 Ehud Barak - Prime Minister and Minister of Defense
(PM Barak also held the following portfolios: Agriculture, Education, Industry and Trade, and Health)
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| Yossi Beilin - Minister of Justice; Acting Minister of Religious Affairs |
| Shlomo Ben-Ami - Minister of Public Security; Minister of Foreign Affairs |
| Ra'anan Cohen - Acting Minister of Labor and Social Affairs |
| Benjamin Ben-Eliezer - Minister of Communications and Deputy Prime Minister; Acting Minister of Construction and Housing |
| Dalia Itzik - Minister of the Environment |
| Amnon Lipkin-Shahak - Minister of Tourism; Minister of Transport |
| Michael Melchior - Minister in the Office of the Prime Minister, responsible for Diaspora and social affairs |
| Shimon Peres - Minister of Regional Cooperation |
| Haim Ramon - Minister in the Office of the Prime Minister, responsible for Jerusalem Affairs; Acting Minister of the Interior |
| Avraham Shochat - Minister of Finance; Acting Minister of National Infrastructures |
| Yael (Yuli) Tamir - Minister of Immigrant Absorption |
| Matan Vilnai - Minister of Science, Culture and Sport |