SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)

(Amendment No. __)*

Orbotech Ltd.

(Name of Issuer)

Ordinary Shares, NIS 0.14 par value

(Title of Class of Securities)

M75253100

(CUSIP Number)

May 14, 2012

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o      Rule 13d-1(b)

x      Rule 13d-1(c)

o      Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

MAK Capital One L.L.C.

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

0

2,272,897

0

2,272,897

2,272,897

5.2%

OO

*SEE INSTRUCTIONS BEFORE FILLING OUT! 

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Michael A. Kaufman

United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

0

2,272,897

0

2,272,897

2,272,897

5.2%

IN

*SEE INSTRUCTIONS BEFORE FILLING OUT! 

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

MAK Capital Fund LP

Bermuda

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

0

1,415,200

0

1,415,200

1,415,200

3.3%

PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

MAK-ro Capital Master Fund LP

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

0

583,700

0

583,700

583,700

1.3%

PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Paloma International L.P.

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

0

273,997

0

273,997

273,997

0.6%

PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

S. Donald Sussman

United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

0

273,997

0

273,997

273,997

0.6%

IN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

This report reflects the Ordinary Shares (as defined below) beneficially owned by the Reporting Persons (as defined below) as of May 15, 2012.

Orbotech Ltd. (the “Issuer”).

Sanhedrin Boulevard, North Industrial Zone

Yavne 81101, Israel

The names of the persons filing this statement on Schedule 13G are: MAK Capital One L.L.C., a Delaware limited liability company (“MAK Capital”), MAK Capital Fund LP, a Bermuda limited partnership (“MAK Fund”), MAK-ro Capital Master Fund LP (“MAK-ro Fund”), a Cayman Islands exempted company, Michael A. Kaufman (“Mr. Kaufman”), Paloma International L.P., a Delaware limited partnership (“Paloma”), and S. Donald Sussman (“Mr. Sussman,” and collectively, the “Reporting Persons”).

The principal business address for MAK Fund and MAK-ro Fund is c/o Dundee Leeds Management Services Ltd., 129 Front Street, Hamilton, HM 12, Bermuda.

The principal business address for each of MAK Capital and Mr. Kaufman is 590 Madison Avenue, 9^th Floor, New York, New York 10022.

The principal business address for Paloma is Two American Lane, Greenwich, Connecticut 06836-2571.

The principal business address for Mr. Sussman is 217 Commercial Street, 5^th Floor, Portland, Maine 04101.

MAK Capital is a Delaware limited liability company.

MAK Fund is a Bermuda limited partnership.

MAK-ro Fund is a Cayman Islands exempted company.

Paloma is a Delaware limited partnership.

Mr. Sussman and Mr. Kaufman are citizens of the United States.

Ordinary Shares, NIS (New Israeli Sheqels) 0.14 par value (the “Ordinary Shares”)

If this statement is filed pursuant to Rule 13d-1(c), check this box x

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

The Reporting Persons collectively beneficially own 2,272,897 Ordinary Shares.

The Reporting Persons have beneficial ownership of 2,272,897 Ordinary Shares constituting 5.2% of all of the outstanding Ordinary Shares, based on there being 43,312,049 Ordinary Shares outstanding as reported on the Issuer’s Annual Report on Form 20-F for the fiscal year ended December 31, 2011, as filed with the SEC on February 23, 2012.

(i) Sole power to vote or to direct the vote

Not applicable.

(ii) Shared power to vote or to direct the vote

MAK Capital, MAK Fund and Mr. Kaufman have shared power to vote or direct the vote of the 1,415,200 Ordinary Shares owned by MAK Fund.

MAK Capital, MAK-ro Fund and Mr. Kaufman have shared power to vote or direct the vote of the 583,700 Ordinary Shares owned by MAK-ro Fund.

Paloma, Mr. Sussman, MAK Capital and Mr. Kaufman have shared power to vote or direct the vote of the 273,997 Ordinary Shares owned by Paloma.

(iii) Sole power to dispose or to direct the disposition of

Not applicable.

(iv) Shared power to dispose or to direct the disposition of

MAK Capital, MAK Fund and Mr. Kaufman have shared power to dispose or direct the disposition of the 1,415,200 Ordinary Shares owned by MAK Fund.

MAK Capital, MAK-ro Fund and Mr. Kaufman have shared power to dispose or direct the disposition of the 583,700 Ordinary Shares owned by MAK-ro Fund.

Paloma, Mr. Sussman, MAK Capital and Mr. Kaufman have shared power to dispose or direct the disposition of the 273,997 Ordinary Shares owned by Paloma.

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.

Not applicable.

Paloma holds its 273,997 Ordinary Shares through its subsidiary, Sunrise Partners Limited Partnership, a Delaware limited partnership.

See Exhibit B attached hereto.

Not applicable.

By signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Ordinary Shares of Orbotech Ltd. dated May 15, 2012 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

EXHIBIT B

IDENTIFICATION OF MEMBERS OF THE GROUP

MAK Capital One L.L.C.

MAK Capital Fund LP

MAK-ro Capital Master Fund LP

Michael A. Kaufman

Paloma International L.P.

S. Donald Sussman

EXHIBIT C

POWER OF ATTORNEY

The undersigned hereby makes, constitutes and appoints each of Michael J. Berner and Douglas W. Ambrose as the undersigned’s true and lawful authorized representative, attorney-in-fact and agent, each with the power individually to execute for and on behalf of the undersigned and to file with and deliver to the United States Securities and Exchange Commission and any other authority or party required or entitled to receive the same: (a) any Forms 3, 4 and 5, and any amendments thereto, in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and the rules promulgated thereunder; and (b) any Schedule 13D or Schedule 13G, and any amendments thereto, on behalf of the undersigned in accordance with Section 13 of the 1934 Act and the rules promulgated thereunder.

The undersigned also hereby grants to each such attorney-in-fact the full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 16 or Section 13 or any other provision of the 1934 Act or the rules promulgated thereunder.

This Power of Attorney shall remain in full force and effect until earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of May 9, 2006.

/s/ S. Donald Sussman

S. Donald Sussman

ACKNOWLEDGEMENT IN CONNECTICUT

STATE OF CONNECTICUT, COUNTY OF FAIRFIELD ss.:

On May 9, 2006, before me, the undersigned personally appeared, S. Donald Sussman, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.