SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the Month of July 2006

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ELBIT SYSTEMS LTD.
(Translation of Registrant’s Name into English)
 Advanced Technology Center, P.O.B. 539, Haifa 31053, Israel
 (Address of Principal Corporate Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

   Form 20-F       Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

   Yes       No

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-______________

        Attached hereto as Exhibit 1 and incorporated herein by reference is the Registrant’s press release dated July 12, 2006.

SIGNATURE

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

  ELBIT SYSTEMS LTD.
  (Registrant)
 

By:  /s/ Ilan Pacholder                           
  Name: Ilan Pacholder
Title: Corporate Secretary

Dated: July 12, 2006

EXHIBIT INDEX

Exhibit No.   Description

1.   Press release dated July 12, 2006.

EXHIBIT 1

Haifa, Israel, July 12, 2006 — Elbit Systems Ltd. (the “Company”) (Nasdaq: ESLT), announced today that it is withdrawing its announcement of July 11, 2006 which established July 12, 2006 as the record date for the Company’s Annual General Meeting of Shareholders to be held in August (the “Meeting”). A new record date as well as a new date for the Meeting will be set forth in a proxy statement to be published by the Company on or about July 13, 2006 with respect to the Meeting.