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ascendas
  
   SUZHOU INDUSTRIAL PARK CHINA 215021
 1.
    
    I am glad to meet up with you again in Suzhou as we have always missed each other
during your previous trips to Suzhou.2.
    
    During our discussion on 17 Sept 04, we understand that Trio-Tech will not be able to
start your burn-in services until mid next year. As such, Trio-Tech will not need the
510 sqm unit on the 3rd floor of Block A.3.
    
    We also understand that Trio-Tech will need a bigger office area to provide support
service to some of your customers in China. We are therefore pleased to
forward herewifth the rental offer for Room 6 of our TSC7 at Block B # 0501102 for your
favorable acceptance. The TSC7 will be ready around Nov/Dec which is timely since your
current lease WE be expiring at the end of year.4.
    
    The main terms and conditions are as follows:
 Premises
    
    : Room 6 at Block B #05-01/02Address
    
    : No. 5, Xing Han Street, SIP,-,Floor Area
    
    : Approx. 52 sqmLease Term
    
    : Twelve (12) monthsRental Rate
    
    : RMB49.80 per sqrn per monthService Charge
    
    : RMB8.30 per sqm per monthRemarks
    
    : Offer subjects to availability and contract
 Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 67619141Website www.aseendas.com




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ascendas
 5.
    
    Please note that Trio-Tech will need to sign the acceptance letter before we proceed to
carry out the additional renovations (at your own cost) before 24 September 2004, if you
decide to use Ascendas-Xinsus renovation service.6.
    
    We would also like to bring to your attention on the power provision for office space in
our TSCs. In this case, please advise if Trio-Tech requires additional power capacity for
your support service. It will be difficult to do any adjustment once the power cables are
installed.7.
    
    If you find the above terms agreeable, please sign and stamp on the last page of the
attached Letter of Rental Offer and return it to us.8.
    
    We look forward to hearing from you soon. Thank you.
 /s/
 
  
  Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com




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ascendas
   1.0
    
    Description of Premises1.1
    
    PropertyRoom 6 in Block B #05-01/02 (H1 Series) Flatted Factory in Phase 1, which
had been mortgaged to the Bank of China (Bank) for the Landlords financing purpose.1.2
    
    LocationNo. 5 Xing Han Street, Block B #05-01/02, Room 6, Postal Code
215021 Suzhou Industrial Park, Peoples Republic of China.1.3
    
    Built-up Area of RBFApproximately 52 square meters for Block B(H1 Series), on the 5th floor of Block A.2.0
    
    Term & Rent Free Period2.1
    
    Term of the TenancyFor the Premises, the lease term is Twelve (12) months commencing from the
date of possession (handover).3.
    
    Rent, Service Charge & Deposits3.1
    
    RentAt the yearly rent of RMB Yuan Thirty One Thousand Seventy Five and Cents Twenty only
(RMB31,075.20) tobe paidby equal quarterly instalments of RMB7,768.80each
without demand and in advance without deduction on the 1st day of each of
the months of January, April, July and October (the due date) in every year of the
Term the first of such payments to be made as stipulated in the Tenancy Agreement at
our office or at such
 Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com




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ascendas
  3.2
    
    Security Deposit
 shall
 a.
    
    2-months security deposit of cash in the sum of USD252.00 paid for
the lease for Room H of TSC4 at Block B#06-11/13 shall be kept for
this new lease term.b.
    
    The balance in the sum of RMB5677.20 payable upon signing of this
Letter of Offer,C.
    
    to be paid by telegraphic transfer/cash payment.
  3.3
    
    Service ChargeAt the rate of RMB Yuan Five Thousand One Hundred and Seventy Nine and Cents Twenty Only
(RMB5,179.20)per annum payable in advance on the same dates and in the same manner as
for Rent by quarterly installment of RMS1,294.80 calculated at the rate of RMB Yuan
Eight and Cents Thirty Only (RMB8.30)per square meter per month of the Built-up Area of
the Premises as charges for estate management services undertaken by us.3.5
    
    Stamp Duties/Legal Fees/Other Government TaxesThe Rent quoted above is inclusive of land use fees, property tax and connection and
enhancement fees for water, electricity and sewerage for the Premises up to the capacity
stated in the Tenancy Agreement which have been paid upfront by us to the Chinese
Authorities.
 Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com




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ascendas
  3.6
    
    Currency for PaymentThe Rent, Security Deposit, Service Charge and any sum payable under this offer or the
Tenancy Agreement, §hall be paid in Renminbi (RMB).4.0
    
    Additional Terms4.1
    
    UsageYour usage of the Premises shall be subject to the approval of the Suzhou Industrial
Park Administrative Committee and other relevant authorities.4.2
    
    Electrical Design LoadThe maximum electrical design load that applies to the Premises is below 25 A (the
design load). Should you require additional electrical bad, we may at our discretion
arrange for such higher electrical load to be supplied to the Premises and the costs of
such arrangement shall be borne by you. In addition, you shall bear the additional fees
or such fees to be imposed by the Chinese authorities and any charges and expenses in
relation to the increased load.4.3
    
    Restoration of the PremisesImmediately prior to the termination of the Term of tenancy, you shall restore the
Premises in all respects to its original state and condition at the Date of Possession,
if so required by us. The restoration works shall include but not limited to the
demolition of any structure or building constructed by you therein, redecoration and
painting the interior of the Premises to our satisfaction.In the event that you fail in any way to observe or perform your obligations as provided
in this Clause, without prejudice to any other rights and remedies we may have against
you, we may:
 (a)
    
    execute such work for such restoration and redecoration; and
 Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com




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ascendas
 (b)
    
    recover all costs and expenses thereof from you including the
Rent, Service Charge, tax and other amounts which we would have been
entitled to receive from you had the period within which such
restoration and redecoration are effected by us been added to the
Term of tenancy.
 4.4
    
    Further Term
  4.5
    
    Force Majeure
  (1)
    
    fire, flood,storm, typhoon, explosion, landslide, tempest, earthquake or any
natural calamities;(il)
    
    war, riot, civil commotion or unrest, military actions or similar events in
the Estate or Suzhou Municipality.
  Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com




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ascendas
  4.6
    
    Non Assignabillity Or Transfer Of Rights Under This OfferYou shall not assign, transfer, part with or share your interest under
this offer without our prior written consent.4.7
    
    ConfidentialityYou shall agree to keep this offer and all information exchanged in
connection therewith confidential at all times.You shall further agree to co-ordinate with each other on all press
releases and other public announcements to be made in connection with this
offer.4.8
    
    Settlement of DisputeAny dispute arising from the Agreement shall be settled amicably. Failing
such amicable settlement, then the dispute shall be settled by proceedings
in the courts of Suzhou.4.9
    
    Possession DateYou shall be required to take possession the Premises on or before 30 Nov
2004, or such other later date as may be mutually agreed in writing (the
Expiry Date), failing which we shall be entitled to forfeit the Security
Deposit whereupon this offer shall cease to have any legal or other effect
whatsoever and me shall be completely discharged and released from any
liability, obligation, responsibility or duty whatsoever whether arising
from or in connection with this offer or otherwise and you shall not have
any claim, action, remedy or recourse whatsoever against us,5.0
    
    Validity of Offer & Execution of Tenancy Agreement5.1
    
    Tenancy AgreementYou shall be required to execute the Tenancy Agreement on or before 30
Dec 2004, or such other later date as may be mutually agreed in writing
(the
 Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com




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ascendas
   5.2
    
    Mode of AcceptanceThis offer shall lapse if We do not receive all of the following by 30
September 2004.
 a.
    
    Letter of acceptance;b.
    
    Balance of the Security Deposit (RMB5677.20)
  Payees Name
    
    : ASCENDAS-XINSU DEVELOPMENT (SUZHOU) CO, LTD.RMB Account No
    
    : 412-08415208091001Bank
    
    : Bank of China Suzhou Industrial Township Sub-Branch
 Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com




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BUILDING SERIES TYPE
    
    H1MODEL
    
    6-Storey FlattedOCCUPATION
    
    Multi-tenantsTOTAL GROSS FLOOR AREA
    
    Approximately 28,514 sq- m per bloqkNET AREAIst Storey
    
    Approximately 3,6032nd Storey
    
    Approximately 3,778 sq. m3rd Storey
    
    Approximately 3.778 sq. m4th Storey
    
    Approximately 3,178 sq. m5th Storey
    
    Approximately 3,778 sq. m6th Storey
    
    Approximately 3,778 sq.mTotal
    
    Approximately 22,493 sq- mSTRUCTURE TYPE
    
    R.C. StructureFLOOR HEIGHT1st Storey
    
    Approximately 3,800 mmRemaining Storeys
    
    Approximately 3,800 mmFLOOR LOADING1 st Storey
    
    Approximately 12.5 KN/sq. m2nd  3rd Storey
    
    Approximately 10.0 KN/sq. m4th  6th Storey
    
    Approximately 7.5 KN/sq. mCOLUMN SPACING (General)
    
    Approximately 8. 1 m x 10.8 mROOF*
    
    R.G. RoofTOILETPROVISION
    
    TotalMALE
    
    36 wc 48 ur, 42 wbFEMALE
    
    48 wc, 12 wbLIFT PROVISIONGOODS LIFTS
    
    4 nos. + 1 provisionalPASSENGER LIFTS
    
    2 nos. t 1 provisionalPARKING PROVISIONLOADING SAY
    
    2 nos.LORRY
    
    19 nos.CAR
    
    160 nos.(over-all in Xinsu Industrial Square)BICYCLE
    
    2600 nos.(overall in Xinsu Industrial Square)UTILITIES PROVISIONPOWER
    
    6 MVA per BlockFIRE FIGHTING
    
    Heat detector, Callpoint + Hosereel




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Provided  For Platted Factories (H1/M1/Blk G series)
 1.
    
    Cleaning service to all toilets and.common area within
the Building.2.
    
    Provide maintenance and cleaning service to all
circulation areas, rooftop, pavement drains, sewer, driveways
and car parks, bicycle shed etc within the compound of the
Estate but outside of the Building,3.
    
    Carry out refuse disposal (except renovation and
industrial waste) from the bin centre to the dumping ground.4.
    
    Maintain landscaped areas including periodic
watering, grass cutting, tree pruning etc within the compound
of the Estate.5.
    
    Provide 24-hours security patrol within the
Estate (excluding security services to the Premises)6.
    
    Maintain lift and loading/unloading bays
with dock levelers within the Estate.7.
    
    Carry out scheduled checking and testing of
fire fighting equipment, e.g. hose red, hydrant, fire alarm
system installed by Landlord.8.
    
    Carry out regular checks and upkeep Al
electrical and mechanical fittings and fixtures that forms
part of the Landlords Installations within the Estate9.
    
    Carry out repairs and maintenance to the
fittings and fixtures of the Building, such as replacement
of bulbs in the areas, repairs and replacement of doors /
door fittings, windows / windows fittings, doors, walls,
and ceiling finishing etc under fair wear and tear10.
    
    Maintenance of Landlords installations and
equipment within the Estate due to fair wear and tear11.
    
    Carry Out periodic refurbishing and improvement works to the
Estate, e.g
re-roofing, repainting of external walls, and fencing or
boundary wall etc-12.
    
    Provide 24-hours Service Hot Line for Work Requisitions and
Emergency Services.




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LOS ANGELESSAN JOSETRIO-TECH
    
    DUBLINSINGAPOREINTERNATIONAL
    
    PENANGPRIVATE LIMITED
    
    BANGKOK
  Ms Karen Tee
    
    Fax: 86 512 67619141
          leesskuan@triotech.com.sg
  /s/ Lee-Soon Siew KuanLee-Soon Siew KuanDirector of Logistics
 1-1 REGIONAL HEAD OFFICE
    
    1008 Toa Payoh North #03-09 Singapore 318996
    
    Tel: 62653300
    
    Fax:625963551-2 DISTRIBUTION OFFICE
    
    1008 Toa Payoh North #03-16 Singapore 318996
    
    Tel: 63549700
    
    Fax:625999711-3 TEST & MANUFACTURING
    
    1004 Toa Payoh North #07-01 Singapore 318995
    
    Tel: 62540255
    
    Fax:62537060




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/s/ LEES-SOON SIEW KUAN
    
    28 SEP 2004Authorised Signatory(ies) for and
    
    DateOn behalf of Trio-Tech (SIP) Co., LtdTRIO-TECH INTERNATIONAL-PTE LTD 1008TOA PAYOH NORTH #03-09LEE-SOON SIEW KUAN
    
    Singaporf 318996DIRECTOR OF LOGISTICSName & Designation
    
    Company Stamp
 Ascendas-Xinsu Development (Suzhou) Co Ld5 Xing Han Street Block ESuzhou 215021Telephone (66) 512 67613388Facsimile (86) 512 7619141Website www.aseendas.com