PERSONAL EMPLOYMENT CONTRACT
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                                   IN MEDIS EL
1.       SALARY
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          The agreement  includes the salary,  conditions and fringe benefits to
the manager of the Company for the period:  October 1,  2000-September 30, 2002.
The annual compensation is as follows:
        o        Monthly salary U.S.$20,000 (in N.I.S. when paid).
        o        U.S.$1,250 educational fund.
        o        U.S.$1,250 gross-up for educational fund.
        o        U.S.$3,000 - rent participation
        o        U.S.$3,000 - gross-up for rent participation
        o        Bonus of three months' salary
2.       FRINGE BENEFITS
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        o        managers insurance based on U.S.$20,000 monthly salary.
        o        Life  insurance  for the  benefit of the Company and  severance
                 insurance  to employee.
        o        Annual  vacation 22 working  days.
        o        Right for sick leave 30 days a year and  right to  accumulate
                 up to 3 months.
        o        Professional  training  fund "Yahav".
        o        Use of the company's car and all expenses related.
        o        Payment for telephone by the company.
        o        Payment of 15 recreation days per year at the rate per Law (to
                 date N.I.S. 500 per day).
          Automatic  transfer of the rights  under the managers  insurance  from
employer  to  employee  on  sole  demand  by  the  employee  on   retirement  or
resignation.
3.       EXTRA RIGHTS FOR MANAGERS
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          6 months salary notification of resignation or dismissal. Payment of 6
months  salary  (period of  adjustment)  (in the period  full  salary and fringe
benefits)  inclusive in case of change of ownership of the Company and dismissal
by new owners.
          The manager will be insured by personal  insurance  against all claims
as for directors.
          The manager will be entitled to 100,000  stock  options per year under
the Medis  Technologies  Ltd.  stock options  plan.  Price and other terms to be
determined.  The  manager  will be  entitled  to acquire  options  each time the
Company goes public, at terms and conditions agreed with the Board of Directors.
          In the  frame  of  benefits  to the  manager  and on the  basis of the
performance of the Company, the manager will be entitled to options, bonuses and
other benefits according to resolution taken by the Board in each case or event.
Date:  October 18, 2000
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                                  Employee
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                                  Chairman of the Board