Bank Hapoalim, Israel's Leading Bank, Establishes Level 1 U.S. ADR Program; Symbolizes Strategy to be a Global Institution, Facilitates Purchase by U.S. Investors.

TEL AVIV, Israel -- Bank Hapoalim (IT: POLI, LI: BKHD) announced today that it is establishing a Level 1 American Depository Receipts (ADR) Program in the United States. The ADR will allow U.S. investors, many of whom are not able to invest in foreign securities unless they are part of an ADR program, to buy shares of the Bank by purchasing an American security that represents Bank Hapoalim shares. The ADR will have a value equivalent to the Bank's shares traded on the Tel Aviv Stock Exchange.

Bank Hapoalim's shares will be listed on the Level 1 ADR Program in cooperation with the Bank of New York, which serves the largest segment of ADR plans among the banks in the U.S. and has extensive experience in supporting foreign companies in ADR plans. Bank of New York will be responsible for all the administrative and operational aspects of the plan and for complying with U.S. regulations.

Shlomo Nehama, Chairman of the Board of Directors of Bank Hapoalim, commented: "Bank Hapoalim's participation in the ADR Program is an important step towards our goal of becoming a global bank that plays a leading role in the integration of the Israeli economy into the global economy. The ADR provides an effective solution for many investors in the U.S. who have shown an interest in purchasing shares of Bank Hapoalim, Israel's leading bank. These investors recognize the potential for growth and prosperity in the Israeli economy and have expressed great appreciation of Bank Hapoalim's strategy for international expansion."

Bank Hapoalim's CEO Zvi Ziv said: "The regulations in Israel have prevented us to date from reaching out to many U.S. investors, especially institutional investors. Following extensive research of the options open to us, we have chosen to join the Level 1 ADR Program and I am pleased that the Bank of New York, the leader in this area, will provide us with support for the entire ADR process."

Bank Hapoalim has received the approval of the Securities and Exchange Commission (SEC) and will now begin trading over the counter.

Bank Hapoalim is Israel's leading financial group and bank. In Israel, the Bank Hapoalim Group includes three commercial banking subsidiaries, as well as financial companies involved in investment banking, credit cards, trust services and portfolio management. The Group has also holdings in non-financial sectors.

Overseas, the Bank operates through 38 branches, subsidiaries and representative offices, in North and Latin America, Europe, East Asia, Turkey and Australia. In these markets, the Bank is engaged in trade, corporate finance, private banking and retail banking.

With over $59.4 billion in assets, the Bank enjoyed record net profits of US$ 632 million in 2005.

For further information please contact the Bank's Spokesperson:
Bank Hapoalim BM., Yehuda Halevi 63, Tel Aviv 65781, Israel
Tel: [phone] Fax: [phone]
[e-mail]
or
Jim Fingeroth/Michal Chafets
Kekst and Company
212 521-4800