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Filed pursuant to Rule 424(b)(3)
File No. 33-81044
PROSPECTUS SUPPLEMENT
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ELECTRIC FUEL CORPORATION
1,537,968 SHARES
COMMON STOCK
This Prospectus Supplement relates to the offer by the securityholders
named herein under the caption "Selling Shareholders" (collectively, the
"Selling Shareholders") for sale to the public of shares of Common Stock (the
"Shares") of Electric Fuel Corporation, a Delaware corporation (the "Company").
The Shares offered hereby were purchased under the Company's 1991 Qualified
Stock Option Plan (the "Plan"). See "Selling Shareholders."
This Prospectus Supplement supplements the Company's Prospectus dated
June 30, 1994 and supplements and updates the information on page 11 thereof.
The Company has been advised by the Selling Shareholders that they may
sell all or a portion of the Shares offered hereby in negotiated transactions or
in one or more transactions on the NASDAQ National Market System ("NASDAQ") at
prices prevailing at the time of sale. In connection with sales of the Shares,
the Selling Shareholders and any participating broker may be deemed to be
"underwriters" of the Shares being offered hereby within the meaning of the
Securities Act of 1933, as amended (the "Securities Act"). The Company will not
receive any proceeds from the sale of the Shares being offered hereby.
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AN INVESTMENT IN THE SHARES OFFERED HEREBY
INVOLVES A HIGH DEGREE OF RISK. SEE "RISK FACTORS."
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE
SECURITIES COMMISSION NOR HAS THE COMMISSION
OR ANY STATE SECURITIES COMMISSION PASSED
UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
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The date of this Prospectus Supplement is May 29, 1996.
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<TABLE>
<CAPTION>
Shares Beneficially Shares Beneficially
Position with Owned as of Shares Owned after All Shares
Name the Company March 31, 1996/(1)/ Registered Registered are Sold
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<S> <C> <C> <C> <C>
Robert S. Ehrlich Chairman of the Board, 988,979 384,120 604,859
Director and Chief
Financial Officer
Yehuda Harats President, Chief 1,386,207 719,303 666,904
Executive
Officer and Director
Menachem Korall Vice President of 530,632 328,785 201,847
Technology
Lynn Alster None 1,513 1,513 0
Daniel Ehrlich None 8,000 8,000 0
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</TABLE>
/(1)/ The persons named in the table have sole voting and investment power with
respect to all shares of Common Stock shown in the table.
PLAN OF RESALE
The Shares offered hereby may, subject to certain restrictions contained in
the Plan, be sold from time to time directly to purchasers by the Selling
Shareholders or in one or more transactions on NASDAQ at the price prevailing at
the time of sale. Alternatively, the Selling Shareholders may from time to time
offer their Shares through underwriters, dealers or agents who may receive
compensation in the form of underwriting discounts, commissions or concessions
from the Selling Shareholders and/or the purchasers of the Shares for whom they
may act as agents. The Selling Shareholders and any underwriters, dealers or
agents that participate in the distribution of the Shares offered hereby may be
deemed to be underwriters, and any profit on the sale of the Shares offered
hereby by them and any discounts, commissions or concessions received by any
such underwriters, dealers and agents might be deemed to be underwriting
discounts and commissions under the Securities Act.
The amount of securities to be resold or reoffered by each Selling
Securityholder, or anyone acting in concert with such individual, pursuant to
this Prospectus may not exceed, during any three month period, the greater of
(i) 1% of the then outstanding Shares or (ii) the average weekly trading volume
during the four calendar weeks prior to such date.
The Shares offered hereby may be sold from time to time in one or more
transactions at a fixed offering price, which may be changed, or at varying
prices determined at the time of sale or at negotiated prices.
