United States securities and exchange commission logo





                            August 5, 2021

       Eyal Shamir
       Chief Executive Officer
       IceCure Medical Ltd.
       7 Ha   Eshel St., PO Box 3163
       Caesarea, 3079504 Israel

                                                        Re: IceCure Medical
Ltd.
                                                            Amendment No. 3 to
                                                            Draft Registration
Statement on Form F-1
                                                            Submitted July 23,
2021
                                                            CIK 0001584371

       Dear Mr. Shamir:

              We have reviewed your amended draft registration statement and
have the following
       comment. In our comment, we may ask you to provide us with information
so we may better
       understand your disclosure.

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

             After reviewing the information you provide in response to the
comment and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Amendment No. 3 to Draft Registration Statement on Form F-1 submitted
July 23, 2021

       Cover page

   1.                                                   We note your response
to comment 2. Please disclose on the cover page your status as a
                                                        controlled company
under Nasdaq listing rules.
 Eyal Shamir
FirstName  LastNameEyal Shamir
IceCure Medical Ltd.
Comapany
August     NameIceCure Medical Ltd.
       5, 2021
August
Page 2 5, 2021 Page 2
FirstName LastName
       You may contact Christie Wong at 202-551-3684 or Terence O'Brien at
202-551-3355 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Jane Park at 202-551-7439 or Christine Westbrook at 202-551-5019 with
any other
questions.



                                                          Sincerely,

                                                          Division of
Corporation Finance
                                                          Office of Life
Sciences
cc:      Oded Har-Even, Esq.