REGISTRATION RIGHTS AGREEMENT

                THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) is made as of the __day of _______, 2003 by and among:

NUR Macroprinters Ltd., a company organized under the laws of the State of Israel, registered under number 52-003986-8, with offices at 12 Abba Hilel Silver Street, Lod, Israel (the Company); and

The Investors listed on Schedule 1 hereto, each such Investor being an accredited investor, as defined in Regulation 230.501 under the Securities Act (defined below). Each Investor is referred to in this Agreement as a Holder, and collectively as the Holders.

RECITALS:

                WHEREAS each Holder has advanced or will advance to the Company a loan amount (the Loan), convertible into Ordinary Shares of the Company, of nominal value NIS 1.00 each (the Ordinary Shares), pursuant to a Convertible Loan Agreement, dated _________, 2003 (the Loan Agreement). The Ordinary Shares resulting from conversion of the Loan are referred to as Conversion Shares; and

                WHEREAS pursuant to the Loan Agreement, the Company has and will issue to the each Holder warrants to purchase additional Ordinary Shares (the Warrants), all under the terms and conditions of the Loan Agreement (the Warrant Shares); and

                WHEREAS the Company hereby undertakes to register the Conversion Shares purchased pursuant to the Loan Agreement and the Warrant Shares underlying the Warrants, on the terms more fully described in this Agreement.

NOW, THEREFORE, in consideration of the foregoing, the parties agree as follows:

                1.             Definitions.

                                Unless otherwise defined herein, all capitalized terms shall have the meanings ascribed thereto in the Loan Agreement and the Warrants. As used herein, the following terms have the following meanings:

                                Commission refers to the Securities and Exchange Commission

                                Effective Date means the date of the Closing of the Loan Agreement, as defined therein.

                                Register, registered, and registration refer to a registration effected by filing a registration statement in compliance with the Securities Act and the declaration or ordering by the Commission of effectiveness of such registration statement, or the equivalent actions under the laws of another jurisdiction.