December 14, 2003

TERADYON, ISRAEL – December 14, 2003 B.O.S. Better On-Line Solutions Ltd. (“BOS” or the “Company”) (NASDAQ: BOSC, TASE: BOS), a global developer of high quality IP solutions, announced today that it has entered into a definitive private placement agreement with two European private investors for the issuance of 357,143 Ordinary Shares (9.37% of the current outstanding shares of the Company) at a price per share of $2.80. The closing of the round is subject to certain closing conditions.
The Company will use the proceeds from the sale of the Ordinary Shares for general corporate purposes, including working capital or as otherwise to be decided by the Company’s Board of Directors.

When issued, the Ordinary Shares will not be registered under the Securities Act of 1933, and may not be subsequently offered or sold by the investors without registration or an applicable exemption from the registration requirements. BOS has agreed to grant the investors certain incidental registration rights, to cover the resale of the Ordinary Shares from this transaction, subject to certain terms and conditions.
Edouard Cukierman B.O.S. Chairman commented: “I am pleased that the Company has secured this private placement at this time, especially with quality European investors. I believe that the latest changes in the Company, including the nomination of Mr. Adiv Baruch as the new CEO, will contribute to the success of the Company.”

About BOS

Through its wholly owned subsidiary, BOScom, the Company develops, produces and markets multi-functional, cross-enterprise communication and networking products. Marketed under the BOS?NOVA brand, these products are renowned for their simplicity of use, quality, and reliability.

The IP Telephony line offers innovative convergence migration solutions that leverage a corporation’s existing equipment infrastructure.

The legacy line provides solutions for IBM midrange-to-PC and LAN connectivity and GUI emulation, and printing solutions that are operating system-independent.

B.O.S. was established in 1990 and became a public company traded on the Nasdaq National Market in 1996 (Nasdaq:BOSC), and on the Tel Aviv Stock Market in 2002 (TASE:BOS).

For further information, please contact:
Nehemia Kaufman
B.O.S. Better On-Line Solutions [nk] Ltd.

The forward-looking statements contained herein reflect management’s current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause the actual results to differ materially from those in the forward-looking statements, all of which are difficult to predict and many of which are beyond the control of BOS, including, but not limited to, those risks and uncertainties detailed in BOS’ periodic reports and registration statements filed with the U.S. Securities Exchange Commission

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Headquarters :

20 Freiman St.(entrance from Menahem Cohen Street)
Drive-In Center Building, Industrial Zone
P.O. Box 198 Rishon LeZion 75101 Israel

Directions From Route 1 - exit at Shapirim Junction, towards Rishon Lezion. Stay on Rte 412 as it crosses over Rte. 44 and becomes Derekh Hamaccabim. Turn left onto Freiman Street. BOS is located in the Drive-In Center, on the corner of Freiman and Menahem Cohen Street. Turn right onto Menachem Cohen, and enter the parking lot via the driveway. Parking is on the roof of the building, and the entrance to BOS is from Entrance 8, one flight down.