---

---

# UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

Amendment No. 1 to
FORM 20-F

---

|o | REGISTRATION
STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------------

# Or

|x | ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

# For the fiscal year
ended December 31, 2007

# Or

|o | TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

# Or

|o | SHELL
COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | -------------------------------------------------------------------------------------------

# Date of event requiring
this shell company report

# For the transition
period
from                 
to

Commission File
number: 001-13128

---



POINTER TELOCATION LIMITED (Exact name of Registrant as specified in its charter)

---

|                             |                               
|---------------------------- | ------------------------------
|N/A                          | ISRAEL                        
|(Translation of Registrant's | (Jurisdiction of incorporation
|name into English)           | or organization)              

14 Hamelacha Street,
Rosh Haayin 48091, Israel
(Address of principal executive offices)

---

Securities registered or to be registered pursuant to Section 12(b) of the Act:

|                                                  |  |                                          
|------------------------------------------------- |  | -----------------------------------------
|Title of each class                               |  | Name of each exchange on which registered
|                                                  |  |                                          
|Ordinary Shares, NIS 3.00 nominal value per share |  | NASDAQ Stock Market LLC                  

Securities registered or to be
registered pursuant to Section 12(g) of the Act:None

Securities for which there is a
reporting obligation pursuant to Section 15(d) of the Act:None



---

---

Indicate
the number of outstanding shares of each of the issuers classes of capital or
common stock as of the close of the period covered by the annual report.

Ordinary Shares, NIS 3.00 nominal
value per share .4,612,875

Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405
of the Securities Act.

Yes o   No   x

If
this report is an annual or transition report, indicate by check mark if the registrant
is not required to file reports pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.

Yes o    No x

NoteChecking
the box above will not relieve any registrant required to file reports pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 from their obligations under those
Sections.

Indicate
by check mark whether the registrant (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  x    No o

Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer. See definition of accelerated filer and large
accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):

|                          |                     |                        
|------------------------- | ------------------- | -----------------------
|Large accelerated filer o | Accelerated filer o | Non-accelerated filer x

Indicate
by check mark which basis of accounting the registrant has used to prepare the financial
statements included in this filing:

|            |                                                                                                           |        
|----------- | --------------------------------------------------------------------------------------------------------- | -------
|U.S. GAAP x | International Financial Reporting Standards as issued
 by  the International Accounting Standards Board o | Other o

If
Other has been checked in response to the previous question, indicate by
check mark which financial statement item the registrant has elected to follow.

Item 17 o    Item 18 o

If
this is an annual report, indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act).

Yes o    No  x

2

---

---

# EXPLANATORY NOTE

This Amendment No. 1 to our Annual
Report on Form 20-F for the year ended December 31, 2007, or Amendment No. 1, amends our
Annual Report on Form 20-F for the year ended December 31, 2007 initially filed with the
Securities and Exchange Commission, on April 8, 2008, or the Originally Filed 20-F. The
Originally Filed 20-F is hereby amended to correct a date which was inadvertently set
forth in Exhibit 13.1 and Exhibit 13.2, and this Amendment No. 1 amends those exhibits.

Other than the foregoing items, no
part of the Originally Filed 20-F is being amended. Amendment No. 1 does not reflect
events occurring after the filing of the Originally Filed 20-F and does not modify or
update the disclosures therein in any way other than as required to reflect the amendments
described above.

3

---

---

SIGNATURE

The Registrant hereby certifies that
it meets all of the requirements for filing on Form 20-F and this amendment thereto and that
it has duly caused and authorized the undersigned to sign this annual report on its
behalf.

|POINTER TELOCATION LIMITEDBy:/s/ Danny Stern
Danny SternChief Executive Officer |  | 
|--------------------------------------------------------------------------------------------- |  | 

March 31, 2009.

4

---

---

EXHIBIT INDEX

|13.1 |  | Certification
by Chief Executive Officer pursuant to 18 U.S.C., Section 1350, as adopted
           pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
|---- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------

|13.2 |  | Certification
by the Chief Financial Officer pursuant to 18 U.S.C., Section 1350, as            adopted
pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
|---- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------

5

---

---