**EXHIBIT 4.5**
**TRANSLATION**
**TENANCY AGREEMENT**
According to the laws and regulations of the Country, province and the district, and throughnegotiation of both parties, Party A agree to let the property to Party B, detail of the tenancyagreement are as follow:   1. Contract related parties  Landlord: (Party A) Shenzhen Shekou Real Representative:Wong Bin Chim                         Property Company  Address: 15 Floor Shekou Building Telephone: 26861460,26861829   Lessee: (Party B) Jetcrown Indstrial (Shenzhen) Ltd Representative:Address: Telephone:
2. Rental and lease period
 a. Party A owns and leases the property situate at 1/F-7/F, Block 13, NanShui SiuVillage and 201, 202, 204, 206, 409 Block B9 NanShui Siu Village Shekou, Shenzhen. Theconstruction area of the leased property is 2,019.86 square meters in total. The rentalfor the leased property is calculated based on DOLLARS NINTEEN RENMINBI (RMB 19) persquare meter per month. The purpose of the leased property is for dormitory and the totalmonthly rental is DOLLARS THIRTY-EIGHT THOUSAND THREE HUNDRED AND SEVENTY-SEVEN RENMINBI(RMB 38,377). Rental should be paid monthly before the 10th of each month.*(Remark: Total rental for the year 2005 was at 8% discount as the payment was made at onetime, i.e. DOLLARS THIRTY-FIVE THOUSAND THREE HUNDRED SIX AND CENTS EIGHTY-FOUR RENMINBIper month (RMB 35,306.84))*  b. The rental period for the leased property is one year commencing from 1 January2005 to 31 December 2005. Rental will be adjusted yearly to market rate.
3. Method of payment of rental
 a. On signing this contract, if the parties are using the name of individual, identitycard or temporary ID should be provided. If the parties are using the name of company,business registration, representative letter and identity card should be provided toAssets Management Department of Party A. If Party B intends to choose trust receipt byBank, Party B should provide the bank book of China Merchant Bank to the AssetsManagement Department of Party A for relevant procedures of trust receipt. On signingthis contract, Party B shall pay to Party A a guarantee sum of DOLLARS SEVENTY-SIXTHOUSAND SEVEN HUNDRED AND FIFTY-FOUR RENMINBI (RMB 76,754).  b. Bank account of Party B should have sufficient amount for payment of rental. If thebank account of Party B do not have sufficient amount for payment, a late charge of 3% ofmonthly rental will be charged. If the rental overdue
 

 

   more than one month, Party A has the right to possession of the property and reserve theright to request Party B to pay the rental. Party A can perform the aforementionedthrough Property Lease Management Department , or through Legal Department if it isnecessary. At the same time, the guarantee sum will not be refunded to Party B. Upon theexpiry of the contract, without the agreement between Party A and Party B for renewal ofthe contract, Party B should moved out within 3 days from the contract expiry date andthe leased property should be returned to Party A. If Party B do not moved out within 3days after the contract expiry date double rental should be paid to Party A.
4. The Rights and Obligation of the parties
 a. Property tax, land use right charge and lease property management fee should beborne by Party A; water and electricity charges, cleaning fee, and property managementfee should be borne by Party B.  b. Party B is not allowed to perform any decoration without the permission of Party A.Otherwise, any loss or expense incurred will be borne by Party B.  c. Party B is not allowed to change the structure and usage of the property at his owndiscretion. No matter the leased property is destroyed by Part B in accident or any othercase, Party B should responsible to compensate the economic loss and return the propertyto its original status.  d. During the tenancy period, Party B should obey to the relevant laws and regulationsof Province Urban Management and Property Management. Party B should corporate with PartyA and maintains the property in good conditions. Party B should guarantee the propertyand public facilities are in good conditions and safety, and maintain civilization.  e. During the tenancy period, if there is any loss arise from the occurrence ofnatural disasters, the tenancy agreement will be terminated automatically. Both partiesshould handle the case according to the relevant regulations.
5. Surrender or renewal
 a. During the tenancy period, Party B is not allowed to sublet the property to thirdparties. Otherwise, a penalty, which equals to five times of the monthly rental, will beimposed and Party A will take procession of the property. On the time of expiry of thecontract or termination of the contract, Party B should return the property to Party A.If Party B intends to extend the rental period, they should inform Party A one monthbefore the expiry in written. If Party B does not moved out and return the property andhe does not intend to renew the contract, Party A has the right to take relevant actionsto take possession of the property. Party A can deduct or confiscate the contractguarantee sum and request Party B to pay the overdue rental.  b. During the tenancy period, if party A have to possess the property due to theoperation of business, Party A has to inform Party B one month before in writing. Party Ahas to compensate one month rental to Party B. If Party B
 

 

   want to terminate he contract, he also has to inform Party A one month before in writing,and Party B has to compensate Party A equals to 50% of the guarantee sum. On the time oftermination of the contract, the property has to be checked by relevant department ofParty A, rental will be counted up to the date shown on the move out notice issued byProperty Management. Party B should present the relevant documents to Asset ManagementDepartment of Party A within 2 working days. Otherwise, double rental will be charged onthe exceeding period. After the termination of tenancy agreement, the party who raise outthe decision cannot change, otherwise, any economic loss caused will be borne by the thisparty.  c. Upon expiry or termination of the contact, Party B has to settle all the water andelectricity charge, management fee to the management company which the Party A trusted.Party A or the management company will then check the property, any damage in the leasedproperty should be borne by Party B. The easy damage parts including electrical pipe,sockets, switchers, door-lock, door-handle, lower water pipe, water box component etc.Penalty for damage other than the aforementioned will depends on different tenancyperiod. Termination within 6 month from the date of commencing the contract, Party B hasto pay repair cost for any damage. Termination after 6 months from the date of commencingthe contract, the repair cost for the following items can be waived (exclude damage otherthan natural deterioration), for example, the wall printing, door, window, securitysystem, water pipe, electricity power, toilet, renew facility printing etc..
6. If there shall be anything that is not provided for by this agreement, the parties can issuesupplementary agreement through negotiation. Supplementary agreement and the originalagreement all have equal legal validity. 7. If there shall be any dispute arising through fulfillment, it should be solved by thediscussions and negotiation of the parties. If there shall be no agreement made innegotiation, mediation can be made through the Management Department of the property orprosecution can be made in the People’s Court. 8. The contract is valid since the date of signature and Company chop. The contract has twocopies, Party A and Party B will keep one with each other, they are all have equal legalvalidity. 9. There are additional terms “one and two” in the supplementary which are of equal validitywith the main contract.   Party A: Shenzhen Shekou Party B: Jetcorwn Industrial               Real Property Company                (Shenzhen) LtdSignature of Signature ofRepresentative: Signed & Chopped Representative: Signed and Chopped   Date: 23 December 2004                 Date: 28 December 2004