FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   DI-RAPALLO HOLDINGS LTD. 2. Date of Event Requiring Statement (Month/Day/Year) 01/10/2007 3. Issuer Name and Ticker or Trading Symbol AMPAL-AMERICAN ISRAEL CORP [AMPL] (Last) (First) (Middle) 33 HAVAZELET HASHARON ST 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) HERZLIYA, ISRAEL, L3 46106 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Class A Stock 11,750,132 (1) D Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
DI-RAPALLO HOLDINGS LTD. 33 HAVAZELET HASHARON ST HERZLIYA, ISRAEL, L3 46106	Â	  X	Â	Â
MAIMAN OHAD 33 HAVAZELET HASHARON ST. HERZLIYA, ISRAEL, L3 46106	Â	  X	Â	Â
MAIMAN YOAV 33 HAVAZELET HASHARON ST HERZLIYA, ISRAEL, L3 46106	Â	  X	Â	Â
MAIMAN NOA 33 HAVAZELET HASHARON ST HERZLIYA, ISRAEL, L3 46106	Â	  X	Â	Â
MAIMAN YOSEF A 33 HAVAZELET HASHARON ST HERZLIYA, ISRAEL, L3 46106	Â	  X	Â	Â

Signatures

/s/ Di-Rapallo Holdings Ltd. By: Yosef A. Maiman, Chairman of the Board		01/12/2007
**Signature of Reporting Person		Date
/s/ Yosef A. Maiman		01/12/2007
**Signature of Reporting Person		Date
/s/ Ohad Maiman		01/12/2007
**Signature of Reporting Person		Date
/s/ Noa Maiman		01/12/2007
**Signature of Reporting Person		Date
/s/ Yoav Maiman		01/12/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	In connection with the liquidation of the assets of Y.M. Noy Investments Ltd. ("Noy"), Noy assigned on January 10, 2007 its 11,750,132 shares of Class A Stock of the Issuer to the reporting person. Mr. Maiman owns 100% of the economic shares and one-fourth of the voting shares of the reporting person. In addition, Mr. Maiman holds an option to acquire the remaining three-fourths of the voting shares of the reporting person (which are owned by Ohad Maiman, son of Mr. Maiman, Noa Maiman, daughter of Mr. Maiman and Yoav Maiman, son of Mr. Maiman). Mr. Maiman is also a director, the Chairman of the Board, President and Chief Executive Officer of the Issuer.

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