REGISTRATION RIGHTS AGREEMENT

        THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) made as of the 1 day of August, 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

Bank Hapoalim B.M., a company organized under the laws of the State of Israel, registered under number________, with offices at _________ (the "Holder").

RECITALS:

        WHEREAS the Company has issued to the Holder a certain Warrant dated August1, 2003 (the Warrant) to purchase 505,000 Ordinary Shares of the Company, par value NIS 1.00 per share (the Warrant Shares); and

        WHEREAS the Company hereby undertakes to register the Warrant Shares underlying the Warrant in accordance with the provisions of 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 meaning ascribed thereto in the Warrant Agreement (as defined below). As used herein, the following terms have the following meaning:

        Commission refers to the Securities and Exchange Commission.

        Effective Date shall have the meaning as set forth in the Warrant Agreement.

        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.

        Registrable Shares means the Companys Ordinary Shares issuable upon the exercise of the Warrant .

        Securities Act shall mean the U.S. Securities Act of 1933, as amended, or any similar federal statute, and the rules and regulations of the Commission thereunder, all as the same shall be in effect at the time.

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