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Exhibit 12.2

CERTIFICATION

I, Ilan Erez, certify that:

|1.  I
  have reviewed this annual report on Form 20-F of Silicom Ltd.;                                                                                                                                                                                                                                                                
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|2.  Based
  on my knowledge, this annual 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 annual
  report;
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|3.  Based
  on my knowledge, the financial statements, and other financial information
  included in this annual report, fairly present in all material respects the
  financial condition, results of operations and cash flows of the company as
  of, and for, the periods presented in this annual report;                        
|                                                                                                                                                                                                                                                                                                                                      
|4.  The
  companys other certifying officer and I are responsible for establishing and
  maintaining disclosure controls and procedures (as defined in Exchange Act
  Rules 13a-15(e)) for the company and have:                                                                                                                     
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|5.  The
  companys other certifying officer and I have disclosed, based on our most
  recent evaluation of internal control over financial reporting, to the
  companys auditors and the audit committee of companys board of directors
  (or persons performing the equivalent functions):                                        
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| | (b) any
  fraud, whether or not material, that involves management or other employees
  who have a significant role in the companys internal control over financial
  reporting;
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Date: June 30, 2004

| | /s/ Ilan
  Erez                     
| | ------------------------------------
| |                                     
| | Ilan Erez,
  Chief Financial Officer

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