FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                      For the month of February 2005 No. 2

                            TOWER SEMICONDUCTOR LTD.
                (Translation of registrant's name into English)


                   P.O. BOX 619, MIGDAL HAEMEK, ISRAEL 23105
                    (Address of principal executive offices)


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

                         Form 20-F [X]     Form 40-F [_]


     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 [X]




     On February 10, 2005, the Registrant announced the appointment of Udi
Hillman to acting Chief Executive Officer. Attached hereto is a copy of the
press release.

     This Form 6-K is being incorporated by reference into all effective
registration statements filed by us under the Securities Act of 1933.




                                   SIGNATURES

     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.


                                                       TOWER SEMICONDUCTOR LTD.



Date: February 10, 2005                                By: /s/ Tamar Cohen 
                                                       -------------------      
                                                       Tamar Cohen
                                                       Corporate Secretary



            TOWER SEMICONDUCTOR APPOINTS UDI HILLMAN TO ACTING CHIEF
                               EXECUTIVE OFFICER

MIGDAL HAEMEK, ISRAEL - February 10, 2005 - Tower Semiconductor (NASDAQ:TSEM;
TASE:TSEM) announced today the appointment of Udi Hillman to acting chief
executive officer, effective as of today. Hillman's nomination allows the board
of directors of the company to continue to search for a new CEO to the company.


Ehud (Udi) Hillman (52) served as a director of Tower from October 1996 through
August 1999 and was reappointed to the Board in January 2000, serving as Vice
Chairman of the Board since January 2001. Since March 2001, Mr. Hillman serves
as President and Chief Executive Officer of ICTech, the technology holding
company of Israel Corporation. Mr. Hillman serves as a member of the Board of
Directors of ZIM Israel Navigation Company Since February 2004 and some other
companies related to Israel Corporation group. He served as Chief Financial
Officer of Israel Corporation from September 1996 to 1997 and as Executive Vice
President and Chief Financial Officer from May 1997 to 2001. Mr. Hillman served
as a director of several subsidiaries of Israel Corporation, including Israel
Chemicals Ltd., ZIM Israel Navigation Company and others. Prior thereto, Mr.
Hillman was Vice President and Controller of Clal Industries Ltd. and a director
of several companies in the Clal Group.


ABOUT TOWER SEMICONDUCTOR LTD.
Tower Semiconductor LTD. is a pure-play independent wafer foundry established in
1993. The company manufactures integrated circuits with geometries ranging from
1.0 to 0.13 micron; it also provides complementary technical services and design
support. In addition to digital CMOS process technology, Tower offers advanced
non-volatile memory solutions, mixed-signal and CMOS image-sensor technologies.
To provide world-class customer service, the company maintains two manufacturing
facilities: Fab 1 has process technologies from 1.0 to 0.35 micron and can
produce up to 16,000 150mm wafers per month. Fab 2 features 0.18 micron and
below process technologies, including foundry-standard technology. When fully
equipped, Fab 2 is expected to offer full production capacity of 33,000 200mm
wafers per month. Tower's Web site is located at www.towersemi.com.




CONTACT:
    
     Tower Semiconductor USA
     Michael Axelrod, +1 408 330 6871
     pr@towersemi.com

           or

     Pacifico Inc.
     PR Agency Contact
     Mary Curtis, +1 408 293 8600
     mcurtis@pacifico.com

           or

     Fusion IR & Communications
     Investor Relations Contact
     Sheldon Lutch, +1 212 268 1816
     sheldon@fusionir.com