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                                                            EXHIBIT 10.16F

                              DEED OF ADHERENCE
                              -----------------


THIS DEED OF ADHERENCE is made the 18th day of June, 1997.

BETWEEN:

(1)  Star Digitel Limited, a company incorporated in Hong Kong (the 
     "Company"); and

(2)  IWC China Limited, a company incorporated in Mauritius (the "New
     Shareholder").

WHEREAS:

(A)  On the 4th day of April, 1997, the Company and its shareholders 
     entered into an Amended and Restated Shareholders' Agreement (the 
     "Shareholders' Agreement") to which a form of this Deed is attached 
     as Exhibit A.

(B)  The New Shareholder wishes to have transferred to it 85,030,000 
     shares (the "Shares") in the share capital of the Company from 
     International Wireless Communications, Inc., a company incorporated 
     in the State of Delaware, U.S.A. (the "Old Shareholder") and to 
     subscribe for an additional 146,870,000 shares in the share capital 
     of the Company, and in accordance with the Shareholders' Agreement 
     has agreed to enter into this Deed.

(C)  The Company enters this Deed on behalf of itself and as agent for 
     all the existing Shareholders of the Company.

NOW THIS DEED WITNESSES as follows:

1.   INTERPRETATION.

     In this Deed, except as the context may otherwise require, all 
     words and expressions defined in the Shareholders' Agreement shall 
     have the same meanings when used herein.

2.   COVENANT.

     The New Shareholder hereby covenants to the Company as trustee for 
     all other persons who are at present or who may hereafter become 
     bound by the Shareholders' Agreement, and to the Company itself to 
     adhere to and be bound by all the duties, burdens and obligations 
     of a shareholder holding the same class of share capital as the 
     Shares imposed pursuant to the provisions of the Shareholders' 
     Agreement and all documents expressed in writing to be supplemental 
     or ancillary thereto as if the New Shareholder had been an original 
     party to the Shareholders' Agreement since the date thereof.


                                       1.
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3.   REFERENCES TO IWC.
     
     All references to "IWC" in the Shareholders' Agreement (other than 
     in the recitals and in the definition of "IWC Management Services 
     Agreement" and "Noncompetition Agreement") shall be deemed a 
     reference to IWC China Limited.

4.   NOTICE FOR ADDRESSES.
     
     Section 16.2(b) of the Shareholders Agreement shall be deleted in 
     its entirety and replaced as follows:

          "(b) if to IWC, to:
     
               IWC China Limited
               400 South El Camino Real
               San Mateo, California 94402
               United States of America
      
               Attention:  Mr. Doug Sinclair
               Facsimile No.: 1-415-548-1842"
     

5.   ENFORCEABILITY.

     Each existing shareholder and the Company shall be entitled to 
     enforce the Shareholders' Agreement against the New Shareholder, 
     and the New Shareholder shall be entitled to all rights and 
     benefits of the Old Shareholder (other than those that are 
     non-assignable) under the Shareholders' Agreement in each case as 
     if the New Shareholder had been an original party to the 
     Shareholders' Agreement since the date thereof.

6.   GOVERNING LAW.

     THIS DEED OF ADHERENCE SHALL BE GOVERNED BY AND CONSTRUED IN 
     ACCORDANCE WITH THE LAWS OF ENGLAND AND WALES.



                                       2.
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IN WITNESS WHEREOF, this Deed of Adherence has been executed as a deed on the
date first above written.


                              STAR DIGITEL LIMITED
                
               
                              By:  /s/ Wei Yuan
                                 -------------------------------------
                                   Name:  Mr. Wei Yuan
                                   Title:  President and Chief 
                                           Executive Officer
               
               
               
                              IWC CHINA LIMITED
               
                              By:  /s/ Hugh B.L. McClung       
                                 -------------------------------------
                                   Name:  Hugh B.L. McClung
                                   Title:  Director
               



                                       3.