Dated the 15th day of May 1997
                                    
                                               GEE CHANG PROPERTY
                                               MANAGEMENT LIMITED
                                    
                                                       and
                                    
                                          EURO TECH (FAR EAST) LIMITED
                                    
                                    
                                     &&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&
                                    
                                                Tenancy Agreement
                                    
                                                       of
                                    
                                    All Those Factories A, B, C & D on the
                                    18th Floor -- of Gee Chang Hong Centre,
                                    No.65 Wong Chuk Hang Road, Aberdeen,
                                    Hong Kong
                                    
                                     &&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&&
                                    
                                    Term: 2 years and 1 month
                                    
                                    Commencement on: 01/05/97
                                    
                                    Termination on: 31/05/99
                                    
                                    Rent: HK$ 105,900.00
                                    
                                    Service charges: HK$ 15,000.00
                                    
                                    Monthly payment on: 1st day of each month
                                    
                                    Rent deposit: HK$ 317,700.00
                                    
                                    
                                       ========================================
                                                CHAN EVANS CHUNG & TO,
                                                      SOLICITORS,
                                            21st Floor Ka Wah Bank Centre,
                                            No.232 Des Voeux Road Central,
                                                      HONG KONG.
                                       ========================================
                                    REF.: PT/16535/CON/cc/ic
                                    
<PAGE>

This Agreement is made the 15th day of May

                                      One thousand nine hundred and ninety-seven

Between GEE CHANG PROPERTY MANAGEMENT LIMITED whose registered office is situate
at 7th Floor, Tung Hip Commercial Building, No.244 Des Voeux Road Central, Hong
Kong as agent for the registered owner, ASSOCIATED DEVELOPMENT COMPANY LIMITED,
(hereinafter called "the Landlord") of the one part and EURO TECH (FAR EAST)
LIMITED [Chinese Translation Omitted] whose registered office is situate at 18th
Floor, Gee Chang Hong Centre, No.65 Wong Chuk Hang Road, Aberdeen, Hong Kong
---------------------- (hereinafter called "the Tenant") of the other part

NOW IT IS AGREED as follows:-

1. The Landlord shall let and the Tenant shall take ALL THOSE FACTORIES A, B, C
and D on the EIGHTEENTH FLOOR -------------------- (hereinafter referred to as
"the said premises") of the building known as GEE CHANG HONG CENTRE, No.65 Wong
Chuk Hang Road, Aberdeen, Hong Kong which said Building is erected on ALL THAT
piece or parcel of ground registered in the Land Registry as ABERDEEN INLAND LOT
NO.390 and is hereinafter referred to as "the said building" TOGETHER with a
right of way for the Tenant his servants and agents (in common with the Landlord
and all others having the like right) from time to time to pass and repass over
and along the staircases and landings erected in the said building and the right
(in common with the Landlord and all others having the like right) to use the
lifts installed in the said building during such time as the same are in
operation for the purpose of access to and egress from the said premises FOR THE
TERM of TWO (2) YEARS and ONE (1) MONTH from the 1st day of May 1997 to the 31st
day of May 1999 YIELDING AND PAYING therefor during the said term monthly and
every calendar month the rent of DOLLARS ONE HUNDRED FIVE THOUSAND AND NINE
HUNDRED ($105,900.00) ONLY --------------------------------------------------
(inclusive of rates) and monthly service charges in the sum of $15,000.00 --
both payable in Hong Kong Currency in advance on the 1st day of each and every
calendar month.

2. The Tenant agrees with the Landlord as follows:-

      (1)   To pay the said rent at the times and in manner aforesaid.

      (2)   To pay the Landlord or the person or the corporation for the time
            being appointed in writing by the Landlord to undertake the general
            management of the said building on the 1st day of each and every
            calendar month during the continuance of this tenancy the said sum
            of HK$ 15,000.00 ----- per month (hereinafter called "the service
            charges") as contribution towards the expenses of the management of
            and

        HONG KONG                 STAMP DUTY               [ILLEGIBLE]       
                                                                             
         005.00                   [ILLEGIBLE]          Original Stamped with 
                                                             $63541           
      STAMP DUTY PAID             HONG KONG                                  


                                       1
<PAGE>

            provision of general services to the said premises as set out in
            subclauses 3(4) to (8) (inclusive) hereof. The management and
            general services to be undertaken or to be performed by the Landlord
            do not include the disposal of industrial waste or refuse or rubbish
            of the Tenant.

      (3)   To pay the electricity gas and water charges in respect of the said
            premises and to make all necessary deposits and increase in deposits
            for the supply of electricity gas and water to the said premises.

      (4)   To constantly maintain and keep the whole of the interior of the
            said premises and every part thereof in proper and tenantable repair
            and condition including all fixtures and fittings therein and to
            meet and comply with all requirements and notices that may be issued
            by the Urban Services Department, the Fire Services Department or
            any other Government Departments and to constantly maintain and keep
            all windows and window panes in good repair and condition.

      (5)   To permit the Landlord and all persons authorised by it at all
            reasonable times to enter into the said premises to view the
            condition thereof and to give or leave notice in writing upon the
            said premises for the Tenant of all defects or want of repair there
            found and the Tenant shall within one month after the date of every
            such notice well and sufficiently repair and make good such defects
            and/or want of repair whereof such notice shall have been so given
            or left and the Landlord shall in no way be responsible for any
            inconvenience or damage caused by the person or persons so
            authorised.

      (6)   Not to make any alterations in or additions to the said premises
            without the previous consent in writing of the Landlord. In the
            event of any permitted alterations or additions being made by the
            Tenant to the said premises during the said term the Tenant shall if
            required by the Landlord reinstate the said premises at his own cost
            and expense prior to delivering up possession thereof to the
            Landlord.

      (7)   Not to assign underlet sublet or otherwise part with the possession
            of the said premises or any part thereof or let or to sublet lend
            share or by any other means whereby any person or persons not a
            party to this Agreement obtain the use or possession of the said
            premises or any part thereof irrespective of whether any rental or
            other consideration is given for such use or possession. The tenancy
            shall be personal to the Tenant specifically named in this Agreement
            and without in any way limiting the generality of the foregoing, the
            following acts and events shall, unless previously approved in
            writing by the Landlord (which approval the Landlord may give or
            withhold at its sole discretion without assigning any reason
            therefor) be deemed to be breaches of this subclause -

            (i)   in the case of a Tenant which is a partnership, the taking in
                  of one or more new partners whether on the death or retirement
                  of an existing partner or otherwise;


                                        2
<PAGE>

            (ii)  in the case of a Tenant who is an individual (including a sole
                  surviving partner of a partnership tenant) the death, insanity
                  or other disability of that individual to the intent that no
                  right to use, possess, occupy or enjoy the said premises or
                  any part thereof shall vest in the executors, administrators,
                  personal representatives, next-of-kin, trustee or committee of
                  any such individual:

            (iii) in the case of a Tenant which is a corporation any take-over,
                  reconstruction, amalgamation, merger, voluntary liquidation or
                  change in the person or persons who owns or own a majority of
                  voting shares of such corporation or who otherwise has or have
                  effective control thereof;

            (iv)  the giving by the Tenant of a Power of Attorney or similar
                  authority whereby the donee of the Power or authority obtains
                  the right to use, possess, occupy or enjoy the said premises
                  or any part thereof or does in fact use, possess, occupy or
                  enjoy the same;

            (v)   the change of the Tenant's business name without the previous
                  written consent of the Landlord.

      (8)   Not to do or cause or permit or suffer to be done anything in or
            upon the said premises or any part thereof which may at any time be
            or become a nuisance or annoyance to the Landlord or the tenants or
            occupiers of the other portions of the said building or of the
            neighbouring premises or which may produce an offensive odour and to
            take all such precautions as the Landlord shall reasonably from time
            to time require to prevent or minimise damage to the said premises
            from the Tenant's operations.

      (9)   Not to store or cause or permit or suffer to be stored any unlawful
            or dangerous or hazardous goods or any explosive or combustible
            substance on or in any part of the said premises.

      (10)  Not to use the said premises or any part thereof for any illegal or
            immoral purpose.

      (11)  Not to prepare or permit or cause or suffer to be prepared any food
            in the said premises.

      (12)  Not to do or cause or permit or suffer to be done anything whereby
            the policy or policies of insurance of the said premises or of the
            said building against fire may be rendered void or voidable or
            whereby the premium for such insurance may be liable to be increased
            and the Tenant shall indemnify the Landlord against such increased
            or additional premium as shall have been brought about or caused by
            any act or default of the Tenant or his servants or licensees.

      (13)  To use the said premises for industrial purposes only and not to
            carry on any trade or business thereon which is now or may hereafter
            be declared to be an offensive trade under the Public Health and
            Municipal Services Ordinances or any enactment amending the same or
            substituted therefor.


                                        3
<PAGE>

      (14)  To cushion all the machineries placed or affixed to the said
            premises and to restrict the number of workers working or staying in
            the said premises in accordance with all Government regulations for
            the time being in force in Hong Kong.

      (15)  Not to store or place or cause or permit or suffer to be stored or
            placed any goods or machinery or other things on or in any part of
            the said premises which impose a loading exceeding 733 kilograms per
            square metre (150 lbs. per square foot).

      (16)  Not to overload or cause or permit or suffer to be overloaded any of
            the lifts in the said building in excess of their maximum capacity
            and to be responsible for any damage caused thereby.

      (17)  Not to install any furnace, boiler or other plant or equipment in
            any part of the said premises or use any fuel that might in any
            circumstance produce smoke without the previous consent in writing
            of the Commissioner for Labour and the Landlord first had and
            obtained.

      (18)  Not to install or use on the said premises or any part thereof any
            machinery, furnace, boiler or other plant or equipment or use any
            fuel or method or process of manufacture or treatment which might in
            any circumstances result in the discharge or emission, whether
            aerial or otherwise, on or from the said building or any part
            thereof of any noxious, harmful or corrosive matter, whether it be
            in the form of gas, smoke, liquid or solids or otherwise, or which
            shall in the opinion of the Commissioner for Labour be excessive in
            or unnecessary for the proper use and enjoyment of the said building
            for the purpose for which the Land is granted.

      (19)  Not to place or store or cause or permit or suffer to be placed or
            stored any goods or chattels or any things on the parking or loading
            area or the driveway or in the common entrance-hall, staircases,
            landings, passages or any other common parts of and in the said
            building and to indemnify the Landlord against all actions, suits,
            costs, expenses, losses and claims which may be incurred or
            sustained by the Landlord by reason of or relating to the
            non-compliance of this sub-clause by the Tenant its servants or
            agents.

      (20)  Not to hang any flags or display any posters or things of a similar
            nature on any part of the exterior walls of the said premises or the
            said building such as notices for employment of workers or any kind
            of advertisements or by any other cause whatsoever.

      (21)  Not to paint affix erect or display any sign board, neon sign or
            advertisement on any part of the exterior walls or on any of the
            windows of the said building but the Tenant shall be at liberty to
            exhibit his firm name as contained in this Agreement in the spaces
            provided by the Landlord at the main entrances of the said building
            and in such size as the Landlord shall designate and approve.

      (22)  Not to carry on or cause or permit or suffer to be carried on any
            trade or business in the nature of an oil refinery, paint spraying,
            dyeing or bleaching, metal ware bearing, electrical plating, rubber
            shoes manufacturing, paper carton making, paper storage,


                                        4
<PAGE>

            printing or laundry or furniture or rattan factory, foam rubber
            manufacturing, weaving or knitting factory, electroplating factory
            or plastic factory or any other similar kind of trade or business.

      (23)  Not to install any support or erect any iron bracket on any part of
            the exterior walls of the said building for the installation of
            air-conditioners or ventilators without the prior written consent of
            the Landlord. If the Tenant wishes to install any air-conditioners
            or ventilators he shall ensure that such air-conditioners or
            ventilators are safely installed through the windows of the said
            premises without damaging and without protruding beyond any part of
            the exterior walls of the said building.

      (24)  Not to paint the window glass panes with paints and to constantly
            keep such glass panes in a clean and tidy condition and to undertake
            to replace any broken panes that may occur.

      (25)  Not to injure or interfere with or allow or permit or suffer anyone
            to injure or interfere with or alter or test or reset or repair or
            replace the "Fire Alarm" or "Sprinkler System" as the case may be or
            any of the fire fighting equipments installed in the said premises
            and building without the prior written approval of the Landlord
            first had and obtained.

      (26)  Not to fix or erect or cause or permit or suffer to be fixed or
            erected any chimneys or venetian blinds or sun blinds or canopies,
            pipes or wires of any description to or on any part of the exterior
            walls of the said building and not to fix or erect any chimneys in
            any part of the said premises.

      (27)  Not to make any openings or damage any part of the exterior walls of
            the said building.

      (28)  Not to erect or cause or permit or suffer to be erected any shelters
            or coverings on any part of the canopy or the flat-roof or roof of
            the said building.

      (29)  Not to remove or alter the position of any of the Smoke Lobby doors
            or to make any alterations in or additions to any of such doors
            whatsoever.

      (30)  Not to allow or cause any aerial wiring or rods to protrude outside
            the exterior walls of the said building.

      (31)  Not to break any part of the exterior walls of the said building for
            the conveyance of goods, machineries or any other things or for any
            other purpose whatsoever.

      (32)  Not to use or allow or permit the use of any of the common
            electricity supply for his own purpose whether temporary or
            otherwise and not to interfere with any of the common electricity
            wirings as installed in the said building.

      (33)  To observe and perform all regulations and conditions imposed and
            notices and orders served by any Government Department or competent
            authority in relation to or in respect of the carrying on of a
            factory or the trade or business of the Tenant on the said premises
            and to observe and perform all the terms and conditions contained in
            the relevant Conditions of Sale under which the said Lot is held and
            the House Rules relating to the upkeep and maintenance of the said
            building (if any) and that the Tenant shall indemnify the Landlord
            against all liability claims loss or damages costs and


                                        5
<PAGE>

            expenses as a result of the non-observance or non-performance
            thereof.

      (34)  At the expiration or sooner determination of this Agreement to
            deliver up to the Landlord vacant possession of the said premises in
            such good repair and condition as aforesaid together with any
            additional erections alterations or improvements which the Tenant
            may with the consent of the Landlord as aforesaid have made upon or
            in the said premises without payment of any compensation for such
            additional erections alterations or improvements.

3. The Landlord agrees with the Tenant as follows:-

      (1)   That the Tenant paying the rent hereby reserved and performing and
            observing the terms and conditions hereinbefore contained and on the
            part of the Tenant to be performed or observed may peaceably hold
            and enjoy the said premises during the said term without any
            interruption by the Landlord or any person lawfully claiming through
            or under it.

      (2)   To pay the Crown rent rates (except any increase in rates) and
            property tax which are now or may hereafter during the said term be
            imposed by Government upon the said premises throughout the said
            term.

      (3)   To maintain and keep the main structure and roof of the said
            building and every part of such main structure and roof in proper
            and tenantable repair and condition.

      (4)   To engage and pay one or more caretakers for the said building.

      (5)   To keep the said lifts in reasonably good repair and in working
            condition in accordance with the maintenance terms and conditions of
            the lift contractors.

      (6)   To maintain the electric pumps (if any) for supplying flushing water
            to the said building in good condition and to provide salt water for
            flushing purposes whenever the same is made available by the
            Government.

      (7)   To keep the staircases and landings and other common portions of the
            said building in a clean and sanitary condition.

      (8)   To pay all charges in respect of electricity consumed by the said
            lifts, the electric pumps and lighting in the staircases and
            landings and other common portions of the said building. Provided
            always that the Landlord shall not in any circumstances be
            responsible for failure of the said lifts, the electric pumps and/or
            lighting for any reason whatsoever including negligent or wrongful
            acts or omissions by independent contractors for any damage
            whatsoever caused thereby.

4. PROVIDED ALWAYS AND IT IS MUTUALLY AGREED as follows:-

      (1)   That if and whenever any part of the rent hereby reserved shall be
            in arrear for three (3) days (whether the same shall have been
            lawfully demanded or not) or if the Tenant shall fail to pay the
            monthly service charges within three (3) days of due date or if and
            whenever there shall be a breach by the Tenant of any of the terms
            or conditions


                                        6
<PAGE>

            hereinbefore contained and to be performed or observed by the Tenant
            or if the Tenant shall become bankrupt or in the case of a limited
            company shall be wound up whether voluntarily or compulsorily or
            shall enter into composition or arrangement with the Tenant's
            creditors or shall suffer execution to be levied upon any of the
            Tenant's goods or effects the Landlord shall upon the happening of
            any such event be entitled to re-enter upon the said premises or any
            part thereof in the name of the whole and thereupon this Agreement
            shall absolutely determine but without prejudice to any rights which
            may have accrued to the Landlord by reason of any antecedent breach
            of any of the obligations on the part of the Tenant hereinbefore
            contained.

      (2)   The lifts as installed in the said building shall be permitted for
            use by the Tenant under instructions imposed by the Landlord at all
            reasonable times only. Should the Tenant fail to observe the
            instructions as imposed by the Landlord, he shall not be allowed to
            use any of the said lifts. The Tenant shall indemnify the Landlord
            for all damage done to any of the said lifts due to the mis-use of
            the said lifts by the Tenant, his servants, agents, visitors or
            customers.

      (3)   All fire fighting equipments as installed in the said premises and
            the said building shall be and remain the property of the Landlord
            and the Tenant shall take due care thereof and in particular the
            Tenant shall not allow or cause any of such equipments to be
            interfered with or moved to any other position. The Tenant shall
            further pay the annual recharge fees for all the fire-extinguishers
            as installed in the said premises.

      (4)   In the event of the said premises at any time during the said term
            being damaged or destroyed by fire or by any other cause (not
            attributable to the act default or negligence of the Tenant) so as
            to be completely unfit for use this Agreement shall automatically
            terminate whereupon the Tenant shall forthwith deliver up vacant
            possession of the entire premises to the Landlord and neither party
            shall have any claim against the other except for antecedent
            breaches, if any.

      (5)   If for any reason whatsoever the rateable value of the said premises
            is increased to a figure in excess of the rateable value as at the
            date hereof or if the Rates payable in respect of the said premises
            shall be increased then and in any such case the Tenant shall during
            the continuance of the term of this Agreement bear such increase in
            Rates.

      (6)   If for any reason whatsoever the Rates of the said premises are
            increased to a figure in excess of the Rates at the date hereof by
            reason of any decoration alteration or other works or improvements
            carried out by the Tenant on the said premises then and in any such
            case the Tenant shall during the continuance of the term of this
            Agreement bear the increase in Rates and the amount of such increase
            or increases shall form part of the rent and be paid by and be
            recoverable from the Tenant accordingly.

      (7)   The Landlord shall not be under any liability whatsoever to the
            Tenant or to any other person whomsoever in respect of any loss or
            damage to person or property sustained by the Tenant or to any other
            person caused by or through or in any way owing to the


                                        7
<PAGE>

            overflow of water, bursting or leakage of any water pipes, waste
            water pipes, drains of any description, overflow of water-closet
            cistern or leakage of water-taps or sprinklers or the escape of
            fumes smoke fire or any other substance or thing from anywhere
            within me said building or breakage or want of repair of any part of
            the fixtures or other plant or equipment including "fire alarm" or
            "sprinkler" or other fire service installations and the Tenant shall
            fully and effectually indemnify the Landlord from and against all
            claims and demands actions and legal proceedings whatsoever made
            upon the Landlord by any person in respect of any loss, damage or
            injury caused by or through or in any way owing to the overflow of
            water or the escape of fumes smoke fire or any other substance or
            thing from the said premises owing to the neglect or default of the
            Tenant, his servants, visitors, agents or licensees or to the
            defective or damaged condition of the interior of the said premises
            for which the Tenant is responsible hereunder and against all costs
            and expenses incurred by the Landlord in respect of any such claim
            or demand.

      (8)   The Landlord shall not be in any way responsible to the Tenant for
            any damage to the said premises or the contents thereof or to the
            Tenant's business including structural defects of the said building
            or damage caused directly or indirectly by the malfunction or
            failure of any of the lifts or the water pumps or of the electrical
            equipment wiring or apparatus or by water seepage from the upper
            floors or windows of the said building or by floods from the hills,
            landslide, typhoon, storms, lightning or rain or by any other
            unforeseen calamities.

      (9)   The Tenant hereby expressly declares that he waives any claim for or
            entitlement to any compensation or awards, under the provisions of
            the Demolished Buildings (Redevelopment of Sites) Ordinance or any
            amending or substituting legislations in respect thereof and that
            the Tenant shall indemnify the Landlord for any claims actions
            demands arising from the non-observance or non-compliance of the
            terms contained in this sub-clause.

      (10)  The Tenant hereby expressly declares that he has paid no premium,
            construction fee, key money or other sums of money of a similar
            nature for securing the tenancy and that at the expiration or sooner
            determination of this Agreement the Tenant will not invoke or seek
            to avail himself of any protection which may or shall hereafter be
            afforded by any ordinance or regulation of Hong Kong protecting
            tenants or lessees from eviction but will promptly and punctually
            quit and deliver up vacant possession of the entirety of the said
            premises at the expiration of this Agreement or sooner determination
            as aforesaid.

      (11)  To secure the due performance and observance of the stipulations or
            conditions herein contained the Tenant shall on the signing of this
            Agreement pay to the Landlord by way of deposit the sum of
            $317,700.00 -- the receipt whereof the Landlord hereby acknowledges.
            At the expiration or sooner determination of this Agreement and
            provided that the said rent and other sums of money hereby
            stipulated shall have been


                                        8
<PAGE>

            duly paid on due dates and all other terms and conditions
            hereinbefore contained duly performed and observed by the Tenant
            then within the period of seven days after the Tenant shall have
            duly delivered up vacant possession of the entire said premises to
            the Landlord, the Landlord shall return to the Tenant the said
            deposit money but without any interest. The said deposit money shall
            be absolutely forfeited to the Landlord if the Tenant shall fail to
            perform or observe any of the terms or conditions herein contained,
            without prejudice to the Landlord's right to claim for damages or
            breach of contract.

      (12)  Any notice under this Agreement shall be in writing and any notice
            to the Tenant shall be sufficiently served if left addressed to him
            at the said premises or any part thereof or sent to him by
            registered post or left at his last known address in Hong Kong and
            any notice to the Landlord shall be sufficiently served if sent to
            it by registered post or left at its last known address in Hong
            Kong.

      (13)  For the purpose of these presents any act default or omission of the
            agents, licensees, workmen, servants, visitors or customers of the
            Tenant shall be deemed to be the act default or omission of the
            Tenant.

      (14)  For the purpose of the Landlord and Tenant (Consolidation)
            Ordinance, Cap. 7 and for the purpose of these presents the rent in
            respect of the said premises shall be deemed to be in arrear if not
            paid in advance as stipulated by Clause 1 hereof.

5. It is hereby further declared and acknowledged by the parties hereto that
Associated Development Co. Ltd. (hereinafter called "the said Company") is the
registered owner of the premises and that Gee Chang Property Management Limited
is the lawful attorney and agent of the said Company; the term "Landlord"
wherever appears in this Agreement shall include the said Company.

6. All costs and expenses of and incidental to the preparation completion
stamping and registration (if any) of this Agreement shall be borne and paid by
the Landlord and the Tenant in equal shares. Where the tenancy is one to which
Part V of the Landlord & Tenant (Consolidation) Ordinance applies, the Tenant
shall also bear the costs of Messrs. Chan, Evans, Chung & To in the posting of
notices in compliance with the said Ordinance.

7. It is hereby declared that in these presents if the context permits or
requires words importing the singular number shall include the plural number and
words importing the masculine gender shall include the feminine gender and the
neuter gender.

8. The Tenant shall be at liberty to terminate this Agreement after the
expiration of THIRTEEN MONTHS from the date of commencement of the tenancy
created herein by giving to the Landlord at least one calendar month's previous
notice in writing of its intention so to do (such notice only to expire on the
last day of any calendar month).


                                        9
<PAGE>

AS WITNESS the respective hands of the parties hereto the day and year first
above written.

      

SIGNED by YEUNG KWOK YUI Director       )  FOR AND ON BEHALF OF
                                        )  GEE CHANG PROPERTY MANAGEMENT LIMITED
for and on behalf of the Landlord whose )
                                        )  /s/ YEUNG KWOK YUI
signature is verified by:-              )

/s/ PATRICK P.W. TO

PATRICK P.W. TO
      Solicitor,

         Hong Kong

                                           For and on behalf of            
SIGNED by Wong Mo Kee -------           )  EURO TECH (FAR EAST) LTD        
                                        )  [Chinese Translation Omitted]   
---------------- for and on behalf of   )                                  
                                        )  /s/                             
the Tenant in the presence of:-         )  -----------------------------   
                                                 Authorized Signature      
                                           
/s/ PATRICK P.W. TO

PATRICK P.W. TO

      Solicitor,

         Hong Kong

INTERPRETED by:-

       /s/ Cheng Chau Ling

           Cheng Chau Ling
Clerk to Messrs. Chan, Evans, Chung & To,

        Solicitors, Hong Kong.

RECEIVED on the day and year first above   )
written of and from the Tenant the above-  )
mentioned deposit of                       )
DOLLARS THREE HUNDRED SEVENTEEN            ) HK$317,700.00
THOUSAND AND SEVEN HUNDRED ONLY            ) =============
Hong Kong Currency.

                                             FOR AND ON BEHALF OF
                                             GEE CHANG PROPERTY MANAGEMENT 
                                             LIMITED

                                             /s/ YEUNG KWOK YUI

             WITNESS:-

/s/ PATRICK P.W. TO

PATRICK P.W. TO

      Solicitor,

         Hong Kong