UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G
                    Under the Securities Exchange Act of 1934
                               (Amendment No. _)*




                                 MOBILEYE N.V.
-------------------------------------------------------------------------------
                                (Name of Issuer)



                Ordinary Shares, nominal value 0.01 Euro per share
-------------------------------------------------------------------------------
                         (Title of Class of Securities)



                                    N51488117
                  --------------------------------------------
                                 (CUSIP Number)


                                 December 31, 2014
-------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

[_] Rule 13d-1(b)

[_] Rule 13d-1(c)

[X] Rule 13d-1(d)


*The  remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any  subsequent  amendment  containing  information which  would  alter
the disclosures provided in a prior cover page.


The  information  required in the  remainder  of this  cover page shall  not be
deemed to be "filed" for the purpose of Section 18 of the  Securities  Exchange
Act of 1934 ("Act") or otherwise  subject to the liabilities of that section of
the Act but  shall be  subject  to all other  provisions  of the Act  (however,
see the Notes).

                           Page 1 of 29




-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

          THE GOLDMAN SACHS GROUP, INC.

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           Delaware

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               29,615,938
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               29,615,938

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           29,615,938


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           13.9 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           HC-CO

------------------------------------------------------------------------------



                           Page 2 of 29




-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

           GOLDMAN, SACHS & CO.

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           New York

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               29,615,938
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               29,615,938

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           29,615,938


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           13.9 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           BD-PN-IA

------------------------------------------------------------------------------



                           Page 3 of 29




-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

           GOLDMAN SACHS ASSET MANAGEMENT,  L.P.

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           Delaware

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               26,064,182
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               26,064,182

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           26,064,182


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           12.3 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           IA

------------------------------------------------------------------------------



                           Page 4 of 29



-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

           GS INVESTMENT STRATEGIES, LLC

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           Delaware

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               26,064,182
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               26,064,182

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           26,064,182


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           12.3 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           IA

------------------------------------------------------------------------------



                           Page 5 of 29



-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

           GOLDMAN SACHS MBEYE INVESTORS, L.P.

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           Delaware

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               13,277,902
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               13,277,902

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           13,277,902


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           6.3 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           IA

------------------------------------------------------------------------------



                           Page 6 of 29




-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

           GOLDMAN SACHS INVESTMENT PARTNERS HOLDINGS (LUX) OFFSHORE S.A.R.L

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           Luxembourg

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               12,786,280
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               12,786,280

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           12,786,280


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           6.0 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           OO

------------------------------------------------------------------------------



                           Page 7 of 29




-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

           ELQ Holdings (Del) LLC

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           Delaware

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               3,551,710
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               3,551,710

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           3,551,710


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           1.7 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           OO

------------------------------------------------------------------------------



                           Page 8 of 29




-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

           ELQ Holdings (UK) Ltd

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           United Kingdom

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               3,551,710
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               3,551,710

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           3,551,710


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           1.7 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           OO

------------------------------------------------------------------------------



                                Page 9 of 29


-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

          ELQ Investors IX Ltd

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           United Kingdom

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               3,551,710
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               3,551,710

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           3,551,710


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           1.7 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           OO

------------------------------------------------------------------------------



                                Page 10 of 29


-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

          ELQ Investors II Ltd

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           United Kingdom

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               3,551,710
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               3,551,710

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           3,551,710


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           1.7 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           OO

------------------------------------------------------------------------------



                                Page 11 of 29

-----------------------
  CUSIP No. N51488117                   13G
-----------------------

------------------------------------------------------------------------------
 1.   Name of Reporting Person
      I.R.S. Identification No. of above Person

          ELQ Investors VII Ltd

------------------------------------------------------------------------------
 2.   Check the Appropriate Box if a Member of a Group

                                                                (a) [_]
                                                                (b) [_]
------------------------------------------------------------------------------
 3.   SEC Use Only



------------------------------------------------------------------------------
 4.   Citizenship or Place of Organization

           United Kingdom

------------------------------------------------------------------------------
                     5.   Sole Voting Power

     Number of                 0

      Shares        ----------------------------------------------------------
                     6.   Shared Voting Power
   Beneficially
                               3,551,710
     Owned by
                    ----------------------------------------------------------
       Each          7.   Sole Dispositive Power

    Reporting                  0

      Person        ----------------------------------------------------------
                     8.   Shared Dispositive Power
       With:
                               3,551,710

------------------------------------------------------------------------------
 9.   Aggregate Amount Beneficially Owned by Each Reporting Person


           3,551,710


------------------------------------------------------------------------------
10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares

                                                                    [_]

------------------------------------------------------------------------------
11.   Percent of Class Represented by Amount in Row (9)


           1.7 %


------------------------------------------------------------------------------
12.   Type of Reporting Person

           OO

------------------------------------------------------------------------------



                                Page 12 of 29




Item 1(a).         Name of Issuer:
                   MOBILEYE N.V.

Item 1(b).         Address of Issuer's Principal Executive Offices:
                   Har Hotzvim, 13 Hartom Street
                   P.O. Box 45157
                   Jerusalem 97775, Israel

Item 2(a).         Name of Persons Filing:

                   THE GOLDMAN SACHS GROUP, INC.
		   GOLDMAN, SACHS & CO.
                   GOLDMAN SACHS ASSET MANAGEMENT, L.P.
		   GS INVESTMENT STRATEGIES, LLC
                   GOLDMAN SACHS MBEYE INVESTORS, L.P.
                   GOLDMAN SACHS INVESTMENT PARTNERS HOLDING(LUX)OFFSHORE
		   S.A.R.L
		   ELQ Holdings (Del) LLC
		   ELQ Holdings (UK) Ltd
		   ELQ Investors IX Ltd
		   ELQ Investors II Ltd
 		   ELQ Investors VII Ltd

Item 2(b).         Address of Principal Business Office or, if none, Residence:

                   THE GOLDMAN SACHS GROUP, INC.; GOLDMAN, SACHS & CO.;
                   GOLDMAN SACHS ASSET MANAGEMENT, L.P.; GS INVESTMENT
                   STRATEGIES, LLC; GOLDMAN SACHS MBEYE INVESTORS, L.P.;
                   GOLDMAN SACHS INVESTMENT PARTNERS HOLDING(LUX)OFFSHORE
		   S.A.R.L

                   200 West Street
                   New York, NY  10282

                   ELQ Holdings (Del) LLC; ELQ Holdings (UK) Ltd;
                   ELQ Investors IX Ltd; ELQ Investors II Ltd; ELQ
                   Investors VII Ltd

		   Peterborough Court
		   133 Fleet street
		   London EC4A 2BB

Item 2(c).         Citizenship:
                   THE GOLDMAN SACHS GROUP, INC. - Delaware
		   GOLDMAN, SACHS & CO. - New York
                   GOLDMAN SACHS ASSET MANAGEMENT, L.P. - Delaware
                   GS INVESTMENT STRATEGIES, LLC - Delaware
                   GOLDMAN SACHS MBEYE INVESTORS, L.P. - Delaware
                   GOLDMAN SACHS INVESTMENT PARTNERS HOLDING(LUX)OFFSHORE
		   S.A.R.L - Luxembourg
		   ELQ Holdings (Del) LLC - Delaware
		   ELQ Holdings (UK) Ltd - United Kingdom
		   ELQ Investors IX Ltd - United Kingdom
		   ELQ Investors II Ltd - United Kingdom
		   ELQ Investors VII Ltd - United Kingdom

Item 2(d).         Title of Class of Securities:
                   Ordinary Shares, nominal value 0.01 Euro per share

Item 2(e).         CUSIP Number:
                   N51488117

Item 3.            If this statement is filed pursuant to Rules 13d-1(b) or
                   13d-2(b) or (c), check whether the person filing is a:

          (a).[  ]  Broker or dealer registered under Section 15 of the Act
                   (15 U.S.C. 78o).

          (b).[  ]  Bank as defined in Section 3(a)(6) of the Act
                   (15 U.S.C. 78c).

          (c).[  ]  Insurance company as defined in Section 3(a)(19) of the Act
                   (15 U.S.C. 78c).

          (d).[  ]  Investment company registered under Section 8 of the
                   Investment Company Act of 1940 (15 U.S.C. 80a-8).

          (e).[  ]  An investment adviser in accordance with
                   Rule 13d-1(b)(1)(ii)(E);

          (f).[  ]  An employee benefit plan or endowment fund in accordance
                   with Rule 13d-1(b)(1)(ii)(F);

          (g).[  ]  A parent holding company or control person in accordance
                   with Rule 13d-1(b)(1)(ii)(G);

          (h).[  ]  A savings association as defined in Section 3(b) of the
                   Federal Deposit Insurance Act (12 U.S.C. 1813);

          (i).[  ]  A church plan that is excluded from the definition of an
                   investment company under Section 3(c)(14) of the
                   Investment Company Act of 1940 (15 U.S.C. 80a-3);


	  (j).[  ]  A non-U.S.institution in accordance with
                     Rule 13d-1(b)(1)(ii)(J);

          (k).[  ]  Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

	   If filing as a non-US institution in accordance with Rule 13d-1(b)
           (1)(ii)(J), please specify the type of institution:


                               Page 13 of 29

Item 4.            Ownership.*

          (a).     Amount beneficially owned:
                   See the response(s) to Item 9 on the attached cover page(s).

          (b).     Percent of Class:
                   See the response(s)to Item 11 on the attached cover page(s).

          (c).     Number of shares as to which such person has:

                   (i).    Sole power to vote or to direct  the vote:  See the
                           response(s) to Item 5 on the attached cover page(s).

                   (ii).   Shared power to vote or to direct the vote:  See the
                           response(s) to Item 6 on the attached cover page(s).

                   (iii).  Sole power to  dispose or to direct  the disposition
                           of:  See the response(s) to  Item 7  on the attached
                           cover page(s).

                   (iv).   Shared power to dispose or to direct the disposition
                           of:  See the response(s) to  Item 8  on the attached
                           cover page(s).

Item 5.            Ownership of Five Percent or Less of a Class.
                             Not Applicable

Item 6.            Ownership of More than Five Percent on Behalf of Another
                   Person.

                   Clients  of  the  Reporting  Person(s) have or  may have the
                   right  to  receive or  the power  to  direct the  receipt of
                   dividends from, or the proceeds from the sale of, securities
                   held  in their accounts. Clients known to have such right or
                   power  with   respect  to  more  than 5%  of  the  class  of
                   securities to which this report relates are:
                   NONE

Item 7.            Identification  and  Classification  of the Subsidiary Which
                   Acquired  the  Security  Being  Reported  on  by the  Parent
                   Holding Company.
                             See Exhibit (99.2)

Item 8.            Identification and Classification of Members of the Group.
                             Not Applicable

Item 9.            Notice of Dissolution of Group.
                             Not Applicable

Item 10.           Certification.
                             Not Applicable


--------------------------



                               Page 14 of 29


                                    SIGNATURE


            After reasonable inquiry and to the best of my knowledge
            and belief,  I certify that the information set forth in
            this statement is true, complete and correct.

Date:  February 17, 2015

             THE GOLDMAN SACHS GROUP, INC.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN, SACHS & CO.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN SACHS ASSET MANAGEMENT ,L.P.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN SACHS MBEYE INVESTORS, L.P.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN SACHS INVESTMENT PARTNERS HOLDINGS (LUX) OFFSHORE
             S.A.R.L

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings (Del) LLC

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings (UK) Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings IX Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings II Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings VII Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GS INVESTMENT STRATEGIES, LLC

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact


                               Page 15 of 29


                                INDEX TO EXHIBITS



Exhibit No.             Exhibit
-----------             -------
  99.1          Joint Filing Agreement`
  99.2          Item 7 Information
  99.3          Power of Attorney, relating to
                THE GOLDMAN SACHS GROUP, INC.
  99.4          Power of Attorney, relating to
                GOLDMAN, SACHS & CO.
  99.5          Power of Attorney, relating to
                GOLDMAN SACHS ASSET MANAGEMENT, L.P.
  99.6          Power of Attorney, relating to
                GOLDMAN SACHS MBEYE INVESTORS, L.P.
  99.7          Power of Attorney, relating to
                GOLDMAN SACHS INVESTMENTS PARTNERS HOLDINGS (LUX) OFFSHORE
		S.A.R.L
  99.8          Power of Attorney, relating to
                ELQ Holdings (Del) LLC
  99.9          Power of Attorney, relating to
                ELQ Holdings (UK) Ltd
  99.10         Power of Attorney, relating to
                Elq Holdings IX Ltd
  99.11         Power of Attorney, relating to
                ELQ Holdings II Ltd
  99.12         Power of Attorney, relating to
                ELQ Holdings VII Ltd
  99.13         Power of Attorney, relating to
                GS INVESTMENT STRATEGIES, LLC

                               Page 16 of 29


                                                                  EXHIBIT (99.1)

                                JOINT FILING AGREEMENT

    In  accordance  with Rule  13d-1(k)(1)  promulgated  under  the  Securities
Exchange Act of 1934, the  undersigned agree to the joint filing of a Statement
on Schedule 13G (including  any and all amendments thereto) with respect to the
Ordinary Shares, nominal value 0.01 Euro per share, of MOBILEYE N.V.
and further agree to the filing of this agreement  as an Exhibit thereto.
In addition, each party to this Agreement expressly authorizes each other party
to this Agreement to file on its behalf any and all amendments to such Statement
on Schedule 13G.

Date:  February 17, 2015

             THE GOLDMAN SACHS GROUP, INC.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN, SACHS & CO.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN SACHS ASSET MANAGEMENT ,L.P.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN SACHS MBEYE INVESTORS, L.P.

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GOLDMAN SACHS INVESTMENT PARTNERS HOLDINGS (LUX) OFFSHORE
             S.A.R.L

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings (Del) LLC

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings (UK) Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings IX Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings II Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             ELQ Holdings VII Ltd

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

             GS INVESTMENT STRATEGIES, LLC

             By:/s/  Brian  Bae
              ----------------------------------------
             Name:   Brian  Bae
             Title:  Attorney-in-fact

                               Page 17 of 29


                                                                 EXHIBIT (99.2)

                                ITEM 7 INFORMATION

The securities being reported on by THE GOLDMAN  SACHS GROUP, INC. ("GS Group"),
as a parent holding company, are owned by GOLDMAN SACHS ASSET MANAGEMENT, L.P.,
GS INVESTMENT STRATEGIES, LLC, GOLDMAN SACHS MBEYE INVESTORS, L.P.,
GOLDMAN SACHS INVESTMENT PARTNERS HOLDINGS (LUX) OFFSHORE S.A.R.L,
ELQ Holdings (DEL) LLC, ELQ Holdings (UK) Ltd, ELQ Holdings IX Ltd, ELQ
Holdings II Ltd., ELQ Holdings VII Ltd. (collectively, the "GS Investing
Entities") or are owned, or may be deemed to be beneficially owned, by
GOLDMAN, SACHS & CO.("Goldman Sachs"), a broker or dealer registered under
Section 15 of the Act and an investment adviser registered under Section 203
of the Investment Advisers Act of 1940. The general partner, managing general
partner or other manager of each of the GS Investing Entities is an affiliate
of GS Group. Goldman Sachs is investment manager of certain of the GS
Investing Entities.



                               Page 18 of 29




                                                                 EXHIBIT (99.3)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that THE GOLDMAN SACHS GROUP, INC. (the
"Company") does hereby make, constitute and appoint each of Dan Deluca, Jeremy
Kahn and Brian Bae (and any other employee of The Goldman Sachs Group, Inc. or
one of its affiliates designated in writing by one of the attorneys-in-fact),
acting individually, its true and lawful attorney, to execute and deliver in
its name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the
Company under the Securities Exchange Act of 1934, (as amended, the "Act"),
with respect to securities which may be deemed to be beneficially owned by the
Company under the Act, giving and granting unto each said attorney-in-fact
power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said attorney-
in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates. The Company
has the unrestricted right to unilaterally revoke this Power of Attorney.

This Power of Attorney shall be governed by, and construed in accordance with,
the laws of the State of New York, without regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
November 27, 2012.


THE GOLDMAN SACHS GROUP, INC.


By: /s/ Gregory K. Palm
____________________________
Name: 	Gregory K. Palm
Title: 	Executive Vice President and
	    General Counsel


                   DESIGNATION OF ADDITIONAL ATTORNEY-IN-FACT

KNOW ALL PERSONS BY THESE PRESENTS that Jeremy Kahn, a duly appointed
attorney-in-fact of  THE GOLDMAN SACHS GROUP, INC. (the "Company") , pursuant
to  that Power of  Attorney  dated November 27, 2012 (the "POA"), does  hereby
designate Priya Iyer,  employee of the Company, as additional attorney-in-fact,
with  the  same authority  to act  as provided to the undersigned and the other
attorneys-in-fact named in the POA.

This Designation  of  Additional  Attorney-in-Fact  (this "Designation")  shall
not  affect  the continued  power  of  the   undersigned  or  the  other  named
attorneys-in-fact  to act under the  POA to the  full extent permitted thereby.
This Designation shall remain  in full  force and effect until either it or the
POA is revoked in  writing by  the Company, or until  such  time as the  person
or persons to whom  power of attorney  has been  hereby  granted cease(s) to be
an employee of the Company or one of its affiliates.

IN WITNESS WHEREOF, the  undersigned  has duly subscribed  these presents as of
December 1, 2013.


THE GOLDMAN SACHS GROUP, INC.


By:   /s/ Jeremy Kahn
____________________________
Name: Jeremy Kahn
Title: Attorney-In-Fact


                               Page 19 of 29




                                                                  EXHIBIT (99.4)

                                POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN, SACHS & CO. (the "Company")
does hereby make, constitute and appoint each of Dan Deluca, Jeremy Kahn and
Brian Bae  (and any other employee of The Goldman Sachs Group, Inc. or one of
its affiliates designated in writing by one of the attorneys-in-fact), acting
individually, its true and lawful attorney, to execute and deliver in its name
and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the Company
under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect
to securities which may be deemed to be beneficially owned by the Company under
the Act, giving and granting unto each said attorney-in-fact power and authority
to act in the premises as fully and to all intents and purposes as the Company
might or could do if personally present by one of its authorized signatories,
hereby ratifying and confirming all that said attorney-in-fact shall lawfully do
or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates. The Company
has the unrestricted right to unilaterally revoke this Power of Attorney.

This Power of Attorney shall be governed by, and construed in accordance with,
the laws of the State of New York, without regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
November 27, 2012.


GOLDMAN, SACHS & CO.


By: /s/ Gregory K. Palm
____________________________
Name: 	Gregory K. Palm
Title: 	Managing Director


                   DESIGNATION OF ADDITIONAL ATTORNEY-IN-FACT

KNOW ALL PERSONS BY THESE PRESENTS that Jeremy Kahn, a duly appointed
attorney-in-fact of  GOLDMAN, SACHS & CO  (the "Company") , pursuant  to
that Power of  Attorney  dated November 27, 2012 (the "POA"), does  hereby
designate Priya Iyer,  an employee of the Company, as an additional
attorney-in-fact, with  the  same authority  to act  as provided to the
undersigned and the other attorneys-in-fact named in the POA.

This Designation  of  Additional  Attorney-in-Fact  (this "Designation")  shall
not  affect  the continued  power  of  the   undersigned  or  the  other  named
attorneys-in-fact  to act under the  POA to the  full extent permitted thereby.
This Designation shall remain  in full  force and effect until either it or the
POA is revoked in  writing by  the Company, or until  such  time as the  person
or persons to whom  power of attorney  has been  hereby  granted cease(s) to be
an employee of the Company or one of its affiliates.

IN WITNESS WHEREOF, the  undersigned  has duly subscribed  these presents as of
December 1, 2013.


GOLDMAN, SACHS & CO


By:   /s/ Jeremy Kahn
____________________________
Name: Jeremy Kahn
Title: Attorney-In-Fact




                               Page 20 of 29

                                                                  EXHIBIT (99.5)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS ASSET MANAGEMENT, L.P.
(the "Company") does hereby make, constitute and appoint each of Dan Deluca,
Jeremy Kahn and Brian Bae (and any other employee of The Goldman Sachs Group,
Inc. or one of its affiliates designated in writing by one of the attorneys-in-
fact), acting individually, its true and lawful attorney, to execute and
deliver in its name and on its behalf whether the Company is acting individually
or as representative of others, any and all filings required to be made by the
Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with
respect to securities which may be deemed to be beneficially owned by the
Company under the Act, giving and granting unto each said attorney-in-fact power
and authority to act in the premises as fully and to all intents and purposes as
the Company might or could do if personally present by one of its authorized
signatories,hereby ratifying and confirming all that said attorney-in-fact shall
lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full  force and effect  until either
revoked in writing by the undersigned or until such time as the person   or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee  of  The Goldman Sachs Group, Inc. or  one of its  affiliates. The
Company has the  unrestricted right to  unilaterally  revoke this  Power of
Attorney.

This Power of Attorney shall be governed by, and construed in accordance with,
the laws of the State of New York, without regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
November 30, 2012.



GOLDMAN SACHS ASSET MANAGEMENT, L.P.


By:/s/ Ellen R. Porges
____________________________
Name:  Ellen R. Porges
Title: General Counsel


                   DESIGNATION OF ADDITIONAL ATTORNEY-IN-FACT

KNOW ALL PERSONS BY THESE PRESENTS that Jeremy Kahn, a duly appointed
attorney-in-fact of  GOLDMAN SACHS ASSET MANAGEMENT, L.P.  (the "Company"),
pursuant  to  that Power of  Attorney  dated November 30, 2012 (the "POA"),
does  hereby  designate Priya Iyer, an employee of the Company, as an
additional attorney-in-fact, with  the  same authority  to act  as provided
to the undersigned and the other attorneys-in-fact named in the POA.

This Designation  of  Additional  Attorney-in-Fact  (this "Designation")  shall
not  affect  the continued  power  of  the   undersigned  or  the  other  named
attorneys-in-fact  to act under the  POA to the  full extent permitted thereby.
This Designation shall remain  in full  force and effect until either it or the
POA is revoked in  writing by  the Company, or until  such  time as the  person
or persons to whom  power of attorney  has been  hereby  granted cease(s) to be
an employee of the Company or one of its affiliates.

IN WITNESS WHEREOF, the  undersigned  has duly subscribed  these presents as of
December 1, 2013.


GOLDMAN SACHS ASSET MANAGEMENT, L.P.


By:   /s/ Jeremy Kahn
____________________________
Name: Jeremy Kahn
Title: Attorney-In-Fact




                               Page 21 of 29


                                                                EXHIBIT (99.6)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that that Goldman Sachs
MBEYE Investors, L.P.  (the "Company") does hereby make,
constitute and appoint each of Dan Deluca, Jeremy Kahn, Priya Iyer,
Brian Bae, Lee Tryhorn and Leo Herskovich (and any other employee of
The Goldman Sachs Group, Inc.or one of its affiliates designated in
writing by one of the attorneys-in-fact), acting individually, its
true and lawful attorney, to execute and deliver in its name and on its
behalf whether the Company is acting individually or as representative of
others, any and all filings required to be made by the Company under the
Securities Exchange Act of 1934,(as amended, the "Act"), with respect to
securities which may be deemed to be beneficially owned by the Company
under the Act, giving and granting unto each said attorney-in-fact power
and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be
an employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents
as of February 3, 2015.

GOLDMAN SACHS MBEYE INVESTORS, L.P.
By: GOLDMAN SACHS INVESTMENT STRATEGIES, LLC, its investment manager



By: /s/Michelle Barone
____________________________
Name:  Michelle Barone
Title: Authorized Signatory


                               Page 22 of 29


                                                                EXHIBIT (99.7)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that Goldman Sachs Investment
Partners Holdings (Lux) Offshore S.a.r.l. (the "Company") does hereby make,
constitute and appoint each of Dan Deluca, Jeremy Kahn, Priya Iyer,
Brian Bae, Lee Tryhorn and Leo Herskovich (and any other employee of
The Goldman Sachs Group, Inc.or one of its affiliates designated in
writing by one of the attorneys-in-fact), acting individually, its
true and lawful attorney, to execute and deliver in its name and on its
behalf whether the Company is acting individually or as representative of
others, any and all filings required to be made by the Company under the
Securities Exchange Act of 1934,(as amended, the "Act"), with respect to
securities which may be deemed to be beneficially owned by the Company
under the Act, giving and granting unto each said attorney-in-fact power
and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be
an employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents
as of February 3, 2015.

GOLDMAN SACHS INVESTMENT PARTNERS HOLDINGS (LUX) OFFSHORE S.A.R.L


By: /s/Michelle Barone
____________________________
Name:  Michelle Barone
Title: Manager


                               Page 23 of 29


                                                                EXHIBIT (99.8)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that ELQ Holdings (Del) LLC (the
"Company") does hereby make, constitute and appoint each of Dan Deluca,
Jeremy Kahn, Priya Iyer, Brian Bae, Lee Tryhorn and Leo Herskovich (and
any other employee of The Goldman Sachs Group, Inc.or one of its affiliates
designated in writing by one of the attorneys-in-fact), acting individually,
its true and lawful attorney, to execute and deliver in its name and on its
behalf whether the Company is acting individually or as representative of
others, any and all filings required to be made by the Company under the
Securities Exchange Act of 1934,(as amended, the "Act"), with respect to
securities which may be deemed to be beneficially owned by the Company
under the Act, giving and granting unto each said attorney-in-fact power
and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be
an employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents
as of February 12, 2015.

ELQ Holdings (Del) LLC


By: /s/Milton R. Millman
____________________________
Name:  Milton R. Millman
Title: Managing Director


                               Page 24 of 29



                                                                EXHIBIT (99.9)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that ELQ Holdings (UK) Ltd of Peterborough
Court, 133 Fleet Street EC4A 2BB (the "Company") does hereby make, constitute
and appoint each of Dan Deluca, Jeremy Kahn, Priya Iyer, Brian Bae, Lee Tryhorn
and Leo Herskovich (and any other employee of The Goldman Sachs Group, Inc.or
one of its affiliates designated in writing by one of the attorneys-in-fact),
acting individually, its true and lawful attorney, to execute and deliver in
its name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the
Company under the Securities Exchange Act of 1934,(as amended, the "Act"),
with respect to securities which may be deemed to be beneficially owned by
the Company under the Act, giving and granting unto each said attorney-in-fact
power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be
an employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents
as of February 12, 2015.

ELQ Holdings (UK) Ltd


By: /s/Michael Holmes
____________________________
Name:  Michael Holmes
Title: Director


                               Page 25 of 29


                                                                EXHIBIT (99.10)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that ELQ Holdings IX Ltd of Peterborough
Court, 133 Fleet Street EC4A 2BB (the "Company") does hereby make, constitute
and appoint each of Dan Deluca, Jeremy Kahn, Priya Iyer, Brian Bae, Lee Tryhorn
and Leo Herskovich (and any other employee of The Goldman Sachs Group, Inc. or
one of its affiliates designated in writing by one of the attorneys-in-fact),
acting individually, its true and lawful attorney, to execute and deliver in
its name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the
Company under the Securities Exchange Act of 1934,(as amended, the "Act"),
with respect to securities which may be deemed to be beneficially owned by
the Company under the Act, giving and granting unto each said attorney-in-fact
power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be
an employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents
as of February 12, 2015.

ELQ Holdings IX Ltd


By: /s/Michael Holmes
____________________________
Name:  Michael Holmes
Title: Director


                               Page 26 of 29


                                                                EXHIBIT (99.11)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that ELQ Holdings II Ltd of Peterborough
Court, 133 Fleet Street EC4A 2BB (the "Company") does hereby make, constitute
and appoint each of Dan Deluca, Jeremy Kahn, Priya Iyer, Brian Bae, Lee Tryhorn
and Leo Herskovich (and any other employee of The Goldman Sachs Group, Inc. or
one of its affiliates designated in writing by one of the attorneys-in-fact),
acting individually, its true and lawful attorney, to execute and deliver in
its name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the
Company under the Securities Exchange Act of 1934,(as amended, the "Act"),
with respect to securities which may be deemed to be beneficially owned by
the Company under the Act, giving and granting unto each said attorney-in-fact
power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be
an employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents
as of February 12, 2015.

ELQ Holdings II Ltd


By: /s/Beat Cabiallaretta
____________________________
Name:  Beat Cabiallaretta
Title: Director


                               Page 27 of 29


                                                               EXHIBIT (99.12)

                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS that ELQ Holdings VII Ltd of Peterborough
Court, 133 Fleet Street EC4A 2BB (the "Company") does hereby make, constitute
and appoint each of Dan Deluca, Jeremy Kahn, Priya Iyer, Brian Bae, Lee Tryhorn
and Leo Herskovich (and any other employee of The Goldman Sachs Group, Inc. or
one of its affiliates designated in writing by one of the attorneys-in-fact),
acting individually, its true and lawful attorney, to execute and deliver in
its name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the
Company under the Securities Exchange Act of 1934,(as amended, the "Act"),
with respect to securities which may be deemed to be beneficially owned by
the Company under the Act, giving and granting unto each said attorney-in-fact
power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be
an employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents
as of February 16, 2015.

ELQ Holdings VII Ltd


By: /s/ William Gasson
____________________________
Name:  William Gasson
Title: Director


                               Page 28 of 29



                                                              EXHIBIT (99.13)

                                POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GS INVESTMENT STRATEGIES, LLC (the
"Company") does hereby make, constitute and appoint each of Dan Deluca,
Jeremy Kahn and Brian Bae (and any other employee of The Goldman Sachs
Group, Inc. or one of its affiliates designated in writing by one of the
attorneys-in-fact), acting individually, its true and lawful attorney, to
execute and deliver in its name and on its behalf whether the Company is
acting individually or as representative of others, any and all filings
required to be made by the Company under the Securities Exchange Act of 1934,
(as amended, the "Act"), with respect to securities which may be deemed to
be beneficially owned by the Company under the Act, giving and granting unto
each said attorney-in-fact power and authority to act in the premises as fully
and to all intents and purposes as the Company might or could do if personally
present by one of its authorized signatories, hereby ratifying and confirming
all that said attorney-in-fact shall lawfully do or cause to be done by virtue
hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
November 30, 2012.



GS INVESTMENT STRATEGIES, LLC


By: /s/ Umit Alptuna
____________________________
Name:   Umit Alptuna
Title:  Managing Director


                   DESIGNATION OF ADDITIONAL ATTORNEY-IN-FACT

KNOW ALL PERSONS BY THESE PRESENTS that Jeremy Kahn, a duly appointed
attorney-in-fact GS INVESTMENT STRATEGIES, LLC (the "Company") , pursuant  to
that Power of  Attorney  dated November 30, 2012 (the "POA"), does  hereby
designate Priya Iyer,  an employee of the Company, as an additional
attorney-in-fact, with  the  same authority  to act  as provided to the
undersigned and the other attorneys-in-fact named in the POA.

This Designation  of  Additional  Attorney-in-Fact  (this "Designation")  shall
not  affect  the continued  power  of  the   undersigned  or  the  other  named
attorneys-in-fact  to act under the  POA to the  full extent permitted thereby.
This Designation shall remain  in full  force and effect until either it or the
POA is revoked in  writing by  the Company, or until  such  time as the  person
or persons to whom  power of attorney  has been  hereby  granted cease(s) to be
an employee of the Company or one of its affiliates.

IN WITNESS WHEREOF, the  undersigned  has duly subscribed  these presents as of
December 1, 2013.


GS INVESTMENT STRATEGIES, LLC


By:   /s/ Jeremy Kahn
____________________________
Name: Jeremy Kahn
Title: Attorney-In-Fact



                               Page 29 of 29