EXHIBIT 4.17
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                            DATED 30TH NOVEMBER, 2004



                ASIA SATELLITE TELECOMMUNICATIONS COMPANY LIMITED


                                       AND


                             MACAU CABLE TV, LIMITED


                                       AND


                     PACIFIC SATELLITE INTERNATIONAL LIMITED


                                       AND


                           SKYWAVE TV COMPANY LIMITED



                  ___________________________________________

                             SUBSCRIPTION AGREEMENT
                              RELATING TO SHARES IN
                                 THE CAPITAL OF
                           SKYWAVE TV COMPANY LIMITED

                  ___________________________________________




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                                TABLE OF CONTENTS


1.       DEFINITIONS AND INTERPRETATION.......................................2

2.       ALLOTMENT, ISSUE AND SUBSCRIPTION OF SUBSCRIPTION SHARES.............4

3.       SUBSCRIPTION FUNDS...................................................4

4.       COMPLETION...........................................................5

5.       WARRANTIES...........................................................6

6.       RESTRICTION ON ANNOUNCEMENTS.........................................6

7.       COSTS................................................................7

8.       GENERAL..............................................................7

9.       NOTICES..............................................................8

10.      GOVERNING LAW AND STATEMENT OF DISPUTE...............................9

11.      FIRST SCHEDULE - SHAREHOLDERS' AGREEMENT



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THIS SUBSCRIPTION AGREEMENT is made on the 30th day of November, 2004

BETWEEN :

MACAU CABLE TV, LIMITED, a company with its principal office at Alamedd Dr,
Carlos D assumpcao N411-417, Edificio Dynasty Plaza, 21 Andar, Macau, Telephone
No. (853) 781812, Facsimile No. (853) 781821 (the "MCTV");

PACIFIC SATELLITE INTERNATIONAL LIMITED, a company incorporated in the Hong Kong
SAR ("HONG KONG") with its registered office at Room 1101, China Merchants
Tower, Shun Tak Centre, 168 Connaught Road Central, Hong Kong ("PSIL");

SKYWAVE TV COMPANY LIMITED (previously known as "Auspicious City Limited"), a
company with its registered office at 23rd Floor, East Exchange Tower, 38
Leighton Road, Causeway Bay, Hong Kong, Telephone No. (852) 2500 0888, Facsimile
No. (852) 2576 4111 (the "Company"); and

ASIA SATELLITE TELECOMMUNICATIONS COMPANY LIMITED, a company with its registered
office at 23rd Floor, East Exchange Tower, 38 Leighton Road, Causeway Bay, Hong
Kong, Telephone No. (852) 2500 0888, Facsimile No. (852) 2576 4111 ("AsiaSat").

AsiaSat, MCTV and PSIL shall hereafter together be referred to as the
"Subscribers".


WHEREAS:

A.       At the date of this Agreement, the authorised share capital of the
         Company is HK$50,000,000 (Fifty Million Hong Kong dollars) divided into
         5,000,000 (Five Million) shares of which the following shares have been
         allotted fully paid and issued to, and are registered in the names of
         and beneficially owned by, the following persons:-

<TABLE>
<S>      <C>                                                      <C>
         Asia Satellite Telecommunications Company Limited         99 (Ninety Nine) shares
         (AsiaSat)

         Peter Jackson on behalf of AsiaSat                         1 (One) share
</TABLE>


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B.       The Company has agreed to issue and the Subscribers have agreed to
         subscribe for 2,999,900 (Two Million Nine Hundred and Ninety-Nine
         Thousand and Nine Hundred) shares upon and subject to the terms and
         conditions set out in this Agreement.

NOW IT IS HEREBY AGREED as follows:-

1.       DEFINITIONS AND INTERPRETATION

1.1      In this Agreement, where the context so admits, the following words and
         expressions shall have the following meanings:

         "BANKING DAY" means a day (excluding Saturday) on which licensed banks
         in Hong Kong are generally open for business;

         "BOARD" means the board of directors of the Company;

         "COMPANIES ORDINANCE" means the Companies Ordinance (Chapter 32 of the
         Laws of Hong Kong);

         "COMPLETION" means completion of the transactions contemplated herein
         pursuant to Clause 4;

         "HK$ or HONG KONG DOLLARS" means the lawful currency of Hong Kong;

         "HONG KONG" means the Hong Kong Special Administrative Region of the
         People's Republic of China;

         "INTELLECTUAL PROPERTY RIGHTS" means

         (a)      patents, trade marks, service marks, registered designs,
                  applications and rights to apply for any of those rights,
                  trade, business and company names, internet domain names and
                  e-mail addresses, unregistered trade marks and service marks,
                  copyrights, database rights, know-how, rights in designs and
                  inventions;

         (b)      rights under licences, consents, orders, statutes or otherwise
                  in relation to a right in paragraph (a);


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         (c)      rights of the same or similar effect or nature as or to those
                  in paragraphs (a) and (b) which now or in the future may
                  subsist; and

         (d)      the right to sue for past infringements of any of the
                  foregoing rights;

         "PARTIES" means the named parties to this Agreement and their
         respective successors and assigns and a "Party" means any of them;

         "SECURITY INTEREST" means a mortgage, charge, pledge, lien, option,
         restriction, right of first refusal, right of pre-emption, third-party
         right or interest, other encumbrance or security interest of any kind,
         or another type of preferential arrangement (including, without
         limitation, a title transfer or retention arrangement) having similar
         effect;

         "SHAREHOLDERS' AGREEMENT" means the shareholders' agreement in the form
         set out in the First Schedule;

         "SUBSCRIPTION FUNDS" means [
                                            ] being the total consideration
         for the allotment and issue of the Subscription Shares;

         "SUBSCRIPTION SHARES" means 2,999,900 (Two Million and Nine Hundred
         Ninety-Nine Thousand and Nine Hundred) shares to be allotted and issued
         pursuant to Clause 2; and

         "TAX" means all forms of taxation, estate duties, deductions, with
         holdings, duties, imposts, levies, fees, charges, social security
         contributions and rates imposed, levied, collected, withheld or
         assessed by any local, municipal, regional, urban, governmental, state,
         federal or other body in Hong Kong or elsewhere and any interest,
         additional taxation, penalty, surcharge or fine in connection
         therewith.

1.2      Save where the context otherwise requires, words and phrases the
         definitions of which are contained or referred to in the Companies
         Ordinance shall be construed as having the meanings thereby attributed
         to them.

1.3      References in this Agreement to Clauses and Schedules are to clauses in
         and schedules to this Agreement (unless the context otherwise
         requires). The recitals and the schedules to this Agreement shall be
         deemed to form part of this Agreement.


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1.4      Headings are inserted for convenience only and shall not affect the
         construction of this Agreement.

1.5      The expression "THE SUBSCRIBERS" include their successors and assigns.

1.6      References to "PERSON" shall include bodies corporate, unincorporated
         associations and partnerships (whether or not having separate legal
         personality).

1.7      References to writing shall include any methods of producing or
         reproducing words in a legible and non-transitory form.

1.8      The masculine gender shall include the feminine and neuter and the
         singular number shall include the plural and vice versa.


2.       ALLOTMENT, ISSUE AND SUBSCRIPTION OF SUBSCRIPTION SHARES

2.1      Subject to the terms and conditions of this Agreement, the Subscribers
         agree to subscribe for, and the Company agrees to issue and allot to
         the Subscribers or their nominees free from any Security Interest, the
         Subscription Shares on Completion as follows :

         (a)      AsiaSat as to 2,399,900 of the Subscription Shares at a
                  subscription price of HK$10 each, making up [        ] of
                  the Subscription Funds.

         (b)      MCTV as to 300,000 of the Subscription Shares, at a
                  subscription price of HK$10 each, making up [        ] of
                  the Subscription Funds.

         (c)      PSIL as to 300,000 of the Subscription Shares, at a
                  subscription price of HK$10 each, making up [        ] of
                  the Subscription Funds.

         The Subscription Shares will be issued as fully paid, free from any
         Security Interest, and will rank pari passu in all respects with the
         existing shares of the Company.


3.       SUBSCRIPTION FUNDS

3.1      The Subscription Funds due to the Company shall be payable by AsiaSat
         in cash, both MCTV and PSIL in the form of contribution in-kind as set
         out in the Shareholders' Agreement, which the Subscribers hereby
         undertake to enter into.


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4.       COMPLETION

4.1      Completion shall take place and at such place as the Parties may agree
         when all (but not some only) of the events described in this Clause 4
         shall occur.

4.2      At Completion, the Company shall:

         (a)      allot and issue all the Subscription Shares credited as fully
                  paid to the Subscribers or its nominee(s); and

         (b)      deliver to the Subscribers:

                  (i)      a certified true copy of the resolutions of the Board
                           approving and authorising the execution and
                           completion of this Agreement and acknowledging the
                           Shareholders' Agreement, and the issue of the
                           Subscription Shares credited as fully paid to the
                           Subscribers;

                  (ii)     a duly issued share certificate for each Subscriber
                           in respect of their respective number of Subscription
                           Shares; and

                  (iii)    the Shareholders' Agreement duly executed by all the
                           parties thereto; and

         (c)      procure the appointment of such person as the Subscribers may
                  have nominated by notice in writing given to the Company prior
                  to Completion as a director of the Company; and

         (d)      enter the name of the Subscribers in the register of members
                  of the Company as the holders of their respective number of
                  Subscription Shares.

4.3      At Completion, each Subscriber shall deliver to the Company :

         (a)      a counterpart Shareholders' Agreement duly executed by the
                  Subscriber; and

         (b)      a certified true copy of the resolutions of the board of
                  directors of the Subscriber approving and authorising the
                  execution and completion of this Agreement and the execution
                  of the Shareholders' Agreement.


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4.4      Without prejudice to any other remedies available to either party, if
         in any respect the provisions of this Clause 4 are not complied with by
         the Company or any one of the Subscribers, as the case may be, at
         Completion, any one of the Subscribers or the Company (as the case may
         be) may:

         (a)      defer Completion to a date not later than 31st December 2004
                  (and so that the provisions of this Clause 4.4 shall apply to
                  Completion as so deferred); or

         (b)      proceed to Completion so far as practicable (without prejudice
                  to its rights under this Agreement); or

         (c)      rescind this Agreement (without prejudice to its accrued
                  rights under this Agreement).


5.       WARRANTIES

5.1      The Company represents and warrants to the Subscribers that the
         information contained in this Clause 5 are and will at Completion and
         will at all times between the date of this Agreement and Completion be
         true, complete and accurate in all material respects and that the
         Subscription Shares will be allotted and issued pursuant to this
         Agreement free from all claims, charges, liens, encumbrances and
         equities and will rank pari passu in all respects with the existing
         shares of the Company.

5.2      The Subscribers represent and warrant to the Company that they have
         power to enter into this Agreement and this Agreement has been duly
         authorised and executed by, and constitutes legally binding obligations
         of the Subscribers.


6.       RESTRICTION ON ANNOUNCEMENTS

         Each of the Parties undertakes that it will not, save as required by
         law or by any securities exchange or any supervisory or regulatory body
         to whose rules any of the Parties may be subject, make or permit or
         authorise the making of any press release or other public statement or
         disclosure concerning this Agreement or the transactions contemplated
         hereby unless the other Parties shall have given its consent to such
         announcement (which consent may not be unreasonably withheld or delayed
         and may be given either generally or in a specific case or cases and
         may be subject to conditions).


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7.       COSTS

         Each party to this Agreement shall pay its own costs of and incidental
         to this Agreement and the subscription hereby agreed to be made.


8.       GENERAL

8.1      This Agreement shall be binding upon and enure for the benefit of the
         successors of the Parties. No Party hereto shall be entitled to assign
         any of its rights or purport to transfer any of its obligations
         hereunder without the prior written consent of all the other Parties.

8.2      This Agreement (together with any documents referred to herein)
         constitutes the whole agreement between the Parties and supersedes any
         previous agreements or arrangements between them relating to the
         subject matter thereof; it is expressly declared that no variations
         hereof shall be effective unless made in writing signed by duly
         authorised representatives of the Parties.

8.3      All of the provisions of this Agreement shall remain in full force and
         effect notwithstanding Completion (except insofar as they set out
         obligations which have been fully performed at Completion).

8.4      If any provision or part of a provision of this Agreement shall be, or
         be found by any authority or court of competent jurisdiction to be,
         invalid or unenforceable, such invalidity or unenforceability shall not
         affect the other provisions or parts of such provisions of this
         Agreement, all of which shall remain in full force and effect.

8.5      Any right of rescission or other rights or remedies conferred upon any
         Party in this Agreement shall be in addition to and without prejudice
         to all other rights and remedies available to it at law (and, without
         prejudice to the generality of the foregoing, shall not extinguish any
         right to damages to which the Party may be entitled in respect of the
         breach of this Agreement) and no exercise or failure to exercise such a
         right of rescission shall constitute a waiver by the Party of any such
         other right or remedy.

8.6      No failure of any Party to exercise, and no delay or forbearance in
         exercising, any right or remedy in respect of any provision of this
         Agreement shall operate as a waiver of such right or remedy.


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8.7      Upon and after Completion, the Company and the Subscribers shall at
         their own cost do and execute or procure to be done and executed all
         such further acts, deeds, documents and things as may be necessary to
         give effect to the terms of this Agreement.

8.8      This Agreement may be executed in one or more counterparts, and by the
         Parties on separate counterparts, but shall not be effective until each
         Party has executed at least one counterpart and each such counterpart
         shall constitute an original of this Agreement but all the counterparts
         shall together constitute one and the same instrument.

8.9      The provisions of this Agreement shall be binding upon and inure to the
         benefit of the Parties and their respective successors. The rights and
         obligations, or any part thereof, of a Party to this Agreement may only
         be assigned with the express written consent of the other Parties.


9.       NOTICES

9.1      Each notice, demand or other communication given or made under this
         Agreement shall be in writing in English and delivered or sent to the
         relevant Party at its address or fax number set out below (or such
         other address or fax number as the addressee has by 10 days' prior
         written notice specified to the other Party). Any notice, demand or
         other communication given or made by letter between countries shall be
         delivered by airmail. Any notice, demand or other communication so
         addressed to the relevant Party shall be deemed to have been delivered
         (a) if delivered in person or by messenger, when proof of delivery is
         obtained by the delivering Party; (b) if sent by post within the same
         country, on the third day following posting, and if sent by post to
         another country, on the seventh day following posting; (c) if given by
         fax, upon dispatch and the receipt of a transmission report confirming
         dispatch.

                  IF TO MCTV :
                  Macau Cable TV, Limited
                  Alameda Dr. Carlos D Assumpcao,
                  N(degree)411-417,
                  Edificio Dynasty Plaza, 21(degree) Andar, Macau
                  Attention:   The Executive Managing Director
                  Facsimile:   (853) 781821


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                  IF TO PSIL :
                  Pacific Satellite International Limited
                  Room 1101, China Merchants Tower,
                  Shun Tak Centre
                  168 Connaught Road Central,
                  Hong Kong
                  Attention:       The Director
                  Facsimile No.:   (852) 2558 0406

                  IF TO ASIASAT :
                  Asia Satellite Telecommunications Company Limited
                  23/F, East Exchange Tower,
                  38 Leighton Road, Causeway Bay,
                  Hong Kong
                  Attention:       The Chief Executive Officer
                  Facsimile No.:   (852) 2577 0044

                  IF TO THE COMPANY :
                  Skywave TV Company Limited
                  23/F, East Exchange Tower,
                  38 Leighton Road, Causeway Bay,
                  Hong Kong
                  Attention:       The Company Secretary
                  Facsimile No.:   (852) 2500 0865


10.      GOVERNING LAW AND STATEMENT OF DISPUTE

10.1     The execution, validity, interpretation and performance of and
         resolution of disputes under this Agreement shall be governed by and
         construed in accordance with the officially published and publicly
         available laws of the Hong Kong Special Administrative Region of the
         PRC.


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10.2     Any dispute, controversy or claim arising out of, or relating to, this
         Agreement, or the performance, interpretation, breach, termination or
         validity hereof, shall be resolved through friendly consultation. Such
         consultation shall begin immediately after one Party has delivered to
         the other Parties a written request for such consultation stating
         specifically the nature of the dispute, controversy or claim. If within
         30 days following the date on which such notice is given the dispute
         cannot be resolved, the dispute shall be referred to, and finally
         resolved by, arbitration upon the request of any Party with notice to
         the other Parties.

10.3     The arbitration shall be conducted in Hong Kong in accordance with the
         rules of the Hong Kong International Arbitration Centre save as
         modified in this Agreement. There shall be five arbitrators. Each Party
         shall select one arbitrator and the Chairman of the Arbitration Centre
         shall select the fifth arbitrator. All selections shall be made within
         30 days after the selecting Party gives or receives the demand for
         arbitration. Such arbitrators shall be freely selected, and the Parties
         shall not be limited in their selection to any prescribed list. If any
         arbitrator to be appointed by the Parties has not been appointed and
         consented to participate within 30 days after the selection of the
         first arbitrator, the relevant appointment shall be made by the
         Chairman of the Arbitration Center.

10.4     The arbitration proceedings shall be conducted in English.

10.5     The arbitrators shall decide any such dispute or claim strictly in
         accordance with the governing law specified in Clause 10.1. Judgment
         upon any arbitral award rendered hereunder may be entered in any court
         having jurisdiction, or application may be made to such court for a
         judicial acceptance of the award and an order of enforcement, as the
         case may be.

10.6     The costs and expenses of the arbitration, including without limitation
         the fees of the arbitration, including without limitation, the fees of
         translators, costs of the venue and facilities, transcript providers or
         live note transcribers, the fees of the arbitration tribunal, shall be
         borne equally by each party to the dispute or claim, and each party
         shall pay its own fees, disbursements and other charges of its counsel.

10.7     Any award made by the arbitration tribunal shall be final and binding
         on each of the Parties that were parties to the dispute. The Parties
         expressly agree to waive the applicability of any laws and regulations
         that would otherwise give the right to appeal the decisions of the
         arbitration tribunal so that there shall be no appeal to any court of


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         law for the award of the arbitration tribunal, and a Party shall not
         challenge or resist the enforcement action taken by any other Party in
         favour of which an award of the arbitration tribunal was given.

10.8     Each Party irrevocably consents to the service of process, notices or
         other paper in connection with or in any way arising from the
         arbitration or the enforcement of any arbitral award, by use of any of
         the methods and to the addresses set forth for the giving of notices in
         Clause 9. Nothing contained herein shall affect the right of any Party
         to serve such processes, notices or other papers in any other manner
         permitted by applicable law.

10.9     In order to preserve its rights and remedies, any Party shall be
         entitled to seek preservation of property in accordance with law from
         any court of competent jurisdiction or from the arbitration tribunal
         pending the final decision or award of the arbitration tribunal.

10.10    During the period when a dispute is being resolved, except for the
         matter being disputed, the Parties shall in all other respects continue
         their implementation of this Agreement.




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AS WITNESS the hands of the Parties or their duly authorised representatives the
day and year first above written.


MACAU CABLE TV, LIMITED



/s/ Antonio A.Silva Aguiar
----------------------------------
Authorized Representative:
Name:   Mr. Antonio A.Silva Aguiar
Title:  Executive Managing Director
Date:   30th November, 2004




MACAU CABLE TV, LIMITED



/s/ Filipe Santos
----------------------------------
Authorized Representative:
Name:   Mr. Filipe Santos
Title:  Director
Date:   30th November, 2004




PACIFIC SATELLITE INTERNATIONAL LIMITED



/s/ Joseph Yeung
----------------------------------
Authorized Representative:
Name:   Mr. Joseph Yeung
Title:  Director
Date:   30th November, 2004




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SKYWAVE TV COMPANY LIMITED



/s/ William Wade
----------------------------------
Authorized Representative:
Name:   Mr. William Wade
Title:  Director
Date:   30th November, 2004





ASIA SATELLITE TELECOMMUNICATIONS COMPANY LIMITED



/s/ Peter Jackson
----------------------------------
Authorized Representative:
Name:   Mr. Peter Jackson
Title:  Chief Executive Officer
Date:   30th November, 2004





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                                 FIRST SCHEDULE


                             SHAREHOLDERS' AGREEMENT







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