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                           November 17, 2022

       Boaz Shetzer
       Chief Executive Officer
       ParaZero Technologies Ltd.
       30 Dov Hoz
       Kiryat Ono, 5555626, Israel

                                                        Re: ParaZero
Technologies Ltd.
                                                            Amendment No. 7 to
Registration Statement on Form F-1
                                                            Filed November 4,
2022
                                                            File No. 333-265178

       Dear Boaz Shetzer:

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

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

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.
Unless we note
       otherwise, our references to prior comments are to comments in our
October 19, 2022 letter.

       Amendment No. 7 to Registration Statement on Form F-1 filed November 4,
2022

       General

   1.                                                   We note your disclosure
that it is a condition to the closing of the offering that your
                                                        ordinary shares and
warrants qualify for listing on a national securities exchange.
                                                        Disclose whether your
offering is contingent upon final approval of your NASDAQ listing
                                                        on your cover page.
Please ensure the disclosure is consistent with your underwriting
                                                        agreement.
 Boaz Shetzer
FirstName LastNameBoaz
ParaZero Technologies Ltd.Shetzer
Comapany 17,
November  NameParaZero
              2022       Technologies Ltd.
November
Page 2    17, 2022 Page 2
FirstName LastName
2.       We note recent instances of extreme stock price run-ups followed by
rapid price declines
         and stock price volatility seemingly unrelated to company performance
following a
         number of recent initial public offerings, particularly among
companies with relatively
         smaller public floats. Revise to include a separate risk factor
addressing the potential for
         rapid and substantial price volatility and any known factors
particular to your offering that
         may add to this risk and discuss the risks to investors when investing
in stock where the
         price is changing rapidly. Clearly state that such volatility,
including any stock-run up,
         may be unrelated to your actual or expected operating performance and
financial
         condition or prospects, making it difficult for prospective investors
to assess the rapidly
         changing value of your stock.
Exhibits

3.       We note that Exhibit 5.1 refers to the resale of up to 504,979
ordinary shares issuable
         under certain SAFEs. The registration statement appears to relate to
the resale of up to
         475,272 ordinary shares to be issued to the selling shareholders upon
the conversion of
         certain SAFEs. Please advise or revise.
       You may contact Mindy Hooker at (202) 551-3732 or Kevin Woody at (202)
551-3629 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Patrick Fullem at (202) 551-8337 or Asia Timmons-Pierce at (202)
551-3754 with any
other questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of
Manufacturing
cc:      David Huberman