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                                                                 EXHIBIT 10.13G
                                           
                                 AMENDMENT AGREEMENT
                                           

THIS AMENDMENT AGREEMENT (the "Agreement") is made on the 29 day of October 
1996 by and among:

1.  PT. RAJASA HAZANAH PERKASA, a company duly established under the laws of
    the Republic of Indonesia, having its office at Wisma Pejaten, Jalan
    Pejaten Barat No. 6, Jakarta 12510, Republic of Indonesia (hereinafter
    referred to as the "Company");

2.  NISSHO IWAI CORPORATION, a company duly established under the laws of
    Japan, having its office at 4-5, Akasak 2-Chome, Minato-ku, Tokyo 107,
    Japan (hereinafter referred to as the "New Shareholder");

3.  PT. BINA REKSA PERDANA, a company duly established under the laws of the
    Republic of Indonesia, having its office at Arthaloka Building 4th Floor,
    Jalan Jend. Sudirman Kav. 2, Jakarta Selatan, Republic of Indonesia
    (hereinafter referred to as "BRP");

4.  INTERNATIONAL WIRELESS COMMUNICATIONS, INC, a company duly established
    under the laws of the State of Delaware, United States of America, having
    its office at 400 South El Camino, Suite 1275 San Mateo, California 94402,
    United States (hereinafter referred to as "IWC"); and 

5.  PT. DELTONA SATYA DINAMIKA, a company duly established under the laws of
    the Republic of Indonesia, having its office at Setiabudi Building 2 Lt.
    3A, Jalan HR. Rasuna Said 1, Jakarta Selatan, Republic of Indonesia
    (hereinafter referred to as the "DSD"; BRP, IWC and DSD are hereinafter
    collectively referred to as the "Existing Shareholders" and individually as
    an "Existing Shareholder").

                                       RECITALS
                                           
WHEREAS, the Existing Shareholders and the Company are party to a 
Shareholders Agreement dated 9 November 1995 (the "Shareholders Agreement");

WHEREAS, the New Shareholder is party to a Subscription Agreement dated the 
date hereof among the New Shareholder, Nissho Iwai Hong Kong Corporation 
Limited ("NIHK"), the Existing Shareholders and the Company (the 
"Subscription Agreement"), pursuant to which the New Shareholder will, after 
certain BKPM, Ministry of Justice and other approvals have been obtained, 
subscribe for 773 (seven hundred seventy three) newly issued shares of the 
Company (the "New Shares"), constituting three percent (3%) of the 
anticipated fully issued and outstanding shares of the Company;


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WHEREAS, the New Shareholder, NIHK and the Company have entered into a Loan 
Agreement dated the date hereof, pursuant to which NIHK has agreed to lend 
US$4,400,000 to the Company (the "Loan") as a prepayment for the issuance of 
the New Shares to the New Shareholder and if the New Shares are not issued to 
the New Shareholders by the date six (6) months after the proceeds of the 
Loan have been disbursed to the Company, the New Shareholder shall be 
entitled to acquire 773 shares directly from the Existing Shareholders (the 
"Existing Shares") by assigning the Loan but excluding all accrued interest 
thereon to the Existing Shareholders and remitting the sum of US$4,100,000 to 
such Existing Shareholders, all pursuant to the terms of the Subscription 
Agreement and the Loan Agreement.

WHEREAS, pursuant to the terms of the Loan Agreement and the Subscription 
Agreement, it is a condition precedent to the obligation of NIHK to make the 
Loan and for the New Shareholder to subscribe for the New Shares thereunder, 
that the Company, the Existing Shareholders and the New Shareholder amend the 
Shareholders Agreement to provide INTER ALIA for the admission of the New 
Shareholder as a party to the Shareholders Agreement; and 

WHEREAS, the Existing Shareholders and the New Shareholder wish to amend the 
Shareholders Agreement in the manner contemplated in the Loan Agreement.

NOW THEREFORE, having regard to the above and based on the mutual promises 
and covenants herein contained, the parties agree that the Shareholders 
Agreement be, and it hereby is, amended as follows:

1.  ADMISSION OF NEW SHAREHOLDER.  The New Shareholder hereby agrees that on
    the date that the New Shares are duly issued to the New Shareholder in
    accordance with the terms of the Subscription Agreement or the date the
    Existing Shares are acquired by the New Shareholder (the "Effective Date"),
    it shall be fully bound by the terms and conditions of the Shareholders
    Agreement, as hereby amended, as a party thereto, and the Existing
    Shareholders agree to the admission of the New Shareholder as a party to
    such agreement.  The parties agree that from and after the Effective Date
    each reference in the Shareholders Agreement, as hereby amended, to
    "Party", "Parties", "party" or "parties" shall be deemed to include the New
    Shareholder.

2.  ARTICLE 5.7 - GUARANTEE OBLIGATIONS.  The Existing Shareholders and the
    Company agree that the New Shareholder shall not be required to furnish any
    guarantees or other obligations in respect to any financing obtained by the
    Company as set forth in Article 5.7 of the Shareholders Agreement.

3.  ARTICLE 6.1(c).  The first three lines and the last four lines of Article
    6.1(c) of the Shareholders Agreement shall be amended to read as follows:


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    (c)  each of the Parties shall comply with the provisions of all applicable
    national, federal, state, provincial, and local laws, ordinances and
    regulations of the United States of America, Japan and the Republic of
    Indonesia...

         (iv)  to any other persons or entity, the payment of which would
         violate the laws, or regulations having the force of law, of the
         United States of America, Japan or the Republic of Indonesia or any
         other governmental entity having jurisdiction over the activities
         being carried out under this Agreement.

4.  ARTICLE 14.3 - NOTICES.  The Shareholders Agreement shall be amended by
    inserting the following provision after the first paragraph of Article
    14.3:

    If to Nissho Iwai Corporation, addressed to:

         NISSHO IWAI CORPORATION
         4-5, Akasaka 2-Chome
         Minato-ku, Tokyo 107
         Japan
         Facsimile:  (813) 3588-4693
         Attention:  Takashi Kaida
                    ---------------
                    General Manager

5.  PUT OPTION.  In the event the Company acquires an equity interest or
    invests in any other company or entity which the New Shareholder considers,
    in its absolute discretion, objectionable for whatever reason, the New
    Shareholder shall have the right to sell all, but not less than all, of the
    New Shares or the Existing Shares (as the case may be) to the Company or to
    all of the Existing Shareholders, upon notice (the "Notice") to the Company
    or to the Existing Shareholders, as the case may be (the "Purchaser(s)"),
    for an amount equal to US$8,500,000 (UNITED STATES DOLLARS EIGHT MILLION
    FIVE HUNDRED THOUSAND).  Upon receipt of the Notice, the Purchaser(s) shall
    take all such action necessary to promptly obtain the necessary consents
    and approvals to effect the sale of the New Shares or the Existing Shares
    (as the case may be) to the Purchaser(s) within ninety (90) days of the
    date of receipt of the Notice.  The Purchaser(s) may also arrange for a
    third party to acquire the New Shares or the Existing Shares (as the case
    may be) from the New Shareholder, provided the sale of the New Shares or
    the Existing Shares (as the case may be) shall occur within ninety (90)
    days of the date the Notice is delivered to the Purchaser(s) and at least
    US$8,500,000 of the proceeds are paid to the New Shareholder.  The right to
    sell the New Shares or the Existing Shares (as the case may be) hereunder
    shall expire on the date ten (10) years after the Effective Date.


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6.  TERMS UNCHANGED.  Except as expressly amended hereby, all of the terms and
    conditions of the Shareholders Agreement shall remain in full force and
    effect.

7.  NEW SHAREHOLDERS AGREEMENT.  In the event that a new investor or strategic
    partner subscribes for shares in the Company prior to or after the
    Effective Date, the New Shareholder shall be invited to participate in any
    and all meetings related to the negotiation of the terms and conditions of
    any new shareholder, joint venture or other similar agreement setting forth
    the rights and obligations of the shareholders of the Company in respect of
    the Company.  No such agreement may be entered into without the signature
    and participation of the New Shareholder.

8.  SEVERABILITY.  If one or more of the provisions hereof shall be invalid,
    illegal or unenforceable in any respect under any applicable law or
    decision, the validity, legality and enforceability of the remaining
    provisions contained herein shall not be affected or impaired in any way. 
    The Company and each of the Existing Shareholders shall execute such
    additional documents as the New Shareholder may request in order to give
    effect (so as to make the same valid, legal and enforceable) to any
    provision hereof which is determined to be invalid, illegal or
    unenforceable.

9.  COUNTERPARTS.  This Agreement may be executed in two or more counterparts,
    each of which shall be deemed an original, but all of which together shall
    constitute one and the same instrument.

10. GOVERNING LAW AND DISPUTE RESOLUTION.  Article 13 of the Shareholders
    Agreement is hereby incorporated into and made an inseparable part of this
    Shareholders Agreement.

IN WITNESS WHEREOF the parties have executed or caused their duly authorized 
representatives to execute this Agreement on the day and year first above 
written.

PT. RAJASA HAZANAH PERKASA


By /s/ Suprapto Pegent            
  ---------------------------------------
    Suprapto Pegeng
    President Director

NISSHO IWAI CORPORATION


By /s/ Ikuo Endo                  
  ---------------------------------------
    Ikuo Endo under a Power of Attorney
    dated 25 October 1996

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PT. BINA REKSA PERDANA


By /s/ Tonny Hardianto            By /s/ Hotomo Mandala Putra        
  -----------------------------     -----------------------------------
    Tonny Hardianto                    Hutomo Mandala Putra
    President Director                 President Commissioner


INTERNATIONAL WIRELESS COMMUNICATIONS, INC.


By /s/ Hugh McClung               
  ---------------------------------------
    Hugh McClung
    Vice Chairman


PT. DELTONA SATYA DINAMIKA


By /s/ Amir Abdul Rachman         
  ---------------------------------------
    Amir Abdul Rachman
    Director