6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of July 2012

Commission File Number: 001-13138

Pointer Telocation Ltd.

(Translation of registrant's name into English)

14 Hamelacha Street, Rosh Ha'ayin, Israel 48091

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

Pointer Telocation Ltd.

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached hereto as Exhibits 1-7 are documents prepared by Pointer Telocation Ltd. (the "Company") in connection with its right offering (the "Rights Offering").  

Exhibit 1 is the Form of Instructions as to Use of Subscription Rights Certificates  

Exhibit 2 is the Form of Notice to Shareholders who are Recordholders  

Exhibit 3 is the Form of Letter to Nominee Holders Whose Clients are Beneficial Owners  

Exhibit 4 is the Form of Letter to Clients of Nominee Holders

Exhibit 5 is the Form of Beneficial Owner Election Form  

Exhibit 6 is the Form of Nominee Holder Certification  

Exhibit 7 hereto is the Form of Subscription Rights Certificate

Exhibits 1-7 hereto were mailed beginning July 2, 2012 to holders of record of the Company's ordinary shares on June 29, 2012, which is the record date for the Rights Offering.

Exhibits 1-7 hereto are hereby incorporated by reference into the Company's registration statement on Form F-3 filed with the Securities and Exchange Commission with an effective date of June 7, 2010 (Registration No. 333-167144).

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.

    Date: July 3, 2012 POINTER TELOCATION LTD.   By: /s/ Yossi Ben Shalom —————————————— Yossi Ben Shalom Chairman of the Board of Directors

EX-99

Exhibit 1

POINTER TELOCATION LTD.

INSTRUCTIONS AS TO USE OF

SUBSCRIPTION RIGHTS CERTIFICATES

The following instructions relate to a rights offering (the “Rights Offering”) by Pointer Telocation Ltd., an Israeli company (“Pointer”), to the holders of its ordinary shares, pat value NIS 3.00 per share (“Ordinary Shares”)  as described in Pointer’s prospectus supplement dated June 19, 2012 (the “Prospectus”).  Each holder of record of Ordinary Shares at the close of business on June 29, 2012 (the “Record Date”) will receive one non-transferable subscription right (the “Subscription Right”) for each 7.626 Ordinary Shares held by it at the Record Date.  Subscription Rights to purchase up to an aggregate of 644,034 Ordinary Shares are being distributed in connection with the Rights Offering.  Each whole Subscription Right entitles the holder, upon payment of $2.90 in cash (the “Subscription Price”), to purchase one Ordinary Share (the “Basic Subscription Right”).  In addition, each Subscription Right also carries the right to subscribe at the Subscription Price for an unlimited number of additional Ordinary Shares (to the extent available, and subject to proration) (the “Over-Subscription Right”).  See “The Rights Offering” in the Prospectus.

No fractional Subscription Rights or cash in lieu thereof will be issued or paid.  Fractional Subscription Rights will be rounded down to the nearest whole number, with such necessary adjustments, as may be determined at the sole discretion of Pointer, to ensure that Pointer offers 644,034 Ordinary Shares in the Rights Offering.

The Subscription Rights will expire at 5:00 p.m., Eastern Time (midnight Israel time), on July 26, 2012 (the “Expiration Date”). Any rights not exercised at or before that time will expire worthless without any payment to the holders of those unexercised rights.

The number of Subscription Rights to which you are entitled is printed on the face of your Subscription Rights Certificate.  You should indicate your wishes with regard to the exercise of your Subscription Rights by completing the appropriate section on the back of your Subscription Rights Certificate and returning the Subscription Rights Certificate to the Subscription Agent in the envelope provided.

Your Subscription Rights Certificate must be received by the Subscription Agent on or before the Expiration Date.  Payment of the Subscription Price of all Subscription Rights exercised, including Subscription Rights pursuant to the Over-Subscription Right, must be received by the Subscription Agent on or before the Expiration Date.  You cannot revoke your exercise of either your Basic Subscription Right or Over-Subscription Right at any time prior to the expiration of the Rights Offering.  In case you hold Subscription Rights through a broker or other nominee, you should verify with your broker or nominee by when you must deliver your instruction.  See also Section 9 below.

1.             Subscription Rights.

If you are a record owner of our Ordinary Shares, you may exercise your rights by delivering a signed exercise form on the back of your Subscription Rights Certificate to American Stock Transfer & Trust Company, LLC, our Subscription Agent, at the address noted below together with payment in full of the subscription price for each right being exercised, by 5:00 p.m., New York City time (midnight Israel time), on July 26, 2012.

If you are a record owner that is registered on our shareholder register maintained by American Stock Transfer & Trust Company, LLC and reside in Israel, you may also exercise your rights by delivering a signed exercise form on the back of your Subscription Rights Certificate to us at the address noted below, together with payment in full by means of a wire transfer (denominated in U.S. dollars) of the subscription price for each right being exercised,  by midnight, Israel time, on July 26, 2012, accompanied by evidence of the wire transfer.  

We and American Stock Transfer & Trust Company, LLC, our Subscription Agent, as applicable, may refuse to accept improperly completed or delivered or unexecuted Subscription Rights Certificates.  We or American Stock Transfer & Trust Company, LLC, our Subscription Agent, as applicable, must receive payment in full of the Subscription Price for each Right being exercised together with the exercise form.

If you are delivering your completed Subscription Rights Certificate and payment for the exercise of your Rights to American Stock Transfer & Trust Company, LLC, our Subscription Agent, please do so by one of the methods described below:

Hand deliveryexpress mail, courier, or other expedited service:   American Stock Transfer & Trust Company, LLC Operations Center Attn: Reorganization Department 6201 15th Avenue Brooklyn, New York 11219 Mail:     American Stock Transfer & Trust Company, LLC Operations Center Attn: Reorganization Department P.O. Box 2042 New York, New York 10272-2042

Record owners who reside in Israel and are registered on our shareholder register maintained by American Stock Transfer & Trust Company, LLC, and who wish to deliver their completed Subscription Rights Certificates and subscription payment for the exercise of their rights directly to us, should do so by registered mail, overnight or hand delivery to the following address:

Pointer Telocation Ltd.

Attn: Zvi Fried, Chief Financial Officer

14 Hamelacha Street

Afek Industrial Park, Rosh Haayin 48091, Israel

American Stock Transfer & Trust Company, LLC, our Subscription Agent, will only accept payment in U.S. dollars.  Any payments to American Stock Transfer & Trust Company, LLC, as Subscription Agent, must be made in U.S. dollars by a bank check drawn on a United States or foreign bank or branch and payable to “American Stock Transfer & Trust Company, LLC, as Subscription Agent,” or by wire transfer of funds to the account maintained by American Stock Transfer & Trust Company, LLC, our Subscription Agent, for this rights offering at JP Morgan Chase, ABA # 021000021, A/C # 530-354624; Beneficiary: American Stock Transfer; Reference: “AST as Depository Agent for Pointer Telocation Ltd.”; JP Morgan Chase swift code: CHASUS33, with reference to the rights holder's name.

Any payments to us shall be made in U.S. dollars and shall be by wire transfer sent to the following account of Pointer Telocation Ltd.: Bank Hapoalim, 50 Rothschild, Tel Aviv, Branch 600; Account No. 543203; IBAN: IL59-0126-0000-0000-0543-203; Swift Code: POALILIT, Reference: “Rights Offering”, with reference to the rights holder’s name. We may, at our discretion, agree to accept other forms of payment requested by you.

THE METHOD OF DELIVERY OF THE SUBSCRIPTION RIGHTS CERTIFICATE AND THE PAYMENT OF THE SUBSCRIPTION PRICE TO THE SUBSCRIPTION AGENT IS AT YOUR ELECTION AND RISK.  IF YOU SEND YOUR SUBSCRIPTION RIGHTS CERTIFICATE AND PAYMENT BY MAIL, THEN THEY SHOULD BE SENT BY REGISTERED MAIL, PROPERLY INSURED, WITH RETURN RECEIPT REQUESTED.  A SUFFICIENT NUMBER OF DAYS SHOULD BE ALLOWED TO ENSURE DELIVERY TO THE SUBSCRIPTION AGENT PRIOR TO THE EXPIRATION DATE.

2.             Acceptance of Payments.  Payments will be deemed to have been received by the Subscription Agent only upon the (i) receipt by the Subscription Agent of a bank check payable in U.S. dollars drawn upon a United States or foreign bank or branch; or (ii) receipt by the Subscription Agent of confirmation from its bank that a wire transfer has been received.

3.             Partial Exercises; Effect of Over - and Underpayments.  If you exercise less than all of the Subscription Rights evidenced by your Subscription Rights Certificate, the Subscription Agent will issue to you a new Subscription Rights Certificate evidencing the unexercised Subscription Rights.  However, if you choose to have a new Subscription Rights Certificate sent to you, you may not receive any such new Subscription Rights Certificate in sufficient time to permit exercise of the Subscription Rights evidenced thereby.  If you do not indicate the number of Ordinary Shares to be subscribed for on your Subscription Rights Certificate or if you indicate a number of Ordinary Shares that does not correspond with the aggregate Subscription Price payment you delivered, you will be deemed to have subscribed for the maximum number of Ordinary Shares that may be subscribed for, under both the Basic Subscription Right and the Over-Subscription Right, for the aggregate Subscription Price you delivered.  If we do not apply your full Subscription Price payment to your purchase of Ordinary Shares, then we will return the excess amount to you by mail, without interest or deduction, as soon as practicable after the Expiration Date. If you subscribe for fewer than all of the Ordinary Shares represented by your Subscription Rights Certificate, then the unexercised Subscription Rights will become null and void on the Expiration Date.

4.             Execution.

(a)           Execution By Registered Holder.  The signature on the Subscription Rights Certificate must correspond with the name of the registered holder exactly as it appears on the face of the Subscription Rights Certificate without any alteration or change whatsoever.  Persons who sign the Subscription Rights Certificate in a representative or other fiduciary capacity must indicate their capacity when signing and, unless waived by the Subscription Agent in its sole and absolute discretion, must present to the Subscription Agent satisfactory evidence of their authority so to act.

(b)           Execution By Person OtherThan Registered Holder.  If the Subscription Rights Certificate is executed by a person other than the holder named on the face of the Subscription Rights Certificate, proper evidence of authority of the person executing the Subscription Rights Certificate must accompany the same unless the Subscription Agent, in its discretion, dispenses with proof of authority.

(c)           Signature Guarantees.  Your signature must be guaranteed by an Eligible Guarantor Institution if you specify special payment or delivery instructions.

5.             Delivery of Share Certificates, Etc.  The issuance of ordinary shares purchased in the rights offering will be made as soon as practicable after the Expiration Date (the “Issuance Date”).  The following deliveries and payments to you will be made to the address shown on the face of your Subscription Rights Certificate unless you provide instructions to the contrary on the back of your Subscription Rights Certificate:

(d)           Basic Subscription Right.  As soon as practicable after the Issuance Date, the Subscription Agent will mail to each validly-exercising Subscription Rights holder who is a record holder certificates representing Ordinary Shares purchased pursuant to the Basic Subscription Right.

(e)           Over-Subscription Right.  As soon as practicable after the Issuance Date and after all prorations and adjustments contemplated by the terms of the Rights Offering have been effected and taking into account any delays or extensions in closing the Over-Subscription purchases, the Subscription Agent will mail to each Subscription Rights holder who validly exercises the Over-Subscription Right who is a record holder certificates representing the number of Ordinary Shares allocated to such Subscription Rights holder pursuantto the Over-Subscription Right.

(f)            Excess Payments.  If you exercised your Over-Subscription Right and are allocated less than all of the Ordinary Shares for which you wished to oversubscribe, then your excess Subscription Price payment for Ordinary Shares that were not allocated to you will be returned to you by mail, without interest or deduction, as soon as practicable after the Issuance Date.

6.             To Exercise Subscription Rights through a Bank or Broker.  If you are a beneficial owner of our Ordinary Shares and hold them through a broker, dealer, bank or other nominee (including a member of The Depository Trust Company (“DTC”)), rather than in your own name, you should expect your broker, dealer or other nominee to notify you of this Rights Offering and the procedures for exercising or transferring your Subscription Rights.  If you wish to exercise your Subscription Rights, you should contact your nominee to exercise your Subscription Rights sufficiently in advance of the expiration date of the Rights Offering in order to ensure timely delivery of a Subscription Rights Certificate reflecting your exercise.  Your nominee will instruct you as to the proper time and form of payment of the Subscription Price.  In that case, the nominee will complete the Subscription Rights Certificate on behalf of the record date shareholder and arrange for proper payment.

7.             Procedures for DTC (The Depository Trust Company)Participants.  In the case of holders of Subscription Rights that are held of record through DTC, exercises of the Basic Subscription Right and the Over-Subscription Right may be effected by instructing DTC to transfer Subscription Rights from the DTC account of such holder to the DTC account of the Subscription Agent, together with certification as to the aggregate number of Subscription Rights you are exercising and the number of Ordinary Shares you are subscribing for under your Basic Subscription Right and your Over-Subscription Right, if any, and your Subscription Price payment for each Ordinary Share that you subscribed for pursuant to your Basic Subscription Right and your Over-Subscription Right.

8.             Substitute Form W-9.  Each Rights holder who elects to exercise the Subscription Rights through the Subscription Agent and who is a U.S. person should provide the Subscription Agent with a correct Taxpayer Identification Number (“TIN”) and, where applicable, certification of such Rights holder’s exemption from backup withholding on Substitute Form W-9, which is included in this package of subscription materials.  Each Rights holder who elects to exercise the Subscription Rights through the Subscription Agent and who is not a U.S. person should provide the Subscription Agent with certification of such Rights holder’s foreign status on a Form W-8.  Additional copies of the Substitute Form W-9 and copies of Form W-8 may be obtained upon request from the Subscription Agent at the address indicated above.  Failure to provide the information on the form may subject such holder to 30% federal income tax withholding with respect to any proceeds received by such Rights holder.

MUST BE COMPLETED BY TENDERING HOLDER(S) WHO ARE U.S. PERSONS

PAYER'S NAME:  Pointer Telocation Ltd.

SUBSTITUTE	Part 1 - PLEASE PROVIDE YOUR TIN IN THE BOX AT RIGHT AND	TIN:
Form W-9	CERTIFY BY SIGNING AND DATING BELOW	Social Security Number or
Department of the Treasury		Employer Identification Number
Internal Revenue Service
Payer's Request for Taxpayer	Part 2 - TIN Applied for      o
Identification Number (“TIN”)

Certification: Under penalties of perjury, I certify that:

(1) the number shown on this form is my correct Taxpayer Identification Number (or I am waiting for a number to be issued to me);

(2) I am not subject to backup withholding either because (a) I am exempt from backup withholding or (b) I have not been notified by the Internal Revenue Service (the “IRS”) that I am subject to backup withholding as a result of a failure to report all interest or dividends or (c) the IRS has notified me that I am no longer subject to backup withholding; and

(3) I am a U.S. person (including a U.S. resident alien).

Certification Instructions - You must cross out item (2) above if you have been notified by the IRS that you are subject to backup withholding because of underreporting of interest or dividends on your tax return. However, if after being notified by the IRS that you were subject to backup withholding, you received another notification from the IRS that you were no longer subject to backup withholding, do not cross out item (2). (Also see instructions in the attached Guidelines.)

SIGNATURE DATE

NOTE: FAILURE TO COMPLETE AND RETURN THIS FORM MAY RESULT IN BACKUP WITHHOLDING ON ANY PAYMENTS MADE TO YOU IN CONNECTION WITH THE RIGHTS OFFERING.  PLEASE REVIEW THE ENCLOSED GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 FOR ADDITIONAL DETAILS.

YOU MUST COMPLETE THE FOLLOWING CERTIFICATE IF YOU ARE AWAITING (OR

WILL

SOON APPLY FOR) A TAXPAYER IDENTIFICATION NUMBER

CERTIFICATE OF AWAITING TAXPAYER IDENTIFICATION NUMBER

I certify under penalties of perjury that a taxpayer identification number has not been issued to me, and either (a) I have mailed or delivered an application to receive a taxpayer identification number to the appropriate Internal Revenue Service Center or Social Security Administration Office or (b) I intend to mail or deliver an application in the near future.  I understand that if I do not provide a taxpayer identification number before reportable payments are made, all reportable payments made to me will be subject to backup withholding until I provide such number.

SIGNATURE DATE

GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION

NUMBER ON SUBSTITUTE FORM W-9

Guidelines for Determining the Proper Identification Number for the Payee (You) to Give the Payer.

Social security numbers have nine digits separated by two hyphens: i.e., 000-00-0000. Employee identification numbers have nine digits separated by only one hyphen: i.e., 00-0000000. All “Section” references are to the Internal Revenue Code of 1986, as amended. “IRS” is the Internal Revenue Service.

The table below will help determine the taxpayer identification number to give the payer.

For this type of account	Give the SOCIAL SECURITY number of ­	For this type of account	Give the EMPLOYER IDENTIFICATION number of ­
1.  Individual	The individual	6.  Sole proprietorship	The owner 3
2   Two or more individuals (joint account)	The actual owner of the account, or if combined funds, the first individual on the account1	7    A valid trust, estate, or pension trust	The legal entity 4
3.  Custodian account of a minor (Uniform Gift to Minors Act)	The minor 2	8.  Corporate	The corporation
4.   a. The usual revocable savings trust account (grantor is also trustee)       b. So-called trust account that is not a legal or valid trust under state law	The grantor-trustee 1 The actual owner 1	9.  Association, club, religious, charitable, educational, or other tax-exempt organization	The organization
5.  Sole proprietorship	The owner 3	10. Partnership	The partnership
		11. A broker or registered nominee	The broker or nominee
		12. Account with the Department of Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments	The public entity

(1) List first and circle the name of the person whose number you furnish. If only one person on a joint account has a social security number, that person's number must be furnished.

(2) Circle the minor's name and furnish the minor's social security number.

(3) You must show your individual name, but you may also enter your business or "doing business as" name. You may use either your social security number or your employer identification number (if you have one).

(4) List first and circle the name of the legal trust, estate, or pension trust. (Do not furnish the taxpayer identification number of the personal representative or trustee unless the legal entity itself is not designated in the account title.)

Note: If no name is circled when there is more than one name, the number will be considered to be that of the first name listed.

GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION

NUMBER ON SUBSTITUTE FORM W-9

Obtaining a Number

If you don't have a taxpayer identification number or you don't know your number, obtain Form SS-5, Application for a Social Security Card, at the local Social Security Administration office, or Form SS-4, Application for Employer Identification Number, by calling 1 (800) TAX-FORM, and apply for a number.

Payees Exempt from Backup Withholding

Payees specifically exempt from backup withholding include:

· An organization exempt from tax under Section 501(a), an individual retirement account (IRA), or a custodial account under Section 403(b)(7), if the account satisfies the requirements of Section 401(f)(2).

· The United States or a state thereof, the District of Columbia, a possession of the United States, or a political subdivision or wholly-owned agency or instrumentality of any one or more of the foregoing.

· An international organization or any agency or instrumentality thereof.

Payees that may be exempt from backup withholding include:

· A corporation.

· A financial institution.

· A dealer in securities or commodities required to register in the United States, the District of Columbia, or a possession of the United States.

· A real estate investment trust.

· A common trust fund operated by a bank under Section 584(a).

· An entity registered at all times during the tax year under the Investment Company Act of 1940.

· A middleman known in the investment community as a nominee or who is listed in the most recent publication of the American Society of Corporate Secretaries, Inc., Nominee List.

· A futures commission merchant registered with the Commodity Futures Trading Commission.

· A foreign central bank of issue.

Payments of dividends and patronage dividends generally exempt from backup withholding include:

· Payments to nonresident aliens subject to withholding under Section 1441.

· Payments to partnerships not engaged in a trade or business in the United States and that have at least one nonresident alien partner.

· Payments of patronage dividends not paid in money.

· Payments made by certain foreign organizations.

· Section 404(k) payments made by an ESOP.

Payments of interest generally exempt from backup withholding include:

· Payments of interest on obligations issued by individuals. Note: You may be subject to backup withholding if this interest is $600 or more and you have not provided your correct taxpayer identification number to the payer.

· Payments of tax-exempt interest (including exempt- interest dividends under Section 852).

· Payments described in Section 6049(b)(5) to nonresident aliens.

· Payments on tax-free covenant bonds under Section 1451.

· Payments made by certain foreign organizations.

· Mortgage interest paid to you.

Certain payments, other than payments of interest, dividends, and patronage dividends, that are exempt from information reporting are also exempt from backup withholding. For details, see the regulations under Sections 6041, 6041A, 6042, 6044, 6045, 6049, 6050A and 6050N.

Exempt payees described above must file Form W-9 or a substitute Form W-9 to avoid possible erroneous backup withholding. FURNISH YOUR TAXPAYER IDENTIFICATION NUMBER, WRITE “EXEMPT” ON THE FACE THEREOF, SIGN AND DATE THE FORM, AND RETURN IT TO THE PAYER.

Privacy Act Notice

Section 6109 requires you to provide your correct taxpayer identification number to payers, who must report the payments to the IRS. The IRS uses the number for identification purposes and may also provide this information to various government agencies for tax enforcement or litigation purposes. Payers must be given the numbers whether or not recipients are required to file tax returns. Payers must generally backup withhold on taxable interest, dividend, and certain other payments to a payee who does not furnish a taxpayer identification number to a payer. Certain penalties may also apply.

Penalties

(1) Failure to Furnish TaxpayerIdentification Number - If you fail to furnish your taxpayer identification number to a payer, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.

(2) Civil Penalty for False Information With Respect to Withholding - If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty.

(3) Criminal Penalty for Falsifying Information - Willfully falsifying certificates or affirmations may subject you to criminal penalties including fines and/or imprisonment.

FOR ADDITIONAL INFORMATION CONTACT YOUR TAX CONSULTANT

OR THE INTERNAL REVENUE SERVICE

EX-99

Exhibit 2

Pointer Telocation Ltd.

14 Hamelacha Street

Afek Industrial Park

Rosh Haayin 48091, Israel

June 29, 2012

To holders of ordinary shares of Pointer Telocation Ltd.:

Enclosed are the prospectus supplement and other materials relating to a Rights Offering by Pointer Telocation Ltd.  Please carefully review the prospectus supplement, which describes how you can participate in the Rights Offering.  You will be able to exercise your subscription rights to purchase additional ordinary shares only during a limited period.  You will find answers to some frequently asked questions about the Rights Offering beginning on page 4 of the prospectus supplement.  You should also refer to the detailed Instructions as to Use of Subscription Rights Certificates, which is attached to this letter.  All exercises of subscription rights are irrevocable.

The following is a summary of the terms of the Rights Offering:

· You will receive one non-transferable subscription right for every 7.626 ordinary shares you hold of record at the close of business on June 29, 2012.  We will not issue fractional subscription rights or cash in lieu of fractional subscription rights.  Fractional subscription rights will be rounded down to the nearest whole number.

· You may purchase one ordinary share, par value NIS 3.00 of Pointer Telocation Ltd. for each whole subscription right you receive at a subscription price of $2.90 per share.

· If you exercise in full the subscription rights issued to you, you may subscribe for additional ordinary shares through the over-subscription right, as more fully described in the prospectus supplement.

· The Rights Offering will expire at 5:00 p.m., Eastern Time (midnight, Israel time), on July 26, 2012.  If you do not exercise your subscription rights before that time, they will expire and will have no monetary value.

· You cannot revoke the exercise of either your basic or over-subscription rights.

· If your ordinary shares are held in the name of a bank, dealer or other nominee, you must contact your bank, dealer or other nominee if you wish to participate in the Rights Offering.

If you have any questions concerning the Rights Offering, please feel free to contact Zvi Fried, Chief Financial Officer of Pointer Telocation Ltd., at 972-3-572-3111 during normal business hours in Israel.

Very truly yours,

POINTER TELOCATION LTD.

EX-99

Exhibit 3

Pointer Telocation Ltd.

14 Hamelacha Street

Afek Industrial Park

Rosh Haayin 48091, Israel

June 29, 2012

To Securities Dealers, Commercial Banks, Trust Companies, and Other Nominees:

This letter is being distributed to securities dealers, commercial banks, trust companies and other nominees in connection with the offering by Pointer Telocation Ltd. (“Pointer”) of an aggregate of  644,034 of its ordinary shares, par value NIS 3.00 (“Ordinary Shares”) at a subscription price of $2.90 per Ordinary Share (the “Subscription Price”), pursuant to the exercise of non-transferable subscription rights (“Subscription Rights”) distributed to all holders of record of Ordinary Shares as of the close of business on June 29, 2012 (the “Record Date”).  The Subscription Rights are described in the enclosed prospectus supplement and evidenced by a Subscription Rights Certificate registered in your name or in the name of your nominee.

Each beneficial owner of Ordinary Shares registered in your name or the name of your nominee is entitled to one Subscription Right for every 7.626 Ordinary Shares owned by such beneficial owner on the Record Date (the “Basic Subscription Rights”).  Each Subscription Right also carries the right to over-subscribe at the Subscription Price for additional Ordinary Shares (subject to proration if necessary) up to the total amount of Ordinary Shares remaining upon completion of the Basic Subscription Rights.  Holders of Ordinary Shares will not receive fractional Subscription Rights, but instead Subscription Rights will be rounded down to the nearest whole number.

We are asking you to contact your clients for whom you hold Ordinary Shares registered in your name or in the name of your nominee as of the Record Date to obtain instructions with respect to the Subscription Rights.

Enclosed are copies of the following documents:

1. Prospectus Supplement;

2. Form of Notice to Clients of Shareholders who are Acting as Nominees;

3. Form of Beneficial Owner Election Form; and

4. Form of Nominee Holder Certification.

Your prompt action is requested.  The Subscription Rights will expire at 5:00 P.M., Eastern Time, on July 26, 2012 (the “Expiration Date”).

To exercise Subscription Rights, properly completed and executed Subscription Certificates and payment in full for all Subscription Rights exercised must be delivered to the Subscription Agent as indicated in the prospectus supplement prior to the Expiration Date.

Additional copies of the enclosed materials may be obtained by contacting Zvi Fried, Chief Financial Officer of Pointer Telocation Ltd., at 972-3-572-3111 during normal business hours in Israel.

Very truly yours,

POINTER TELOCATION LTD.

EX-99

Exhibit 4

[Letterhead of Dealer, Bank, Trust Company or Nominee]

June 29, 2012

To our clients:

Enclosed are the prospectus supplement and other materials relating to a Rights Offering by Pointer Telocation Ltd. (“Pointer”).  Please carefully review the prospectus supplement, which describes how you can participate in the Rights Offering.  You will be able to exercise your subscription rights to purchase additional ordinary shares only during a limited period.  You will find answers to some frequently asked questions about the Rights Offering beginning on page 4 of the prospectus supplement.  You should also refer to the detailed Instructions as to Use of Subscription Rights Certificates, which is attached to this letter.  All exercises of the Rights are irrevocable.

The following is a summary of the terms of the Rights Offering:

· You will receive one non-transferable subscription right for every 7.626ordinary shares you hold of record at the close of business on June 29, 2012.  Pointer will not issue fractional subscription rights or cash in lieu of fractional subscription rights.  Fractional subscription rights will be rounded down to the nearest whole number.

· You may purchase one ordinary share, par value NIS 3.00 of Pointer for each whole subscription right you receive at a subscription price of $2.90 per share.

· If you exercise in full the subscription rights issued to you, you may subscribe for additional ordinary shares through the over-subscription right, as more fully described in the prospectus supplement.

· The Rights Offering will expire at 5:00 p.m., Eastern Time, on July 26, 2012 (the “Expiration Date”).  If you do not exercise your subscription rights before that time, they will expire and will have no monetary value.

· You cannot revoke your exercise of your subscription rights at any time prior to the expiration of the Rights Offering.

THE MATERIALS ENCLOSED ARE BEING FORWARDED TO YOU AS THE BENEFICIAL OWNER OF ORDINARY SHARES HELD BY US IN YOUR ACCOUNT BUT NOT REGISTERED IN YOUR NAME.  EXERCISES OF SUBSCRIPTION RIGHTS MAY BE MADE ONLY BY US AS THE RECORD OWNER AND PURSUANT TO YOUR INSTRUCTIONS.  Accordingly, we request instructions as to whether you wish us to elect to subscribe for any ordinary shares to which you are entitled pursuant to the terms and subject to the conditions set forth in the enclosed prospectus supplement and other materials.  We urge you to read the prospectus supplement and other enclosed materials carefully before instructing us to exercise your subscription rights.

Your instructions to us should be forwarded as promptly as possible in order to permit us to exercise subscription rights on your behalf in accordance with the provisions of the Rights Offering.  The Rights Offering will expire at 5:00 p.m., Eastern Time, on the Expiration Date, so you are encouraged to forward your instructions to us before the Expiration Date to allow us ample time to act upon your instructions.

If you wish to have us, on your behalf, exercise the subscription rights for any ordinary shares to which you are entitled, please so instruct us by timely completing, executing, and returning to us the Beneficial Owner Election Form attached to this letter.

With respect to any instructions to exercise (or not to exercise) subscription rights, the enclosed Beneficial Owner Election Form must be completed and returned such that it will be actually received by us by 5:00 p.m., Eastern Time, on July 25, 2012, the last business day prior to the scheduled expiration date of the Rights Offering of July 26, 2012.

Please indicate whether you wish to receive a separate subscription rights certificate issued to you by checking the appropriate box.

o   Yes     o   No

If you have any questions concerning the Rights Offering, please feel free to contact us at [].

Very truly yours,

[                      ]

EX-99

Exhibit 5

BENEFICIAL OWNER ELECTION FORM

INSTRUCTIONS

To [______________]:

The undersigned acknowledge(s) receipt of your letter and the enclosed materials referred to therein relating to the offering of ordinary shares, par value NIS 3.00 (the “Ordinary Shares”), of Pointer Telocation Ltd. (the “Company”).

With respect to any instructions to exercise (or not to exercise) Subscription Rights, the undersigned acknowledges that this form must be completed and returned such that it will actually be received by you by 5:00 p.m., Eastern Time, on July 25, 2012, the last business day prior to the scheduled expiration date of the Subscription Rights Offering of July 26, 2012.

This will instruct you whether to exercise Subscription Rights to purchase Ordinary Shares distributed with respect to the Ordinary Shares held by you for the account of the undersigned, pursuant to the terms and subject to the conditions set forth in the Prospectus Supplement and the related “Instructions as to Use of Subscription Rights Certificates.”

Box 1. o  Please DO NOT EXERCISE SUBSCRIPTION RIGHTS for Ordinary Shares.

Box 2. o  Please EXERCISE SUBSCRIPTION RIGHTS for Ordinary Shares as set forth below.

The number of Subscription Rights for which the undersigned gives instructions for exercise under the Basic Subscription Right should not exceed the number of Subscription Rights that the undersigned is entitled to exercise.

	Number of Ordinary Shares		Per Share Subscription Price			Payment
Basic Subscription Right:		x	$	2.90	=	$
Over-Subscription Right:		x	$	2.90	=	$
Total Payment Required:						$

Box 3. o  Payment in the following amount is enclosed $_____________ .

Box 4. o  Please deduct payment from the following account maintained by you as follows:

Type of Account		Account No.
Amount to be deducted:	$
Date:
		Signature(s)
		Please type or print name(s) below

EX-99

Exhibit 6

FORM OF NOMINEE HOLDER CERTIFICATION

POINTER TELOCATION LTD.

The undersigned, a bank, broker, trustee, depositary, or other nominee of non-transferable subscription rights (the “Subscription Rights”) to purchase ordinary shares, par value NIS 3.00 per share (the “Ordinary Shares”), of Pointer Telocation Ltd. (the “Company”) pursuant to the subscription rights offering described and provided for in the Company’s prospectus supplement dated June 19, 2012, hereby certifies to the Company and to American Stock Transfer & Trust Company, LLC, as Subscription Agent for such subscription rights offering, that (1) the undersigned has exercised, on behalf of the beneficial owners thereof (which may include the undersigned), the number of Subscription Rights specified below pursuant to the Basic Subscription Right (as defined in the “Instructions as to Use of Subscription Rights Certificates”) and, on behalf of beneficial owners of Subscription Rights who have subscribed for the purchase of additional Ordinary Shares pursuant to the Over-Subscription Right, the number of shares specified below pursuant to the Over-Subscription Right (as defined in the “Instructions as to Use of Subscription Rights Certificates”), listing separately below each such exercised Basic Subscription Right and the corresponding Over-Subscription Right (without identifying any such beneficial owner), and (2) to the extent a beneficial owner has elected to subscribe for shares pursuant to the Over-Subscription Right, each such beneficial owner’s Basic Subscription Right has been exercised in full:

	Number of Shares Owned on the Record Date	Number of Shares Subscribed for Pursuant to Basic Subscription Right		Number of Shares Subscribed for Pursuant to Over-Subscription Right
1.
2.
3.
4.
5.
6.
7.
8.
9.
	Name of Nominee Holder		DTC Participant Number
By:
	Name: Title: Phone Number: Fax Number:		DTC Basic Subscription Confirmation Numbers

Date:

EX-99

Exhibit 7

RIGHTS CERTIFICATE #:		NUMBER OF RIGHTS
	THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE COMPANY'S PROSPECTUS SUPPLEMENT DATED JUNE 19, 2012 (THE "PROSPECTUS") AND ARE INCORPORATED HEREIN BY REFERENCE.   COPIES OF THE PROSPECTUS ARE AVAILABLE UPON REQUEST FROM THE COMPANY. Pointer Telocation Ltd. Incorporated under the laws of the State of Israel NON - TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATE Evidencing Non - Transferable Subscription Rights to Purchase Ordinary Shares of Pointer Telocation Ltd. Subscription Price: $2.90 per Share THE SUBSCRIPTION RIGHTS WILL EXPIRE IF NOT EXERCISED ON OR BEFORE 5:00 P.M., NEW YORK CITY TIME, ON July 26, 2012
REGISTERED  OWNER:

THIS CERTIFIES THAT the registered owner whose name is inscribed hereon is the owner of the number of non-transferable subscription rights (“Rights”) set forth above. Each whole Right entitles the holder thereof to subscribe for and purchase one ordinary share, with a par value of NIS 3.00 per share, of Pointer Telocation Ltd., an Israeli company, at a subscription price of $2.90  per  share  (the  “Basic  Subscription  Right”),  pursuant  to  a  rights  offering  (the “Rights Offering”), on the terms and subject to the conditions set forth in the Prospectus and the “Instructions as to Use of Pointer Telocation Ltd. Subscription Rights Certificates” accompanying this Subscription Rights Certificate. If any ordinary shares available for purchase in the Rights Offering are not purchased by other holders of Rights pursuant to the exercise of their Basic Subscription Right	(the “Excess Shares”), any Rights holder that exercises its Basic Subscription Right in full may  subscribe for a number of Excess Shares pursuant to the terms and conditions of the Rights Offering, subject to proration, as described in the Prospectus (the “Over-Subscription Right”). The Rights   represented by this Subscription Rights Certificate may be exercised by completing Form 1 and any other appropriate forms on the reverse side hereof and by retuning the full payment of the subscription price for each ordinary share in accordance with the “Instructions as to Use of Pointer Telocation Ltd. Subscription Rights Certificates” that accompany this Subscription Rights Certificate.
This Subscription Rights Certificate is not valid unless countersigned by the subscription agent and registered by the registrar. Witness the seal of Pointer Telocation Ltd. and the signatures of its duly authorized officers. Dated:  June 29, 2012
_________________________________                                       David Mahlab          President and Chief Executive Officer	_________________________________  Zvi Fried  Chief Financial Officer

DELIVERY OPTIONS FOR SUBSCRIPTION RIGHTS CERTIFICATE

Delivery other than in the manner or to the addresses listed below will not constitute valid delivery.

If delivering by hand, express mail, courier, or other expedited service: American Stock Transfer & Trust Company, LLC Operations Center Attn: Reorganization Department 6201 15th Avenue Brooklyn, New York 11219	If delivering by mail: American Stock Transfer & Trust Company, LLC Operations Center Attn: Reorganization Department P.O. Box 2042 New York, New York 10272-2042
If you reside in Israel, you may deliver your Subscription Rights Certificate to: Pointer Telocation Ltd. Attn: Zvi Fried, CFO 14 Hamelacha Street Afek Industrial Park, Rosh Haayin 48091, Israel

PLEASE PRINT ALL INFORMATION CLEARLY AND LEGIBLY.

FORM 1-EXERCISE OF SUBSCRIPTION RIGHTS To subscribe for shares pursuant to your Basic Subscription Right, please complete lines (a) and (c) and sign under Form 3 below.  To subscribe for shares pursuant to your Over-Subscription Right, please also complete line (b) and sign under Form 3 below.  To the extent you subscribe for more Shares than you are entitled under either the Basic Subscription Right or the Over-Subscription Right, you will be deemed to have elected to purchase the maximum number of shares for which you are entitled to subscribe under the Basic Subscription Right or Over-Subscription Right, as applicable. (a) EXERCISE OF BASIC SUBSCRIPTION RIGHT: I apply for ______________ shares x $ 2.90 =   $_______________                    (no. of new shares)               (subscription price)       (amount enclosed) (b) EXERCISE OF OVER-SUBSCRIPTION RIGHT If you have exercised your Basic Subscription Right in full and wish to subscribe for additional ordinary shares pursuant to your Over-Subscription Right: I apply for ______________ shares x $ 2.90 =   $_______________                   (no. of new shares)                 (subscription price)      (amount enclosed) (c) Total Amount of Payment Enclosed   =   $__________________ METHOD OF PAYMENT (CHECK ONE) FORM 3-SIGNATURE TO SUBSCRIBE: I acknowledge that I have received the Prospectus for this Rights Offering and I hereby irrevocably subscribe for the number of shares indicated above on the terms and conditions specified in the Prospectus. Signature(s): ______________________________________________________ IMPORTANT: The signature(s) must correspond with the name(s) as printed on the reverse of this Subscription Rights Certificate in every particular, without alteration or enlargement, or any other change whatsoever. FORM 4-SIGNATURE GUARANTEE This form must be completed if you have completed any portion of Form 2. Signature Guaranteed: _______________________________________________  (Name of Bank or Firm) By:_______________________________________________________________  (Signature of Officer) IMPORTANT:  The signature(s) should be guaranteed by an eligible guarantor institution (bank, stock broker, savings & loan association or credit union) with membership in an approved signature guarantee medallion program pursuant to Securities and Exchange Commission Rule 17Ad-15.

¨ Bank check payable to “American Stock Transfer & Trust Company, LLC, as Subscription Agent.”

¨ Wire transfer of immediately available funds directly to the account maintained by American Stock Transfer & Trust Company, LLC, for this rights offering at JPMorgan Chase, ABA # 021000021, A/C # 530-354624; Beneficiary: American Stock Transfer; Reference: “AST as Depository Agent for Pointer Telocation Ltd.”; JP Morgan Chase swift code: CHASUS33, with reference to the rights holder's name.

¨ For Israeli Residents (Optional): Payment of U.S. dollars by wire transfer of immediately available funds directly to Bank Hapoalim, 50 Rothschild, Tel Aviv, Branch # 600, Account # 543203, IBAN: IL59-0126-0000-0000-0543-203, Swift Code POALILIT,Reference : “Rights Offering”,with reference to the rights holder's name

FORM 2-DELIVERY TO DIFFERENT ADDRESS

If you wish for the ordinary shares underlying your subscription rights or a

certificate representing unexercised subscription rights to be delivered to an address different from that shown on the face of this Subscription Rights Certificate, please enter the alternate address below, sign under Form 3 and have your signature guaranteed under Form 4.

____________________________________________________________

____________________________________________________________

____________________________________________________________

FOR INSTRUCTIONS ON THE USE OF POINTER TELOCATION LTD. SUBSCRIPTION RIGHTS CERTIFICATES, CONSULT ZVI FRIED, CHIEF FINANCIAL OFFICER OF POINTER TELOCATION LTD., AT 972-3-572-3111 DURING NORMAL BUSINESS HOURS IN ISRAEL.