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While the immediate outcome of the Iraq War of 2003 was certainly to Israel's strategic advantage, the more immediate and indeed visceral challenge of the ongoing Al-Aqsa intifada has dominated the security horizons of most Israelis. The legacy of this conflict, with its strong Islamist overtones, has clearly had a bearing on how the Arab Awakening has come to be perceived by Israel. Taking this experience as its starting point, this article examines the response by Tel Aviv to the Arab Awakening at an elite level and how, for the most part, Israeli perceptions of its Islamist essence, an essence that rejects popular accountability, continues to be viewed through a predominantly Realist prism. Such perceptions look set to endure, shaping Israel's immediate attitudes towards the Palestinians and the wider Arab world. The authors argue that while Israeli concerns over the trajectory of the Arab Awakening do carry empirical weight, such concerns can be equally understood as part of a wider critique with regard to Israel's own emerging democratic deficit. This was seen most recently in a raft of legislative bills put before the Knesset between 2009 and 2012 designed to curb civil liberties in Israel; alongside its continued occupation of Palestinian lands and wider demographic shifts, such moves increasingly tarnish Israel's proud claim to be both Jewish and democratic.