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                                                                    Exhibit 10.6

                          MANAGEMENT SERVICES AGREEMENT

               Made in _____ this _____ day of ____________, 1998

                                 by and between

PCB Ltd. PC/52-003779-7
Old Industrial Zone
Migdal Ha'emek
10556 Israel
("PCB")

                                                               OF THE FIRST PART

and

Camtek Ltd. Pr/51-123543-4
Old Industrial Zone
Migdal Ha'emek
10556 Israel
("Camtek")

                                                              OF THE SECOND PART

WHEREAS,       Mr. Rafi Amit and Mr. Yotam Stern (the "Employees") were
               employees of PCB and served as the General Manager and the Chief
               Financial Officer, respectively, of PCB; and

WHEREAS,       PCB and Camtek agreed that the Employees shall be the employees
               of Camtek and shall serve as the Chief Executive Officer and the
               Chief Financial Officer, respectively, of Camtek; and

WHEREAS,       PCB and Camtek agree that Camtek shall provide to PCB the
               services of the Employees on a part-time basis (the "Management
               Services");

WHEREAS,       The parties hereto (the "Parties") wish to set forth the
               conditions of the provisions of the Management Services;

NOW THEREFORE, it is declared, agreed and stipulated between the Parties as
follows:

1.       PREAMBLE AND INTERPRETATION

         1.1      The preamble to this Agreement constitutes an integral part
                  hereof.

         1.2      This Agreement embodies and encompasses all that has been
                  agreed between the Parties in connection with the supply of
                  the Management Services by Camtek and/or in relation thereto,
                  and no negotiations, declaration, representation,


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                  agreement, assurance or undertaking if at all, in writing
                  and/or verbally, expressly or implied, prior to the execution
                  of this Agreement shall be of any effect.

         1.3      No modification to this Agreement or to any of the provisions
                  hereof shall be of any effect unless made in writing and
                  signed by the Parties.

         1.4      The consent of either of the Parties in any particular case to
                  any deviation from the conditions and provisions of this
                  Agreement shall not constitute any precedent and no inference
                  shall be made therefrom in other cases.

         1.5      No conduct of either of the Parties shall be deemed to be a
                  waiver of any of its rights under this Agreement or according
                  to any law, and/or as a waiver or consent on its part to any
                  breach or non-performance of any conditions, unless such
                  waiver or consent has been expressly made in writing.

         1.6      The headings in this Agreement are for convenience purposes
                  only and shall have no significance for purposes of
                  interpretation.

2.       SUPPLY OF MANAGEMENT SERVICES

         Camtek will supply the Management Services, for as long as the
         Employees (as hereinafter defined) are employed by Camtek, by placing
         at the disposal of PCB, the services of Mr. Rafi Amit and Mr. Yotam
         Stern (together the "Employees") on a part-time basis, not to exceed
         ____% of his full-time position in the case of Mr. Rafi Amit and not to
         exceed ____% of his full-time position in the case of Mr. Yotam Stern.
         Mr. Amit and Mr. Stern shall render services as General Manager and
         Chief Financial Officer of PCB, respectively.

3.       DECLARATIONS OF PARTIES

         3.1      It is hereby expressly declared and agreed that the Parties
                  are independent contractors and that no employer/employee or
                  principal-agent relationship will exist between Camtek and PCB
                  and nothing contained in the provisions of the Agreement shall
                  operate to create any such employer-employee or agency
                  relationship.

         3.2      It is hereby expressly declared and agreed that the Employees
                  will be Camtek's employees only, and that any liability of any
                  kind by law or agreement in connection with their work, will
                  be imposed on Camtek only. Camtek will be solely responsible
                  towards the Employees with respect to all the competent
                  authorities in connection with all lawful or contractual
                  provisions.

         3.3      Camtek will be responsible for paying the remuneration and
                  expenses, social security and working conditions of the
                  Employees and PCB shall have no liability whatsoever with
                  respect to their employment by Camtek.


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         3.4      3.4.1    Notwithstanding the foregoing, PCB declares
                           that it has paid to each of the Employees all of the
                           payments and benefits, of any kind, due to the
                           Employees in connection with their previous
                           employment with PCB, including in connection with the
                           termination of each of their employment.

                  3.4.2    PCB further declares that Camtek is not liable and
                           shall not be liable in the future for any payments to
                           the Employees arising out of or in connection with
                           the previous employment of the Employees by PCB,
                           including with respect to salaries, vacation pay,
                           sick pay, severance pay, pension, provident payment
                           or otherwise; and that neither PCB nor the Employees
                           shall have any claim and/or demand whether monetary
                           or otherwise against Camtek in connection with the
                           Employees' pervious employment with PCB.

                  3.4.3    Without derogating from the foregoing, PCB agrees to
                           indemnify and compensate Camtek for any liability,
                           loss, damage or expense, including in respect of
                           lawyers' and other legal fees which Camtek may incur
                           or bear in connection with an unfavorable
                           determination against Camtek relating to the
                           employment or termination of employment of the
                           Employees by PCB, including, without limitation with
                           regard to salaries, vacation pay, sick pay, severance
                           pay, pension, provident payment, or otherwise in
                           connection with their employment by PCB.

4.       PAYMENT IN RESPECT OF MANAGEMENT SERVICES

         4.1      In consideration for the Management Services, PCB shall pay
                  Camtek a portion of the monthly costs borne by Camtek in
                  respect of employing the Employees in a full-time position,
                  according to their existing conditions of employment,
                  calculated according to the ratio between the hours of work
                  per month performed by the Employees for PCB, and a full-time
                  position of 180 hours.

         4.2      It is hereby expressly stated and agreed that the
                  Consideration includes all the payments to which Camtek is
                  entitled in respect to supplying the services under this
                  Agreement, and it will not be entitled to any further or
                  additional payment whatsoever.

         4.3      PCB will be entitled to deduct from the Consideration
                  withholding tax at source as required by law, unless Camtek
                  furnishes it with a certificate from the tax authorities in
                  Israel to act otherwise.

5.       MANNER OF PAYMENT

         5.1      Camtek will submit a monthly invoice to PCB with respect to
                  each month, at the end of the month with respect to which such
                  invoice is being submitted.


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         5.2      PCB will pay the Consideration to Camtek within 15 days of the
                  end of the month in which the invoice was submitted to it.

         5.3      Any payment not paid on due date will be increased according
                  to the increase of the Consumer Price Index in Israel plus
                  annual interest at the rate of 8%, all for the period from the
                  payment date through the date of actual payment.

6.       TERM AND TERMINATION

         6.1      This Agreement shall come into effect as of the date of its
                  execution and may be terminated upon written notice delivered
                  by one Party to the other - three months in advance in the
                  case of PCB's serving notice of termination, and one year in
                  advance in the case of Camtek serving notice of termination.

7.       MISCELLANEOUS

         8.1      Notices in connection with this Agreement will be in writing
                  and be sent by registered mail or by fax or served personally
                  according to the address of the parties detailed in the
                  preamble to this Agreement and any such notice will be
                  regarded as having been served upon the addressee on the
                  following dates: in the event of personal service - upon the
                  actual service thereof; in the event of transmission and
                  dispatch by fax - on the business day following the dispatch;
                  in the event of dispatch by registered mail - three business
                  days after the date of posting by registered mail at the post
                  office in Israel. Each party will be entitled to change the
                  address by giving written notice of that fact to the other.

IN WITNESS WHEREOF THE PARTIES HAVE SET THEIR HANDS ON THE DATE FIRST ABOVE
WRITTEN:

         /s/                                              /s/
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         PCB Ltd.                                       Camtek Ltd.


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