<PAGE>

                                                                 EXHIBIT 10.24E

                     CONFIDENTIAL TREATMENT REQUESTED

   The Company has requested confidential treatment of certain portions of 
this exhibit on pages 16, 19, 24, 32, Schedule 1, Schedule 2, Schedule 3 and 
Schedule 4.

                     Dated this 09 day of April 1997


                        INTERCONNECTION AGREEEMNT


                                 Between


                         TELEKOM MALAYSIA BERHAD


                                  And


                  SYARIKAT TELEFON WIRELESS (M) SDN BHD


                          Albar Zulkifly & Yap
                        Advocates & Solicitors
                             Kuala Lumpur

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                       INTERCONNECTION AGREEMENT

THIS AGREEMENT is made this 09 day of April 1997.

BETWEEN:  (1)  TELEKOM MALAYSIA BERHAD (COMPANY NO. 128740-P), a company
               incorporated under the laws of Malaysia and having its registered
               office at Ibu Pejabat Telekom Malaysia, Jalan Pantai Baharu, 
               59200 Kuala Lumpur (hereinafter referred as "TELEKOM MALAYSIA") 
               of the one part;

AND:      (2)  SYARIKAT TELEFON WIRELESS (M) SDN BHD (COMPANY NO. 257906-T), a
               company incorporated under the laws of Malaysia and having its 
               place of business at Wisma Segar, Jalan Tun Sambanthan, 50470 
               Kuala Lumpur (hereinafter referred as "STW") of the other part;
RECITALS:

A.   Telekom Malaysia is a licensed carrier which provides telecommunications
     services within Malaysia and external telecommunications services between
     Malaysia and places outside Malaysia.

B.   STW has been licensed for telecommunications under the Telecommunications
     Act 1950 as amended, in accordance with which it may offer fixed
     telecommunications network services using wireless local loop technology
     within Malaysia.

C.   By an Access and Interconnect Agreement entered into between Telekom
     Malaysia and STW on the 16th day of August 1994, a frame work for the
     provision of access and interconnection service between Telekom Malaysia
     and STW and such other services as may be required by STW upon terms and
     conditions and in the manner provided for in that agreement (hereinafter
     referred to as "the Existing Agreement") was established.

D.   The parties are desirous of entering into a new interconnection agreement
     to provide a more comprehensive framework and upon the execution of this
     Agreement the Existing Agreement shall cease to have any further force or
     effect unless otherwise provided in this Agreement.

E.   This Agreement sets out the terms and conditions on which each party agrees
     to provide services to the other party by:

     (i)   interconnecting its network to the network facilities of the other
           party;

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     (ii)  supplying requested telecommunications services to the other party;
           and

     (iii) making available to the other party the services, facilities and
           information as required by law or as specified in their respective 
           Licences subject to what is reasonable and practicable.

NOW IT IS HEREBY AGREED AS FOLLOWS:

1.   INTERPRETATION

1.1  The following words have these meanings in this Agreement unless the
     contrary intention appears:

     "ACCESS CARRIER" means the Carrier which provides or is to provide a
     service to the Interconnecting Carrier or the Carrier that will be
     terminating the Call Communication.

     "ACCESS CHARGE" means a charge paid by the Interconnecting Carrier to the
     Access Carrier for accessing the facilities and services for all types of
     traffic derived from that Interconnection.

     "ACCESS SERVICE" means a service for the carriage of agreed Communications
     between:

     (a)  a POI and a called number/party (including calls for Special Services
          and Directory Assistance Service calls); or

     (b)  a calling party and a POI; or

     (c)  two POIs.

     "ATUR NUMBER" means customer numbers that are able to use Telekom
     Malaysia's ATUR 450 cellular network 

     "BILLING PERIOD" means:

     (a)  in the case of Carrier to Carrier billing, on a monthly calendar
          basis; and

     (b)  in the case of customer billing, the billing period ordinarily used by
          the Carrier in respect of the customer or as otherwise agreed.

     "BUSINESS DAY" means a day on which banks are open for general banking
     business in Kuala Lumpur, other than Saturday or Sunday or a public
     holiday.

     "CALL COMMUNICATION" means Communication from or to or involving a number
     as allocated to STW or to Telekom Malaysia for use in the operation of each
     Network 

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     and as allocated by the Director-General of Telecommunications in 
     accordance with STW or Telekom Malaysia's Licence respectively and in 
     accordance with the Telecommunications Act.

     "CARRIER" means:

     (a)  STW, or

     (b)  Telekom Malaysia

     and a reference to "Carriers" includes both of them.

     "CLI" or "CALLING LINE IDENTIFICATION" means the information generated by
     the Network capability which identifies and forwards through the Network
     the Interconnecting Carrier's Network calling number.

     "COMMENCEMENT DATE" means lst April 1997.

     "COMMUNICATION" includes a communication between persons or things (or a
     combination of both) and whether in the form of speech, music, sound, data,
     text, visual images, or signals, or a combination of those forms and, where
     the context permits, includes an attempt to establish a communication.

     "COMMUNICATION ATTEMPT" meaning the activity associated with setting up a
     Communication which may or may not be successful provided that in the case
     of Emergency Service Calls and Operator Assistance Services, communication
     attempt shall mean a call (whether complete or not) which is registered by
     a line counting device positioned as close as practicable to the automatic
     call distribution equipment used for handling such calls.

     "COMMUNICATION INFORMATION" means information in respect of Communications
     made during the relevant Billing Period which may include but not be
     limited to:

     (a)  the calling number and, if it is different, the billing number; and

     (b)  the called number; and

     (c)  the day on which the Communication was made; and

     (d)  the time of commencement of the Communication; and

     (e)  the duration of the chargeable Communication (including chargeable
          Communication Attempt) time and, in the case of non-PSTN
          communications, all other applicable charging parameters; and

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     (f)  the fee charged by the Access Carrier for use of its Network to
          accommodate the Communication, separately identifying each of the
          charge elements specified in the Schedule; and

     (g)  the routing information relating to the POI at which Communications
          from the Carrier's Network entered or left the Other Carrier's
          Network; and

     (h)  the customer service address; and

     (i)  whether the Communication was successfully completed,

     or, if any such information technically is unavailable to a Carrier pending
     implementation of appropriate information recording systems, such other
     relevant available information reasonably requested by the Other Carrier.

     "CONFIDENTIAL INFORMATION" of a party means all information know-how,
     ideas, concepts, technology, manufacturing processes, industrial, marketing
     and commercial knowledge of a confidential nature (whether in tangible or
     intangible form) relating to or developed in connection with or in support
     of the business of the party and includes the contents of the Schedules
     (and any matter concerned with or arising out of this Agreement) but does
     not include:

     (i)   information which is or becomes part of the public domain (other than
           through any breach of this Agreement); or

     (ii)  information rightfully received by another party from a third person
           without a duty of confidentiality being owed by the other party to 
           the third person, except where the other party has knowledge that the
           third person has obtained that information either directly or
           indirectly as a result of a breach of any duty of confidence owed to
           the first mentioned party; or

     (iii) information which has been independently developed by another
           party; or

     (iv)  information required by law or the business rules of any stock
           exchange to be disclosed.

     Provided that:

     (1)  the party required to disclose such information referred to in
          paragraph (iv) above, immediately notifies the other party of the
          particulars of the required disclosure; and

     (2)  provides the other party with all assistance reasonably required by
          the other party (at the other party's cost) to enable the other party
          to take any steps available to it to prevent that disclosure or to
          ensure that it occurs subject to a reasonable obligation of
          confidence.

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     "CORRESPONDENT" is an international telecommunications operator with whom
     Telekom Malaysia has an international correspondent relationship.

     "COS" means a central office switch in the STW Network.

     "DIRECTOR-GENERAL OF TELECOMMUNICATIONS" means the office created by
     Section 3A of the Telecommunications Act 1950.

     "DIRECTORY ASSISTANCE SERVICE" is the directory assistance service provided
     on the Telekom Malaysia network.

     "DIRECTORY ASSISTANCE SERVICE CALL" is a call:

     (a)  originated on the network of STW and made to a Directory Assistance
          Service provided on the network of Telekom Malaysia by dialling the
          Directory Assistance Service Number for that Directory Assistance
          Service; and

     (b)  routed to and handed over to Telekom Malaysia at the POI in accordance
          with the applicable routing arrangements agreed between the Carriers
          for such calls.

     "DIRECTORY ASSISTANCE SERVICE NUMBER" is, in relation to a Directory
     Assistance Service, provided on the network of the Carrier, the dial code
     or dial code and number by which that Directory Assistance Service may be
     accessed from the network of the Other Carrier.

     "DTS" means a digital trunk switch or group or trunk switch installed
     Telekom Malaysia's Public Switched Telephone Network, such group or trunk
     switch shall be agreed between the parties to fulfil the function for a
     limited period of time.

     "EMERGENCY SERVICE CALLS" means Communication Attempts to `999' Police and
     Ambulance, `991' Civil Defence, `994' Fire (Bomba), `995' Petronas Gas
     Utilisation (PGU) and such other emergency services as agreed between the
     parties.

     "FACILITIES" means any part of the infrastructure of the telecommunications
     network or telecommunication plant as defined in Section 2 of the
     Telecommunications Act.

     "FACILITIES ACCESS" means a service for the provision of access to
     Facilities commercially agreed between the parties and/or reasonably
     required to be provided under the Carriers' respective Licence conditions.

     "FAR END HANDOVER" refers to the handing over of calls to the Other Carrier
     by STW or Telekom Malaysia as the case may be, at a POI within the State
     where the call should be terminated based on the location of STW's PSTN
     Number or Telekom Malaysia's:

     (i)  PSTN Number; or

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     (ii) registered location of the ATUR Number; 

     as the case may be.

     "FORCE MAJEURE" means any cause which is not reasonably within the control
     of the Carrier affected including, but not limited to, act of God,
     industrial disputes of any kind, war declared or undeclared, blockade,
     disturbance, lightning, fire, earthquake, storm, flood, explosion of
     meteor, governmental restraint and expropriation.

     "GATEWAY" is a designated DTS or COS (in respect of Telekom Malaysia and
     STW respectively) which:

     (a)  provides operational interwording between STW's Network and Telekom
          Malaysia's Network, and

     (b)  provides an agreed interface between the signalling, switching,
          transmission and operations systems of each Carrier, and

     (c)  is defined by a unique name or code; and

     (d)  supports one or more POIs.

     "INFORMATION SUPPORT" means the information provided by one Carrier to the
     Other Carrier under CLAUSE 9.

     "INTELLECTUAL PROPERTY" means all rights conferred under statute, common
     law and equity and in relation to trade marks, trade names, logos and get
     up, inventions, patents, designs, copyright, circuit layouts, Confidential
     Information, know-how and trade secrets and all rights and interests in
     them or licences to use any of them.

     "INTERCONNECTING CARRIER" means the Carrier to which a service is or is to
     be provided or the Carrier originating the Call Communication.

     "INTERCONNECT CAPACITY" means the capacity measured in 2 Mbit/s or other
     agreed units between a Gateway and a POI for use in the provision of one or
     more Access Services.

     "INTERCONNECT CONDITIONING" means the conditioning, equipping and
     installation of facilities at the Access Carrier's Gateway to enable
     provision of one or more Access Services.

     "INTERCONNECT SUPPORT" is the maintenance and operation of Interconnect
     Capacity, Network Capacity and the equipment and facilities in an Access
     Carrier's Network (including, but not limited to, its Gateways) to support
     the provision of one or more Interconnection Services.

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     "INTERCONNECT TRAFFIC" means Call Communication traffic between the
     directly connected customers of STW Network and the Telekom Malaysia
     Network.

     "INTERCONNECTION" is interconnection:

     (a)  of STW's Network Facilities to the Telekom Malaysia Network, for the
          purpose of Telekom Malaysia supplying Access Services to STW in
          relation to Call Communication; and

     (b)  of Telekom Malaysia's Network Facilities to the STW Network, for the
          purpose of STW supplying Access Services to Telekom Malaysia in
          relation to Call Communication;

     via a POI and using agreed interfaces and signalling system.

     "INTERCONNECTION SERVICE" is the provision by a Carrier of Interconnect
     Conditioning, Interconnect Capacity, Network Conditioning and Network
     Capacity to enable, or for use in the carriage of Interconnect Traffic to
     and from a POI.

     "INTERCONNECT STEERING GROUP" or "ISG" means the inter-carrier relations
     group established by the Carriers.

     "ITU-T" means the Telecommunications Standardisation sector of the
     International Telecommunications Union (previously known as CCITT).

     "LICENCE" means a licence issued by the Minister pursuant to the
     Telecommunications Act.

     "MANUALS" means the Technical and Implementation Manual, the Operations and
     Maintenance Manual and other Manuals which the parties establish pursuant
     to this Agreement.

     "MINISTER" means the Minister of Energy, Telecommunications and Post or, if
     different, the Minister administering the Telecommunications Act.

     "NEAR END HANDOVER" refers to the handing over of calls to the Other
     Carrier by STW or Telekom Malaysia as the case may be, other than on a Far
     end Handover basis.

     "NETWORK" means a telecommunications network within Malaysia to supply
     domestic and/or international services and, in relation to a Carrier, means
     so much of such a network as is operated by the Carrier (even if owned or
     maintained by another person) or is owned and maintained by the Carrier
     (even if operated by another person).

     "NETWORK CAPACITY" means equipment and facilities required to be installed
     in the Access Carrier's Network for use in the provision of one or more
     Access Services but does not include Interconnect Capacity.

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     "NETWORK CONDITIONING" means the conditioning, equipping and installation
     of facilities at the Access Carrier's Network to enable the provision of
     one or more Access Services.

     "NETWORK FACILITIES" means the facilities that the Carrier operates or
     uses, or intends to operate or use, as part of, in, or in connection with a
     network of the Carrier, even if another person also operates or uses, or
     intends to operate or use, some or all of the facilities.

     "OPERATIONS AND MAINTENANCE MANUAL" is the manual to be agreed between the
     parties pursuant to clause 13.1(a) in relation to the following:

     (a)  network information;

     (b)  commissioning, de-commissioning and re-arrangement practices;

     (c)  maintenance practices;

     (d)  fault handling procedures;

     (e)  complaint handling;

     (f)  network management;

     (g)  network monitoring;

     (h)  access to POI sites;

     (i)  contact lists; and

     (j)  such other matters as are agreed between the parties from time to time
          and set out in the Operations and Maintenance Manual.

     "OPERATIONS AND MAINTENANCE SUPPORT" means the establishment and operation
     of operations practices, systems and procedures by the Access Carrier
     reasonably required for the provision of Interconnection Services and
     Access Services (which practices, systems and procedures will be agreed by
     the ISG).

     "OPERATOR ASSISTANCE SERVICE" is the operator assistance service provided
     on the Telekom Malaysia Network and is more particularly specified in
     Paragraphs 1.1 to 1.6 of the Schedule for Special Services.

     "OTHER CARRIER" means either

     (a)  Telekom Malaysia; or

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     (b)  STW

     as the context requires.

     "POINT OF INTERCONNECTION" or "POI" means an agreed location which:

     (a)  constitutes a point of demarcation between the Network of STW and the
          Network of Telekom Malaysia; and

     (b)  is at the point at which a Call Communication is transferred from one
          Carrier's Network to the other Carrier's Network by an agreed method.

     "PROFESSIONAL ADVISER" means a lawyer, accountant, auditor, financial
     adviser, bank and other professional adviser or other technical adviser
     (including, where necessary, relevant senior technical personnel of a
     supplier to either party) and their employees and contractors retained to
     provide advice for purposes of the negotiating, finalising, implementing
     and the fulfilling of this Interconnection Agreement.

     "PSTN NUMBER OR PUBLIC SWITCH TELEPHONE NETWORK NUMBER" means customer
     numbers directly connected to the exchanges of Telekom Malaysia (but does
     not include cellular mobile numbers) or public switch wireless numbers
     directly connected to exchanges of STW, as the case may be.

     "QOS" means quality of service.

     "QOS STANDARDS" means the agreed QOS standards in respect of certain
     services set out in the appropriate Manual.

     "REVERSE CHARGE CALL" is a call:

     (a)  originated on the network of STW or Telekom Malaysia, and made to an
          Operator Assistance Service by dialling the Reverse Charge Call
          Service Number; and

     (b)  routed to and handed over to Telekom Malaysia or STW, as the case may
          be, at the POI in accordance with the applicable routing arrangements
          agreed between the Carriers for such calls.

     "REVERSE CHARGE CALL SERVICE NUMBER" is, in relation to an Operator
     Assistance Service, provided on the network of the Carrier, the dial code
     `101' or `108' by which that Operator Assistance Service may be accessed
     from the network of the Other Carrier.

     "RM" means Ringgit Malaysia which shall be the monetary currency used in
     this Agreement.

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     "SERVICE ORDERING PROCEDURES" means the procedures governing the
     forecasting planning and ordering of relevant services set out in the
     appropriate Manual.

     "SPECIAL SERVICES" means those Telecommunications Services provided by a
     Carrier to its customers which the Carriers agree from time to time are to
     be designated as Special Services for the purposes of Interconnection
     pursuant to this Agreement.

     "SUCCESSFUL CALL" means a complete call whereby the originating exchange
     receives the B answer charge or no charge signal from the terminating
     exchange.  The chargeable duration is the period from the receipt of B
     answer charge or no charge signal to the receipt of the clear forward or
     forced release signal.

     "SUPPLEMENTARY SERVICES" mean the provision of:

     (a)  in the case of each party, agreed Facilities Access and Information
          Support; and

     (b)  in the case of the provision by Telekom Malaysia to STW, Directory
          Assistance Service to STW customers; and

     (c)  any other right, interest, good or service which a party is obliged to
          provide to the other party, and Telekom Malaysia and STW agree will be
          provided, under the relevant Carrier's Licences.

     "STATE" has the meaning given to it by the Interpretation Acts 1948 and
     1967 except that for the purposes of this Agreement: 

     (a)  the Federal Territory of Kuala Lumpur is part of the State of
          Selangor;

     (b)  the Federal Territory of Labuan is part of the State of Sabah; and

     (c)  the States of Perlis and Kedah are treated as one State.

     "TECHNICAL AND IMPLEMENTATION MANUAL" is the manual to be agreed between
     the parties pursuant to CLAUSE 13.1(a) in relation to the following:

     (a)  principles for network configuration;

     (b)  forecasting procedures;

     (c)  ordering procedures;

     (d)  provisioning procedures;

     (e)  routing and numbering principles;

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     (f)  routing of Emergency Service Calls;

     (g)  signalling specifications;

     (h)  commissioning procedures;

     (i)  transfer of charge band data; 

     (j)  billing procedures;

     (k)  call processing;

     (l)  call forwarding procedures;

     (m)  POI establishment procedures;

     (n)  relocation and removal procedures for POI equipment; and

     (o)  such other matters as are agreed between the parties from time to time
          and set out in the Technical and Implementation Manual.

     "TECHNICAL SPECIFICATIONS" means any technical parameters, specifications
     and procedures agreed between the Carriers applicable to Interconnection of
     the Carriers' Networks and provision of Access Services documented in the
     Manuals.

     "TELECOMMUNICATIONS ACT" means the Telecommunications Act 1950 as amended.

     "TELECOMMUNICATIONS SERVICE" has the meaning given to it under the
     respective Licences.

     "TELEPHONE AREAS" are those attached in graphical and tabular form as
     Schedule 4 to this Agreement.

     "TOLL FREE NUMBERS" mean numbers currently denoted by the number range
     commencing `800' and `1-300' but also including such other number ranges
     agreed to or directed by the Director-General of Telecommunications where
     the terminating party (the B party) is charged for the call, save for the
     local call charge levied on the originating PSTN Number.

     "TRANSMISSION CAPACITY SERVICE" is a service for the supply by Telekom
     Malaysia to STW, pursuant to an agreement between the Carriers, of
     transmission capacity (other than Interconnect Capacity) for operation and
     use as part of, in or in connection with STW's Network.

1.2  In this Agreement except where the contrary intention appears;

     (a)  the singular includes the plural and vice versa; and

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     (b)  a reference to an agreement or another instrument includes any 
          variation or replacement of either of them; and

     (c)  a reference to an annexure or Manual or schedule is a reference to an
          annexure or Manual or schedule to this Agreement and a reference to
          this Agreement includes a recital, annexure or Manual or schedule; and

     (d)  a reference to a clause is a reference to a clause of this document
          and a reference to a paragraph is a reference to a paragraph of the
          schedule; and

     (e)  a reference to a statute, ordinance, code or other law includes
          regulations and other instruments under it and consolidations,
          amendments, re-enactments or replacements of any of them; and

     (f)  a reference to a person includes a firm, body corporate,
          unincorporated association or an authority; and

     (g)  a reference to a person includes the person's executors,
          administrators, successors, substitutes (including, without
          limitation, persons taking by innovation), and assigns; and

     (h)  if the day on which the payment of money falls due is not a Business
          Day, the due date shall be deemed to be the next Business Day; and

     (i)  a reference to a related body corporate of a party has the same
          meaning as in the Companies Act 1965; and

     (j)  a reference to a party is a reference to a party to this Agreement;
          and

     (k)  a reference to a third person is a reference to a person who is not a
          party to this Agreement; and

     (l)  in relation to an Access Service for the carriage of a call from a POI
          to a called number a reference to a direct dialled call includes a
          Call Communication where the called number is directly dialled:

          (I)  from the calling number, or

          (II) by the Interconnecting Carrier's operator or an overseas 
               operator,

          but does not include a Call Communication for which the Access Service
          is provided with the assistance (call dialling, handling or
          completion) of the Access Carrier's operator or an overseas operator;
          and

     (m)  headings are included for convenience and do not affect the
          interpretation of this Agreement.


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2.   SCOPE OF AGREEMENT

2.1  The scope of this Agreement shall be limited to the provision of Access 
     Services and Interconnection Services by either party to the other party 
     in respect of Interconnect Traffic.

2.2  Except where this Agreement provides to the contrary, the rights and
     obligations conferred by this Agreement apply reciprocally as between
     Telekom Malaysia and STW.  For the purposes of clarification, where this
     Agreement expressly states that a service is only to be provided by one
     named Carrier to the other named Carrier, (for example, the provision of
     Directory Assistance Service by Telekom Malaysia to STW customers) the
     obligations in respect of that service are not regarded as reciprocal.

2.3  The parties agree and acknowledge that the governing principle of this
     Agreement is that Telekom Malaysia and STW are in respect of
     Interconnection and Access Services in a Carrier-to-Carrier relationship. 
     Accordingly, the parties will treat each other on a non-discriminatory
     basis ("the requirement of non-discrimination").

2.4  The parties agree and acknowledge that, unless otherwise specifically
     agreed and identified in this Agreement, the requirement of 
     non-discrimination also means that:

     (a)  to the extent technically feasible, a Carrier will treat the Other
          Carrier and its own operations on a non-discriminatory basis in
          relation to the technical and operational quality of the services;

     (b)  a Carrier will treat its own customers and customers of the Other
          Carrier who are similarly situated on a non-discriminatory basis as
          regards:

     (i)  to the extent technically feasible, the transparency, from the
          customers' perspective, of Call Communication and other services
          carried across the Access Carrier's Network; and

     (ii) the standard and quality of services which the Access Carrier supplies
          to customers of the Interconnecting Carrier, whenever those services
          are associated with or incidental to the supply of Telecommunications
          Services by the Interconnecting Carrier.

2.5.1  This Agreement establishes a framework for the provision of
     Interconnection Service and Access Service between the respective parties'
     networks relating to Call Communication.  Accordingly the parties have
     agreed on terms and conditions in respect of the provision of certain kinds
     of Interconnection Service and certain kinds of Access Service in relation
     to certain types of Call Communication as set out in the Schedules to this
     Agreement.  The parties acknowledge that additional kinds of
     Interconnection Service and Access Service in relation to other types of
     Call Communication may be requested by a party for the provision of
     Telecommunications Services by it.  If a party wishes to extend the range
     of the kinds or types of 

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     Interconnection Service and Access Service relating to Call Communication
     provided by another party under this Agreement:

     (a)  it shall notify the other party in writing at least three (3) months
          prior to its request to extend the range of kinds or types of
          Interconnection Service and Access Service; and

     (b)  the parties shall promptly consult with each other with a view to
          determining if the other party is able to supply the requested
          Interconnection Service and Access Service, or other available
          Interconnection Service and Access Service which would meet the
          party's requirements, and the terms and conditions on which the
          Interconnection Service and Access Service are to be included.

2.5.2In the event both Carriers agree to provide any additional kinds of
     Interconnection Service or Access Service then the agreed terms and
     conditions in respect thereof shall be supplemental to this Agreement.

2.6  The parties agree that this Agreement is not intended to govern the
     provision of any services not specified in this Agreement or subsequently
     agreed to by the parties pursuant to Clause 2.5.2 except to the extent that
     the supply of the service is incidental to the functionality required for:

     (a)  the Interconnection of the Network Facilities of one Carrier with the
          Network of the Other Carrier; or

     (b)  the carriage of a Call Communication across the Other Carrier's
          Network.

2.7  The obligation of a party to agree to the extension of this Agreement to
     cover the provision of a Telecommunications Service to another party under
     clauses 2.5.1 and 2.5.2 is first subject to the party being so obliged by
     virtue of its Licence or by applicable regulations, directives,
     determinations and/or directives issued by the Director-General of
     Telecommunications.

2.8  (a)  Whenever the provisions of this Agreement state that matters are to be
          agreed between the parties, those matters shall be determined by the
          ISG in accordance with procedures agreed between the parties.

     (b)  Any matter agreed by the parties by determination of the ISG must be
          included in either the Operations and Maintenance Manual, the
          Technical and Implementation Manual or any other appropriate Manuals,
          as the parties may agree.

     (c)  A matter agreed or purportedly agreed between the parties shall not be
          legally binding on the parties unless such matter is included or
          reflected in the appropriate Manuals or is made in writing and
          expressed to be a variation or amendment to this Agreement.


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2.9  (a)  Notwithstanding anything to the contrary the Access Carrier is not 
          required to provide a service to the Interconnecting Carrier until the
          parties have agreed on all the remaining terms and conditions relevant
          to the supply of that service which are not already specified in this
          Agreement or in the Manuals as being applicable to that service ("THE 
          OUTSTANDING SUPPLY TERMS").

     (b)  The Access Carrier may at its choice and in exceptional circumstances
          agree to supply a service prior to final and full agreement on any
          outstanding supply terms relating to that service subject to such
          period and conditions as may be agreed by the Carriers but without
          prejudice to any of the rights and remedies of the Access Carrier.

     (c)  STW hereby undertakes to finalise and agree to the outstanding supply
          terms in the manuals with Telekom Malaysia within three (3) months
          from the Commencement Date or such further period as may be agreed by
          Telekom Malaysia and STW.  Failing which, STW irrevocably and
          unconditionally agrees that Telekom Malaysia shall be entitled (but
          not obligated) at Telekom Malaysia's discretion:

     (i)  to terminate the Access Service, Facilities, Facilities Access,
          Interconnect Conditioning, Interconnect Support or Interconnection
          Service, Network Capacity, Network Conditioning, Network Facilities,
          Operations and Maintenance Support, Supplementary Services,
          Transmission Service or any other service support or capacity or part
          thereof; and/or 

     (ii) to decline to provide any further Access Service, Facilities,
          Facilities Access, Interconnect Conditioning, Interconnect Support or
          Interconnection Service, Network Capacity, Network Conditioning,
          Network Facilities, Operations and Maintenance Support, Supplementary
          Services, Transmission Service or any other service support or
          capacity or part thereof,
          without any notice to STW notwithstanding anything to the contrary.

2.10 For the avoidance of doubt, this Agreement is intended to apply only to the
     provision of services by one Carrier to the other and to related matters
     concerning the parties and may not be construed as conferring benefits on
     third persons.

3.   INTERCONNECTION CAPACITY

3.1  Subject to clauses 2.5.1 and 2.5.2 and the Interconnecting Carrier's
     compliance with the relevant Service Ordering Procedures, the Access
     Carrier will provide agreed Interconnection Service in accordance with the
     relevant provisions of the Manuals.

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3.2  Each Carrier must ensure that its Network Facilities delivered at each POI
     conform to QOS Standards and Technical Specifications agreed between the
     Carriers.

3.3  Each Carrier must provide, install, test, make operational and maintain all
     Network Facilities on its side of the POI unless otherwise agreed.

3.4  Interconnection Services and related Operations and Maintenance Support, 
     and the relevant technical, operational and other procedures relating to 
     those services shall be negotiated and agreed between the parties and 
     recorded in the appropriate Manual prior to the Access Carrier providing 
     those services subject to clause 2.9.

3.4A Each party shall give a discount on their charges for Interconnect Capacity
     connected to the POI and the Gateway from the Commencement Date.  This
     discount shall be [*] off the published leased circuit charges.

3.5  The rates as stated in the Schedule will be reviewed two (2) years from the
     date of this Agreement unless otherwise stated in the Schedule and pending
     agreement both parties shall pay the rates in the Schedule.  The parties
     agree to adjust the payments upon reaching an agreement on the revised
     rates.  If the amounts paid to date for the period pending agreement ("the
     Period") are higher than the amounts payable under the revised rates then
     the other party will credit such difference (free of any interest) within
     fourteen (14) Business Days from the date of agreement to the invoiced
     party.  If the amounts paid to date for the Period are less than the
     amounts payable under the revised rates then the invoiced party will pay in
     full such difference (free of interest) within fourteen (14) Business Days
     from the date of agreement to the other party.  With respect to additional
     Interconnection Services and Interconnect Support and Operations and
     Maintenance Support provided to and provided by the relevant Carrier, upon
     request from either Carrier, the Carriers will meet, negotiate and agree
     and document as a schedule to this Agreement all relevant terms and
     conditions (including the applicable charges, amounts and rates payable and
     the period for which they are to apply). 

3.6  Each Carrier will provide its own Interconnect Capacity to the POI unless 
     it is agreed by the Carriers that the Interconnect Capacity is to use CCS7
     signalling in which case the charges for the provision of such circuits for
     both incoming and outgoing traffic (two way Interconnect Capacity) is to be
     based on the utilisation.  Utilisation shall be agreed upon by the parties
     and documented in the Technical and Implementation Manual.

4.   ACCESS SERVICE

4.1  Subject to clauses 2.5.1 and 2.5.2 and Interconnection Service being 
     provided in accordance with clause 3 and the Interconnecting Carrier's 
     compliance with a Service Ordering Procedure, the Access Carrier will 
     provide the agreed Access Service in accordance with the agreed 
     provisioning procedure, as set out in the relevant Manual.


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4.2  Each Carrier must ensure that the carriage of a Call Communication by it
     conforms to the QOS Standards for the carriage in respect of which the
     Carrier has control.

4.3  The Interconnecting Carrier will pay to the Access Carrier for Access
     Services provided by the Access Carrier, charges in accordance with the
     applicable provisions set out in the Schedules to this Agreement.

4.4  The routing and call handover principles to apply to a Call Communication
     will be agreed by the parties prior to the provision of the Access Service
     for that type of Call Communication and will be recorded in the appropriate
     Manual.

4.5  In the event that a Call Communication to a number (the 'B' party number)
     which is allocated to either party to this Agreement is "forwarded" to
     either party's PSTN Number, or ATUR Number, the forwarded portion of the
     call shall be considered in all respects to be a second and separate call
     for the purposes of this Agreement (including but not limited to the
     calculation of any Access Charges).  Any Access charges incurred in
     forwarding the call from the original 'B' party number to another PSTN
     Number or ATUR number or to another network, shall be to the account of the
     'B' party and the Carrier to which the 'B' party is connected.

4.6  Notwithstanding anything to the contrary, each party shall be entitled to
     its revenue share if it carries traffic to the Other Carrier's PSTN Number
     or ATUR Number irrespective of the location of Other Carrier's customer at
     the time the Call Communication is made.

5.   SPECIAL SERVICES

5.1  The parties will agree to the terms and conditions (including Access
     Charges) for each type of Special Service as that type is agreed to be
     added to the category of Special Services covered by this Agreement.  The
     Interconnecting Carrier will pay to the Access Carrier in relation to each
     Special Service those charges which are payable in accordance with the
     terms and conditions applicable to that Special Service and as set out in
     Schedule 3.

5.2  The parties hereby agree that the minimum period for which STW will be
     provided each of the Special Services in Schedule 3 is eighteen (18) months
     from the Commencement Date and thereafter STW may terminate their
     requirement for any one or more of such Special Services provided it serves
     Telekom Malaysia with at least a six (6) months written notice.

6.   DIRECTORY ASSISTANCE SERVICE

6.1  Subject to the terms of this Agreement, Telekom Malaysia agrees to provide
     to STW in respect of Directory Assistance Service Calls, a Directory
     Assistance Service accessed by callers dialling '103' on the STW Network.


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6.2  Directory Assistance Service provided by Telekom Malaysia to callers from 
     the STW Network will be in accordance with Telekom Malaysia's standard
     operating practices and procedures for Directory Assistance Service.

6.2A In order to supply STW with a Directory Assistance Service, STW shall
     supply Telekom Malaysia its new customers and amended customer information
     as required to support the Directory Assistance Service ("Customer
     Information").  Such Customer Information shall be supplied by STW in an
     agreed electronic format on a weekly basis, or such longer period of time
     as agreed between the parties.

6.2B The supply of Customer Information by STW to Telekom Malaysia and the
     inclusion of such information within the Directory Assistance Service does
     not confer any rights to STW in Telekom Malaysia's Directory Assistance
     Service database or other related databases or otherwise in whatever form. 
     STW is fully authorised to supply and utilise the Customer Information and
     expressly grants an irrevocable free licence to Telekom Malaysia to use
     STW's information for the provision of the Directory Assistance Service and
     Telekom Malaysia shall not be under any confidentiality obligations under
     Clause 15 in respect thereof.

6.3  STW will pay to Telekom Malaysia in relation to Call Communications from
     the STW numbers to the Directory Assistance Service, charges in accordance
     with Schedule 2 to this Agreement.  The rates in the Schedule may be
     reviewed two (2) years from the date of this Agreement unless otherwise
     stated in the Schedule and pending agreement both parties shall pay the
     rates in the Schedule.  The parties agree to adjust the payments upon
     reaching an agreement on the revised rates.  If the amounts paid to date
     for the period pending agreement ('said Period") are higher than the
     amounts payable under the revised rates then the other party will credit
     such difference (free of interest) within fourteen (14) Business Days from
     the date of agreement to the invoiced party.  If the amounts paid to date
     for the said Period are less than the amounts payable under the revised
     rates then the invoiced party will pay in full such difference (free of
     interest) within fourteen (14) Business Days from the date of agreement to
     the other party 

6.4  The parties hereby agree that the minimum period for the Directory
     Assistance Service is eighteen (18) months and thereafter STW may terminate
     its requirement for such service provided it serves Telekom Malaysia with
     at least six (6) month's written notice.

6A.  PRINTED DIRECTORIES

6A.1 Telekom Malaysia agrees to make available, at Kedai Telekom or as otherwise
     determined by Telekom Malaysia, for the distribution of its printed
     directory of subscriber and other numbers (typically known as the 'white
     pages' directory) which it prepares for its own customers to STW's
     customers contained in the Directory Assistance Service database in
     accordance with Telekom Malaysia's standard operating procedures.

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6A.2 STW shall pay Telekom Malaysia or if directed by Telekom Malaysia, to the
     relevant party, [*] only per number entry for each of STW's customers
     listed in the white pages directory.  This charge shall entitle each of
     STW's customers to:

     (i)  a single standard entry in the white pages directory; and

     (ii) one (1) copy of the white pages directory and yellow pages directory
          applicable to the customer's Telephone Area.

     Should STW require the entries to be in a form other than a standard entry,
     the charges shall be at such rates as may be agreed by the Carriers. STW
     acknowledges that it is fully aware of the type of print of the standard
     entry in the white pages. For the avoidance of doubt, the bold entry shall
     not be construed as a standard entry.

     STW shall pay these charges to Telekom Malaysia or if directed in writing
     by Telekom Malaysia, to the relevant party, within 30 days from the invoice
     date.

     6A.3 At STW's request, Telekom Malaysia shall make available to it at the
          Kedai Telekom or as otherwise determined by Telekom Malaysia a
          reasonable quantity of additional copies of both the white pages
          directory and yellow pages directory to STW at the retail price for
          such directories. Such a request shall be for a minimum of five
          thousand (5,000) copies for each directory with increments in
          multiples of one thousand (1,000) unless otherwise agreed between the
          parties. All requests shall be made at least two (2) months prior to
          the intended date of printing of the new directory. Any requests not
          made within this time will be subject to stock availability. 
          Additional procedures applying to the supply and distribution of the
          white pages directory and yellow pages directory shall be agreed in
          the Technical and Implementation Manuals.

     6A.4 The supply of Customer Information by STW to Telekom Malaysia and the
          inclusion of such information in one or more printed directories does
          not confer any rights to STW in Telekom Malaysia's printed directories
          or related databases or otherwise in whatever form. STW is fully
          authorised to supply and utilise the Customer Information and
          expressly grants an irrevocable free licence to Telekom Malaysia to
          use and reproduce the Customer Information for the preparation and
          distribution of the printed directories and Telekom Malaysia shall not
          be under any confidentiality obligation under Clause 15 in respect
          thereof.

     6A.5 Notwithstanding anything to the contrary in this Agreement the above
          mentioned charges in Clause 6A.2 shall be subject to an increase of
          [*]  per annum.

7.   TRANSMISSION CAPACITY SERVICES

7.1  Subject to either Carrier complying with the Service Ordering Procedures,
     and 

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agreement being reached pursuant to clause 7.3, Telekom Malaysia will provide in
accordance with the provisioning procedures in the relevant Manual, Transmission
Capacity Services agreed by both Carriers.

7.2  Each Carrier will ensure that Transmission Capacity Services conform to the
     QOS Standards and Technical Specifications, subject to Other Carrier's use
     of those Transmission Capacity Services in accordance with the Technical
     Specifications and other agreed requirements.

7.3  Upon request from either Carrier, the Carriers will meet, negotiate and
     agree and document as a schedule to this Agreement all relevant terms and
     conditions (including the applicable charges, amounts and rates payable and
     the period for which they are to apply) in respect of the provision by,
     either Carrier to the Other Carrier of Transmission Capacity Services.

8.   FACILITIES ACCESS

8.1  Unless otherwise agreed by the Carriers, each POI will be physically
     installed and housed at the locations listed in the relevant Manual.  It is
     agreed that where a Carrier ("First Carrier") leases Interconnect Capacity
     from the Other Carrier to trunk its Interconnect Traffic to and from the
     POI to its Gateway, the Other Carrier's equipment can be co-located in the
     First Carrier's premises in accordance with the terms of the relevant
     Manual for the required space in the Other Carrier's premises.  STW shall
     provide Telekom Malaysia access to its premises when Telekom Malaysia,
     reasonably requires it for the purpose of installing, maintaining,
     modifying or removing Telekom Malaysia equipment required at the POI.

8.2  The Carriers will negotiate and agree and document all relevant terms and
     conditions in respect of the provision of Facilities Access to Facilities
     in addition to those provided for in clause 8.1, if and when the same is
     required.

9.   PROVISION OF INFORMATION

9.1  The obligations of each Carrier to provide information to the Other Carrier
     are as set out in this clause or as otherwise agreed between the parties
     and are subject to the requirements of confidentiality imposed by this
     Agreement.

9.2  The ISG will negotiate methods and procedures governing the provision of
     information by each Carrier to the Other Carrier under this Agreement.

9.3  A Carrier must provide the Other Carrier on a timely basis with all agreed
     information reasonably required to determine rates and charges to be billed
     by each Carrier to the Other Carrier or by each Carrier to its customers.

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9.4  Each Carrier will charge and bill its own customers for a Call
     Communication.  The Carriers will agree on the Communication Information
     which is to be exchanged for the purposes of charging and billing and such
     Communication Information will be deemed to be included in the Manuals for
     the purposes of call and billing verification.  For the purpose of inter
     carrier billing reconciliation the Carriers will provide CLI to each other,
     subject to:

     (a)  the ability of the relevant exchange to provide CLI; and

     (b)  CLI being forwarded to it from another network with which its Network
          is interconnected.

9.5  To the extent permitted by Malaysian law and any relevant guidelines or
     customer service standards in force pursuant to the Carrier's respective
     Licence conditions, the Carriers will exchange information and otherwise
     cooperate in relation to the prevention and investigation of fraudulent use
     or misuse of the Carriers' respective Telecommunications Services and the
     theft of Carrier provided terminal equipment.

9.6  Information provided under this Agreement may only be used for the purpose
     for which it was given.  Personal information about a customer's credit
     worthiness, credit standing, credit history or credit capacity may only be
     used for the purposes permitted by, and in compliance with, Malaysian law.

9.7  Information required to be provided under this Agreement need not be
     provided if the recipient Carrier has not established security measures
     agreed by the ISG to be adequate to protect the confidentiality of the
     information.  If the recipient Carrier does not observe such security
     measures or any of the information is used by it for any purpose other than
     the purpose for which it was given, the providing Carrier may deny the
     recipient Carrier further access to the information for the period during
     which the non observance or nonconforming use continues on notice
     specifying the nonobservance or nonconforming use.  The Carriers will
     cooperate to resolve the providing Carrier's reasonable concerns so that
     information exchange can be resumed as soon as possible.

9.8  The parties acknowledge that when information (including for the purposes
     of this clause any updated information) required to be provided under this
     clause is held on a database the party entitled to receive the information
     will not be entitled to obtain direct access to the database.  The precise
     method by which information is to be made available will be determined by
     the ISG having regard to the reasonable cost, convenience and security
     concerns of the parties.

9.9  (a)  Subject to the Telecommunications Act and any subordinate legislation,
          nothing in this Agreement may be construed as requiring a Carrier at
          any time to disclose to the Other Carrier information which is at the
          date when this Agreement comes into force, the subject of a 
          confidentiality obligation owed to a third person unless the third 
          person consents to such disclosure.  Where the


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          consent of a third person is required, the Carrier holding the 
          information must use its reasonable endeavours to obtain the consent
          of that third person.

     (b)  After this Agreement comes into force a Carrier must use its best
          endeavours not to enter into any contract which would prevent it 
          from making information available to the Other Carrier unless the 
          contract includes a term which permits the contracting Carrier to 
          make the information available if directed to do so by the 
          Director General of Telecommunications.

9.10    All communication information, call and such other relevant information 
        in relation to Call Communication must be kept by both Carriers for a 
        period of two (2) years unless otherwise agreed in writing.

10.     BILLING AND SETTLEMENT

10.1.1  In this clause:

        "DISPUTE NOTIFICATION PERIOD" means the period of thirty (30) days 
        after the invoice date; and

        "DUE DATE" means the date which is thirty (30) days after the relevant
        invoice date; and

        "INVOICE CARRIER" means the Access Carrier which issues an invoice; and

        "INVOICE DATE" means the date on which an invoice is dispatched.

10.1.2  In respect of any charge due from a Carrier or invoice to be sent to a
        customer the Invoice Carrier shall raise the invoice.  The Invoice 
        Carrier shall invoice within the next calendar month substantiated by 
        an interconnect usage report relating to each Call Communication for 
        the last preceding month in of call charges except for charges 
        incurred for agreed numbers used for testing purposes prior to 
        commissioning of the respective POI. In addition, the Carrier shall 
        also be entitled to invoice the Other Carrier for any Access Charges 
        and other charges in relation to the provision of Access Services, 
        and Interconnection Services and any other facilities or services.

10.1.3  The Invoice Carrier is responsible for obtaining information upon
        which the invoice is based and if the Invoice Carrier does not normally
        collect that information and it is not reasonably practicable for the
        Invoice Carrier to do so but the Other Carrier is able to collect the
        information, that Carrier shall supply such information and the Invoice
        Carrier may use that information.  The Invoice Carrier shall bear all
        expenses in checking any information so supplied.

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10.1.4  If a Carrier is unable to submit a monthly statement of interconnect
        usage by the end of the next month then the monthly adjustment and 
        payment (if any) will be made against the last invoice (save and 
        except for the first month) within fourteen (14) Business Days of the 
        end of that particular month and the parties agree to pay each other 
        the sum not less than the amount invoiced in the last preceding month's 
        invoice (save and except for the first month) ("Provisional Amount").  
        Monthly payments will be provisionally adjusted in the next invoice or 
        as soon as practicable but not later than ninety (90) Business Days 
        after the date the charges were incurred.  In respect of the first 
        month both parties will send an estimated invoice if they are unable 
        to send an interconnect usage report not later than one hundred and 
        twenty (120) days from the Commencement Date and this shall not in 
        any way prevent the Other Carrier from issuing its invoice at any time 
        earlier and neither does it affect such Carrier from being paid in 
        accordance with this Agreement.

10.1.5  (a) If the invoiced amount for that month is higher than the
            Provisional Amount for the same month, then the Other Carrier will 
            pay in full such difference within fourteen (14) Business Days from 
            the invoice date to the Invoice Carrier.

        (b) If the invoiced amount for that month is lower than the Provisional 
            Amount for the same month, the Invoice Carrier will reimburse in 
            full such difference free of interest within fourteen (14) 
            Business Days from the invoice date to the Other Carrier.  Such 
            payment must be forwarded to the Other Carrier together with the 
            relevant monthly statement of the actual interconnect usage.


10.1.6. Where appropriate, any taxes shall be added to all or any charges 
        under this Agreement and be paid by the party responsible for making 
        such payment.

        TERMS OF PAYMENT

10.2    (a)  A Carrier must pay any amount due and owing to the Other Carrier 
             on the due date unless otherwise agreed in writing by both parties.

        (b)  A Carrier to whom any service is provided under this Agreement 
             must pay the Carrier providing the service the applicable rates 
             and charges, and on the terms and conditions set out or referred 
             to, as the case may be, in this Agreement.

10.3    Subject to clauses 10.1.4, 10.9 and 10.10, each Carrier agrees to 
        provide the Other Carrier with an invoice for all amounts due under 
        clause 10.2 in respect of each Billing Period.

10.4    All payments under this Agreement must be:

        (a) paid by electronic transfer to the Invoice Carrier or exceptionally 
            by cheque to the nominated account(s) of the Invoice Carrier if 
            agreed by the Invoice Carrier; and

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        (b) subject to clause 10.10, paid without set off or counterclaim and 
            free and clear of any withholding or deduction.

10.5    Unless otherwise agreed, all invoices shall be stated in RM and payment
        must be made in RM.

10.6    Interest on due and unpaid amounts is payable (as well before judgment 
        and after judgement) at the rate of [*] Malayan Banking Bhd's base 
        lending rate ("BLR") calculated daily from the due date until the date 
        of actual payment. Payments which are overdue by more than sixty (60) 
        days will bear additional interest at the rate of [*] per annum (as 
        well as before judgment and after judgement) calculated from the due 
        date until the date of receipt by the Invoice Carruer if full payment.

10.7    Where interest in respect of any due and unpaid amount is due to an 
        Invoice Carrier under clause 10.6, that Carrier may add the amount of 
        such interest to its next invoice.

10.8    If a Carrier discovers an error in an invoice given by the Other 
        Carrier under this clause 10, it must notify the Other Carrier.  The 
        Carrier which made the error must make the adjustment necessary to 
        correct that error in its next invoice.

10.9    If a Carrier has omitted charges from an invoice, that Carrier may 
        include those charges in a later invoice which may not be submitted 
        after ninety (90) Business Days after the date the charges were 
        incurred provided that omitted charges may be included in any invoice 
        issued within the first one hundred and twenty (120) Business Days 
        after the Commencement Date.

10.10   Unless the parties otherwise agree, there will be no setting-off (ie
        netting) of inter Carrier invoices except where a Carrier goes into
        liquidation in which case the Other Carrier may set off.  However, 
        in order to minimise the administration and financial costs of the 
        settlement process, the parties will consider set off proceeds for 
        Carrier invoices which may require the alignment of each Carrier's 
        invoice date and other procedures to allow set off to occur 
        efficiently.

BILLING DISPUTES

10.11   If a Carrier ("DISPUTING CARRIER") disputes in good faith an invoice 
        prepared by the Invoice Carrier, the Disputing Carrier must notify the 
        Invoice Carrier in writing within the dispute notification period.

10.12   A notice given under clause 10.11 must specify:

        (a)  the reasons why the Disputing Carrier disputes the invoice; and

        (b)  the amount in dispute.


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10.13  Subject to clause 10.14, the Carriers must use their reasonable 
       endeavours to promptly resolve any dispute notified under clause 10.11 
       through the ISG and, if it is unable to do so within thirty (30) days 
       after the expiry of the dispute notification period, either Carrier may 
       refer the dispute for resolution in accordance with the dispute 
       resolution procedures set out in clause 19.

10.14  To the extent that a dispute notified under clause 10.11 involves a
       dispute with a Correspondent of the Invoice Carrier, the procedures 
       set out in clause 10.13 are suspended for a reasonable period of time 
       pending resolution of the dispute with the Correspondent.  As a 
       general rule, the period of suspension will not exceed ninety (90) 
       days.  However, the Carriers recognise that disputes with some 
       Correspondents may take longer than ninety (90) days to resolve, in 
       which case the Invoice Carrier must promptly inform the Disputing 
       Carrier in writing of the likely period required for resolution.

10.15  Notwithstanding anything to the contrary , the Carrier is obligated to
       pay the amount stated in the invoice by the due date even if it 
       disputes the amount of the invoice or claim.  If the amounts paid to 
       date for the period pending the settlement of the dispute is higher 
       than the amounts payable then the Invoice Carrier will credit such 
       difference (free of any interest) within fourteen (14) Business Days 
       from the date of settlement of the dispute to the Carrier.  If the 
       amounts paid to date under the invoice in dispute are less than the 
       amounts payable then the Carrier will pay in fun such difference 
       within fourteen (14) Business Days from the date of settlement of the 
       dispute to the Invoice Carrier.

CUSTOMER BILLING

10.16  The parties will also comply with the arrangements for the billing of 
       customers agreed and documented by the ISG in the relevant Manual.

11.    AUDITS

11.1   Either Carrier may request an audit of the Other Carrier's call data, 
       and the Other Carrier will facilitate and provide access upon 
       reasonable notice for such audit to be carried out by independent 
       auditors agreed upon by the parties and an audit certificate provided. 
       The costs of such an audit will be equally shared by Telekom Malaysia 
       and STW.  Audits cannot be conducted more frequently than at six (6) 
       month intervals unless the requesting Carrier pays the entire costs of 
       the audit 

       The independent auditor shall be appointed within thirty (30) days 
       from the date of the request of the audit.  Failing agreement on the 
       independent auditor above mentioned, another auditor will be appointed 
       by an independent third party (the President of the Malaysia Institute 
       of Accountants) within thirty (30) days from the date of notification 
       by the Carrier requiring the audit.  The costs of the audit shall be 
       borne by the Carriers equally and the results of the audit shall be 
       final and binding.

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12.  NETWORK PROTECTION AND RELATED NETWORK MATTERS

12.1 Each Carrier is responsible for the safe operation of its Network and 
     must reasonable and necessary steps to ensure that its Network, its 
     Network operations and implementation of this Agreement:

     (a)   do not endanger the safety or health of the officers, employees,
           contractors, agents or customers of the Other Carrier; and

     (b)   do not damage, interfere with or cause any deterioration in the
           operation of the Other Carrier's Network 

12.2 A Carrier must not modify, or take any action which would have the 
     effect of modifying the operation of the Network of the Other Carrier 
     or take any action with respect to the Other Carrier's Network which 
     is without the Other Carrier's permission.

12.3 A Carrier must not interfere with the use of the Telecommunications
     Services provided by the Other Carrier, but this clause will not be 
     taken as excusing a Carrier from the performance of any of its 
     obligations under this Agreement.

12.4 The parties will cooperate to enable each other to meet the terms of 
     their respective Licences and to fulfill their obligations under this 
     Agreement and to provide Telecommunications Services to their 
     customers.  The parties will manage their Networks to minimise 
     disruption to services and, in the event of interruption or failure 
     of any service, will restore those services as soon as is reasonably 
     practical.  Each Carrier must manage, notify and correct faults arising 
     in its Network which affect the provision of any Telecommunications 
     Service by the Other Carrier:

     (a)   as it would in the ordinary course for similar faults affecting 
           the provision of Telecommunications Services by it; and

     (b)   in accordance with the fault notification procedures and the
           principles of priority of repair of faults agreed by the ISG and
           documented in the relevant Manual.

12.5 STW agrees that Interconnect Traffic bound for Telekom Malaysia's PSTN
     Numbers and ATUR Numbers shall be routed directly to Telekom Malaysia 
     via the agreed POIs and shall not be routed via the Network and the POI 
     of another operator with a Licence in Malaysia 

     12A.  NUMBERING

     12A.1 Both the Carries agree to comply with the obligations, operations
           and procedures in relation to the PSTN Numbers determined by the
           Numbering Plan promulgated by the Director General of
           Telecommunications.

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12A.2 Both Carriers shall have full discretion in allocating to its customers
      the PSTN Numbers which have been allocated for its use by the Director 
      General of Telecommunications subject to the following conditions:

      (a)  Every 10,000 block of numbers must be capable of reference to and
           restricted to one Telephone Area; and

      (b)  Any allocation of PSTN Numbers facilitates access to and routing over
           the Telekom Malaysia's Network or STW's Network in accordance with 
           the procedures laid down in the Technical and Implementation Manuals.

13.  NETWORK PROVISION AND OPERATIONAL LIAISON

13.1 The parties will:

     (a)  use their best efforts to negotiate and agree and document as soon as
          reasonably practicable the provisions of the Technical and
          Implementation Manual and the Operations and Maintenance Manual and
          any other Manuals which the parties deem necessary to establish;

     (b)  comply with the operational procedures and methods set out in the
          Manuals; and

     (c)  where such procedures and methods have not been agreed, negotiate
          operational procedures and methods;

     in relation to:

     (1)  the planning, ordering, provisioning and delivery of services;

     (2)  the management of services including:

          (i)  QOS indicators, reporting on performance in terms of those
               indicators and determining the appropriate action to be taken in
               the event that service quality falls below the agreed indicator
               levels;

         (ii)  network operations in the event of Network failure, congestion
               and blockage; and

        (iii)  ensuring that the parties Networks are adequately protected
               from harm;

     (3)  test procedures and other technical and operational matters relating 
          to the provision of services by one Carrier to the Other Carrier;

     (4)  the handling of customer operations; and

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     (5)  such other matters as the parties determine.

     13.1A  It is agreed that the Technical and Implementation Manual will
            contain a requirement for STW to, inter alia:

          (a)  provide a forecast for its required Interconnect Capacity on a
               monthly basis for the first eighteen (18) months including an
               undertaking that STW will pay the agreed rates for the first six
               (6) months of Interconnect Capacity (that Telekom Malaysia
               supplied or has offered to supply) irrespective of STW's actual
               use of that Interconnect Capacity; and

          (b)  provide a five (5) year rolling forecast of the required
               Interconnect Capacity, updated on a six (6) monthly basis.  This
               forecast will include Interconnect Capacity requirements on a
               quarterly basis for the first and second years and annually for
               years three to five.

     13.1B In addition to the requirements under the Technical and 
           Implementation Manuals, each Carrier agrees to:

          (a)  designate in writing the POI or POIs for the handover of
               Interconnect Traffic for every State and if different, for any
               Telephone Area; and

          (b)  provide at least two (2) months prior written notice of its
               intention to designate a POI as the point for the handover of
               particular Interconnect Traffic that would affect the
               interconnect charges payable by a Carrier to the Other Carrier on
               any particular route.  This notice period can be shortened by,
               agreement between the parties.

13.2 The co-ordination of the on-going inter carrier relationship will be
     undertaken by the ISG.

13.3 It is hereby expressly agreed that nothing in clause 13.1A or this
     Agreement obliges Telekom Malaysia in any way to provide any additional
     Network Capacity, Interconnect Capacity, Facilities, Services or otherwise
     unless it is in accordance with the terms of the Manuals.  Pending
     finalisation of the Manuals, Telekom Malaysia may in its absolute
     discretion provide the same upon such terms and conditions as both parties
     may agree.

14.  INTELLECTUAL PROPERTY RIGHTS

14.1 All right, title and interest in and to any:

     (a)  Intellectual Property (in relation to matters the subject of this
          Agreement) developed after the Commencement Date vests in the party
          who developed that Intellectual Property or for whom that Intellectual
          Property was developed by a third person; and

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     (b)  improvements to or adaptations, versions or modifications of
          Intellectual Property (in relation to matters the subject of this
          Agreement) vest in the party who developed that Intellectual Property
          or on behalf of whom that Intellectual Property was developed.

14.2 The parties will negotiate arrangements (including in respect of title)
     concerning Intellectual Property jointly developed in the course of
     performing or otherwise in connection with this Agreement.

14.3 The owner of Intellectual Property ("Owner") may take such steps and
     proceedings as it considers necessary or desirable to protect its rights in
     respect of the Intellectual Property and the rights of any other party to
     which the Intellectual Property has been disclosed or licensed ("User") and
     each User must render all reasonable assistance in connection with those
     steps or proceedings at the request and expense of the Owner.

14.4 A party must not use a trade mark belonging to another party as a trade
     mark without the prior written consent of that other party.

14.5 Each party ("INDEMNIFYING PARTY") indemnifies the other party ("INNOCENT
     PARTY") against all liability or loss arising directly or indirectly from,
     and all reasonable costs, charges and expenses incurred in connection with
     any claim, action, suit or demand alleging infringement by the Innocent
     Party of the rights of a third party arising from use by the Innocent Party
     of Intellectual Property disclosed or licensed by the Indemnifying Party
     under this Agreement.  This indemnification will represent the only remedy
     and form of compensation available to the Innocent Party in relation to the
     infringement by the Innocent Party of the rights of a third party in
     relation to Intellectual Property licensed or disclosed by the Indemnifying
     Party under this Agreement.

15.  CONFIDENTIALITY

15.1 Subject to clause 15.3 each party must keep confidential all Confidential
     Information of another party which:

     (a)  is disclosed, communicated or delivered to it by a party pursuant to
          this Agreement; or

     (b)  comes to its knowledge or into its possession in connection with this
          Agreement,

     and must not:

     (c)  use or copy such Confidential Information except for the purposes of
          this Agreement or as required by the Director General of
          Telecommunications; or

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       (d)  disclose or communicate, cause to be disclosed or communicated or
            otherwise make available such Confidential Information to any third
            person other than its directors, officers, employees and/or
            Professional Adviser to whom disclosure is necessary for the 
            purposes of this Agreement.

15.2   Each party much establish and observe procedures adequate to protect the
       Confidential Information of another party and, without limiting the
       generality of the foregoing, must ensure that each of its directors,
       officers, employees and/or Professional Adviser to whom that 
       Confidential Information is disclosed for the purposes of this Agreement
       is subject to and maintains the confidentiality obligations set out 
       herein.

15.3   Except as otherwise provided in this Agreement, a party ("DISCLOSING
       PARTY") may only disclose the Confidential Information of another party
       only in accordance with a lawful and binding directive issued by the
       Director General of Telecommunications and provided that in each case 
       the disclosing party:

       (i)  has given twenty four (24) hours notice to the other party that it 
            is required to disclose the Confidential Information so that the 
            other party has an opportunity to protect the confidentiality of 
            its Confidential Information; and 

       (ii) provides the other party with a copy of the Confidential 
            Information of that other party so disclosed.

15.4   Each party must co-operate in any action taken by another party to:

       (a)  protect the confidentiality of the other party's Confidential
            Information; or

       (b)  enforce the rights in relation to its Confidential Information.

15.5   Confidential Information provided by one party to another party is 
       provided for the benefit of that other party only.  Each party 
       acknowledges that no warranty is given by the disclosing party that 
       the Confidential Information is or will be correct.  However, the 
       parties will use their best endeavors to ensure such information is 
       correct.

15.6   Each party acknowledges that a breach of this clause 15 by one party may
       cause another party irreparable damage for which monetary damages would 
       not be an adequate remedy.  Accordingly, in addition to other remedies 
       that may be available (including but not limited to recovery of monetary 
       damages), a party may seek injunctive relief against such a breach or 
       threatened breach.

15.7   A party may use CLI disclosed to it only for the purpose of providing 
       inter carrier billing services provided that such use does not violate 
       the Director General of Telecommunication's directive.  The parties 
       will co operate in the barring of CLI where required under law, by the 
       Director-General's directive or as otherwise agreed.

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16.    LIABILITY AND INDEMNITY

GENERAL PRINCIPLE

16.1   Save to the extent that another provision of this Agreement expressly
       provides for (or expressly excludes or limits) a remedy, a liability or a
       form of compensation in relation to an act, omission or event, this 
       clause shall regulate the liability (whether arising in contract, 
       in tort, under statute or in any other way and whether due to 
       negligence, willful or deliberate breach or any other cause) of 
       a party to each other party under and in relation to this Agreement 
       and in relation to any act, omission or event relating to or arising 
       out of this Agreement.

INSURANCE

16.2   Without limiting or reducing STW's liability and responsibility as 
       contained elsewhere in this Agreement, STW shall procure and maintain 
       the following insurance applicable to its operations with respect to 
       and for the duration of this Agreement:

       (a)  Worker's Compensation and/or Social Security Insurance and/or
            Employer's Liability Insurance and/or other insurance with 
            statutory limits as required by the laws of Malaysia to provide 
            for payment to its employees employed on or in connection with 
            the work covered by this Agreement and/or their dependents.

       (b)  Comprehensive General Liability Insurance in the amount of Ringgit
            Malaysia Ten Million (RM10,000,000.00) for any one claim or series 
            of claims arising out of an accident or occurrence in connection 
            with this Agreement resulting in bodily injury and/or personal 
            injury including death and property damage of Telekom Malaysia 
            which shall arise out of or in consequence of any acts or omission 
            of STW.  Such policy shall include contractual liability.

DAMAGE TO PROPERTY

16.3   Either party ("DEFAULTING PARTY") shall indemnify and hold the other 
       party safe and harmless from and against all damage to or destruction 
       or loss of all or any property beneficially and/or absolutely owned 
       by the other party arising out of any act or omission of either party, 
       its servants or agent in so far as such damage, destruction or loss 
       arises out of or in the course of or by reason of the carrying out 
       any works for or in relation to the Interconnection or providing the 
       Telecommunications Services. 

DEATH AND PERSONAL INJURY

16.4   Subject to Clause 16.6.3, the defaulting party shall be absolutely 
       liable for, and hereby indemnifies the other party from and against all 
       claims in respect of all injuries to, including the death of any and all 
       employees of the other party arising out of any act or omission of either
       party, its servants or agent. 

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THIRD PERSON INDEMNITY

16.5   Subject to clause 16.6.3, the defaulting party shall indemnify and 
       hold the other party safe and harmless from and against: 

       (a) all injuries to, including death of; and/or 

       (b) loss of or damage to property of;

       third parties arising out of or in connection with or in the course of 
       or by reason of either party's breach or when due to any acts omission 
       or default of either party, its servants and/or agents in the carrying 
       out of any works for or in relation to the Interconnection or providing 
       the Telecommunications Services.

LIABILITY

16.6.1 Neither party excludes liability for death or personal injury 
       attributable to its own negligence or the negligence of its servants 
       and agents. 

16.6.2 Subject to Clause 16.5, either party shall not be liable to the other 
       party or any other third party and shall not indemnify the other party 
       for any claims, proceedings or actions brought or made by a third party 
       against the other party howsoever arising including but not limited to:

       (a)  the lack of or loss or interruption or any delays to access,
            interconnection transmission or otherwise; and

       (b)  any claims, proceedings or actions brought or made against the 
            other party by any person pursuant to a contractual relationship 
            with the other party.

16.6.3 In no event will either Carrier's liability under this Agreement exceed 
       in aggregate, [*] only.  

EXCLUSION OF WARRANTIES

16.7   Except as expressly set out in this Agreement all representations, 
       conditions and warranties (whether express or implied, statutory or 
       otherwise) including but not limited to any implied warranty of 
       merchantability, implied warranty of fitness for a particular purpose, 
       implied warranty of non infringement and implied warranty arising out of 
       the course of dealing custom or usage of trade with respect to any 
       service provided by Telekom Malaysia are expressly negatived and 
       excluded.  The warranties set forth in this Agreement are the only 
       warranties made by Telekom Malaysia and will not be enlarged or 
       diminished without Telekom Malaysia's approval 

16.8   In no event will Telekom Malaysia be liable to STW or any other person 
       for loss of profits, business, use of data or special, exemplary, 
       indirect, incidental, consequential or punitive damages of any kind 
       for any reason, including, without limitation, the 

_________________________________
* Confidential portion has been omitted and filed separately with the 
  Commission.

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                                      33

       breach of this Agreement or any termination of this Agreement, whether
       such liability is asserted on the basis of contract, tort (including 
       negligence and strict liability) or otherwise, even if Telekom Malaysia
       has been advised of the possibility of such damages.  The essential 
       purpose of this provision is to limit the potential liability of 
       Telekom Malaysia arising out of this Agreement.

REMEDIES FOR WARRANTIES IMPLIED BY LAW

16.9   If a party breaches any condition or warranty implied by any applicable 
       law rules or other regulations which cannot lawfully be excluded, to the 
       extent permitted by applicable law the liability of the party is limited 
       to:

       (a)  in the case of services constituting or included in a service, the
            resupply of, or payment of the cost of resupplying, the service; 
            and

       (b)  in the case of goods constituting or included in a service:

            (i)   the replacement of the goods or the supply of equivalent 
                  goods; or

            (ii)  the repair of the goods; or

            (iii) the payment of the cost of replacing the goods or of
                  acquiring equivalent goods; or        

            (iv)  the payment of the cost of having the goods repaired, at the
                  election of the party.

17.  COMMENCEMENT, DURATION AND CONSEQUENCES OF BREACH

17.1   This Agreement takes effect on the Commencement Date, except the
       obligations to provide a service which is a Telecommunications Service
       which will take effect when all the material obligations in this 
       Agreement have been fulfilled.

17.2   This Agreement shall remain in force until the earlier of:

       (a)  the termination of Telekom Malaysia's Licence where Telekom 
            Malaysia is not immediately granted another Licence; or

       (b)  the termination of STW's Licence where STW is not immediately 
            granted another Licence of that type; or

       (c)  the termination of this Agreement pursuant to CLAUSE 17.4 or 17.6.

17.3   Subject to CLAUSES 17.4 and 17.6, where either Carrier's Licence or part
       thereof is terminated and such Carrier is not immediately granted 
       another licence of that type, the obligations under this Agreement shall 
       terminate insofar as it affects or relates to

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       that part of the licence that has been terminated and the other
       obligations under this Agreement shall remain in force.

17.4   If either party breaches a material obligation in the opinion of the 
       other party under this Agreement relating to, or arising out of a 
       service, and: 

       (a)  after becoming aware of the breach, the affected party ("INJURED
            PARTY") gives notice in writing ("BREACH NOTICE") to the party in
            breach ("PARTY IN BREACH"):

            (i)   citing this CLAUSE 17.4; and

            (ii)  specifying the breach and the service in respect of which the
                  breach has occurred; and

            (iii) requiring the Party in Breach to institute remedial action
                  in respect of that breach; and

       (b)  the Party in Breach:

            (i)   fails to institute remedial action in respect of the breach
                  within fourteen (14) days after receiving the Breach Notice; 
                  or         

            (ii)  having instituted remedial action in respect of the breach, 
                  fails to remedy the breach within thirty (30) days after 
                  receiving the Breach Notice,

       the Injured Party may at its discretion,

       (A)  by written notice ("SUSPENSION NOTICE") given to the Party in 
            Breach within thirty (30) days after the expiry of the fourteen 
            (14) day or thirty (30) day period, as the case may be:

            (1)   (aa) refuse to continue to provide the party in breach. with 
                       the service:

                       (i)  of the kind in respect of which the breach has
                            occurred;

                       (ii) a request for which is made after the date of the
                            breach; and

                  (bb) refuse to provide any further Access Service, 
                       Facilities, Facilities Access, Interconnect 
                       Conditioning, Interconnect Support or Interconnection 
                       Service, Network Capacity, Network Conditioning, 
                       Network Facilities, Operations and Maintenance Support, 
                       Supplementary Services, Transmission Service or any 
                       other service support or capacity or part thereof, 
                       whether a request for the same has been agreed to or 
                       not by Telekom Malaysia; or

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            (2)  suspend the provision of any service of the kind in
                 respect of which the breach has occurred, until the 
                 breach is remedied in full.

     OR

       (B)  terminate this Agreement forthwith by notice in writing to 
            the Party in Breach ("TERMINATION NOTICE").

17.5   The issuance of a suspension notice shall not in any way prejudice or
       prevent the Injured Party from exercising its right to issue a 
       termination notice under CLAUSE 17.4 provided the Injured Party has 
       given the Party in Breach seven (7) days notice of its intention to 
       terminate this Agreement if the suspension notice has been issued.

17.6   A party ("TERMINATING PARTY") may terminate this Agreement on fourteen 
       (14) days notice in writing if:

       (a)  an order is made or an effective resolution is passed for winding 
            up or dissolution (otherwise than for the purposes of 
            reconstruction or amalgamation) of the other party and the order 
            or resolution remains in effect for a continuous period of sixty 
            (60) days; or     

       (b)  a receiver, receiver and manager, official manager, provisional
            liquidator, liquidator, or like official is appointed over the 
            whole or a substantial part of the undertaking and property of 
            the other party and the appointment remains in effect for a 
            continuous period of sixty (60) days; or

       (c)  a holder of an encumbrance takes possession of the whole or any
            substantial part of the undertaking and property of the other 
            party; or
     
       (d)  a Force Majeure, substantially and adversely affecting the ability 
            of a party to perform its obligations to the other party under this
            Agreement, continues for a period of ninety (90) days provided that
            the terminating party may not give notice under this clause unless 
            the terminating party has negotiated or endeavoured to negotiate 
            in good faith with the other party to remedy the Force Majeure and 
            amend the terms of this Agreement to enable this Agreement to 
            remain in full force and effect notwithstanding such inability to 
            so perform but has failed to reach any agreement within thirty (30)
            days from the commencement of negotiations.

17.7   If, after the termination or expiry of this Agreement in whole or in 
       part:

       (a)  a Carrier ("NOTIFYING CARRIER") gives the Other Carrier notice
            requesting the Other Carrier to carry out necessary disconnection
            works and to return any equipment or facilities of the notifying
            Carrier or a third person installed by or for the notifying 
            Carrier; and

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       (b)  the Other Carrier has failed to comply with the request, the 
            notifying Carrier may enter the premises of the Other Carrier 
            on reasonable notice for the purposes of carrying out any 
            necessary disconnection works and repossessing such equipment 
            and facilities.  The Other Carrier on whose premises such equipment 
            or facilities were installed is responsible for compensating the 
            notifying Carrier for any such equipment or facility which is not 
            delivered up in good condition (fair wear and tear excepted) and 
            for making good all the damage to the notifying Carrier's premises, 
            if the equipment or facilities of the Other Carrier are in the 
            notifying Carrier's premises or under the notifying Carrier's care.
            The Other Carrier shall indemnify the other party in respect of any
            damage thereby caused to the premises, equipment and facilities of
            or under the care of the notifying Carrier.

17.8   Termination or expiry of this Agreement in whole or in part does not
       operate as a waiver of any breach by a party of any of its provisions 
       and is without prejudice to any rights, liabilities or obligations of 
       any party which have accrued up to the date of the termination or 
       expiry, including a right of indemnity.

18.    REVIEW

18.1   If:

       (a)  the Telecommunications Act (as in force at the Commencement Date) 
            is amended or there is an introduction of a new law; or

       (b)  a condition of a party's Licence (as at the Commencement Date) is
            amended or deleted or a new condition is imposed; or     

       (c)  a lawful directive is made by the Director General of 
            Telecommunications, 

       and such amendment, deletion, new condition or directive affects the 
       rights or obligations of any of the parties under this Agreement, the 
       parties agree to negotiate in good faith such amendments to this 
       Agreement as are necessary or appropriate to ensure consistency between 
       this Agreement and the Telecommunications Act or the new law, and the 
       parties' respective Licences or the directive, as the case may be.

18.2   The obligation to negotiate set out in CLAUSE 18.1 commences promptly 
       after delivery of a notice from one party to the other party setting 
       out in reasonable detail the amendments sought.

18.3   For the avoidance of doubt, the provisions of this Agreement remain in 
       full force and effect during any negotiations conducted under this 
       CLAUSE 18 until commencement of an agreement replacing or amending this 
       Agreement.

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19.  DISPUTE RESOLUTION

19.1.1 Each party shall use all reasonable endeavors to resolve any disputes 
       arising from, as a result of or in connection with this Agreement.

19.1.2 Subject to CLAUSE 10.13, if any dispute or difference of any kind
       whatsoever shall arise between the parties in connection with or arising
       out of this Agreement (whether before or after the determination
       abandonment or breach of this Agreement) it shall be referred to and
       settled by the ISG comprising of a representative of Telekom Malaysia 
       and STW and such respective representatives being headed by a person who 
       holds a position not lower than general manager.  The ISG shall state 
       its decision in writing and give notice of the same to Telekom Malaysia 
       and STW.

19.1.3 Such decision in respect of every matter so referred to the ISG shall
       be final and binding upon Telekom Malaysia and STW unless and until the
       same shall be revised as hereinafter provided in an amicable settlement 
       or arbitral award and shall forthwith be given effect to by the parties 
       who shall proceed with the provision of the Interconnection Services 
       with all due diligence whether notice of dissatisfaction is given by 
       either party as hereinafter provided or not.

19.1.4 If the ISG shall fail to give such decision for a period of ninety
       (90) days after being referred to the ISG or if either Telekom Malaysia 
       or STW be dissatisfied with any such decision of the ISG then either 
       Telekom Malaysia or STW may either within ninety (90) days after 
       receiving notice of such decision or within ninety (90) days after the 
       expiration of the first mentioned period of ninety (90) days (as the 
       case may be) give notice to the other party of his intention to commence
       arbitration.

19.1.5 Any dispute in respect of which amicable settlement has not been reached 
       as aforesaid shall be referred to an arbitrator to be agreed upon 
       between the parties or failing agreement to be nominated on the 
       application of either party by the Director for the time being of 
       the Regional Centre for Arbitration in Kuala Lumpur and any such 
       reference shall be deemed to be a submission to arbitration within 
       the meaning of the Arbitration Act. No. 93 (Revised 1972) of Malaysia 
       or any other law amending or replacing this Act.

19.1.6 If the ISG has given a decision and given notice thereof within a period 
       of ninety (90) days as aforesaid and no notice of dissatisfaction
       has been given either by Telekom Malaysia or STW within a period of 
       ninety (90) days from receipt of such notice thereof the said decision 
       of the ISG shall remain final and binding upon Telekom Malaysia and STW.

19.1.7 Such arbitrator shall have full power to open up review and revise any
       decision, opinion, direction, certificate or valuation of the ISG and
       neither party shall be limited in the proceedings before such arbitrator 
       to the evidence or arguments put before the ISG for the purpose of 
       obtaining his decision above referred to.

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19.1.8 The award of the arbitrator shall be final and binding on the parties
       Provided Always that no decision given by the ISG shall disqualify any 
       of them from being called as a witness and giving evidence before the
       arbitrator on any matter whatsoever relevant to the dispute or 
       difference so referred to the arbitrator as aforesaid.

19.1.9 The arbitration shall be held at the Regional Centre for Arbitration
       at Kuala Lumpur using the facilities and assistance available.

19.2   Except as otherwise provided in the dispute resolution procedures in the
       Manuals, a party must continue to fulfill its obligations under this
       Agreement during the period of the dispute and any dispute resolution
       process invoked under this CLAUSE 19.

19.3   A party must not use any information obtained from another party solely
       during the course of any dispute resolution process invoked under this
       clause or the dispute resolution procedures in the Manuals for any 
       purpose other than to resolve the dispute, by whatever means.

19.4   CLAUSE 19.1 may not be construed to preclude:

       (a)  the right of a party under the Telecommunications Act to seek the
            Director General's involvement in the resolution of a dispute the
            subject of CLAUSE 19.1; or

       (b)  the involvement of the Director-General of Telecommunications in 
            the resolution of such a dispute where that involvement is within
            Director-General's functions and powers under the 
            Telecommunications Act.

20.  INTERCONNECT STEERING GROUP

20.1   The parties will establish a body to be known as the "Interconnect 
       Steering Group" or ISG which will be responsible for coordinating the 
       activities of the Carriers, the operation of this Agreement and any 
       matters specifically referred to the ISG under this Agreement.  The 
       ISO may establish such working groups as it thinks fit to report to it 
       on particular issues.

20.2   Telekom Malaysia and STW will be equally represented on the ISG and such
       representatives shall fully represent and shall be authorised to bind 
       the parties in regard to decisions made by the ISG.

21.  GENERAL PROVISIONS

FORCE MAJEURE

21.1   If a party is unable to perform any obligation (other than an obligation 
       to pay money) under this Agreement by reason of Force Majeure and that 
       party:

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       (a)  gives the other party to which the obligation is owed prompt notice 
            of the Force Majeure with reasonably full particulars thereof and 
            an estimate of the extent and duration of its inability to perform; 
            and

       (b)  shall continue to take all actions within its power to comply as 
            fully as possible with the said terms and conditions, 

       that obligation is suspended insofar as it is affected by, and during the
       continuance of the Force Majeure.

21.2   If the Force Majeure continues beyond fourteen."(14) days after the 
       notice given under CLAUSE 21.1, the parties shall meet to discuss in 
       good faith a mutually satisfactory resolution to the problem.

21.3   The requirement that a Force Majeure be removed with all possible 
       diligence does not require the settlement of strikes, lockouts or other 
       labour disputes or claims or demands on unreasonable terms.  If a 
       strike, lockout or other labour dispute or claim or demand principally 
       concerns any matter the subject of this Agreement, the party affected 
       must so notify and consult with the other party.

GOVERNING LAW

21.4   This Agreement and the transactions contemplated by it are governed 
       by the laws of Malaysia.

21.5   In the event of:

       (a)  a party seeking urgent interlocutory relief in respect of any 
            matter; or

       (b)  a party seeking relief in respect of another party failing to 
            comply with the dispute resolution process set out in CLAUSE 19; 
            or 

       (c)  a party seeking relief in respect of a manifest error or mistake of
            law of an expert committee, established by the parties pursuant to 
            any dispute resolution procedures of the Manuals, each party 
            irrevocably and unconditionally submits to the non exclusive 
            jurisdiction of the Courts of Malaysia for such relief. 

PARTIES TO ACT IN GOOD FAITH

21.6   Each party agrees that it will act in good faith in relation to each 
       other party with respect to all matters relating to or contemplated 
       by this Agreement.

<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

                                      40

COSTS

21.7      The parties agree to bear their own legal and other costs incurred in
          relation to the preparation, negotiation and execution of this 
          Agreement and all documents contemplated by it (except where this 
          Agreement or those other documents expressly provides to the 
          contrary).  The stamp duty in respect of this Agreement shall be 
          borne by STW.

RELATIONSHIP OF THE PARTIES

21.8      The relationship of the parties to this Agreement is one of
          independent contractors only.  Nothing in this Agreement is to be 
          construed as creating an agency, partnership, association, trust or 
          joint venture between the parties.  Each party is responsible only 
          for its obligations as set out in this Agreement.

SURVIVING OBLIGATIONS

21.9      Termination or expiration in whole or in part of this Agreement does
          not affect those clauses (including. without limitation, CLAUSES 14, 
          15, 16, 17.7, 17.8 AND 19) which by their nature survive termination 
          or expiry.

RELATIONSHIP WITH THIRD PERSONS

21.10     Neither a party nor any of its employees, agents, representatives or 
          contractors is to be deemed an employee, agent, contractor or 
          representative of another party which is not a related body corporate
          of the first mentioned party.

21.11     Subject to this Agreement, no party has any authority to bind or
          oblige or incur any liability on behalf of another party and no such
          authority is to be implied.

21.12     CLAUSES 21.10 AND 21.11 have neither the effect nor imply:

          (a)  that a party or any of its employees, agents, representatives 
               or contractors is the employee agent contractor or representative
               of another party, or

          (b)  that a party has the authority to bind or oblige or incur a 
               liability on behalf of another party.

21.13     The Interconnecting Carrier may advise its customers that certain
          services are provided by the Access Carrier, but the Interconnecting
          Carrier must not represent that the Access Carrier jointly 
          participates in the Interconnecting Carrier's services.

VARIATION

21.14     (a)  Subject to paragraphs (b) and (c) a variation of any part of this
               Agreement is valid if, and only if, made between and in writing
               subscribed by the parties.


<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

                                      41

          (b)  Insofar as this Agreement sets forth the terms and conditions
               (including without limitation terms and conditions about charges)
               upon which each of the Carriers agrees to

               (i)   interconnect its Network to the Network Facilities of the 
                     Other Carrier, and

               (ii)  supply requested Telecommunications Services to the Other
                     Carrier, and

               (iii) make available to the Other Carrier services facilities and
                     information specified in the supplementary access 
                     conditions to which their relevant respective Licences are 
                     subject, 

               a variation of those terms and conditions and of any part of this
               Agreement relating thereto is valid if made between and in 
               writing subscribed by the Carriers provided it is in accordance 
               with any applicable determination by the Director General of 
               Telecommunications.

          (c)  In this Agreement, a reference to this Agreement includes a 
               reference to. this Agreement as varied from time to time by 
               variations of the kinds referred to in paragraphs (a) and (b).

          (d)  In the foregoing provisions of this clause 21.14 a reference to a
               variation includes a reference to an addition deletion amendment
               modification alteration or other variation.

ASSIGNMENT

21.15     No rights, benefits or obligations under this Agreement may be 
          assigned by a party without the prior written consent of the other 
          party.  

REMEDIES CUMULATIVE 

21.16     Subject to any clause or provision of this Agreement which provides 
          for a remedy or form of compensation to the exclusion of any other 
          remedy or form of compensation, the rights, powers and remedies 
          provided in this Agreement are:

          (a)  cumulative; and

          (b)  not exclusive of the rights, powers or remedies provided by law
               independent of this Agreement.

NOTICES

21.17     A notice, approval, consent, request or other communication in 
          connection with this Agreement.


<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

                                      42

          (a)  must be in writing; and

          (b)  must be left at the address of the addressee, or sent by prepaid
               ordinary post to the address of the addressee or sent by 
               facsimile (to be followed by post) to the facsimile number of the
               addressee which is set out below or if the addressee notifies 
               another address or facsimile number then to that address or 
               facsimile number.

          The address and facsimile number of each party is:

          TELEKOM MALAYSIA:

          Attention:     Vice President, Corporate Strategy

          Address:       Ibu Pejabat Telekom Malaysia, Jalan Pantai Baharu,
                         59200 Kuala Lumpur

          Facsimile:     03 232 1100

          STW:

          Attention:     Chief Financier Officer

          Address:       Wisma Segar, Jalan Tun Sambathan 
                         50470 Kuala Lumpur

          Facsimile:     03 2735955

21.18     A notice, approval, consent, request or other communication takes
          effect from the time it is received unless a later time is specified
          in it.

21.19     A notice, approval, consent, request or other communication is, in the
          absence of contrary evidence, deemed to be received:

          (a)  in the case of a posted letter, on the third day after posting; 
               and

          (b)  in the case of a facsimile, on production of a transmission 
               report by the machine from which the facsimile was sent which 
               indicated that the facsimile was sent in its entirety to the 
               facsimile number of the recipient; and

          (c)  in the case of a communication left at the address of the 
               addressee, at the time the communication was so left.

WAIVER

21.20     A provision of or right under this Agreement may not be waived except 
          in writing signed by the party or parties to be bound.

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                                                CONFIDENTIAL TREATMENT REQUESTED
                                      43

ENTIRE AGREEMENT

21.21     This Agreement, any agreement arising under CLAUSE 2.8 and the 
          Schedules and Manuals constitute the entire agreement of the parties
          regarding the subject matter of this agreement.

SEVERABILITY

21.22     The whole or any part of any clause in this Agreement that is illegal
          or unenforceable:

          (a)  will be:

               (1)  read down to the extent necessary so that it is legal and
                    enforceable; or

               (2)  severed (if it cannot be read down in accordance with 
                    paragraph (1)); and

          (b)  will not affect the continued operation of the remaining 
               provisions of this Agreement.

INCONSISTENCIES

21.23     In the event of any inconsistency between this Agreement and the 
          Manuals the terms of this Agreement shall prevail.

<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

                                      44

SIGNED by  Dr. Abdul Rahim HJ. Daud      )
as authorised representative for TELEKOM )
MALAYSIA BERHAD in the presence of:      )
                                         )
                                         )
/s/ Tuan Syed Hussain Syed Hamdah        )
-------------------------------------    )
Signature of Witness                     )
                                         )
                                         )
Tuan Syed Hussain Syed Hamdah            )
-------------------------------------    )
Name of witness (block letters)          ) /s/ Dr. Abdul Rahim HJ. Daud
                                         ) ---------------------------------
                                         ) By executing this Agreement the 
0815712                                  ) signatory warrants that the signatory
-------------------------------------    ) is duly authorised to execute this 
NRIC No. of witness                      ) Agreement on behalf of TELEKOM 
                                         ) MALAYSIA BERHAD (Company No. 128740P)
                                         )   
Chief Network Implementation             )   
-------------------------------------    )
Occupation of witness                    )
                                         
                    
SIGNED by  HJ. Shuaib B. HJ. Lazim       )
as authorised representative for         )
SYARIKAT TELEFON WIRELESS (M) SDN        )
BHD in the presence of                   )
                                         )
                                         )
                                         )
                                         )
                                         )
                                         )
/s/ HJ. Rosli B. Man                     )
-------------------------------------    )
Signature of Witness                     )
                                         )
                                         )
HJ. Rosli B. Man                         )
-------------------------------------    )
Name of witness                          )
                                         ) /s/ HJ. Shuaib B. HJ. Lazim
                                         ) ---------------------------------
530614-02-5009                           ) By executing this Agreement the 
-------------------------------------    ) signatory warrants that the signatory
NRIC No. of witness                      ) is duly authorised to execute this 
                                         ) Agreement on behalf of 
                                         ) SYARIKAT TELEFON WIRELESS (M) SDN BHD
Managing Director                        ) (Company No. 257906 T)
-------------------------------------    )
Occupation of witness                    )
                                         )     


<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

                                      45

                                  SCHEDULE 1

                      CHARGES AND CHARGING PRINCIPLES

1.   CHARGING PRINCIPLES

1.1  That, in respect of Access Charges, the principles of revenue sharing will
     be adopted such that the end to end customer tariff will be
     apportioned between Carriers on the basis of point of call handover in
     the manner detailed in this Schedule.  As a result of Access Charges
     being generally based on a share of the customer tariff, revenue
     apportionment is on Successful Call basis save as expressly stated in
     this Agreement.

1.2  The parties agree that a revenue sharing arrangement promotes
     investment in the local access network, and new service rollout, which
     is consistent with Malaysia's National Telecommunications Policy and
     its challenging penetration targets and automatically builds in a
     contribution to Telekom Malaysia's access deficit which results from
     the current distorted PSTN tariff structure.

1.3  The agreed revenue shares in this Schedule are based on the gazetted
     PSTN tariffs and the Telephone Areas and not the actual call charge
     levied on a customer by STW or Telekom Malaysia.  Any discount from
     the PSTN tariff given to STW customer for a call from STW Network to
     Telekom Malaysia's Network, unless agreed in writing beforehand by
     Telekom Malaysia, shall be borne by STW from its share of the
     retention.  Any discount from the gazetted PSTN tariff given to
     Telekom Malaysia's customer for a call from Telekom Malaysia's Network
     to the STW Network, unless agreed in writing before hand by STW, shall
     be borne by Telekoni Malaysia from its share of the retention.
     
1.4  (a)  The rates detailed in this Schedule are fixed for a two (2) year
          period from the Commencement Date when a review of these Access 
          Charges will take place.  Failing reaching agreement on any revised
          rates the current charges shall continue to apply.

     (b)  The parties agree to adjust the payments upon reaching an
          agreement on the revised rates.  If the amounts paid to date for
          the period pending agreement ("said Period") are higher than the
          amounts payable under the revised rates then the other party will
          credit such difference (free of interest) within fourteen (14)
          Business Days from the date of agreement to the invoiced party. 
          If the amounts paid to date for the said Period are less than the
          amounts payable under the revised rates then the invoiced party
          will pay in full such difference (free of interest) within
          fourteen (14) Business Days from the date of agreement to the
          other party.

1.5  For a [*] year period from the Commencement Date, STW will route all of
     its international Interconnect Traffic through Telekom Malaysia.

-------------------
* Confidential portion has been omitted and filed separately with the 
  Commission.



<PAGE>
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                                       46

                                 NOTES TO TABLE 1

     1.   The following words have these meanings in the Notes to Table 1 unless
          the contrary intention appears:

          "BAND" refers the different bands of Effective Trunk Calls set out in
          tables of the Schedule to Telephone Regulations 1996.  The applicable
          band is determined by reference to the radial distance between area
          and district charge points and as otherwise described in the said
          Regulation.  Band A is the band with the lowest radial distance, Band
          B is the band with the second lowest radial distance and so forth.

          "EFFECTIVE NATIONAL CALL" has the meaning given to it in section 2 of
          the Telephone Regulations 1996.

          "INTERSTATE CALLS" means those Successful Calls which originate from a
          PSTN Number and terminate on a PSTN Number located in another State.

          "INTRASTATE CALLS" means those Successful Calls which originate from a
          PSTN Number and terminate on a PSTN Number located within a State.

          "EFFECTIVE LOCAL CALL" has the meaning given to it in Section 2 of the
          Telephone Regulations 1996.

          "TRANSIT CALLS" are calls bound for other Networks where Telekom
          Malaysia provides transit and must pay the terminating carrier for
          call termination.

     2.   The applicable interconnect charge (revenue shares) for calls between
          PSTN Numbers between the parties to this Agreement are to be
          determined in relation to:

          (a)  the location of the PSTN Number where the call originated from
               and the location of the PSTN Number where the call should have
               terminated (that is, "end to end" billing); and

          (b)  the location of the POI where the Interconnecting Carrier hands
               over the call to the Access Carrier.

     3.   The call charges to be apportioned between the parties are as set in
          the Telephone Regulations 1996.  If such Regulations are amended such
          that the call charges in the said Regulations become maximum call
          charges then the maximum call charges shall be used for the
          calculation of the applicable revenue share except as otherwise agreed
          in writing between the parties.

     4.   For the purposes of clarification the revenue shares in the tables
          shall apply irrespective of whether the applicable trunk fees are for
          the full rate period or reduced rate period as defined in section
          10(2) of the Telephone Regulations 1996.


<PAGE>
                                                CONFIDENTIAL TREATMENT REQUESTED

                                       47


     5.   In cases where the call charges in the Telephone Regulations 1996 are
          calculated on a per call basis and not on a timed basis the revenue
          shares will also be calculated on a per call basis.

     6.   The call charges in the Telephone Regulations 1996 are subject to
          review.  Any amendment to the said Regulations will be immediately
          effective upon notification in the gazette of the effective date.

     7.   Nothing in this Schedule shall be construed to give a Carrier the
          benefit or partial benefit of free allowance of call units provided by
          the Other Carrier to its customers in accordance with clause 4 of the
          Schedule (or such other clause as amended in order to reflect the
          same) to the Telephone Regulations 1996.

<PAGE>
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                                       48


                             NOTES TO TABLES 2 AND 3

     1.   The following words have these meanings in the Notes to Tables 2 and 3
          unless the contrary intention appears:

          "ATUR EXCHANGE AREA" has the meaning given to it in section 2 of the
          Telecommunications (Automatic Telephone Using Radio Services)
          Regulations 1986, as amended.

     2.   The applicable interconnect charge (revenue shares) for Successful
          Calls between ATUR Numbers and STW's PSTN Numbers are to be determined
          in relation to:

          (a)  the location of the PSTN Number where the call originated and
               registered location of the ATUR Number where the call should have
               terminated (that is, "end to end" billing); or

          (b)  the actual location of the ATUR Number where the call originated
               and the location of the PSTN Number where the call should have
               terminated (that is, "end to end" billing); and

          (c)  the location of the POI where the Interconnecting Carrier hands
               over the call to the Access Carrier.

     3.   For calls between ATUR Numbers and STW's PSTN Numbers, the call
          charges to be apportioned are set in the Telecommunications (Automatic
          Telephone Using Radio Services) Regulations 1986, as amended.  If
          these Regulations are amended such that the call charges in the said
          Regulations become maximum call charges then the maximum call charges
          shall be used for the calculation of the applicable revenue share
          except as otherwise agreed in writing between the parties.

     4.   For the purposes of clarification the revenue shares in the tables
          shall apply irrespective of whether the applicable trunk fees are for
          the "full rate" period or "reduced rate" period as defined in section
          2 of the Telecommunications (Automatic Telephone Using Radio Services)
          Regulations 1986, as amended.

     5.   The call charges in the Telecommunications (Automatic Telephone Using
          Radio Services) Regulations 1986, as amended, are subject to review. 
          Any amendment to the said Regulations will be immediately effective
          upon notification in the gazette of the effective date.

<PAGE>
                                                CONFIDENTIAL TREATMENT REQUESTED

                                       49

                                   SCHEDULE 2

                          DIRECTORY ASSISTANCE SERVICES

     1.1  The charge for each Directory Assistance Service Call shall be [*]
          per Successful Call.  For the purposes of this Schedule, a Successful 
          Call in respect of a Directory Assistance Service Call, is a maximum 
          of [*] directory enquiries by caller on the STW's Network.

    1.2   Notwithstanding anything to the contrary in this Agreement the above
          mentioned charges in item 1.1 will be subject to an increase of [*]
          per annum. 












__________________
* Confidential portion has been omitted and filed separately with the 
Commission.


<PAGE>
                                                CONFIDENTIAL TREATMENT REQUESTED

                                       50

                                    SCHEDULE 3

                                 SPECIAL SERVICES

     1.   OPERATOR ASSISTANCE SERVICES

     1.1  Telekom Malaysia agrees to provide the following Operator Assistance
          Services for STW:

          (a)  '101' Telephonist assisted trunk calls;
          (b)  '104' Telegram Service;
          (c)  '108' Telephonist assisted international calls;
          (d)  '1062' Calls to Ships; and
          (e)  such other operator services agreed in writing between the
               parties.

     1.2  The charge for such services will be [*] per Communication
          Attempt (except [*] calls which shall be [*] per Communications
          Attempt) in addition to the gazetted Telekom Malaysia rates for
          operator assisted calls.

     1.3  Notwithstanding anything to the contrary in this Agreement the above
          mentioned charges in item 1.2 will be subject to an increase of [*]
          per annum.

     1.4  Telekom Malaysia will provide Operator Assistance Services for STW to
          the same QOS standard it treats Call Communications of a similar
          nature within its own Network. 

     1.5  STW agrees that consistent with the provision of Operator Assistance
          Services to it by Telekom Malaysia, all '108' Telephonist assisted
          international calls originating from PSTN Number on STW's Network
          shall be routed by the international Network of Telekom Malaysia.

     1.6  STW agrees that it will route calls with the dial codes of '100',
          '102' and '1061' which originate from PSTN Numbers on its Network to
          its own fault reporting centre or customer service centre number as
          appropriate and will handle fault reporting and customer services. 
          Each Carrier will charge [*] per Communications Attempt for calls
          transferred from STW fault reporting centre or customer service centre
          to Telekom Malaysia's fault reporting centre or customer service
          centre.

     2.   EMERGENCY SERVICE CALLS

     2.1  Upon receiving Emergency Service Calls delivered by STW to Telekom
          Malaysia's Gateway, Telekom Malaysia will route the calls directly or
          via a Telekom Malaysia operator to the appropriate emergency service
          through its Network.


__________________
* Confidential portion has been omitted and filed separately with the 
Commission.

<PAGE>
                                                CONFIDENTIAL TREATMENT REQUESTED

                                       51


     2.2  While Telekom Malaysia will attempt to route the calls directly to the
          appropriate emergency service in areas where such emergency services 
          have established their own centres for handling Emergency Service 
          Calls, STW acknowledges that due to certain technical limitations, 
          some Emergency Service Calls will be routed via a Telekom Malaysia 
          operator to such centres notwithstanding that the Emergency Service 
          Call originated from a PSTN Number that may be located in an area 
          served by such a centre.

     2.3  STW shall pay Telekom Malaysia [*] per each Emergency Service Call
          which is routed to a Telekom Malaysia Operator and [*] per each
          Emergency Call which is directly routed to an emergency services
          centre respectively.

     2.4  Notwithstanding anything to the contrary in this Agreement the charges
          in item 2.3 will be subject to an increase of [*] percent per annum.

     2.5  Telekom Malaysia will provide Emergency Service Calls for STW to the
          same QOS standard it treats Call Communications of a similar nature
          within its own Network 

     2.6  Telekom Malaysia excludes all liability to STW and/or any other party
          which may directly or indirectly arise out of or in connection with
          the provision of the emergency service or Interconnection of Emergency
          Service Calls whether arising in contract, tort, by statute or
          otherwise.  This exclusion and limitation of liability is in addition
          to the exclusions and limitations of Telekom Malaysia's liability
          under clause 16 of this Agreement.

     3.   REVERSE CHARGE CALLS

     3.1  As requested by STW, Telekom Malaysia is not to provide STW and its
          customers with Reverse Charge Call service.

     4.   TOLL FREE NUMBER CALLS

     4.1  A call made to a Toll Free Number will, as between the parties, be
          treated:

          (a)  where the Call is made from a STW PSTN Number to a Toll Free
               Number on the Telekom Malaysia Network, as if the Call
               Communication originated on the Network of Telekom Malaysia; and

          (b)  where the Call is made from a Telekom Malaysia PSTN Number or
               ATUR Number to a Toll Free Number on the STW Network, as if the
               Call Communication originated on the Network of STW.

     4.2  For calls from PSTN Numbers to the Other Carrier's Toll Free Numbers
          the parties agree that the Local Call charge which is levied on the
          PSTN Number which actually originated the call to the Toll Free Number
          shall be retained by the Interconnecting


__________________
* Confidential portion has been omitted and filed separately with the 
Commission.

<PAGE>
                                                CONFIDENTIAL TREATMENT REQUESTED

                                       52

          Carrier while the other revenues generated by the call shall be 
          retained by the Access Carrier.  In the event that the Local Call 
          charge for calls to the Toll Free Numbers is reduced, the Carriers 
          agree to negotiate an appropriate revenue share for the 
          Interconnecting Carrier.
 
     4.3  For calls from ATUR Numbers to STW's Toll Free Numbers Telekom
          Malaysia shall be entitled to charge its customers the applicable
          gazetted tariff for directly dialled calls (within an ATUR exchange
          area) in accordance with the Telecommunications (Automatic Telephone
          Using Radio Services) Regulations 1986.  This airtime revenue shall be
          shared between the parties on the basis of [*] for Telekom Malaysia
          and [*] for STW.

     4.4  All calls to Toll Free Numbers of the Other Carrier shall be handed
          over on a Near end Handover basis.

     5.   CALLING CARD CALLS

     5.1  A Carrier shall be entitled to invoice the calling card account holder
          for any originating calls from the Other Carrier's number using the
          Carrier's calling card as the caller is the Carrier's customer.

     5.2  For calling card calls from the Other Carrier's PSTN Numbers the
          Carriers agree to share only the Call charge which is levied on the
          PSTN Number which originated the call to the dial code or dial code
          and number by which the Carrier's calling card service may be
          accessed.  At the date of signing of this agreement the dial code for
          Telekom Malaysia's calling card is "1092".

     5.3  All calls to the dial code or dial code and number by which the
          Carrier's calling card service may be accessed shall be handed over on
          a Near end Handover basis.

     6.   INFORMATION SERVICES CALLS 

          STANDARD RATE SERVICE CALLS

     6.1  Telekom Malaysia agrees to provide access to the following Information
          Services for customers of STW:

          (a)  '1051' Time Announcement;
          (b)  '1052' Weather (Kuala Lumpur and Petaling Jaya only);
          (c)  '1055' Time announcement for breaking fast; and
          (d)  such other information services agreed in writing between the
               parties.

     6.2  The charge to STW for calls to such services will be the gazetted rate
          for Local Calls.


__________________
* Confidential portion has been omitted and filed separately with the 
Commission.

<PAGE>
                                                CONFIDENTIAL TREATMENT REQUESTED

                                       53

     PREMIUM RATE SERVICE CALLS

     6.3  The Carriers hereby agree that reciprocal access will not be provided
          for each other's customers to the information services which utilise
          the '600' numbering range on each Carrier's Network unless otherwise
          agreed in writing between the Carriers.
 





<PAGE>
                                                CONFIDENTIAL TREATMENT REQUESTED

                                       54


                                   SCHEDULE 4

                                TELEPHONE AREAS





<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

TABLE 1: INTERCONNECTION (REVENUE SHARING) CHARGES FOR CALLS 
         BETWEEN PSTN NUMBERS - STW

<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------
TYPE OF ARRANGEMENT                                                Call Category
------------------------------------------------------------------------------------------------------------------------------
                                                   Local Call         Band A           Band B         Band C         Band D   
                                                   Orig:Term          Orig:Term        Orig:Term      Orig:Term      Orig:Term
------------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>                <C>              <C>            <C>           <C>
A.  INTRASTATE CALLS
------------------------------------------------------------------------------------------------------------------------------
A.1  Intrastate Calls handed by Interconnecting       [*]               [*]              [*]             [*]        not
     Carrier to the Access Carrier at POI                                                                           applicable
     located within the State
------------------------------------------------------------------------------------------------------------------------------
A.2  Intrastate Calls handed by Interconnecting
     Carrier to the Access Carrier at a POI    
     located outside the State where:
------------------------------------------------------------------------------------------------------------------------------
     (a) the POI is designated by the                 [*]               [*]              [*]             [*]        not       
         Interconnecting Carrier; or,                                                                               applicable
------------------------------------------------------------------------------------------------------------------------------
     (b) the POI is designated by the Access Carrier  [*]               [*]              [*]             [*]        not       
                                                                                                                    applicable
------------------------------------------------------------------------------------------------------------------------------
B.  INTERSTATE CALLS
------------------------------------------------------------------------------------------------------------------------------
B.1 Interstate Calls handed by the Interconnecting    [*]               [*]              [*]             [*]        [*]
    Carrier to the Access Carrier at a POI within                                                                 
    the State where the call originates
------------------------------------------------------------------------------------------------------------------------------
B.2 Interstate Calls handed by the Interconnecting    [*]
    Carrier to the Access Carrier at a POI which is
    not located either within the state where the
    Interstate call originated or the state where
    the Interstate Calls will terminate where:
------------------------------------------------------------------------------------------------------------------------------
    (a) the POI is designated by the Interconnecting  [*]               [*]              [*]             [*]        [*]
        Carrier; or
------------------------------------------------------------------------------------------------------------------------------
    (b) the POI is designated by the Access Carrier.  [*]               [*]              [*]             [*]        [*]
------------------------------------------------------------------------------------------------------------------------------
B.3 Interstate Calls handed by the Interconnecting    [*]               [*]              [*]             [*]        [*]
    Carrier to the Access Carrier at POI located
    within the State where the Interstate Calls
    will terminate.
------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Note:  "Orig' refers to the revenue share retained by the Interconnecting 
Carrier originating the call and "Term' refers to the revenue share retained 
by the Access Carrier for terminating the call




----------------
* Confidential portion has been omitted and filed separately with the 
  Commission.


<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

TABLE 2:  INTERCONNECT CHARGES (REVENUES SHARES) FOR DIRECT DIALLED CALLS 
          BETWEEN ATUR NUMBERS AND STW'S PSTN NUMBERS

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------
DIRECT DIALLED CALLS         Within same ATUR       Between Adjacent         Between Non Adjacent
                             exchange area          ATUR exchange area       ATUR exchange areas 
-------------------------------------------------------------------------------------------------
                                Orig:Term               Orig:Term                 Orig:Term
-------------------------------------------------------------------------------------------------
<S>                          <C>                    <C>                      <C>
Near end Handover                  [*]                     [*]                       [*]
Far end Handover                   [*]                     [*]                       [*]
-------------------------------------------------------------------------------------------------
</TABLE>


Note: "Orig' refers to the revenue share retained by the Interconnecting 
Carrier for originating the call and "Term' refers to the revenue share 
retained by the Access Carrier for terminating the call.

-----
* Confidential portion has been omitted and filed separately with the 
  Commission.

<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

                                  CALLS TO SINGAPORE
                                 Interconnect Charges
<TABLE>
<CAPTION>

------------------------------------------------------------------------------
                                                            STW ORIGINATE
TYPE OF ARRANGEMENT            Charge Band
------------------------------------------------------------------------------
<S>                            <C>                          <C>
                                                            STW RETENTION
------------------------------------------------------------------------------
                                                              Rev. Share
                                                              Percentage
------------------------------------------------------------------------------
 TYPE I - FAR END HAND OVER    Peninsular Malaysia            [*]
         (FEH)                                           
------------------------------------------------------------------------------
                               Sagah, Sarawak & FT Labuan     [*]
------------------------------------------------------------------------------
TYPE II - NEAR END HAND OVER   Peninsular Malaysia            [*]
          (NEH)
------------------------------------------------------------------------------
                               Sabah, Sarawak & FT Labuan     [*]
------------------------------------------------------------------------------
TYPE I AND TYPE II             Johor Bahru Charge District    [*]
                               (PSTN CODE 07)
------------------------------------------------------------------------------
</TABLE>

Note:
i)    [*]

ii)   Telekom Malaysia shall pay STW [*] per minute for Standard Rate call 
      and [*] per minute for Reduced Rate call for calls originating in 
      Singapore and terminating elsewhere in Malaysia.

      Payment to STW will be made only when TELEKOM MALAYSIA has received
      inpayment from Singapore.


------------------
*Confidential portion has been omitted and filed separately with the Commission.

<PAGE>
                              CONFIDENTIAL TREATMENT REQUESTED


DOMESTIC TRANSIT CALL

Interconnect Charges

STW calls transitting Telekom Malaysia's network (where STW is the originator 
and the terminator).

A)   INTRASTATE CALLS (SIMPLE TRANSIT)

-------------------------------------------------------------------------------
Charge Band                         STW Retention           Payment to TM
-------------------------------------------------------------------------------
                                     Rev. Share              Rev. Share
                                     Percentage              Percentage
-------------------------------------------------------------------------------
Local Call                              [*]                      [*]
-------------------------------------------------------------------------------
Band A                                  [*]                      [*]
-------------------------------------------------------------------------------
Band B                                  [*]                      [*]
-------------------------------------------------------------------------------
Band C                                  [*]                      [*]
-------------------------------------------------------------------------------


B)   INTERSTATE CALLS (TRUNK TRANSIT)

-------------------------------------------------------------------------------
Charge Band                         STW Retention            Payment to TM
-------------------------------------------------------------------------------
                                     Rev. Share               Rev. Share
                                     Percentage               Percentage
-------------------------------------------------------------------------------
Local Call                              [*]                      [*]
-------------------------------------------------------------------------------
Band A                                  [*]                      [*]
-------------------------------------------------------------------------------
Band B                                  [*]                      [*]
-------------------------------------------------------------------------------
Band C                                  [*]                      [*]
-------------------------------------------------------------------------------
Band D                                  [*]                      [*]
-------------------------------------------------------------------------------



----------------------------
* Confidential portion has been omitted and filed separately with the 
Commission.

<PAGE>

                              CONFIDENTIAL TREATMENT REQUESTED

DOMESTIC TRANSIT CALL

Interconnect Charges

1)   FIXED NETWORK TO FIXED NETWORK TRANSIT+

     (where traffic originated from STW terminated into another network and 
     vice versa)

A)   INTRASTATE CALLS (SIMPLE TRANSIT)

-------------------------------------------------------------------------------
Charge Band                          STW ORIGINATE         STW TERMINATE
-------------------------------------------------------------------------------
                                     STW Retention         Payment to STW
-------------------------------------------------------------------------------
                                      Rev. Share            Rev. Share
                                      Percentage            Percentage
-------------------------------------------------------------------------------
Local Call                               [*]                   [*]
-------------------------------------------------------------------------------
Band A                                   [*]                   [*]
-------------------------------------------------------------------------------
Band B                                   [*]                   [*]
-------------------------------------------------------------------------------
Band C                                   [*]                   [*]
-------------------------------------------------------------------------------


B)   INTRASTATE CALLS (TRUNK TRANSIT)

-------------------------------------------------------------------------------
Charge Band                          STW ORIGINATE         STW TERMINATE
-------------------------------------------------------------------------------
                                     STW Retention         Payment to STW
-------------------------------------------------------------------------------
                                      Rev. Share            Rev. Share
                                      Percentage            Percentage
-------------------------------------------------------------------------------
Local Call                               [*]                   [*]
-------------------------------------------------------------------------------
Band A                                   [*]                   [*]
-------------------------------------------------------------------------------
Band B                                   [*]                   [*]
-------------------------------------------------------------------------------
Band C                                   [*]                   [*]
-------------------------------------------------------------------------------
Band D                                   [*]                   [*]
-------------------------------------------------------------------------------


2)   STW TO MOBILE NETWORK TRANSIT (INCLUDING TRUNK TRANSIT)++

-------------------------------------------------------------------------------
                                 STW (FIXED) ORIGINATE       STW (FIXED) 
Charge Band                                                   TERMINATE
-------------------------------------------------------------------------------
                                    STW Retention          Payment to STW
-------------------------------------------------------------------------------
                                     Rev. Share              Rev. Share
                                     Percentage              Percentage
-------------------------------------------------------------------------------
Within the                               [*]                   [*]
same ATUR Exchange area   
-------------------------------------------------------------------------------
Between                                  [*]                   [*]
Adjacent ATUR Exchange area
-------------------------------------------------------------------------------
Between                                  [*]                   [*]
Non Adjacent ATUR Exchange area  
-------------------------------------------------------------------------------



+  Where the Telephone Regulations (as ammended) apply.
++ Were the Telecommunications (Automatic Telephone using Radio Services) 
Regulation 1966 apply.

--------------------------
* Confidential portion has been omitted and filed separately with the 
Commission.


<PAGE>

                              CONFIDENTIAL TREATMENT REQUESTED

1.      TELEKOM MALAYSIA/SYARIKAT TELEFON WIRELESS INTERNATIONAL CALLS 
        REVENUE APPORTIONMENT



                      Existing IDD Rate                  STW Share
    Country

                   Standard        Reduced          Standard       Reduced
                   (RM/MIN)        (RM/MIN)
                                                                    
 1  Netherlands      [*]             [*]              [*]%          [*]%
 2  Thailand         [*]             [*]              [*]%          [*]%
 3  Thailand South   [*]             [*]              [*]%          [*]%
 4  Canada           [*]             [*]              [*]%          [*]%
 5  France           [*]             [*]              [*]%          [*]%
 6  Italy            [*]             [*]              [*]%          [*]%
 7  Japan            [*]             [*]              [*]%          [*]%
 8  Alaska           [*]             [*]              [*]%          [*]%
 9  Australia        [*]             [*]              [*]%          [*]%
 10 Brunei           [*]             [*]              [*]%          [*]%
 11 Cyprus           [*]             [*]              [*]%          [*]%
 12 Gambia           [*]             [*]              [*]%          [*]%
 13 Germany          [*]             [*]              [*]%          [*]%
 14 Iran             [*]             [*]              [*]%          [*]%
 15 Ireland          [*]             [*]              [*]%          [*]%
 16 Kyrgyzstan       [*]             [*]              [*]%          [*]%
 17 Liechtenstein    [*]             [*]              [*]%          [*]%
 18 Lithuania        [*]             [*]              [*]%          [*]%
 19 Madeira          [*]             [*]              [*]%          [*]%
 20 Monaco           [*]             [*]              [*]%          [*]%
 21 Nigeria          [*]             [*]              [*]%          [*]%
 22 Niue Island      [*]             [*]              [*]%          [*]%
 23 Phillipines      [*]             [*]              [*]%          [*]%
 24 Portugal         [*]             [*]              [*]%          [*]%
 25 Puerto Rico      [*]             [*]              [*]%          [*]%
 26 Slovak Rep       [*]             [*]              [*]%          [*]%
 27 Slovenia         [*]             [*]              [*]%          [*]%
 28 South Africa     [*]             [*]              [*]%          [*]%
 29 South Korea      [*]             [*]              [*]%          [*]%
 30 Swaziland        [*]             [*]              [*]%          [*]%
 31 Sweden           [*]             [*]              [*]%          [*]%
 32 Taiwan           [*]             [*]              [*]%          [*]%
 33 Tajikistan       [*]             [*]              [*]%          [*]%
 34 Turkey           [*]             [*]              [*]%          [*]%
 35 United Kingdom   [*]             [*]              [*]%          [*]%
 36 USA              [*]             [*]              [*]%          [*]%
 37 Venezuela        [*]             [*]              [*]%          [*]%
 38 Zambia           [*]             [*]              [*]%          [*]%
 39 Jordan           [*]             [*]              [*]%          [*]%
 40 Algeria          [*]             [*]              [*]%          [*]%
 41 Andorra          [*]             [*]              [*]%          [*]%
 42 Antigua          [*]             [*]              [*]%          [*]%
 43 Armenia          [*]             [*]              [*]%          [*]%
 44 Azores           [*]             [*]              [*]%          [*]%

 -----------------------

  * Confidential portion has been omitted and filed separately with the 
 Commission.


<PAGE>

                                                CONFIDENTIAL TREATMENT REQUESTED

<TABLE>
<CAPTION>



                                Existing IDD Rate             STW share
     Country
                               Standard     Reduced     Standard     Reduced
                               (RM/MIN)     (RM/MIN)  

<S>                            <C>          <C>            <C>         <C>
45 Bahamas                     [*]          [*]            [*]%        [*]%

46 Bahrain                     [*]          [*]            [*]%        [*]%

47 Barbados                    [*]          [*]            [*]%        [*]%

48 Belarus                     [*]          [*]            [*]%        [*]%

49 Belgium                     [*]          [*]            [*]%        [*]%

50 Benin                       [*]          [*]            [*]%        [*]%

51 Bermuda                     [*]          [*]            [*]%        [*]%

52 Bhutan                      [*]          [*]            [*]%        [*]%

53 Bolivia                     [*]          [*]            [*]%        [*]%

54 Bosnia                      [*]          [*]            [*]%        [*]%

55 Botswana                    [*]          [*]            [*]%        [*]%

56 Christmas Is.               [*]          [*]            [*]%        [*]%

57 Cocos Is.                   [*]          [*]            [*]%        [*]%

58 Colombia                    [*]          [*]            [*]%        [*]%

59 Comores                     [*]          [*]            [*]%        [*]%

60 Costa Rica                  [*]          [*]            [*]%        [*]%

61 Crotia                      [*]          [*]            [*]%        [*]%

62 D Garcia                    [*]          [*]            [*]%        [*]%

63 Denmark                     [*]          [*]            [*]%        [*]%

64 Dom Rep                     [*]          [*]            [*]%        [*]%

65 Falkland Is.                [*]          [*]            [*]%        [*]%

66 Finland                     [*]          [*]            [*]%        [*]%

67 Gibraltar                   [*]          [*]            [*]%        [*]%

68 Greenland                   [*]          [*]            [*]%        [*]%

69 Grenada                     [*]          [*]            [*]%        [*]%

70 Guadeloupe                  [*]          [*]            [*]%        [*]%

71 Guam                        [*]          [*]            [*]%        [*]%

72 Guyana                      [*]          [*]            [*]%        [*]%

73 Hawaii                      [*]          [*]            [*]%        [*]%

74 Hong Kong                   [*]          [*]            [*]%        [*]%

75 Hungary                     [*]          [*]            [*]%        [*]%

76 Iceland                     [*]          [*]            [*]%        [*]%

77 India                       [*]          [*]            [*]%        [*]%

78 Indonesia                   [*]          [*]            [*]%        [*]%

79 Jamaica                     [*]          [*]            [*]%        [*]%

80 Kenya                       [*]          [*]            [*]%        [*]%

81 Kiribati                    [*]          [*]            [*]%        [*]%

82 Korea Pdr                   [*]          [*]            [*]%        [*]%

83 Lesotho                     [*]          [*]            [*]%        [*]%

84 Macao                       [*]          [*]            [*]%        [*]%

85 Malawi                      [*]          [*]            [*]%        [*]%

86 Maldive Is.                 [*]          [*]            [*]%        [*]%

87 Mauritania                  [*]          [*]            [*]%        [*]%

88 Mauritius                   [*]          [*]            [*]%        [*]%

89 Nakhoda Rep                 [*]          [*]            [*]%        [*]%

90 Nepal                       [*]          [*]            [*]%        [*]%

</TABLE>

-------------------------------
* Confidential portion has been omitted and filed separately with the 
  Commission.

<PAGE>

                              CONFIDENTIAL TREATMENT REQUESTED

                           Existing IDD Rate              STW Share
     Country
    ---------           ----------------------          --------------
                       Standard         Reduced      Standard      Reduced
                       (RM/MIN)         (RM/MIN)
                      ----------       -----------   ---------     --------
91 New Zealand         [*]              [*]             [*]%         [*]%
92 Norway              [*]              [*]             [*]%         [*]%
93 Oman                [*]              [*]             [*]%         [*]%
94 Panama              [*]              [*]             [*]%         [*]%
95 Peru                [*]              [*]             [*]%         [*]%
96 P.N. Guinea         [*]              [*]             [*]%         [*]%
97 Qatar               [*]              [*]             [*]%         [*]%
98 Reunion Is.         [*]              [*]             [*]%         [*]%
99 Seycelles           [*]              [*]             [*]%         [*]%
100 Sri Lanka          [*]              [*]             [*]%         [*]%
101 Sudan              [*]              [*]             [*]%         [*]%
102 Switzerland        [*]              [*]             [*]%         [*]%
103 Tanzania           [*]              [*]             [*]%         [*]%
104 Tonga              [*]              [*]             [*]%         [*]%
105 Trinidad & Tobag   [*]              [*]             [*]%         [*]%
106 Uae                [*]              [*]             [*]%         [*]%
107 Uganda             [*]              [*]             [*]%         [*]%
108 Vanuatu            [*]              [*]             [*]%         [*]%
109 Vatican City       [*]              [*]             [*]%         [*]%
110 Yugoslavia         [*]              [*]             [*]%         [*]%
111 Zimbabwe           [*]              [*]             [*]%         [*]%
112 American Samoa     [*]              [*]             [*]%         [*]%
113 Angola             [*]              [*]             [*]%         [*]%
114 Argentina          [*]              [*]             [*]%         [*]%
115 Aruba              [*]              [*]             [*]%         [*]%
116 Ascension Is.      [*]              [*]             [*]%         [*]%
117 Austria            [*]              [*]             [*]%         [*]%
118 Azerbaijan         [*]              [*]             [*]%         [*]%
119 Bangladesh         [*]              [*]             [*]%         [*]%
120 Belize             [*]              [*]             [*]%         [*]%
121 Brazil             [*]              [*]             [*]%         [*]%
122 Bulgaria           [*]              [*]             [*]%         [*]%
123 Burkina Faso       [*]              [*]             [*]%         [*]%
124 Burundi            [*]              [*]             [*]%         [*]%
125 Canary Is.         [*]              [*]             [*]%         [*]%
126 Cape Verde         [*]              [*]             [*]%         [*]%
127 Cayman Is.         [*]              [*]             [*]%         [*]%
128 Chad               [*]              [*]             [*]%         [*]%
129 Chile              [*]              [*]             [*]%         [*]%
130 China              [*]              [*]             [*]%         [*]%
131 Combellga          [*]              [*]             [*]%         [*]%
132 Congo              [*]              [*]             [*]%         [*]%
133 Cook Is.           [*]              [*]             [*]%         [*]%
134 Cuba               [*]              [*]             [*]%         [*]%
135 Czech Rep          [*]              [*]             [*]%         [*]%

-----------------------------------
* Confidential portion has been omitted and filed separately with 
  the Commission.

                                      99
<PAGE>
                                               CONFIDENTIAL TREATMENT REQUESTED
<TABLE>
<CAPTION>

COUNTRY                                    EXISTING IDD RATE          STW SHARE      
----------------------------------------  --------------------  ---------------------
                                          STANDARD   REDUCED    
                                          (RM/MIN)   (RM/MIN)   STANDARD    REDUCED
----------------------------------------  ---------  ---------  ----------  ---------
<S>  <C>                                  <C>        <C>        <C>         <C>
136  Djibouti                             [*]        [*]        [*]%        [*]%
137  Dominican Is.                        [*]        [*]        [*]%        [*]%
138  Ecuador                              [*]        [*]        [*]%        [*]%
139  Egypt                                [*]        [*]        [*]%        [*]%
140  El Salvador                          [*]        [*]        [*]%        [*]%
141  Equ. Guinea                          [*]        [*]        [*]%        [*]%
142  Eritrea                              [*]        [*]        [*]%        [*]%
143  Estonia                              [*]        [*]        [*]%        [*]%
144  Ethiopia                             [*]        [*]        [*]%        [*]%
145  F Guiana                             [*]        [*]        [*]%        [*]%
146  Faroe Is.                            [*]        [*]        [*]%        [*]%
147  Gabon                                [*]        [*]        [*]%        [*]%
148  Georgia                              [*]        [*]        [*]%        [*]%
149  Ghana                                [*]        [*]        [*]%        [*]%
150  Greece                               [*]        [*]        [*]%        [*]%
151  Haiti                                [*]        [*]        [*]%        [*]%
152  Honduras                             [*]        [*]        [*]%        [*]%
153  Iraq                                 [*]        [*]        [*]%        [*]%
154  Israel                               [*]        [*]        [*]%        [*]%
155  Ivory Coast                          [*]        [*]        [*]%        [*]%
156  Kazakhstan                           [*]        [*]        [*]%        [*]%
157  Kuwait                               [*]        [*]        [*]%        [*]%
158  Laos                                 [*]        [*]        [*]%        [*]%
159  Latvia                               [*]        [*]        [*]%        [*]%
160  Lebanon                              [*]        [*]        [*]%        [*]%
161  Libya                                [*]        [*]        [*]%        [*]%
162  Luxembourg                           [*]        [*]        [*]%        [*]%
163  Macedonia                            [*]        [*]        [*]%        [*]%
164  Maldova                              [*]        [*]        [*]%        [*]%
165  Mali                                 [*]        [*]        [*]%        [*]%
166  Malta                                [*]        [*]        [*]%        [*]%
167  Marshall Is.                         [*]        [*]        [*]%        [*]%
168  Martinque                            [*]        [*]        [*]%        [*]%
169  Mayotte                              [*]        [*]        [*]%        [*]%
170  Mexico                               [*]        [*]        [*]%        [*]%
171  Micronesia                           [*]        [*]        [*]%        [*]%
172  Mongolia                             [*]        [*]        [*]%        [*]%
173  Morocco                              [*]        [*]        [*]%        [*]%
174  Myanmar                              [*]        [*]        [*]%        [*]%
175  Namibia                              [*]        [*]        [*]%        [*]%
176  Nauru                                [*]        [*]        [*]%        [*]%
177  Neth Antilles                        [*]        [*]        [*]%        [*]%
178  Nicaragua                            [*]        [*]        [*]%        [*]%
179  Norfolk Island                       [*]        [*]        [*]%        [*]%
180  Pakistan                             [*]        [*]        [*]%        [*]%
</TABLE>

--------------------
* Confidential portion has been omitted and filed separately with the 
Commission.

<PAGE>
                                               CONFIDENTIAL TREATMENT REQUESTED
<TABLE>
<CAPTION>
COUNTRY                                    EXISTING IDD RATE          STW SHARE      
----------------------------------------  --------------------  ---------------------
                                          STANDARD   REDUCED    
                                          (RM/MIN)   (RM/MIN)   STANDARD    REDUCED
----------------------------------------  ---------  ---------  ----------  ---------
<S>  <C>                                  <C>        <C>        <C>         <C>
181  Palau                                [*]        [*]        [*]%        [*]%
182  Paraguay                             [*]        [*]        [*]%        [*]%
183  Poland                               [*]        [*]        [*]%        [*]%
184  Romania                              [*]        [*]        [*]%        [*]%
185  Russia                               [*]        [*]        [*]%        [*]%
186  Rwanda Rep                           [*]        [*]        [*]%        [*]%
187  Sahara West                          [*]        [*]        [*]%        [*]%
188  Saipan                               [*]        [*]        [*]%        [*]%
189  Sakhalin Rep                         [*]        [*]        [*]%        [*]%
190  Samao West                           [*]        [*]        [*]%        [*]%
191  San Marino                           [*]        [*]        [*]%        [*]%
192  Saudi Arabia                         [*]        [*]        [*]%        [*]%
193  Senegal                              [*]        [*]        [*]%        [*]%
194  Sierra Leone                         [*]        [*]        [*]%        [*]%
195  Solomon Island                       [*]        [*]        [*]%        [*]%
196  Somalia                              [*]        [*]        [*]%        [*]%
197  Spain                                [*]        [*]        [*]%        [*]%
198  Spanish N. Africa                    [*]        [*]        [*]%        [*]%
199  St. Kitts                            [*]        [*]        [*]%        [*]%
200  St. Lucia                            [*]        [*]        [*]%        [*]%
201  St. Pierre & M                       [*]        [*]        [*]%        [*]%
202  St. Vincent                          [*]        [*]        [*]%        [*]%
203  Surinam                              [*]        [*]        [*]%        [*]%
204  Syria                                [*]        [*]        [*]%        [*]%
205  Tatarstan                            [*]        [*]        [*]%        [*]%
206  Togo Rep                             [*]        [*]        [*]%        [*]%
207  Tokelau Island                       [*]        [*]        [*]%        [*]%
208  Tunisia                              [*]        [*]        [*]%        [*]%
209  Turkmenistan                         [*]        [*]        [*]%        [*]%
210  Tuvalu                               [*]        [*]        [*]%        [*]%
211  Ukraine                              [*]        [*]        [*]%        [*]%
212  Uruguay                              [*]        [*]        [*]%        [*]%
213  US Samoa                             [*]        [*]        [*]%        [*]%
214  US Virgin Is                         [*]        [*]        [*]%        [*]%
215  Uzbekistan                           [*]        [*]        [*]%        [*]%
216  Vietnam                              [*]        [*]        [*]%        [*]%
217  Yemen Ar                             [*]        [*]        [*]%        [*]%
218  Afghanistan                          [*]        [*]        [*]%        [*]%
219  Albania                              [*]        [*]        [*]%        [*]%
220  Anguilla                             [*]        [*]        [*]%        [*]%
221  Bt Virgin Is                         [*]        [*]        [*]%        [*]%
222  C Afr Rep                            [*]        [*]        [*]%        [*]%
223  Cameroon                             [*]        [*]        [*]%        [*]%
224  F Polynesia                          [*]        [*]        [*]%        [*]%
225  Fiji                                 [*]        [*]        [*]%        [*]%
</TABLE>

--------------------
* Confidential portion has been omitted and filed separately with the 
Commission.

<PAGE>
                                               CONFIDENTIAL TREATMENT REQUESTED
<TABLE>
<CAPTION>
COUNTRY                                    EXISTING IDD RATE          STW SHARE      
----------------------------------------  --------------------  ---------------------
                                          STANDARD   REDUCED    
                                          (RM/MIN)   (RM/MIN)   STANDARD    REDUCED
----------------------------------------  ---------  ---------  ----------  ---------
<S>  <C>                                  <C>        <C>        <C>         <C>
226  Guatemala                            [*]        [*]        [*]%        [*]%
227  Guinea Bis                           [*]        [*]        [*]%        [*]%
228  Guinea Rep                           [*]        [*]        [*]%        [*]%
229  Kampuchea                            [*]        [*]        [*]%        [*]%
230  Liberia                              [*]        [*]        [*]%        [*]%
231  Madagascar                           [*]        [*]        [*]%        [*]%
232  Montserrat                           [*]        [*]        [*]%        [*]%
233  Mozambique                           [*]        [*]        [*]%        [*]%
234  New Caledonia                        [*]        [*]        [*]%        [*]%
235  Niger                                [*]        [*]        [*]%        [*]%
236  Sao Thome                            [*]        [*]        [*]%        [*]%
237  Turk Island                          [*]        [*]        [*]%        [*]%
238  Yemen Pdr                            [*]        [*]        [*]%        [*]%
239  Zaire                                [*]        [*]        [*]%        [*]%
</TABLE>

2  INBOUND INTERNATIONAL CALLS
   For Inbound International Calls to Syarikat Telefon Wireless customers, 
   Telekom Malaysia shall pay Syarikat Telefon Wireless [*] per min.

   Payment to Syarikat Telefon Wireless will be made as and when Telekom 
   Malaysia receives inpayment from the foreign telecommunications 
   administration.

--------------------
* Confidential portion has been omitted and filed separately with the 
Commission.