Hapoel Be'er Sheva 3-0 Motherwell: 10-man Steelmen eliminated from Europa League
After a low key start the first chance came for Hapoel came on 12 minutes but Agudelo shot over after Soares' cross from the left had come off Ricki Lamie's chest.
Hapoel's Kabha was then booked for a late challenge on Tony Watt.
The Steelmen almost took the lead on 21 minutes when Watt's low cross from the right found Long whose powerful low effort was turned round the post by keeper Levita.
There was a scare for Motherwell on 29 minutes when Acolatse burst down the left flank and sent in a low shot from a tight angle which was blocked by Trevor Carson.
O'Donnell's long 38th minute throw-in caused panic in the Israeli box as the keeper challenged O'Hara in the air and missed the ball which fell for Watt whose shot was blocked.
The hosts took the lead on 42 minutes when a long free-kick from the left was headed in unchallenged in the penalty box by Leonardo Vitor.
Watt and Taha were booked for an altercation in first half stoppage time.
O'Hara's header from a 48th minute O'Donnell corner was blocked before the away side survived a major scare at the other end when Acolatse went down under a McGinley challenge but no penalty was given.
Carson then made a smart stop from an Acolatse shot before Motherwell had a fine chance to level when Polworth's long setpiece into the box was met by Gallagher who headed over.
Hapoel's Dadia was yellow carded for a foul on Grimshaw, before his team-mate Bareiro saw likewise for an infringement on Polworth.
Soares was allowed to advance towards the 'Well box on 63 minutes but his left footed shot was off target.
Motherwell almost went two down on 66 minutes. A long punt forward was misjudged aerially by McGinley and gathered by Acolatse whose shot was superbly blocked by Grimshaw before the follow up effort by Varenne flew just wide.
There was disaster for Motherwell with the concession of a second goal from the penalty spot on 70 minutes. Soares comfortably slotted past Carson to make it 2-0 after the spot kick had been awarded for a foul on Acolatse by Gallagher who was sent off for a second booking.
Sallalich shot not too far over for the hosts before the game was killed off on 82 minutes when Acolatse took a Sallalich pass and shot low past Carson.
Substitute Callum Lang flashed a shot wide from a tight angle in injury time for the Steelmen.
Motherwell: Carson, O'Donnell, Gallagher, Lamie, McGinley, Grimshaw, Polworth (Maguire 86), Campbell, O'Hara, Watt (White 75), Long (Lang 72).
Referee: Serhiy Boyko