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Exhibit 11.1

AMPAL-AMERICAN ISRAEL CORPORATION AND
SUBSIDIARIES

SCHEDULE SETTING FORTH COMPUTATION OF LOSS
PER SHARE OF CLASS A STOCK

|SIX MONTHS
  ENDED JUNE 30,                        |                                  | 2003        |   | 2002        | 
|-------------------------------------------------- | -------------------------------- | ----------- | - | ----------- | 
|                                                   |                                  |             |   |             | 
|(Dollars in
  thousands, except per share amounts) |                                  | (Unaudited) |   | (Unaudited) | 
|                                                   |                                  |             |   |             | 
|BASIC EPS                                          |                                  |             |   |             | 
|                                                   | Net Gain
  (loss) (1)            |             | $ | 7,955       | 
|                                                   |                                  |             |   |             | 
|                                                   | Gain (Loss)
  per Class A Share  |             | $ | 0.40        | 
|                                                   |                                  |             |   |             | 
|                                                   | Shares used
  in calculation (2) |             |   | 19,698      | 
|                                                   |                                  |             |   |             | 
|DILUTED EPS                                        |                                  |             |   |             | 
|                                                   | Net Gain
  (loss)                |             | $ | 8,064       | 
|                                                   |                                  |             |   |             | 
|                                                   | Gain (loss)
  per Class A Share  |             | $ | 0.36        | 
|                                                   |                                  |             |   |             | 
|                                                   | Shares used
  in calculation (2) |             |   | 22,103      | 

| | (1) | After
  deduction of accrued preferred stock dividends of $109 and $113 respectively.                                                                                              
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (2) | In 2002, the
  conversion of the 4% and 6-1/2% Preferred Stocks and the exercise of stock
  options was excluded from the diluted EPS calculation due to the antidilutive
  effect.

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Exhibit 31.1

CERTIFICATION

|I,
Jack Bigio, certify that:
|----------------------------
|                            
|1.                          
|                            
|2.                          
|                            
|3.                          
|                            
|4.                          
|                            
|                            
|                            
|                            
|                            
|                            
|                            
|5.                          
|                            
|                            
|                            
|                            

|Date: | August 13, 2003 |  | /s/ Jack Bigio                                    
|----- | --------------- |  | --------------------------------------------------
|      |                 |  |                                                   
|      |                 |  | Jack Bigio
  President and Chief Executive Officer

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Exhibit 31.2

CERTIFICATION

I,
Irit Eluz, certify that:

| | 1. | I have reviewed this
  quarterly report on Form 10-Q of Ampal  American Israel Corporation;                                                                                                                                                                                                                      
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                   
| | 2. | Based on my knowledge, this
  report does not contain any untrue statement of a material fact or omit to
  state a material fact necessary to make the statements made, in light of the
  circumstances under which such statements were made, not misleading with
  respect to the period covered by this report;
| |    |                                                                                                                                                                                                                                                                                                                   
| | 3. | Based on my knowledge, the
  financial statements, and other financial information included in this
  report, fairly present in all material respects the financial condition,
  results of operations and cash flows of the registrant as of, and for, the
  periods presented in this report;                   
| |    |                                                                                                                                                                                                                                                                                                                   
| | 4. | The registrants other
  certifying officer(s) and I are responsible for establishing and maintaining
  disclosure controls and procedures (as defined in Exchange Act Rules
  13a-15(e) and 15d-15(e)) for the registrant and have:                                                                              
| |    |                                                                                                                                                                                                                                                                                                                   
| |    | a)                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                   
| |    | b)                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                   
| |    | c)                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                   
| | 5. | The registrants other
  certifying officer(s) and I have disclosed, based on our most recent
  evaluation of internal control over financial reporting, to the registrants
  auditors and the audit committee of the registrants board of directors (or
  persons performing the equivalent functions):        
| |    |                                                                                                                                                                                                                                                                                                                   
| |    | a)                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                   
| |    | b)                                                                                                                                                                                                                                                                                                                

|Date: | August 13, 2003 |  | /s/ Irit Eluz                                               
|----- | --------------- |  | ------------------------------------------------------------
|      |                 |  |                                                             
|      |                 |  | Irit Eluz
  CFO and Vice President  Finance and
  Treasurer

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Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In
connection with the quarterly report of Ampal-American Israel Corporation (the
Company) on Form 10-Q for the period ending June 30, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the Report), each of
the undersigned executive officers of the Company certifies, to the best of
such executive officers knowledge, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)     The
report fully complies with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and

(2)     The
information contained in the Report fairly presents, in all material respects,
the financial condition and results of operations of the Company.

| | /s/ Jack
  Bigio                                                                           |  | /s/ Irit
  Eluz                                                                                                          | 
| | ------------------------------------------------------------------------------------------ |  | ------------------------------------------------------------------------------------------------------------------------ | 
| |                                                                                            |  |                                                                                                                          | 
| |                                                                                            |  |                                                                                                                          | 
| | Jack Bigio
    President and CEO
    Ampal-American Israel Corporation
    August 13, 2003 |  | Irit Eluz
    CFO and Vice President
    Finance and Treasurer
    Ampal-American Israel Corporation
    August 13, 2003 | 

A signed original of this written statement required by Section 906, or
other document authenticating, acknowledging, or otherwise adopting the
signature that appears in typed form within the electronic version of this
written statement required by Section 906, has been provided to the Company and
will be retained by the Company and furnished to the Securities and Exchange
Commission or its staff upon request.

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