FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                          For the month of August 2006

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

                          RAMAT GAVRIEL INDUSTRIAL PARK
                    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 August 2, 2006, the Registrant announced expansion of 0.13-micron
manufacturing capacity with purchase commitment By SanDisk Corporation, 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: August 2, 2006                                 By: /s/ Nati Somekh Gilboa
                                                     --------------------------
                                                     Nati Somekh Gilboa
                                                     Corporate Secretary




             TOWER SEMICONDUCTOR ANNOUNCES EXPANSION OF 0.13-MICRON
               MANUFACTURING CAPACITY WITH PURCHASE COMMITMENT BY
                              SANDISK CORPORATION

  UPON SUCH EXPANSION, SANDISK HAS COMMITTED TO PURCHASES OF 0.13 MICRON WAFERS
                          FROM TOWER IN 2007 AND 2008

MIGDAL HAEMEK, ISRAEL - August 2, 2006 - Tower Semiconductor Ltd. (NASDAQ: TSEM;
TASE: TSEM), a pure-play independent specialty foundry, today announced that it
has signed an MOU (Memorandum Of Understanding) with SanDisk(R) Corporation
(NASDAQ: SNDK) to invest in the expansion of its 0.13 micron logic wafer
capacity. Furthermore, SanDisk committed to purchase, upon such expansion,
volume production quantities of 0.13 micron wafers during 2007 and 2008 and will
have right of first refusal on the use of this extra capacity in 2009. These
transactions are subject to required approvals of the parties.

"SanDisk continues to execute on an aggressive technology roadmap which has
moved a large volume of our controller products to 0.13-micron technology," said
Dr. Randhir Thakur, Executive Vice President of Technology and Worldwide
Operations, SanDisk Corporation. "We have a long standing business relationship
with Tower, based upon Tower's best of class responsiveness to our business
needs through design services, process know-how and operational flexibility. We
are pleased to work with Tower to help secure supply of our controllers in the
0.13-micron process. "

"Being the world wide leader in flash storage card products, it is a great vote
of confidence from SanDisk to both help finance the 0.13-micron capacity
expansion and to commit to the consumption of it. We have begun manufacturing
our first SanDisk products in this advanced node and have achieved quite
reasonable die yields", said Russell Ellwanger, Tower CEO. "We are thrilled to
have entered into an agreement with SanDisk which ensures the continuation of
our long-term partnership."




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 standard and specialized process technologies, and has the current
capacity of up to 15,000 200mm wafers per month. Tower's Web site is located at
www.towersemi.com.

ABOUT SANDISK CORPORATION

SanDisk is the original inventor of flash storage cards and is the world's
largest supplier of flash data storage card products using its patented,
high-density flash memory and controller technology. SanDisk is headquartered in
Milpitas, CA and has operations worldwide with more than half its sales outside
the U.S. SanDisk's web site is located at www.sandisk.com

SAFE HARBOR

This press release includes forward-looking statements, which are subject to
risks and uncertainties. Actual results may vary from those projected or implied
by such forward-looking statements. A complete discussion of risks and
uncertainties that may affect the accuracy of forward-looking statements
included in this press release or which may otherwise affect our business is
included under the heading "Risk Factors" in our most recent Annual Report on
Forms 20-F, F-1, F-3 and 6-K, as were filed with the Securities and Exchange
Commission and the Israel Securities Authority, and in SanDisk's filings with
the Securities and Exchange Commission, including its most recent Annual Report
on Form 10-K and quarterly report on Form 10-Q. We do not intend to update, and
expressly disclaim any obligation to update, the information contained in this
release.


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