, as amended, SuperCom Ltd. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement on Form F-3 (the “Registration Statement”) be accelerated so that it will become effective at 12:00 P.M. Eastern Time on Monday, December 27, 2021, or as soon as practicable thereafter.

      We respectfully request that we be notified of such effectiveness by a telephone call to Sasha Ablovatskiy, Esq. of
        Foley Shechter Ablovatskiy LLP at (212) 335-0466.

              Sincerely,

              SUPERCOM LTD.

              By:

              /s/ Ordan Trabelsi

              Name:

              Ordan Trabelsi

              Title:

              President and Chief Executive Officer

              Cc:

              Sarit Molcho, Adv. (S. Friedman & Co)

              Sasha Ablovatskiy, Esq. (Foley Shechter Ablovatskiy LLP)

United States securities and exchange commission logo
December 20, 2021
Ordan Trabelsi
President and CEO
SuperCom Ltd
3 Rothschild Street
Tel Aviv 6688106
Israel
Re:SuperCom Ltd
Registration Statement on Form F-3
Filed December 1, 2021
File No. 333-261442
Dear Mr. Trabelsi:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Gregory Herbers at 202-551-8028 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Sarit Molcho

Mail Stop 3030
January 1 2, 2018

Via E -mail
Arie Trabelsi
Chief Executive Officer
SuperCom Ltd.
1 Arie Shenkar Street
Hertzliya Pituach 4672514, Israel

 Re: SuperCom Ltd.
  Form 20 -F for the Fiscal Year Ended December 31, 2016
Filed May 24, 2017
File No. 1 -33668

Dear Mr. Trabelsi:

We have completed our review of your filing.  We remind you that the company and its
management are responsible for the accuracy and adequacy of their disclosures, notwithstanding
any review, comments, action or absence of action by the staff.

Sincerely,

 /s/ Kevin J. Kuhar

Kevin J. Kuhar
Accounting Branch Chief
Office of Electronics and Machinery

CORRESP
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December 28, 2017

VIA EDGAR

To: Kevin J. Kuhar

Accounting Branch Chief

Securities and Exchange Commission

Division of Corporation Finance

Office of Electronics and Machinery

100 F Street, N.W.

Washington, D.C. 20549

 Re: SuperCom Ltd. (the “Company”)

Form 20-F for the Fiscal Year ended December
31, 2016

Filed May 24, 2017

Amendment No. 1 to Form 20-F for the Fiscal year
ended December 31, 2016

Filed May 25, 2017 (the “Filings”)

File No. 001-33668

Dear Mr. Kuhar,

We have received and
reviewed the comments of the Staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
set forth in the comment letter dated December 15, 2017 relating to the above referenced Filings, and provide the following responses.
For your convenience, the comments of the Staff have been restated below in their entirety in bold, with the response to each comment
immediately under the respective comment.

Item 5. Operating and Financial Review and Prospects

Year Ended December 31, 2016 Compared with Year Ended December
31, 2015

Revenues, page 30

 1. We note your response to comment 1 that you reorganized your acquisitions
into new segments and that the revenue amounts provided for your segments do not agree to your footnote on page F-29. Please revise
future filings to address the following:

 · Provide the disclosures required by ASC 280-10-50-21 including a description
of the factors used to identify your reportable segments.

 · Provide comparative segment information for each period for which an income
statement is presented as required by ASC 280-10-50-20.

 · Provide the disclosures required by paragraphs 50-34 to 50-36 of ASC 280-10
to the extent you have changed the structure of your internal organization which causes reportable segments to changes.

We noted the
Staff’s comment and will revise future filing accordingly.

Item 18. Financial Statements

Note 2: Significant Accounting Policies

k. Revenue Recognition, page F-9

 2. We note from your response to comment 4 that
while you have counters that provide the number of documents issued, only after customer approval of the number of documents issued
do you calculate and recognize the royalty revenue. Please address the following:

 · Tell us whether your contracts with your e-ID and security
business customers require customer approval of the number of documents issued recorded by your counters.

 · Tell us the period of time it usually takes for you to receive that approval
and explain to us the reasons for any significant delays you encountered in receiving these approvals in the years ended December
31, 2015 and 2016 and the nine months ended September 2017.

 · Tell us the amount of revenues you reported from the e-ID and security
business in each of the years ended December 31, 2015 and 2016 and in the nine months ended September 2017.

The Staff is advised that our e-ID
and security contracts include (i) projects for the development and deployment of e-ID environment (such as a system for registration,
issuance and management of e-ID card) (ii) post deployment contracts for delivery of consumables and raw material for the cards
issuance and (iii) post contract for services and maintenance in which in one contract which was completed during 2015, we receive
also royalties per e-ID card issued, based on the amounts of cards produced and per license fee agreed to in the contract. We also
advise that the royalty fees in the year 2015 was $243K, and were reduced to $0 in the year 2016 and the 9 months ended September
30, 2017. In further responding to Staff inquiry we advise as follows:

 · In contract with royalty fees, It is customary that we receive reports throughout the month (generally
3 reports) based on our counters integrated in the system, and final monthly report approved by the customer for the amount of
documents issued and the fees owed. That usually occurs after 2 - 4 days after the end of the month. The monthly report is issued
by the customer for our verification and approval, so amounts appears in the monthly reports are always after customer approval.

 · It is usually takes 2 – 4 days for the process to
be approved. We are not aware of any significant delays encountered in receiving these approvals in the years ended December 31,
2015 and 2016 and the nine months ended September 2017. As was explained in our MD&A, we experienced some delays in the e-ID
projects which included deployment of a new system (not related to post deployment contracts with royalty fees), those delays
affected the rate of completion on those projects.

 · Revenues from e-ID and security, related to royalty fees,
during each of the years ended December 31, 2015 and 2016 and in the nine months ended September 2017, were $243K, $0 and $0,
respectively

Note 5: Acquisition, page F-15

 3. We note your response to comment 6 regarding the contingent consideration
recorded for the acquisition of Alvarion. In future filings please revise this note to also disclose the quantitative information
about the significant unobservable inputs underlying the level 3 fair value measurement required by ASC 820-10-50-2(bbb) and to
provide the reconciliation disclosures about fair value required by ASC 820-10-50-2(c).

We noted the
Staff’s comment and will revise future filing accordingly.

*****

The Company acknowledges
that:

 · the
Company is responsible for the adequacy and accuracy of the disclosure in the Filing;

 · Staff
comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect
to the Filing; 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.

We would be happy to discuss any
questions or comments you might have regarding the responses set forth herein. Please do not hesitate to call the undersigned
at +972-9-8890850.

    Very Truly Yours,

    SUPERCOM LTD.

    By:
    /s/ Arie Trabelsi

    Name: Arie Trabelsi

    Title: Chief Executive Officer

Mail Stop 3030
December 1 5, 2017

Via E -mail
Arie Trabelsi
Chief Executive Officer
SuperCom  Ltd.
1 Arie Shenkar Street
Hertzliya Pituach 4672514,  Israel

 Re: SuperCom  Ltd.
  Form 20-F for the Fiscal Year Ended December 31, 2016
Filed May 24, 2017
Amendment No. 1 to Form 20 -F for the Fiscal Year
 Ended December 31, 2016
Filed May 25, 2017
File No. 1-33668

Dear Mr. Trabelsi :

We have reviewed your November 28, 2017 response to our comment letter 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 these comments within ten business days by providing the requested
infor mation or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.

After reviewing your response to these comments, we may have additional commen ts.
Unless we note otherwise, our references to prior comments are to comments in our November
14, 2017 letter.

Arie Trabelsi
SuperCom  Ltd.
December 1 5, 2017
Page 2

 Amendment No. 1 to Form 20 -F for the Fiscal Year Ended December 31, 2016

Item 5.  Operating and Financial Review and Prospects

Year Ended December 31, 2016 Compare d with Year Ended December 31, 2015

Revenues, page 30

1. We note your response to comment 1 that you reorganized your acquisitions into new
segments and that the revenue amounts provided for your segments do not agree to your
footnote on page F -29. Please revise future filings to address the following:

 Provide  the disclosures required by ASC 280 -10-50-21 including a description of the
factors used to identify your reportable segments.

 Provide comparative segment information for each period for which an income
statement is presented as required by ASC 280 -10-50-20.

 Provide the disclosures required by paragraphs 50 -34 to 50 -36 of ASC 280 -10 to the
extent you have changed the structure of your internal organization which causes
reportable segments to changes.

Item 18.  Financial Statements

Note 2: Significan t Accounting Policies

k. Revenue Recognition, page F -9

2. We note from your response to comment 4 that while you have counters that provide the
number of documents issued, only after customer approval of the number of documents
issued do you calculate and r ecognize the royalty revenue. Please address the following:

 Tell us whether your contracts with your e -ID and security business customers require
customer approval of the number of documents issued recorded by your counters.

 Tell us the period of time it  usually takes for you to receive that approval and explain
to us the reasons for any significant delays you encountered in receiving these
approvals in the years ended December 31, 2015 and 2016 and the nine months ended
September 2017.

 Tell us the amoun t of revenues you reported from the e -ID and security business in
each of the years ended December 31, 2015 and 2016 and in the nine months ended
September 2017.

Arie Trabelsi
SuperCom  Ltd.
December 1 5, 2017
Page 3

 Note 5: Acquisition, page F -15

3. We note your response to comment 6 regarding the contingent c onsideration recorded for
the acquisition of Alvarion. In future filings please revise this note to also disclose the
quantitative information about the significant unobservable inputs underlying the level 3
fair value measurement required by ASC 820 -10-50-2(bbb) and to provide the
reconciliation disclosures about fair value required by ASC 820 -10-50-2(c).

You may contact David Burton at (202) 551 -3626 or me at  (202) 551 -3662 if you have
questions regarding comments on the financial statements and related matters.  Please contact
Tim Buchmiller  at (202) 551 -3635 or Geoff Kruczek , Senior Attorney , at (202) 551 -3641 with
any other questions.

Sincerely,

 /s/ Kevin J. Kuhar

Kevin J. Kuhar
Accounting Branch Chief
Office of Electronics and Machinery

CORRESP
1
filename1.htm

November 28, 2017

VIA EDGAR

 To: Kevin J. Kuhar

Accounting Branch Chief

Securities and Exchange Commission

Division of Corporation Finance

Office of Electronics and Machinery

100 F Street, N.W.

Washington, D.C. 20549

 Re: SuperCom Ltd. (the “Company”)

Form 20-F for the Fiscal Year ended December
31, 2016

Filed May 24, 2017

Amendment No. 1 to Form 20-F for the Fiscal year
ended December 31, 2016

Filed May 25, 2017 (the “Filings”)

File No. 001-33668

Dear Mr. Kuhar,

We have received and
reviewed the comments of the Staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
set forth in the comment letter dated November 14, 2017 relating to the above referenced Filings, and provide the following responses.
For your convenience, the comments of the Staff have been restated below in their entirety in bold, with the response to each comment
immediately under the respective comment.

Item 5. Operating and Financial Review and Prospects

Year Ended December 31, 2016 Compared with Year Ended December
31, 2015

Revenues, page 30

 1. We note that your revenue decreased by approximately
$8.3 million from 2015 to 2016. While we note from your disclosure that revenue decreased by approximately $14 million due to
near completion of projects in your e-ID division, and it appears that those revenue losses were partially offset by revenue gains
from other divisions, it is not clear how you have accounted for all material changes in your
revenues for the periods presented. Please tell us what the numbers in the last sentence of this paragraph represent in terms
of dollar amounts and show us how those revenue gains, combined with your revenue losses, account for all material changes in
your revenue for the periods presented. In addition, revise future filings to clearly disclose and quantify the reasons underlying
each material change in your revenues for the periods presented.

We noted the Staff's and advise as follows. As
was discussed in the General part of Item 5 2016 was a year with many changes to the company. One such important part is our
approach to reorganize our acquisitions based on the segments we reported in Note 13 to our financial statements. Our
explanations to the changes were made in order to capture both changes in volumes as well as our reorganization to segment.
In responding to the comment we further clarify we provide you with this table to reconcile changes in the segments.

    Segments
    Governmental
    Cyber
    Connectivity
    Total

    2015
      27.9
      0.4
      0
      28.3

    2016
      16.3
      1.8
      1.9
      20

      -11.6
      1.4
      1.9
      -8.3

From the breakdown we can see that the governmental
segment was suffering from the decrease in revenues of $10.97m due to the near completion of our three major projects. The other
segments are relatively new and have offset the decrease by $3.3m to arrive at the total decrease of $8.3m. During our response
we noted that an inadvertent typo was made to the figures at the last sentence in the paragraph. The revenues should correspond
to the amounts we reported on the segments in Note 13 to our financial statements. We will revise future filing to clearly disclose
and quantify the reasons underlying each material change in your revenues for the periods presented.

Expenses, page 30

 2. You present the non-GAAP measure operating expenses
excluding gain from bargain acquisition and discuss changes based on this non-GAAP measure, but you do not identify them as non-GAAP
measures, nor do you provide the reconciliations to the most directly comparable GAAP measure and the qualitative disclosures
required by Item 10(e) of Regulation S-K. Please revise your presentations in future filings to comply with that guidance.

We noted the Staff's comment and advise that it was
not our intention to discuss non-GAAP measure (although we acknowledge that retrospectively). This discussion was in order to
explain difference between the year including the effect of the bargain gain that was not existed last year. It was meant to serve
as explaining the composition of the expenses and to respond to the Staff guidance on the preparation of MD&A that changes
should be quantified. We agree that it may be perceived as non-GAAP and in future filing pay more attention in order to avoid
such cases.

Item 18. Financial Statements

Consolidated Statements of Operations,
page F-2

 3. Revise future filings to present the amount of
revenues and cost of revenues separately for your products and services. We note from page F-28 that you generate revenues from
product sales of raw materials and equipment, as well as from the sale of services of electronic monitoring, treatment programs,
maintenance, royalties and project management. Please refer to Rules 5-03(b)(1) and (2) of Regulation S-X.

We
understand the Staff’s comment and will revised our future filings accordingly to
present the amount of revenues and cost of revenues separately for our products and services

Note 2: Significant Accounting Policies

k. Revenue Recognition, page F-9

 4. We note on page 36 that for your e-ID and security
business you recognize royalties when the license issuances are reported to you, usually on a monthly basis. Please tell us how
you recognize revenue for these royalties when the license issuances are not reported to you. Revise this note in future filings
to specifically disclose your revenue recognition policy for these license issuances.

The royalties referred is on projects completed by
us and so we have counters that provide us with access to the information of license issued to date. We have included the disclosure
to emphasize the timing of the recognition is only after we determined, with customer approval, the amount of licenses issued and
hence can determined the royalty amount associated with it. We are not recognizing revenues from royalties any other way. We will
revise future filing to specifically disclose our revenue recognition policy for these license issuances.

Note 5: Acquisition, page F-15

 5. We note that you recorded bargain purchase gains
on the acquisitions of Safend Ltd. and Alvarion Technologies Ltd. during fiscal 2016. Describe to us, in sufficient detail, the
reassessment you performed pursuant to ASC 805-30-25-4 before recognizing the gain on bargain purchase.

We approached the reassessment required
under ASC 805-30-25-4 as follows:

We analyzed the results of the business
combination in order to assess reasonability, from a business perspective. To that end, we considered the fact that these acquisition
were made to companies that were distressed. We considered the level of fair value hierarchy in order to assess model errors and
other valuation inaccuracies. We assessed whether any other contingencies exist, as well introduce conservatism approach in our
calculation of the fair value of the contingent consideration in the acquisition of Alvarion.

For the Safend acquisition, we
anticipated the business combination would result in a gain as we paid no consideration for the company. As was explained in Note
5, we received 100% of the shares by providing working capital to support Safend with its immediate cash requirement, which amounts
were eventually repaid back to us, resulting in a gain for any net assets identified. For this acquisition we identified a unique
opportunity that allowed us to acquire Safend with significant bargain gain. We have used external valuator, with relevant knowledge
and experience in similar companies, to assist us in the determination of the assets values, while using only the most acceptable
and common methods of valuation.

We also noted that the circumstances
described the Basis for Conclusion to ASC 805 match our circumstances, as follows:

B371.
Paragraphs 36–38 of this Statement set out the accounting requirements for a bargain purchase. The Boards consider bargain
purchases to be anomalous transactions—business entities and their owners generally do not knowingly and willingly sell assets
or businesses at prices below their fair values. However, bargain purchases have occurred and are likely to continue to occur.
Circumstances in which they occur include a forced liquidation or distress sale (for example, after the death of a founder or key
manager) in which owners need to sell a business quickly, which may result in a price that is less than fair value.

We further looked at the guidance
in ASC 805-30-30-5 in our reassessment.

 · We have considered assets acquired. Most values were
assigned to customer relations patents and tax asset. For customer relation we considered only existing customers that existed
at the acquisition date for which we forecasted renewal of maintenance and additional licenses on which we applied attrition rate.

 · For patents we used an expert on patents in order to
reach the fair value of the patents, and for tax asset we considered the fact that Safend is profitable company, and consistent
with our projection we calculated the utilization of losses carried forward that has no expiration dates. As explained above,
throughout the process, we were assisted by a third party expert with relevant knowledge and experience.

 · We also examined the consideration transferred. The
Safend acquisition was the result of the bankruptcy of its parent company leaving it with no cash resources to meet its immediate
obligation (the parent was collecting all cash from sales and providing Safend just enough to continue, when the parent went bankrupt
cash was collected but no transfer was made to Safend rendering it bankrupt as well, even though on a standalone basis it was
profitable and liquid). We used this opportunity to acquire Safend for no consideration.

 · As the acquisition involved no consideration, no non-controlling
interest and was not an acquisition achieved in stages, no further reassessment was needed.

For Alvarion acquisition, many of
the explanation above relating to Safend are valid as we also used an opportunity of distress sale from a trustee after Alvarion
went bankrupt for the second time. The acquirer after the first bankruptcy was not been able to meet its obligation to invest in
Alvarion and soon after the first acquisition (approximately 2 years) it went bankrupt again. The contract to acquire was for only
the assets of the Alvarion and we assumed no liabilities.

Alvarion has long history and throughout
the years was able to develop a big amount of patents that we were able to buy and believe we can utilize. So, similar to the Safend
acquisition we considered that a gain from bargain acquisition is expected in the circumstances.

We further looked at the guidance
in ASC 805-30-30-5 in our reassessment.

 · We have considered assets acquired. Most value were
assigned to inventory, patents and tax asset. For tangible assets we considered that all inventory was only recently acquired
and was only for products that we have seen and determined that it is highly probable to be realized.

 · For patents we used a special expert on patents in
order to reach the fair value of the patents, and for tax asset we were consistent with our projection and calculated the utilization
of losses carried forward that has no expiration dates.

 · We have also considered the contingent consideration.
The contingent consideration is limited to an additional $1m calculated as 7% from revenues in the 24 months from acquisition.
From this amount we can deduct any amount that we manage to collect from receivables existing on the date of acquisition and remitted
to the trustee. The receivables are not part of the acquired assets so any collection is decreasing the contingent consideration
paid. It was agreed that any amount we collect we remit to the trustee 60% and retain 40% of it. Taking into consideration the
"off-balance" receivables and the forecasted revenues, discounted at the commensurate discount factor, we arrived at
the contingent consideration which we believe to be prudent. Retrospectively, we accrued liability for royalties until June 30,
2017 in the amount of $127K, within the range of our initial estimation.

 · As the acquisition involved no non-controlling interest
and was not an acquisition achieved in stages, no further reassessment was needed.

All of the above considerations and assessments lead
us to the conclusion that it is appropriate to recognize the bargain gain, as was also evident by the circumstances.

 6. Describe to us how you determined the $1.425 million
fair value of consideration transferred for the acquisition of Alvarion Technologies Ltd. Refer to ASC 805-30-30-7 and 30-8.

The Staff is advised that as was
explained above, in the 3rd bullet point to our reassessment of the Acquisition of Alvarion, the contingent consideration
is only based on the mechanism described above. As the acquisition was from a trustee after court approval and free of any other
obligations, the fair value of the contingent consideration was only for the payment of the royalties calculated as 7% from revenues
in the 24 months following the acquisition capped to $1m. As explained above, the royalties are further reduced by the amounts
we collect from receivables of Alvarion at the date of acquisition, which were not part of the assets acquired. We estimated the
amount of contingent consideration to be $425K which in addition to the consideration of $1m paid at the consummation equals $1,425K.

*****

The Company acknowledges
that:

 · the
Company is responsible for the adequacy and accuracy of the disclosure in the Filing;

 · Staff
comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect
to the Filing; 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.

We would be happy to discuss any
questions or comments you might have regarding the responses set forth herein. Please do not hesitate to call the undersigned at
+972-9-8890850.

    Very Truly Yours,

    SUPERCOM LTD.

    By:
    /s/ Arie
Trabelsi

    Name: Arie Trabelsi

    Title: Chief Executive Officer

Mail Stop 3030
November 14, 2017

Via E -mail
Arie Trabelsi
Chief Executive Officer
SuperCom  Ltd.
1 Arie Shenkar Street
Hertzliya Pituach 4672514,  Israel

 Re: SuperCom  Ltd.
  Form 20-F for the Fiscal Year Ended December 31, 2016
  Filed May 24, 2017
Amendment No. 1 to Form 20 -F for the Fiscal Year
 Ended December 31, 2016
Filed May 25 , 2017
File No. 1-33668

Dear Mr. Trabelsi :

We have reviewed your filing an d 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 these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.

After reviewing your response to these  comments, we may have  additional comments.

Amendment No. 1 to Form 20 -F for the Fiscal Year Ended December 31, 2016

Item 5.  Operating and Financial Review and Prospects

Year Ended December 31, 2016 Compare d with Year Ended December 31, 2015

Revenues, page 30

1. We note that your revenue decreas ed by approximately $8.3 million from 2015 to
2016 .  While we note from your disclosure that revenue decreased by approximately
$14 million due to near completion of projects in your e -ID division, and it appears that
those revenue losses were partially of fset by revenue gains from other divisions, it is not

Arie Trabelsi
SuperCom  Ltd.
November 14 , 2017
Page 2

 clear how you have accounted for all material changes in your revenues for the periods
presented.   Please tell us what the numbers in the last sentence of this paragraph represent
in terms of dollar amo unts and show us how those revenue gains, combined with your
revenue losses, account for all material changes in your revenue for the periods
presented.   In addition, revise future filings to clearly disclose and quantify the reasons
underlying each material change in your revenues for the periods presented.

Expenses, page 30

2. You present the non -GAAP measure operating expenses excluding gain from bargain
acquisition and discuss changes based on this non -GAAP measure, but you do not
identify them as non-GAAP measures, nor do you provide the reconciliations to the most
directly comparable GAAP measure and the qualitative disclosures required by Item
10(e) of Regulation S -K.  Please revise your presentations in future filings to comply
with that guidanc e.

Item 18.   Financial Statements

Consolidated Statements of Operations, page F -2

3. Revise future filings to present the amount of revenues and cost of revenues separately
for your products and services.   We note from page F -28 that you generate revenues from
product sales of raw materials and equipment, as well as from the sale of services of
electronic monitoring, treatment programs, maintenance, royalties and project
management. Please refer to Rules 5 -03(b)(1) and (2) of Regulation S -X.

Note 2: Signif icant Accounting Policies

k. Revenue Recognition, page F -9

4. We note on page 36 that for your e -ID and security business you recognize royalties
when the license issuances are reported to you, usually on a monthly basis. Please tell us
how you recognize re venue for these royalties when the license issuances are not reported
to you. Revise this note in future filings to specifically disclose your revenue recognition
policy for these license issuances.

Note  5: Acquisition,  page F -15

5. We note that you recorded bargain purchase gains on the acquisitions of Safend Ltd. and
Alvarion Technologies Ltd. during fiscal 2016.   Describe to us, in sufficient detail, the
reassessment you performed pursuant to ASC 805 -30-25-4 before recognizing the gain
on bargain purchase.

Arie Trabelsi
SuperCom  Ltd.
November 14 , 2017
Page 3

 6. Describe to us how you determined the $1.425 million fair value of consideration
transferred for the acquisition of Alvarion Technologies Ltd. Refer to ASC 805 -30-30-7
and 30 -8.

We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

You may contact David Burton at (202) 551 -3626 o r me at  (202) 551 -3662 if you have
questions regarding comments on the financial statements and related matters.  Please contact
Tim Buchmiller  at (202) 551 -3635 or Geoff Kruczek , Senior Attorney , at (202) 551 -3641 with
any other questions.

Sincerely,

 /s/ Ke vin J. Kuhar

Kevin J. Kuhar
Accounting Branch Chief
Office of Electronics and Machinery

Mail Stop 3030

October 16, 2015

Via E -mail
Mr. Arie Trabelsi
SuperCom Ltd .
1 Arie Shenkar Street
Hertzliya Pituach 4672514
Israel

Re: Super Com Ltd.
 Form 20-F for the Fiscal Year ended December 31, 2014
Filed April 13, 2015
File No. 001-33668

Dear Mr. Trabelsi:

We have completed our review of your filing.  We remind you that our comments or
changes to disclosure in response to our comments do not foreclose the Commission from taking
any action with respect to the company or the filing 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.  We urge all persons who are responsible for the
accuracy and adequacy of the disclosure in the filing  to be certain that the filing include s the
information the Securities Exchange Act of 1934 and all applicable rules require.

       Sincerely,

       /s/ Kevin Kuhar

Kevin Kuhar
Accounting Branch Chief
        Office of Electronics and Machinery

CORRESP
1
filename1.htm

October 8, 2015

VIA EDGAR

    To:
     Kevin Kuhar

    Accounting Branch Chief

    Securities and Exchange Commission

    Division of Corporation Finance

    Office of Electronics and Machinery

    100 F Street, N.W.

    Washington, D.C. 20549

    Re:
    SuperCom Ltd. (the “Company”)

    Form 20-F for the Fiscal Year ended December 31, 2014 (the “Filing”)

    Filed April 13, 2015

    File No. 001-33668

Dear Mr. Kuhar,

We have received and reviewed the comments
of the Staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) set
forth in the comment letter dated September 30, 2015 relating to the above referenced filing, and provide the following responses.
For your convenience, the comments of the Staff have been restated below in their entirety in bold, with the response to each comment
immediately under the respective comment.

Cover Page

 1. Please provide us with your analysis and calculations underlying your determination that you qualify as a non-accelerated
filer.

We agree with the Staff that the Company was an accelerated
filer as of the end of the fiscal year, in accordance with the definition of accelerated filer under the Securities Exchange Act
of 1934, as amended. Our selection of the box corresponding with non-accelerated filers on the cover page of the Filing was a typographical
error, and we will select the box that corresponds with accelerated filers in future filings.

Item 5. Operating and Financial Review and Prospects, page
24

 2. Please revise future filings to clarify the reasons underlying the changes you disclose, and quantify the amounts attributable
to each change. For example, you refer here and pages 25 and 30 to generating revenues, including changes to revenue, from deployments
under contracts with new customers and relationships acquired via the SmartID acquisition. However, it is unclear from your disclosure
the amount of change attributable to new customers, the number of new customers, and the amount attributable to the relations you
acquired. Also, while we note the disclosure that the increase is “mainly” due to new projects, it is unclear how much
of the change relates to the partial deployment to which you refer and how much deployment remains on those projects.

We understand the
Staff’s comment and will revised our future filings accordingly to clarify the reasons
underlying the changes in our disclosures and quantify the amounts attributable to each of the changes.

Gross Profit, page 26

 3. We note the disclosure that the decrease in gross margin is attributable to a change in your mix of revenues. Please revise
future filings to clarify how your mix of revenues changed such that gross margin was impacted. For example, similar to the discussion
during management’s fourth quarter earnings call, describe the proportion of revenues generated from new contract deployment
and the proportion of revenues categorized recurring, such as consumables, maintenance and licenses, and the impact that proportion
had on gross margin.

We understand the Staff’s comment and will
revise our future fillings accordingly to clarify the factors that influence the changes in our gross margin.

Item 15. Controls and Procedures, page 54

 4. We note from page F-3 that your independent registered public accounting firm opined that you maintained effective internal
control over financial reporting as of December 31, 2014, based on criteria established in Internal Control - Integrated Framework
(1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission, or COSO. However, in this report you indicate
your management utilized the COSO Internal Control-Integrated Framework (2013) to perform its assessment.

 · Clarify for us which version of the COSO Integrated Framework was used to assess the effectiveness of your internal control
over financial reporting as of December 31, 2014.

 · Please have your auditor explain why it would be appropriate to use a different version of the COSO integrated framework
in performing its audit. Please refer to paragraph 5 of PCAOB Auditing Standard No. 5.

We noted
the Staff’s comment and advise the Staff that in Item 15 we inadvertently referred to Internal Control - Integrated Framework
(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission rather than Internal Control - Integrated
Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission. We have assessed effectiveness
of our internal controls over financial reporting using on Internal Control - Integrated Framework (1992) issued by the Committee
of Sponsoring Organizations of the Treadway Commission, consistent with the way presented in our auditor’s opinion. In future
filing we will amend Item 15 to refer to the COSO (1992) until that time where we utilize COSO (2013).

*****

The Company acknowledges that:

 · the Company is responsible for the adequacy and accuracy of the disclosure in the Filing;

 · Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action
with respect to the Filing; and

 · the Company may not assert Staff comments as a defense in any proceeding intiated by the Commission or any person under the
federal securities laws of the United States.

We would be happy to discuss any questions
or comments you might have regarding the responses set forth herein. Please do not hesitate to call the undersigned at +972-9-8890850.

    Very Truly Yours,

    SUPERCOM LTD.

    By:
    /s/ Arie Trabelsi

    Name:
    Arie Trabelsi
Title: Chief Executive Officer

Mail Stop 3030

September 30, 2015

Via E -Mail
Mr. Arie Trabelsi
SuperCom Ltd .
1 Arie Shenkar Street
Hertzliya Pituach 4672514
Israel

Re: Super Com Ltd.
 Form 20-F for the Fiscal Year ended December 31, 2014
Filed April 13, 2015
File No. 001-33668

Dear Mr. Trabelsi:

We have reviewed your filing an d 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 these comments  within  ten busine ss days by providing the requested
information or advise  us as soon as possible when you will respond.  If you  do not believe our
comments apply to your facts and circum stances , please tell us why in your response.

After reviewing your response to these  comments, we may have additional comments.

Form 20 -F for the Fiscal Year ended December 31, 2014

Cover page

1. Please provide us with your analysis and cal culations underlying your determination that
you qualify as a non -accelerated filer.

Item 5.  Operating and Financial Review and Prospects, page 24

Revenues, page 26

2. Please revise future filings to clarify the reasons underlying the changes you disclose, and
quantify the amounts attributable to each change.   For example, you refer here and pages
25 and 30 to generating revenues, including changes to revenue, from deplo yments under
contracts with new customers and relationships acquired via the SmartID

Arie Trabelsi
SuperCom Ltd.
September 30, 2015
Page 2

 acquisition.   However, it is unclear from your disclosure the amount of change
attributable to new customers, the number of new customers, and the amount attributable
to the relations you acquired.   Also, while we note the disclosure that the increase is
“mainly” due to new projects, it is unclear how much of the change relates to the partial
deployment to which you refer and how much deployment remains on those projects.

Gross Profit, page 26

3. We note the disclosure that the decrease in gross margin is attributable to a change in
your mix of revenues.   Please revise future filings to clarify how your mix of revenues
changed such that gross margin was impacted.   For examp le, similar to the discussion
during management’s fourth quarter earnings call, describe the proportion of revenues
generated from new contract deployment and the proportion of revenues categorized
recurring, such as consumables, maintenance and licenses, and the impact that proportion
had on gross margin.

Item 15. Controls and Procedures, page 54

Management’s Annual Report on Internal Control over Financial Reporting, page 55

4. We note from page F -3 that your independent registered public accounting firm opined
that you maintained effective internal control over financial reporting as of December 31,
2014, based on criteria established in Internal Control - Integrated Framework (199 2)
issued by the Committee of Sponsoring Organizations of the Treadway Commission, or
COSO. However, in this report you indicate your management utilized the COSO
Internal Control -Integrated Framework (2013) to perform its assessment.

 Clarify for us whic h version of the COSO Integrated Framework was used to
assess the effectiveness of  your internal control over financial reporting as of
December 31, 2014.

 Please have your auditor explain why it would be appropriate to use a different
version of the COS O integrated framework in performing its audit. Please refer to
paragraph 5 of PCAOB Auditing Standard No. 5.

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 the Securities Exchange Act of
1934 and all applicable Exchange 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 t he disclosures they have made.

Arie Trabelsi
SuperCom Ltd.
September 30, 2015
Page 3

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

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

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

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

You may contact Dennis Hult  at (202) 551-3618 or me at (202) 551-3662 if you have
questions regarding comments on the financial statements and related matters.  Please contact
Geoffrey Kruczek  at (202) 551-3641 or Tim Buchmiller, Senior Examiner  at (202) 551-3635
with any other questions.

Sincerely,

 /s/ Kevin Kuhar

Kevin Kuhar
Accounting Branch Chief
Office of Electronics and Machinery

cc: Rick Werner, Esq

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December 16, 2013

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, D.C. 20549-6010

Attention:  Amanda Ravitz, Assistant Director

Re:          SuperCom Ltd.

Registration Statement on Form F-1 (File No. 333-189810)

Dear Ms. Ravitz

The undersigned, SuperCom Ltd., issuer of the securities covered by the above-referenced Registration Statement, hereby respectfully requests that the above-referenced Registration Statement be declared effective by the Securities and Exchange Commission at 5:00 p.m. Washington, D.C. time, on December 18, 2013, or as soon thereafter as possible.

Management of SuperCom Ltd. is aware of its responsibility under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the disposition of the securities covered by the above-referenced Registration Statement.

We acknowledge 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 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 SuperCom Ltd. from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

·

SuperCom Ltd. may not assert this action as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Thank you very much for your courtesy in this matter.

Very truly yours,

SuperCom Ltd.

By:      /s/ Arie Trabelsi

Name: Arie Trabelsi

Title:   Chief Executive Officer

=

December 16, 2013

VIA EDGAR

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Amanda Ravitz

RE:

SuperCom Ltd. (the “Company”)

Registration Statement on Form F-1

(File No. 333-189810) (the “Registration Statement”)

Dear Ms. Ravitz:

Pursuant to Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”), Aegis Capital Corp., as the underwriter of the offering, hereby joins the request of the Company that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective on Wednesday, December 18, 2013, at 5:00 p.m., EST, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act, please be advised that the preliminary prospectus dated December 9, 2013 in connection with the Registration Statement was distributed approximately as follows:

Copies to prospective dealers:

230

Copies to institutional investors:

250

Copies to others:

175

Total

655

We have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

Any questions should be addressed to Eric Lord at Aegis Capital Corp. at (646) 502-2415.

Very truly yours,

AEGIS CAPITAL CORP.

By:

/s/ Samuel Guidetti

Name: Samuel Guidetti

Title: Chief Compliance Officer

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December 9, 2013

Ms. Amanda Ravitz

Assistant Director

United States

Securities and Exchange Commission

Washington, D.C. 20549

Re:

SuperCom Ltd.

Amendment No. 2 to Registration Statement

on Form F-1, Filed November 25, 2013

File No. 333-189810

Dear Ms. Ravitz:

Set forth below are the responses of SuperCom Ltd. (the “Company”) to the comments of the staff of the Securities and Exchange Commission (the “Staff”) regarding Amendment No. 2 to its Registration Statement on Form F-1 that was filed on November 25, 2013.  Concurrently with this letter, the Company is submitting Amendment No. 3 to the Form F-1 Registration Statement (the “Amendment”).

The paragraphs below are numbered to correspond to the Staff’s comments as set forth in the Staff’s letter dated December 6, 2013.  In each instance, we have repeated the Staff’s comment in italics and set forth our response in plain type below the relevant comment.

Unaudited Pro Forma Condensed Combined Financial Statements, page 30

1.

Refer to our prior comment 2.  In light of your response to our prior comment, which indicated that the $13 million in offering proceeds will be derived from a firm commitment offering, please tell us why your pro forma income statements do not include an adjustment which gives effect to the impact of the shares to be issued on your pro forma earnings per share.  Revise your pro forma income statements to include the referenced adjustment or tell us why you believe no revisions are necessary.

Response

We have revised the pro forma income statements to include additional disclosure regarding the referenced adjustment.

Exhibits and Financial Statement Schedules, page 11-3 Exhibit 5.1

2.

We note the opinion filed as exhibit 5.1 in response to comment 3 in our letter dated July 23, 2013 relates to up to 3,450,000 ordinary shares "at an aggregate offering price not to exceed $15,500,000."  However, based on the fee table and the disclosure on your prospectus cover page, the maximum aggregate offering price may exceed that dollar amount.  Please submit a revised opinion that relates to all of the securities included in the registration statement.

Response

We have submitted a revised opinion that relates to all of the securities included in the registration statement.

Exhibit 23.2

3.

We note your response to prior comment 10 and that in this consent your independent auditor, Fahn Kanne & Co, refers to its audit report dated May 9, 2012 (except Note 17, as to which the date is November 21, 2013).  However, we also note from page F-2 that your independent auditors' report is dated May 9, 2012 (except Note 17, as to which date is November 22, 2013).  Please obtain and include a currently dated and signed consent from Fahn Kanne & Co. in your next amendment.  Audit report dates referenced in the revised and updated consent should agree with the dates from the Fahn Kanne & Co. audit report included in the filing.

Response

We have submitted a revised consent.  The audit report dates referenced in the revised and updated consent agree with the dates from the Fahn Kanne & Co. audit report included in Amendment No. 3.

If you have any questions as to the contents of this letter, please contact our counsel, Steven J. Glusband at (212) 238-8605.

Thank you for your assistance.

 Very truly yours,

/s/ Arie Trabelsi

Arie Trabelsi

Chief Executive Officer

AT:gb

December 6, 2013
Via E -mail
Arie Trabelsi
Chief Executive Officer
SuperCom Ltd.
1 Shenkar Street
Hertzliya Pituach 4672514, Israel

Re: SuperCom Ltd.
Amendment No. 2 to Registration Statement on Form F -1
Filed November 25, 2013
 File No.  333-189810

Dear Mr. Trabelsi:

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.   Where you do not believe our comments apply to your facts and
circumst ances or do not believe a n 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.

Unau dited Pro Forma Condensed Combined Financial Statements, page 30

1. Refer to our prior comment 2.   In light of your response to our prior comment, which
indicated that the $13 million in offering proceeds will be derived from a firm
commitment offering, plea se tell us why your pro forma income statements do not
include an adjustment which gives effect to the impact of the shares to be issued on your
pro forma earnings per share.   Revise your pro forma income statements to include the
referenced adjustment or tell us why you believe no revisions are necessary.

Exhibits and Financial Statement Schedules, page II -3

Exhibit 5.1

2. We note the opinion filed as exhibit 5.1 in response to comment 3 in our letter dated July
23, 2013 relates to up to 3,450,000 ordinary shares “at an aggregate offering price not to

Arie Trabelsi
SuperCom Ltd.
December 6, 2013
Page 2

 exceed $15,500,000.”  However, based on the fee table and the disclosure o n your
prospectus cover page, the maximum aggregate offering price may exceed that dollar
amount.  Please submit a revised opinion that relates to all of the securities included in
the registration statement.

Exhibit 23.2

3. We note your response to prior  comment 10 and that in this consent your independent
auditor, Fahn Kanne & Co, refers to its audit report dated May 9, 2012 (except Note 17,
as to which the date is November 21, 2013 ).  However, we also note from page F -2 that
your independent auditors’ r eport is dated May 9, 2012 (except Note 17, as to which date
is November 22, 2013 ).  Please obtain and include a currently dated and signed consent
from Fahn Kanne & Co. in your next amendment.   Audit report dates referenced in the
revised and updated cons ent should agree with the dates from the Fahn Kanne & Co.
audit report included in the filing.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the 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 t he discl osures they have 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 st aff, acting pursuant 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
decla ring 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 proc eeding initiated by the Commission or any person under the federal
securities laws of the United States.

Please refer to Rules 460 and 461 regarding request s 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

Arie Trabelsi
SuperCom Ltd.
December 6, 2013
Page 3

 adequate time for us to review any amendment prior to the request ed effective date  of the
registration statement .

       You may contact Tara Harkins at (202) 551 -3664 or Jay Webb, Accounting Reviewer, at
(202) 551 -3603 if you have questions on the financial statements and related matters. Please
contact Tom Jones at (202) 551 -3602 or Mary Beth Breslin, Senior Attorney, at (202) 551 -3525
with any other questions.

 Sincerely,

 /s/ Mary Beth Breslin for

 Amanda Ravitz
 Assistant Director

cc (via e -mail): Steven J. Glusband, Esq.

CORRESP
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November 25, 2013

Ms. Amanda Ravitz

Assistant Director

United States

Securities and Exchange Commission

Washington, D.C. 20549

Re:

SuperCom Ltd.

Amendment No 1 to Registration Statement

on Form F-1, Filed August 26, 2013

File No. 333-189810

Dear Ms. Ravitz:

Set forth below are the responses of SuperCom Ltd. (the “Company”) to the comments of the staff of the Securities and Exchange Commission (the “Staff”) regarding Amendment No. 1 to its Registration Statement on Form F-1 that was filed on August 26, 2013.  Concurrently with this letter, the Company is submitting Amendment No. 2 to the Form F-1 Registration Statement (the “Amendment”).

The paragraphs below are numbered to correspond to the Staff’s comments as set forth in the Staff’s letter dated September 11, 2013.  In each instance, we have repeated the Staff’s comment in italics and set forth our response in plain type below the relevant comment.

Prospectus Cover Page

1.  We note your response to prior comment 2.  Please include the names of the lead underwriters in the next amendment to the registration statement.  Please be advised that we will defer further review of any amendment that does not include the names of the lead underwriters in response to our comment and we will proceed with our review only when the lead underwriters are named in an amendment to the registration statement.

Response

We have included the name of Aegis Capital Corp., the lead underwriter, in Amendment No. 2.

Unaudited Pro Forma Condensed Combined Financial Statements, page 30

2.  We note that you are reflecting the receipt of $24 million of offering proceeds from the issuance of shares being registered in this offering within your pro forma balance sheet.  Please explain to us why reflecting the cash impact of the issuance of these shares as a pro forma adjustment is factually supportable.  Within your discussion, please confirm to us and revise the filing to disclose, if true, that the $24 million offering is a firm commitment offering from an underwriter.

Response

The Staff is respectfully advised that as reflected in the “Use of Proceeds,” the proceeds of this offering will be used to finance the proposed acquisition and support our anticipated growth.  We believe that the reflection of the cash impact of the issuance of the shares as a pro forma adjustment is both appropriate and understandable to investors under the circumstances of the firm commitment offering of our shares by Aegis Capital Corp.  As indicated above, Amendment No. 2 reflects the fact that the offering is being made on a firm commitment basis.

Notes to Unaudited Pro Forma Condensed Combined Financial Statements, page 33

Note 1.  Description of Transaction and Basis of Presentation, page 33

3.  We note that you agreed to pay an additional $12.5 million of contingent consideration for earn-out payments based upon performance and milestones.  We further note that you determined the fair value of this contingent consideration to be $7 million.  Please revise your filing to clearly explain how you determined the $7 million fair value for this contingent consideration.  Disclose the significant assumptions and how the significant assumptions were determined.

Response

The Staff is respectfully advised that the acquisition has not been consummated and we have yet to complete a valuation of the contingent liability arising from the earn-out mechanism. However, for the purpose of the pro forma financial statements we used our best efforts to estimate the earn-out as follows:

The earn-out mechanism is comprised of two components.  One component of the earn-out amount of $7 million is calculated as 7% of revenues generated by the combined company during the next seven years up to the $7.5 million payment is reached.  We assigned high probability of achievement to this portion of the earn-out and estimated the fair value to be approximately $5 million.  The second component of the earn-out is payable only if specific revenue leads materialize into future contracts.  The $5 million payable for such leads is payable in increments of $1.6 million for every $20 million of such new contracts up to the $5 million cap. We estimate the fair value of the second component to be approximately $2 million.   Each additional contract would also be eligible for the 7% of revenues earn-out described above.  We have assumed that such contingent liability would not change during the pro-forma period based on our assessment of the likelihood of such payments. Accordingly, we have not included in the pro-forma statement of performance any consequences related to changes in the liability that the accounting standards requires to be included in earnings.  We have revised the pro-forma notes to include that information.

- 2 -

Note 3.  Pro forma Adjustments Related to the Acquisitions, page 33

4.  Reference is made to adjustment (c).  Please revise this Note to clearly disclose how the $1 million depreciation and amortization adjustment for the fixed assets and intangible assets purchased as part of this acquisition was calculated.  Your revisions should include disclosures of the significant assumptions underlying the adjustment and how the significant assumptions were determined.

Response

As indicated above, we have  not completed our purchase price allocation or determination of the useful lives of assets to be acquired because the transaction has not been consummated as yet.  However, the definitive agreement identifies the assets to be acquired other than goodwill (i.e., customers contracts and IP).  Based on our knowledge of the industry we assigned fair values to those assets based on replacement cost for the IP and detailed calculation of expected revenues from the customer contracts and free cash flows derived from such revenues discounted at a commensurate discount factor.  We assumed straight line amortization of the IP to be acquired and with respect to the customer contracts, we assumed an amortization schedule based on the pattern of expected cash flows. We have revised the notes to include such explanations.

5.  Reference is made to adjustments (d) and (f).  We note you are to pay $10 million of cash consideration for the SmartID Division of OTI by paying $5 million upon closing and an additional $5 million by February 13, 2014.  Please tell us and revise this Note to explain why you reflected the entire $10 million payment as a credit to cash considering that a portion of the consideration is to be paid upon closing and the balance due will be paid at a later date.  Also, revise the Note to explain in further detail what portion of the cash pro forma adjustment amount relates to the elimination of certain assets and liabilities of OTI's SmartID Division which are not to be acquired or assumed by you.

Response

The Staff is respectfully advised that if the offering is successfully completed we will make the $10 million payment immediately upon closing.  Under the terms of the agreement, the full $10 million is payable immediately if the offering is successful, which we have assumed to be the case. Accordingly, we credited the entire $10 million for such purpose.  We have revised the description of the agreement to clarify this point.  Furthermore, we note the Staff's comment as to the pro-forma adjustment to cash relating to the elimination of certain assets and liabilities of OTI's SmartID Division which are not to be acquired or assumed by our company  and have  revised the notes  to make this clearer.

- 3 -

6.  Reference is made to adjustment (e).  Please tell us and revise your filing to explain why your $1.7 million adjustment for deferred tax assets related to this acquisition impacted your accumulated deficit.  Please tell us the authoritative accounting literature that you considered when determining the required pro forma tax related adjustments associated with this pending acquisition.

Response

We have revised the pro forma adjustments to eliminate any adjustment for deferred tax assets related to the acquisition.

Note 6.  Purchase Price Allocation, page 34

7.  We note you allocated $4.5 million and $10 million of the purchase price to “software and other IP” and “customer contracts,” respectively.  Please revise the filing to provide management’s significant assumptions and the basis for the significant assumptions used in determining the fair value of these intangible assets, including the estimated useful lives thereof.

Response

We refer you to our response to comment no. 3 above as to the early stages of the process of allocating the consideration to assets acquired.  The Staff is respectfully advised that we assigned those values and useful lives based on our knowledge of the industry and discussions with the seller and the terms of the definitive agreement that specified the assets to be acquired.  Values were assigned based on knowledge of the industry and the historical contribution of each asset to be acquired to the revenue generation process. We have revised the notes to include such explanations.

Index to Financial Statements, page F-1

8.  Please revise the filing, as necessary, to include updated financial statements and related disclosures.  Refer to the guidance at Item 8(A)(5) of Form 20-F.

Response

We have included updated financial statements and related disclosures in conformance with the guidance at Item 8(A)(5) of Form 20-F.

SuperCom Ltd. Financial Statements, page F-2

Notes to Consolidated Financial Statements, page F-10

- 4 -

9.  We note you disclosed that you adjusted all share and per share numbers in the prospectus, other than your historical financial statements, for a 1 share for 4.250002 shares reverse stock split that was effected on August 23, 2013.  Please revise your historical financial statements to reflect the reverse stock split based upon the guidance in 260-10-55-12 of the FASB Accounting Standards Codifications and SAB Topic 4(C) or alternatively, please tell us how you complied with this guidance.  Please consider the impact of this comment on your pro forma financial statements and related Notes beginning on page 30.

Response

We have revised the historical financial statements to retroactively reflect the reverse stock split.

10.  Further to the above, please explain to us how your independent auditors considered referencing and dual-dating their audit opinions on pages F-2 and F-3 related to the reverse stock split that was effected on August 23, 2013.

Response

Our independent auditors have dual dated their audit opinions to reflect the reverse split.

If you have any questions as to the contents of this letter, please contact our counsel, Steven J. Glusband at (212) 238-8605.

Thank you for your assistance.

Very truly yours,

/s/ Arie Trabelsi

Chief Executive Officer

- 5 -

September 11, 2013

Via E -mail
Arie Trabelsi
Chief Executive Officer
SuperCom Ltd.
The Nolton House
14 Arie Shenkar Street
Herzliya Pituach 4672514, Israel

Re: SuperCom Ltd.
Amendment No. 1 to Registration Statement on Form F -1
Filed August 26, 2013
 File No.  333-189810

Dear Mr. Trabelsi:

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.   Where you do not believe our comments apply to your fac ts and
circumstances or do not believe a n 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 c omments.

Prospectus Cover Page

1. We note your response to prior comment 2.  Please include the names of the lead
underwriters in the next amend ment to the registration statement.  Please be advised that
we will defer further review of any amend ment that does not include the names of the
lead underwriters in response to our comment and we will pro ceed with our review only
when the lead underwriters are named in an amend ment to the registration statement.

Unaudited Pro Forma Condensed Combined Financi al Statements, page 30

2. We note that you are reflecting the receipt of $24 million of offering proceeds from the
issuance of shares being registered in this offering within your pro forma balance
sheet.   Please explain to us why reflecting the cash impact of the issuance of these shares
as a pro forma adjustment is factually supportable.   Within your discussion, please

Arie Trabelsi
SuperCom Ltd.
September 11, 2013
Page 2

 confirm to us and revise the filing to disclose, if true, that the $24 million offering is a
firm commitment offering from an underwriter.

Notes to Unaudited Pro Forma Condensed Combined Financial Statements, page 33

Note 1.   Description of Transaction and Basis of Presentation, page 33

3. We note that you agreed to pay an additional $12.5 million of contingent consideration
for earn -out payments based upon performance and milestones.   We further note that you
determined the fair value of this contingent consideration to be $7 million.   Please revise
your filing to clearly explain how you determined the $7 million fair value for this
contingent consideration.   Disclose the significant assumptions and how the significant
assumptions were determined.

Note 3.   Pro forma Adjustments Related to  the Acquisitions, page 33

4. Reference is made to adjustment (c).   Please revise this Note to clearly disclose how the
$1 million depreciation and amortization adjustment for the fixed assets and intangible
assets purchased as part of this acquisition was c alculated.   Your revisions should include
disclosures of the significant assumptions underlying the adjustment and how the
significant assumptions were determined.

5. Reference is made to adjustments (d) and (f).   We note you are to pay $10 million of cash
consideration for the SmartID Division of OTI by paying $5 million upon closing and an
additional $5 million by February 13, 2014.   Please tell us and revise this Note to explain
why you reflected the entire $10 million payment as a credit to cash conside ring that a
portion of the consideration is to be paid upon closing and the balance due will be paid at
a later date.   Also, revise the Note to explain in further detail what portion of the cash pro
forma adjustment amount relates to the elimination of cer tain assets and liabili ties of
OTI's SmartID Division  which are not to be acquired or assumed by you.

6. Reference is made to adjustment (e).   Please tell us and revise your filing to explain why
your $1.7 million adjustment for deferred tax assets related t o this acquisition impacted
your accumulated deficit. Please tell us the authoritative accounting literature that you
considered when determining the required pro forma tax related adjustments associated
with this pending acquisition.

Note 6.   Purchase P rice Allocation, page 34

7. We note you allocated $4.5 million and $10 million of the purchase price to “software
and other IP” and “customer contracts ,” respectively.    Please revise the filing to provide
management’s significant assumptions and the basis f or the significant assumptions used
in determining the fair value of these intangible assets, including the estimated useful
lives thereof.

Arie Trabelsi
SuperCom Ltd.
September 11, 2013
Page 3

Index to Financial Statements, page F -1

8. Please revise the filing, as necessary, to include updated financial state ments and related
disclosures.   Refer to the guidance at Item 8(A)(5) of Form 20 -F.

SuperCom Ltd. Financial Statements, page F -2

Notes to Consolidated Financial Statements, page F -10

9. We note you disclosed that you adjusted all share and per share numbers in the
prospectus, other than your historical financial statements, for a 1 share for 4.250002
shares reverse stock split that was effected on August 23, 2013.   Please revise your
historical financial statements to reflect the reverse stock split based upon the guidance in
260-10-55-12 of the FASB Accounting Standards Codifications and SAB Topic 4(C) or
alternatively, please tell us how you complied with this guidance. Please consider t he
impact of this comment on your pro forma financial statements and related Notes
beginning on page 30.

10. Further to the above, please explain to us how your independent auditor s considered
referencing and dual -dating their audit opinions on pages F -2 and F-3 related to the
reverse stock split that was effected on August 23, 2013.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Ac t 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 t he disclosures they have 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 pursuant 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 effectiv e, 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.

Arie Trabelsi
SuperCom Ltd.
September 11, 2013
Page 4

Please refer to Rules 460 and 461 regarding request s 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 request ed effective date  of the
registration statement .

You may contact Tara Harkins at (202) 551 -3664 or Jay Webb, Acco unting Review er, at
(202) 551 -3603 if you have questions on the financial statements and related matters.  Please
contact Tom Jones at (202) 551 -3602 or Mary Beth Breslin, Senior Attorney, at (202) 551 -3525
with any other questions.

 Sincerely,

 /s/ Mary  Beth Breslin for

 Amanda Ravitz
 Assistant Director

cc (via e -mail): Steven C. Glusband, Esq.

July 24, 2013

Via E -mail
Arie Trabelsi
Chief Executive Officer
SuperCom Ltd.
The Nolton House
14 Arie Shenkar Street
Herzliya Pituach 4672514, Israel

Re: SuperCom Ltd.
Registration Statement on Form F -1
Filed July 3, 2013
 File No.  333-189810

Dear Mr. Trabelsi:

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.   Where you do not believe our comments apply to your facts and
circumstances o r do not believe a n 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.

Registratio n Statement

1. Please amend your filing to include all information other than that which can be omitted
as provided by Rule 430A.  For example, we note the blanks currently on the prospectus
cover  and on page 5 regarding the number of securities you are offering.
2. Your disclosure currently indicates both that the offering will be made on a best efforts
basis and that it will be underwritten.  Please revise to clarify and to include all
information require d by Item 9.B of Form 20 -F, which should be provided in response to
Item 4.a of Form F -1.  If the offering is to be underwritten, please clearly describe the
nature of the underwriter’s obligation and file your agreement or proposed form of
agreement per Item 601(b)(1) of Regulation S -K.

Arie Trabelsi
SuperCom Ltd.
July 24, 2013
Page 2

 Exhibits
3. Please file the exhibit required by Regulation S -K Item 601(b)(5).

Signatures

4. Please clearly indicate below the second paragraph of text required on the Form F -1
Signatures page who signed the document in the capacity of principal financial officer,
controller or principal accounting officer.  Refer to Instruction 1 to the Form F -1
Signatures page.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the 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 t he disclosures they have 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 pursuant to delegated authority, declare the
filing effective, it does not forec lose 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 initiated by the Commission or any person under the federal
securities laws of the Un ited States.

Please refer to Rules 460 and 461 regarding request s 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 request ed effective date  of the
registration statement .

Arie Trabelsi
SuperCom Ltd.
July 24, 2013
Page 3

 Please contact Tom Jones at (202) 551 -3602 or Mary Beth Breslin,  Senior Attorney, at
(202) 551 -3625 with any questions.

 Sincerely,

/s/ Mary Beth Breslin for
.
 Amanda Ravitz
 Assistant Director

cc (via e -mail): Steven C. Glusband, Esq.

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Validate Your World
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October 15,2010
VIA FAX AND FEDERAL EXPRESS
Mr. Kevin Vaugh
Division of Corporate Finance
U.S. Securties and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Vuance Ltd. (the "Companv")
Form 20-F for the vear ended December 31. 2009
Filed Julv 23. 2010
File No. 1-33668
Dear Mr. Vaughn:
We write in response to your letter, dated September 17,2010 (the "Letter") (a copy of which is annexed hereto for convenience) regarding the Company's
Form 20-F for the year ended December 31, 2009 (the "Form 20-F"). We have reviewed your comments set fort in the Letter and respond to each in turn as
set forth below. .
I. Response to Comment No. I.
Mr. Mickey Ben Harsh curently serves in the capacity of the Company's principal financial officer. Future fiings by the Company will clearly
indicate the identity of the principal financial offcer of the Company, or person performing similar functions.
On July 22, 2010, the filing date of the Company's Form 20-F, Mr. Eyal Tuchman, formerly the Company's Chief Executive Offcer, served in the
capacity ofthe Company's principal financial offcer. Mr. Tuchman executed the certification pursuant to Section 302(a) of the Sarbanes-Oxley Act of
2002, annexed as Exhibit 12.2 to the Form 20-F (the "Certification"). Pursuant to the Certification, Mr. Tuchman attested that as of the fiing date, he
was responsible for establishing and maintaining disclosure controls and procedures, and internal control over financial reporting for the Company, and
that he had evaluated the effectiveness of the Company's disclosure controls and procedures, and presented in the Form 20-F management's
conclusions regarding the effectiveness of the disclosure controls and procedures for the period reported therein. Future filings by the Company wil
clarifY the conclusions of the principal financial offcer of the Company, or person performing similar functions.

2. Resoonse to Comment NO.2.
The Company reported an allowance for doubtful accounts in the amount of $3,470,000 (the "Allowance") for the year ended December 3 1,2009.
Approximately $1,200,000 ofthe Allowance is attibuted to a debt owed to SuperCom Slovakia A.S. ("SuDerCom"), the Company's sixty-six percent
(66%) owned subsidiar. The debt arose out of that certin Agreement on Delivery of Technology, Cooperation and Services, between SuperCom and
the Ministr ofInterior of the Slovak Republic. The debt has been outstanding as of March 1999. SuperCom obtained an arbitral award to collect on
the debt, and to date, the Company has sought to enforce the arbitral award. For a full description of this matter please reference Note I I :c.2 on page
140 of the Form 20-F.
Approximately $2, I 32,870 of the Allowance is attibuted to a debt owed to the Company arising out of that certain Contract No. 10/82, between the
Company and the Ministry ofInternal Affairs of Ukraine. The debt has been outstanding as of September 2003. Curently, hearings are scheduled
during the months of November, 2010 and January, 20 I I, in the Central District Court ofIsrael in connection with this dispute. For a full description of
this matter please reference Note 11 :c. I on page 139 of the Form 20-F.
The allowance for doubtful accounts is determined with respect to specific amounts the Company has determined to be doubtful of collection. In
determining the allowance for doubtful accounts, the Company considers, among other things,- its past experience with such customers and the
information available regarding such customers. After the Company has implemented its best efforts to collect the specific amounts the Company has
determined to be doubtful of collection, including without limitation by exhausting available legal process, such specific amounts wil be written-off
3. Resoonse to Comment NO.3.
The Company does not provide for waranty costs at the time that revenue is recognized because, based on historical experience, such waranty costs
have not been materiaL. Future fiings by the Company will clarifY that management's estimates of warranty costs are based primarily on historical
experience and that such waranty costs are not materiaL.
4. Resoonse to Comment No.4.
The Company will ensure that if revenues from customers attibuted to an individual foreign countr within the geographic market of Europe are
material to the Company, then the Company will revise all future fiings consistent with paragraph 280-10-50-4 I (a) of the FASB Accounting Standards
Codification.
2

5. Response to Comment NO.5.
The Company wil revise all future fiings to disclose tangible long-lived assets by geographic area, consistent with paragraph 280-10-55-23 of the
FASB Accounting Stadards Codification.
6. Response to Comment No.6.
The Company's Chief Executive Offcer is the Company's principal executive offcer. Future fiings by the Company will clarifY the same.
On July 22, 2010, the fiing date of the Company's Form 20-F, Mr. Tuchman served in the capacity of the Company's principal financial offcer. Mr.
Tuchman executed the Certification pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002, anexed as Exhibit 12.2 to the Form 20-F. Future
filings by the Company wil clarifY the conclusions of the principal financial offcer of the Company, or person performing similar functions.
We trust that you will find the foregoing responsive to your comments. We acknowledge that: the Company is responsible for the adequacy and accuracy of the
disclosure in the filing; staff comments or changes to disclosures in response to staff comments do not foreclose the Securities and Exchange Commission from
taking any action with respect to the filing; and the Company may not assert staff comments as a defense in any proceeding initiated by the Securities and
Exchange Commission or any person under the federal securities laws of the United States.
If you have any further comments or questions, please do not hesitate to contact me directly at (414) 301-9435, extension 1075.
Very trly yours,
û(O,Lf~t:
Ron Peer, Chief Executive Offcer
Vuance Ltd.
Enc.
3

SEC Inquiry Letter
4

UNITED STA TES
SECURITIES AND EXCHANGE COMMISSION
100 F Street. N.E.
Washington, D.C. 20549
FAX TRANSMITTAL
PLEASE DELIVER THE FOLLOWING PAGES TO:
Name: Mr. Ron Pear
Organization: Vuance Ltd.
Telecopier Number: 972-9-8890820
Total Number of Pages, Including Cover Sheet: 4
Document: Comment letter on review of Form 20-F fied July 23, 2010
FROM: David Burton
Telephone Number: 202-551-3626
Fax Number: 703-813-6985
If you do not receive all pages, please telephone the above number for assistance.
NOTE: THIS DOCUMENT MAY CONTAIN PRIVILEGED AND NONPUBLIC INFORMATION. IT IS INTENDED ONLY FOR THE USE OF
THE INDIVIDUAL OR ENTITY NAMED ABOVE, AND OTHERS WHO SPECIFICALLY HAVE BEEN AUTHORIZED TO RECEIVE IT. If you
are not the intended recipient of this facsimile, or the agent responsible for delivering it to the intended recipient, you hereby are notified that any
review, dissemination, distribution, or copying of this communication strictly is prohibited. If you have received this communication in error, please
notify us immediately by telephone and return the original to the above address by regular postal service without making a copy. Thank you for your
cooperation

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
September 17,2010
Via Facsimile and U.S. Mail
Mr. Ron Peer
Chief Executive Offcer
Vuance Ltd.
Sagid House "Ha Sharon Industrial Park"
P.O.B 5039
Qadima, Israel 60920
Re: Vuance Ltd.
Form 20-F for the year ended December 31,2009
Filed July 23, 2010
File No. 1-33668
Dear Mr. Peer:
We have reviewed your fiing and have the following comments. We have limited our review to only your financial statements and related disclosures
and do not intend to expand our review to other portions of your documents. 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 providing the requested information or by advising us when you wil provide the requested
response. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response.
After reviewing the information you provide in response to these comments, we may have additional comments.
Form 20-F for the vear ended December 31 2009
Item 15. Controls and Procedures oage 104
Disclosure controls and orocedures. oage 104
I. We note your reference to "Chief Executive Offcer" in the first paragraph concluding that your disclosure controls and procedures, as of December
3 1,2009, were not effective. We note a similar reference in the first sentence of the second paragraph. Item 15 of Form 20-F requires you to disclose
the conclusion of your principal executive offcer and orincioal financial officer regarding the effectiveness of your disclosure controls and
procedures. Please tell us who is serving in the capacity of principal financial officer and why such reference was not included in the disclosure.
Revise future fiings as appropriate.

Mr. Ron Peer
Vuace Ltd.
September 17,2010
Page 2
Note 2. Significant Accounting Policies page 121
(g). Allowance for Doubtful Accounts oage 123
2. We note that your allowance for doubtful accounts represents approximately 80% of your gross accounts receivable as of December 31, 2009. Please
explain to us the circumstances that have resulted in your allowance for doubtful accounts being so high in relation to your total accounts receivable.
Describe the age ofthe receivables to which the allowance for doubtful accounts relates. Finally, explain the procedures you perform to monitor the
allowance for doubtful accounts and to write-off uncollectible receivables.
(0). Revenue Recognition. oage 125
3. We note your disclosure on page 126 regarding warty costs. Please explain to us how your policy of not recording warranty costs at the time of
sale of products complies with U.S. GAAP. In this regard, if tre, you could revise future filings to state that management's estimates of warranty
costs are based primarily on historical experience and that such costs are not materiaL.
Note 16. Segments Maior Customers and Geograohic Information oage F- I 55
4. We note your disclosure of revenues by geographic segment. If revenues from customers attributed to an individual foreign country within the
Europe geographic market are material, please revise future fiings to disclose those revenues separately. Refer to paragraph 280-1 0-50-41 (a) of the
F ASB Accounting Standards Codification.
5. We note your disclosure of long-lived assets by geographic ara includes goodwill and intangible assets. Please revise future fiings to disclose
tangible long-lived assets by geographic area. Refer to the guidance in paragraph 280-10-55-23 of the FASB Accounting Standards Codification.
Exhibits 12.1 and 12.2
6. Rule 13a-14(a) requires you to provide a signed certification from each of your principal executive offcer and your principal financial offcer, or
persons performing similar functions. It is not clear to us whether you have complied with this guidance. Specifically, we note that Exhibit 12. I is
signed by your "chief executive offcer." Also, it is not clear to us if you have provided a signed certification from your principal financial offcer.
Please address the following:
. Please tell us and revise future fiings as appropriate to clarifY, if true, that your chief executive offcer is your principal executive offcer.
. Please tell us the individual who is your principal financial officer. Explain to us how the certificaions provided in the Form 20- F comply
with the requirement that you provide a signed certification from your principal financial officer or person performing similar functions.
Revise future filings as appropriate to clearly identifY the individual signing as your principal financial offcer.

Mr. Ron Peer
Vuance Ltd.
September 17,2010
Page 3
We urge all persons who are responsible for the ac~uracy and adequacy of the disclosure in the fiing to be certain that the fiing includes the
information the Securties Exchange Act of 1934 and all applicable Exchange 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 have made.
In responding to our comments, please provide a written statement from the company acknowledging that:
. the company is responsible for the adequacy and accuracy of the disclosure in the fiing;
. staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taing any action with respect
to the fiing; 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 David Burton, Staff Accountant at (202) 551-3626 or me at (202) 551-3643 if you have questions regarding these comments. In this
regard, do not hesitate to contact Martin James, Senior Assistant Chief Accountant at (202) 551 -3671.
Sincerely,

Kevin L. Vaughn
Accounting Branch ChiefStaff signature redacted.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

November 1, 2010

Via U.S. Mail

Mr. Ron Peer Chief Executive Officer Vuance Ltd. Sagid House “Ha ‘Sha ron Industrial Park”
P.O.B 5039 Qadima, Israel   60920
 Re: Vuance Ltd.
  Form 20-F for the year ended December 31, 2009
Filed July 23, 2010
File No. 1-33668
Dear Mr. Peer:   We have completed our review of your fili ngs and have no further comments at this
time.            S i n c e r e l y ,                   Kevin Vaughn        A c c o u n t i n g  B r a n c h  C h i e f

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

September 17, 2010

Via Facsimile and U.S. Mail

Mr. Ron Peer Chief Executive Officer Vuance Ltd. Sagid House “Ha ‘Sharon Industrial Park” P.O.B 5039 Qadima, Israel   60920
 Re: Vuance Ltd.
  Form 20-F for the year ended December 31, 2009
Filed July 23, 2010
File No. 1-33668
Dear Mr. Peer:

We have reviewed your filing and have the following comments.  We have limited our
review to only your financial statements and related disclosures and do not intend to expand our review to other portions of your documents.  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 providing the requested
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, please tell us why in your response.
 After reviewing the information you provide in response to these comments, we may
have additional comments.

Form 20-F for the year ended December 31, 2009

Item 15. Controls and Procedures, page 104

-Disclosure controls and procedures, page 104
 1. We note your reference to “Chief Executive Officer” in the first paragraph concluding that your disclosure controls and procedures, as of December 31, 2009, were not effective.  We note a similar reference in the first sentence of the second paragraph.  Item

Mr. Ron Peer
Vuance Ltd.
September 17, 2010 Page 2
15 of Form 20-F requires you to disclose the conclusion of your principal executive officer and principal financial officer
 regarding the effectiveness of your disclosure
controls and procedures.  Please tell us who is serving in the capacity of principal financial officer and why such reference was not included in the disclosure.  Revise future filings as appropriate.
 Note 2.  Significant Accounting Policies, page 121

 (g).  Allowance for Doubtful Accounts, page 123

 2. We note that your allowance for doubtful accounts represents approximately 80% of your gross accounts receivable as of December 31, 2009.  Please explain to us the circumstances that have resulted in your allowance for doubtful accounts being so high in relation to your total accounts receivable.  Describe the age of the receivables to which the allowance for doubtful accounts relates.  Finally, explain the procedures you perform to monitor the allowance for doubtful accounts and to write-off uncollectible receivables.
  (o).  Revenue Recognition, page 125

 3. We note your disclosure on page 126 regarding warranty costs.  Please explain to us how your policy of not recording warranty costs at the time of sale of products complies with U.S. GAAP.  In this regard, if true, you could revise future filings to state that management’s estimates of warranty costs are based primarily on historical experience and that such costs are not material.
 Note 16.  Segments, Major Customers and Geographic Information, page F-155

 4. We note your disclosure of revenues by geographic segment.  If revenues from customers attributed to an individual foreign country  within the Europe geographic market are
material, please revise future filings to disclose those revenues separately.  Refer to paragraph 280-10-50-41(a) of the FASB  Accounting Standards Codification.
 5. We note your disclosure of long-lived assets by geographic area includes goodwill and intangible assets.  Please revise future filings to disclose tangible
 long-lived assets by
geographic area.  Refer to the guidance in paragraph 280-10-55-23 of the FASB Accounting Standards Codification.
 Exhibits 12.1 and 12.2

 6. Rule 13a-14(a) requires you to provide a signed certification from each of your principal executive officer and your principal financial officer, or persons performing similar functions.  It is not clear to us whether you have complied with this guidance.  Specifically, we note that Exhibit 12.1 is signe d by your “chief executive officer.”  Also,

Mr. Ron Peer
Vuance Ltd. September 17, 2010 Page 3
it is not clear to us if you have provided a signed certification from your principal financial officer.  Please address the following:

• Please tell us and revise future filings as appropriate to clarify, if true, that your chief executive officer is your principal executive officer.

• Please tell us the individual who is your princi pal financial officer.  Explain to us how
the certifications provided in the Form 20-F comply with the requirement that you
provide a signed certification from your principal financial officer or person performing similar functions.  Revise future filings as appropriate to clearly identify the individual signing as your principal financial officer.

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 the Securities Exchange Act of 1934 and all applicable Exchange 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 have made.    In responding to our comments, please provide a written statement from the company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the filing;

• staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; 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 David Burton, Staff Account ant at (202) 551-3626 or me at (202) 551-
3643 if you have questions regarding these comments. In this regard, do not hesitate to contact Martin James, Senior Assistant Chief Accountant at (202) 551-3671.

         S i n c e r e l y ,             Kevin L. Vaughn              Accounting Branch Chief