EXHIBIT 4.3

     NUMBER                 (SEE REVERSE SIDE FOR LEGEND)             WARRANTS
 ________-      (THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO
                    5:00 P.M. NEW YORK CITY TIME, __________, 2009

                         ISRAEL TECHNOLOGY ACQUISITION CORP.
                                                                 CUSIP
                                      WARRANT

THIS CERTIFIES THAT, for value received

is the registered holder of a Warrant or Warrants expiring  ________,  2009 (the
"Warrant") to purchase one fully paid and non-assessable  share of Common Stock,
par value $.0001 per share ("Shares"), of Israel Technology Acquisition Corp., a
Delaware corporation (the "Company"), for each Warrant evidenced by this Warrant
Certificate.  The  Warrant  entitles  the holder  thereof to  purchase  from the
Company,  commencing on the later of (i) the  Company's  completion of a merger,
capital stock exchange,  asset acquisition or other similar business combination
and (ii) ______________, 2006, such number of Shares of the Company at the price
of $5.00 per share,  upon surrender of this Warrant  Certificate  and payment of
the  Warrant  Price at the office or agency of the  Warrant  Agent,  Continental
Stock Transfer & Trust Company (such payment to be made by check made payable to
the Warrant  Agent),  but only subject to the conditions set forth herein and in
the Warrant Agreement between the Company and Continental Stock Transfer & Trust
Company.  The Warrant  Agreement  provides  that upon the  occurrence of certain
events the Warrant Price and the number of Warrant Shares purchasable hereunder,
set forth on the face hereof, may, subject to certain  conditions,  be adjusted.
The term Warrant Price as used in this Warrant  Certificate  refers to the price
per Share at which Shares may be purchased at the time the Warrant is exercised.

         No fraction  of a Share will be issued upon any  exercise of a Warrant.
If the holder of a Warrant  would be  entitled  to receive a fraction of a Share
upon any exercise of a Warrant, the Company shall, upon such exercise,  round up
to the nearest whole number the number of Shares to be issued to such holder.

         Upon any exercise of the Warrant for less than the total number of full
Shares  provided  for  herein,  there shall be issued to the  registered  holder
hereof or his assignee a new Warrant  Certificate  covering the number of Shares
for which the Warrant has not been exercised.

         Warrant  Certificates,  when surrendered at the office or agency of the
Warrant  Agent by the  registered  holder  hereof in person or by attorney  duly
authorized  in  writing,  may be  exchanged  in the  manner  and  subject to the
limitations  provided  in the  Warrant  Agreement,  but  without  payment of any
service charge, for another Warrant Certificate or Warrant  Certificates of like
tenor and evidencing in the aggregate a like number of Warrants.

         Upon due  presentment  for  registration  of  transfer  of the  Warrant
Certificate  at the  office  or  agency  of the  Warrant  Agent,  a new  Warrant
Certificate  or  Warrant  Certificates  of  like  tenor  and  evidencing  in the
aggregate  a like  number  of  Warrants  shall be issued  to the  transferee  in
exchange for this Warrant  Certificate,  subject to the limitations  provided in
the Warrant  Agreement,  without  charge except for any  applicable tax or other
governmental charge.

         The  Company and the  Warrant  Agent may deem and treat the  registered
holder as the absolute owner of this Warrant  Certificate  (notwithstanding  any
notation of ownership or other writing  hereon made by anyone),  for the purpose
of any exercise hereof,  of any distribution to the registered  holder,  and for
all other  purposes,  and neither  the  Company  nor the Warrant  Agent shall be
affected by any notice to the contrary.

         This  Warrant  does not  entitle  the  registered  holder to any of the
rights of a stockholder of the Company.

         The Company reserves the right to call the Warrant at any time prior to
its  exercise,  with a notice of call in writing to the holders of record of the
Warrant,  giving  30 days'  notice of such  call at any time  after the  Warrant
becomes exercisable if the last sale price of the Shares has been at least $8.50
per share on each of 20 trading days within any 30 trading day period  ending on
the third  business day prior to the date on which notice of such call is given.
The call price of the Warrants is to be $.01 per Warrant. Any Warrant either not
exercised  or tendered  back to the Company by the end of the date  specified in
the notice of call shall be  canceled  on the books of the  Company  and have no
further value except for the $.01 call price.

By

      ---------------------------           ------------------------------------
                        Secretary           Chairman of the Board

<PAGE>

                                SUBSCRIPTION FORM
      To Be Executed by the Registered Holder in Order to Exercise Warrants

The undersigned Registered Holder irrevocably elects to exercise  ______________
Warrants represented by this Warrant Certificate,  and to purchase the shares of
Common Stock  issuable  upon the exercise of such  Warrants,  and requests  that
Certificates for such shares shall be issued in the name of

________________________________________________________________________________
                     (PLEASE TYPE OR PRINT NAME AND ADDRESS)

________________________________________________________________________________

________________________________________________________________________________

________________________________________________________________________________
                 (SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER)

and be delivered to ____________________________________________________________
                              (PLEASE PRINT OR TYPE NAME AND ADDRESS)

________________________________________________________________________________
and, if such number of Warrants shall not be all the Warrants  evidenced by this
Warrant  Certificate,  that a new  Warrant  Certificate  for the balance of such
Warrants be registered in the name of, and delivered to, the  Registered  Holder
at the address stated below:

Dated: _____________________                ____________________________________
_________                                   (SIGNATURE)

                                            ____________________________________
                                            (ADDRESS)

                                            ____________________________________

                                            ____________________________________
                                            (TAX IDENTIFICATION NUMBER)

                                   ASSIGNMENT
       To Be Executed by the Registered Holder in Order to Assign Warrants

For Value Received, _____________________ hereby sell, assign, and transfer unto

________________________________________________________________________________
                     (PLEASE TYPE OR PRINT NAME AND ADDRESS)

________________________________________________________________________________

________________________________________________________________________________

________________________________________________________________________________
                 (SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER)

and be delivered to ____________________________________________________________
                               (PLEASE PRINT OR TYPE NAME AND ADDRESS)

______________________  of the Warrants represented by this Warrant Certificate,
and hereby irrevocably constitute and appoint  _________________________________
Attorney to transfer this Warrant Certificate on the books of the Company,  with
full power of substitution in the premises.

Dated: _________________________               _________________________________
                                              (SIGNATURE)

THE SIGNATURE TO THE ASSIGNMENT OF THE SUBSCRIPTION  FORM MUST CORRESPOND TO THE
NAME  WRITTEN  UPON THE FACE OF THIS WARRANT  CERTIFICATE  IN EVERY  PARTICULAR,
WITHOUT  ALTERATION  OR  ENLARGEMENT  OR ANY  CHANGE  WHATSOEVER,  AND  MUST  BE
GUARANTEED  BY A  COMMERCIAL  BANK OR  TRUST  COMPANY  OR A  MEMBER  FIRM OF THE
AMERICAN  STOCK  EXCHANGE,  NEW YORK STOCK  EXCHANGE,  PACIFIC STOCK EXCHANGE OR
CHICAGO STOCK EXCHANGE.