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                                                                   EXHIBIT 10.52

CONFIDENTIAL

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                             EQUITY PLEDGE AGREEMENT

                                      AMONG

                   SHANGHAI FOCUS MEDIA ADVERTISEMENT CO., LTD

                SHANGHAI FOCUS MEDIA ADVERTISING AGENCY CO., LTD

                        BEIJING DOTAD TECHNOLOGY CO., LTD

                                       AND

                      BEIJING FOCUS MEDIA WIRELESS CO., LTD

                                   DATED AS OF

                                  MAY 22, 2006

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                             EQUITY PLEDGE AGREEMENT

This EQUITY PLEDGE AGREEMENT (hereinafter, this "AGREEMENT") is entered into in
the People's Republic of China (hereinafter, "PRC") as of [ ], 2006 by and among
the following Parties:

(1)  SHANGHAI FOCUS MEDIA ADVERTISEMENT CO., LTD. (hereinafter "FOCUS MEDIA
     ADVERTISEMENT")
     REGISTERED ADDRESS: F Room 1003, No.1027, Changning Road, Changning
     District, Shanghai
     LEGAL REPRESENTATIVE: Jason Nanchun Jiang

(2)  SHANGHAI FOCUS MEDIA ADVERTISING AGENCY CO., LTD. (hereinafter "FOCUS MEDIA
     ADVERTISING AGENCY")
     REGISTERD ADDRESS: A65 Room, 28th Floor, No. 369, Changning Road, Changning
     District, Shanghai
     LEGAL REPRESENTATIVE: Jason Nanchun Jiang

(3)  BEIJING DOTAD TECHNOLOGY CO., LTD. (hereinafter "PLEDGEE")
     REGISTERED ADDRESS: No. 1, Qi Road, Shangdi Development Region, Haidian
     District, Beijing
     LEGAL REPRESENTATIVE: [ ]

(4)  BEIJING FOCUS MEDIA WIRELESS CO., LTD. (hereinafter "FOCUS MEDIA WIRELESS")
     REGISTERED ADDRESS: Room 511, Huizhong Building, No. 1, Qi Road, Shangdi
     Development Region, Haidian District, Beijing
     LEGAL REPRESENTATIVE: [ ]

(The above parties hereinafter shall be individually referred to as a "PARTY"
and collectively referred to as the "PARTIES", of which Focus Media
Advertisement and Focus Media Advertising Agency shall be individually referred
to as a "PLEDGOR" and collectively referred to as the "PLEDGORS" .)

WHEREAS:

(1)  Shareholders are the enrolled shareholders of Focus Media Wireless, legally
     holding all the equity of the company as of the execution date of this
     Agreement, of

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     which Focus Media Advertisement holds 90% interest while Focus Media
     Advertising Agency holds 10%.

(2)  Pursuant to the Call Option Agreement dated as of [ ] 2006 among the
     Pldgee, the Pledgors and Focus Media Wireless (hereinafter, the "CALL
     OPTION AGREEMENT"), the Plegors shall transfer part or all of the equity
     interest of Focus Media Wireless they hold to Dotad Technology and/or any
     other entity or individual designated by Dotad Technology at the request of
     the Dotad Technology.

(3)  Pursuant to the Shareholders' Voting Right Proxy Agreement dated as of [ ],
     2006 among the Pledgee, the Pledgors and Focus Media Wireless (hereinafter,
     the "PROXY AGREEMENT"), Pledgors have already entrusted the person
     designated by the Pledgors with full power to exercise on their behalf all
     of their shareholders' voting rights in respect of the relevant Focus Media
     Wireless.

(4)  As security for performance by the Pledgors of the Contract Obligations (as
     defined below) and repayment of the Guaranteed Liabilities (as defined
     below), the Pledgors agree to pledge all of their Focus Media Wireless
     Equity to the Pledgee and grant the Pledgee the right to request for
     repayment in first priority and Focus Media Wireless agree such equity
     pledge arrangement.

THEREFORE, the Parties hereby have reached the following agreement upon mutual
consultations:

                              ARTICLE 1 DEFINITION

1.1  Except as otherwise construed in the context, the following terms in this
     Agreement shall be interpreted to have the following meanings:

"CONTRACT OBLIGATIONS" shall mean all contractual obligations of a Pledgor under
the Call Option Agreement and Proxy Agreement; all contractual obligations of a
Focus Media Wireless under the Call Option Agreement and Proxy Agreement; and
all contractual obligations of a Pledgor under this Agreement.

"GUARANTEED LIABILITIES" shall mean all direct, indirect and consequential
losses and losses of foreseeable profits suffered by Pledgee due to any
Breaching Event (as defined below) a Pledgor and/or a Focus Media Wireless, and
all fees incurred by

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Pledgee for the enforcement of the Contractual Obligations of a Pledgor and/or a
Focus Media Wireless.

"TRANSACTION AGREEMENTS" shall mean the Call Option Agreement and the Proxy
Agreement.

"BREACHING EVENT" shall mean any breach by either Pledgor of its Contract
Obligations under the Proxy Agreement, Call Option Agreement and/or this
Agreement; any breach by a Focus Media Wireless of its Contract Obligations
under the Call Option Agreement, Proxy Agreement and/or this Agreement.

"PLEDGED PROPERTY" shall mean the equity interest in Focus Media Wireless which
is legally owned by the Pledgor as of the effective date hereof and is to be
pledges by the Pledgor to the Pledgee according to provisions hereof as the
security for the performance by the Pledgor and Focus Media Wireless of their
Contractual Obligations (in respect of Focus Media Advertisement, means the 90%
equity interest it holds in Focus Media Wireless, and in respect of Focus Media
Advertising Agency, means the 10% equity interest it holds in Focus Media
Wireless), and the increased capital contribution and equity interest described
in Articles 2.6 and 2.7 hereof.

"PRC LAW" shall mean the then valid laws, administrative regulations,
administrative rules, local regulations, judicial interpretations and other
binding regulatory documents of the People's Republic of China.

1.2  The references to any PRC Law herein shall be deemed:

     (1)  to include the references to the amendments, changes, supplements and
          reenactments of such law, irrespective of whether they take effect
          before or after the formation of this Agreement; and

     (2)  to include the references to other decisions, notices or regulations
          enacted in accordance therewith or effective as a result thereof.

1.3  Except as otherwise stated in the context herein, all references to an
     Article, clause, item or paragraph shall refer to the relevant part of this
     Agreement.

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                             ARTICLE 2 EQUITY PLEDGE

2.1  Each Pledgor hereby agrees to pledge the Pledged Property, which it legally
     owns and has the right to dispose of, to Pledgee according to the
     provisions hereof as the security for the performance of the Contract
     Obligations and the repayment of the Guaranteed Liabilities. Focus Media
     Wireless hereby agrees that the Pledgors legally holding equity interest in
     it to pledge the Pledged Property to the Pledgee according to the
     provisions hereof.

2.2  Each Pledgor hereby undertakes that it will be responsible for, recording
     the arrangement of the equity pledge hereunder (hereinafter, the "EQUITY
     PLEDGE") on the shareholder register of Focus Media Wireless on the date
     hereof, and will do its best endeavor to make registration with
     registration authorities of industry and commerce of Focus Media Wireless.
     Focus Media Wireless undertakes that it will do its best to cooperate with
     the Pledgors to complete the registration with authorities of industry and
     commerce under this Article.

2.3  During the valid term of this Agreement, except for the willful misconduct
     or gross negligence of Pledgee which has direct cause and effect
     relationship the reduction in value of the Pledged Property, Pledgee shall
     not be liable in any way to, nor shall Pledgors have any right to claim in
     any way or propose any demands on Pledgee, in respect of the said reduction
     in value of the Pledged Property.

2.4  To the extent not violating provision of Article 2.3 above, in case of any
     possibility of obvious reduction in value of the Pledged Property which is
     sufficient to jeopardize Pledgee's rights, Pledgee may at any time auction
     or sell off the Pledged Property on behalf of Pledgors, and discuss with
     Pledgors to use the proceeds from such auction or sale-off as pre-repayment
     of the Guaranteed Liabilities, or may submit such proceeds to the local
     notary institution where Pledgee are domiciled (any fees incurred in
     relation thereto shall be borne by Pledgors).

2.5  The Plegee as Plegee shall be deemed to have created the encumbrance of
     first order in priority on the Pledged Property, and in case of any
     Breaching Event, such Pledgee shall have the right to dispose of the
     Pledged Property in the way set out in Article 4 hereof.

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2.6  Only upon prior consent by Pledgee shall Pledgors be able to increase their
     capital contribution to Focus Media Wireless. Further capital contribution
     made by Pledgor (s) in Focus Media Wireless shall also be part of the
     Pledged Property.

2.7  Only upon prior consent by Pledgee shall Pledgors be able to receive
     dividends or share profits from the Pledged Property. The dividends or the
     profits received by Pledgors from the Pledged Property shall be deposited
     into Pledgee's bank account designated by Pledgee respectively, to be under
     the supervision of Pledgee and used as the Pledged Property to repay in
     priority the Guaranteed Liabilities.

                           ARTICLE 3 RELEASE OF PLEDGE

In respect of equity interest of Focus Media Wireless, upon full and complete
performance by relevant Pledgors of all of their Contractual Obligations and
upon the full repayment by relevant Pledgors of all the Guaranteed
Liabilities(if any), the Pledgee shall, at the request of relevant Pledgors,
release the pledge created on Focus Media Wireless under this Agreement, and
shall cooperate with Pledgors to go through the formalities to cancel the record
of the Equity Pledge in the shareholder register of Focus Media Wireless; in
case of the Equity Pledge having been recorded at the registration department of
Administration of Industry and Commerce of Focus Media Wireless, the relevant
Parties shall cooperate with each other to go through the formalities to cancel
such record of the Equity Pledge. The reasonable fees incurred in connection
with such release to be borne by Pledgee with the same proportion.

                   ARTICLE 4 DISPOSAL OF THE PLEDGED PROPERTY

4.1  Pledgors, Focus Media Wireless and Pledgee hereby agree that, in case of
     any Breaching Event, the Pledgee, shall have the right to exercise, upon
     giving written notice to Pledgors, all of the remedial rights and powers
     enjoyable by them under PRC Law, Transaction Agreements and the terms
     hereof, including but not limited to being repayment in priority with
     proceeds from auctions or sale-offs of the Pledged Property. Pledgee shall
     not be liable for any loss as the result of their reasonable exercise of
     such rights and powers.

4.2  Pledgee shall have the right to designate in writing its legal counsel or
     other agents to exercise on their respective behalf any and all rights and
     powers set out

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     above, and neither Pledgors nor Focus Media Wireless shall not oppose
     thereto.

4.3  The reasonable costs incurred by Pledgee in connection with their exercise
     of any and all rights and powers set out above shall be borne by Pledgors,
     and Pledgee shall have the right to deduct the costs actually incurred from
     the proceeds that they acquire from the exercise of the rights and powers.

4.4  The proceeds that Pledgee acquires from the exercise of their respective
     rights and powers shall be used in the priority order as follows:

       -    First, to pay any cost incurred in connection with the disposal of
            the Pledged Property and the exercise by Pledgee of their respective
            rights and powers (including remuneration paid to their respective
            legal counsels and agents);

       -    Second, to pay any taxes and levies payable for the disposal of the
            Pledged Property; and

       -    Third, to repay Pledgee for the Guaranteed Liabilities.

     In case of any balance after payment of the above amounts, Pledgee shall
     return the same to Pledgors or other persons entitled thereto according to
     the relevant laws and rules or submit the same to the local notary
     institution where Pledgee are domiciled (any fees incurred in relation
     thereto shall be borne by Pledgors).

4.5  Pledgee shall have the option to exercise, simultaneously or in certain
     sequence, any of the remedies at breaching that it is entitled to in
     respect of the equity interest of Focus Media Wireless holding by any
     Pledgor; Pledgee shall not be obliged to exercise other remedies at
     breaching before their exercise of the right to the auctions or sale-offs
     of the Pledged Property hereunder. Pledgors or Focus Media Wireless shall
     not oppose to whether Pledgee exercise any part of the right to the pledge
     or the sequence of exercising the pledge interest.

                            ARTICLE 5 FEES AND COSTS

  All costs actually incurred in connection with the establishment of the Equity
  Pledge hereunder, including but not limited to stamp duties, any other taxes,
  all legal fees, etc shall be borne by the Pledgee.

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                        ARTICLE 6 CONTINUITY AND NO WAIVE

The Equity Pledge hereunder is a continuous guarantee, with its validity to
continue until the full performance of the Contractual Obligations or the full
repayment of the Guaranteed Liabilities. Neither exemption or grace period
granted by Pledgee to Pledgors in respect of their breach, nor delay by Pledgee
in exercising any of their rights under the Transaction Agreements and this
Agreement shall affect the rights of Pledgee under this Agreement, relevant PRC
Law and the Transaction Agreements, the rights of Pledgee to demand at any time
thereafter the strict performance of the Transaction Agreements and this
Agreement by Pledgors or the rights Pledgee may be entitled to due to subsequent
breach by Pledgors of the obligations under the Transaction Agreements and/or
this Agreement.

              ARTICLE 7 REPRESENTATIONS AND WARRANTIES BY PLEDGORS

Each of Pledgors hereby, in respect of itself and Focus Media Wireless in which
it holds equity interest, represents and warrants to Pledgee as follows:

7.1  Each Individual Pledgor is a limited liability corporation duly registered
     and validly existing under PRC Law, with independent status as a legal
     person; Each of Shareholders has full and independent legal status and
     legal capacity to execute, deliver and perform this Agreement, and may act
     independently as a subject of actions.

7.2  Focus Media Wireless in which the Pledgors hold equity interest is a
     limited liability corporation duly incorporated and validly existing under
     PRC Law, it has independent status as a legal person; it has full and
     independent legal status and capacity to execute, deliver and perform this
     Agreement and can independently be a subject of actions. It has full right
     and authorization to execute and deliver this Agreement and other documents
     relating to the transaction as stipulated in this Agreement and to be
     executed by them. It also has full right and authorization to complete the
     transaction stipulated in this Agreement.

7.3  All reports, documents and information concerning Pledgors and all matters
     as required by this Agreement which are provided by Pledgors to Pledgee
     before this Agreement comes into effect are true, correct and effective in
     all material aspects

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     as of the execution hereof.

7.5  At the time of the effectiveness of this Agreement, Pledgors are the sole
     legal owner of the Pledged Property, with no existing dispute whatever
     concerning the ownership of the Pledged Property. Pledgors have the right
     to dispose of the Pledged Property or any part thereof.

7.6  Except for the encumbrance set on the Pledged Property hereunder and the
     rights set under the Transaction Agreements, there is no other encumbrance
     or third party interest set on the Pledged Property.

7.7  The Pledged Property is capable of being pledged or transferred according
     to the laws, and Pledgors have the full right and power to pledge the
     Pledged Property to Pledgee according to this Agreement.

7.8  This Agreement constitutes the legal, valid and binding obligations on
     Pledgors when it is duly executed by Pledgors.

7.9  Any consent, permission, waive or authorization by any third person, or any
     approval, permission or exemption by any government authority, or any
     registration or filing formalities (if required by laws) with any
     government authority to be handled or obtained in respect of the execution
     and performance hereof and the Equity Pledge hereunder have already been
     handled or obtained, and will be fully effective during the valid term of
     this Agreement.

7.10 The execution and performance by Pledgors of this Agreement are not in
     violation of or conflict with any laws applicable to them, or any agreement
     to which they are a party or which has binding effect on their assets, any
     court judgment, any arbitration award, or any administration authority
     decision.

7.11 The pledge hereunder constitutes the encumbrance of first order in priority
     on the Pledged Property.

7.12 All taxes and fees payable in connection with acquisition of the Pledged
     Property have already been paid in full amount by Pledgors.

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7.13 There is no pending or, to the knowledge of Pledgors, threatened
     litigation, legal process or demand by any court or any arbitral tribunal
     against Pledgors, or their property, or the Pledged Property, nor is there
     any pending or, to the knowledge of Pledgors, threatened litigation, legal
     process or demand by any government authority or any administration
     authority against Pledgors, or their property, or the Pledged Property,
     which is of material or detrimental effect on the economic status of
     Pledgors or their capability to perform the obligations hereunder and the
     Guaranteed Liabilities.

7.14 Pledgors hereby warrant to Pledgee that the above representations and
     warranties will remain true, correct and effective at any time and under
     any circumstance before the Contractual Obligations are fully performed or
     the Guaranteed Liabilities are fully repaid, and will be fully complied
     with.

     ARTICLE 8 - REPRESENTATIONS AND WARRANTIES BY FOCUS MEDIA WIRELESS

Focus Media Wireless hereby represents and warrants to Pledgee as follows:

8.1  Focus Media Wireless is a limited liability corporation duly incorporated
     and validly existing under PRC Law, with full capacity of disposition and
     has obtained due authorization to execute, deliver and perform this
     Agreement and can independently be a subject of actions.

8.2  All reports, documents and information concerning Pledged Property and all
     matters as required by this Agreement which are provided by Focus Media
     Wireless to Pledgee before this Agreement comes into effect are true,
     correct and effective in all material aspects as of the execution hereof.

8.3  All reports, documents and information concerning Pledged Property and all
     matters as required by this Agreement which are provided by Focus Media
     Wireless to Pledgee after this Agreement comes into effect are true,
     correct and effective in all material aspects upon provision.

8.4  This Agreement constitutes the legal, valid and binding obligations on
     Focus Media Wireless when it is duly executed by Focus Media Wireless.

8.5  It has full right and authorization to execute and deliver this Agreement
     and other

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     documents relating to the transaction as stipulated in this Agreement and
     to be executed by them. It also has full right and authorization to
     complete the transaction stipulated in this Agreement.

8.6  There is no pending or, to the knowledge of Focus Media Wireless,
     threatened litigation, legal process or demand by any court or any arbitral
     tribunal against Focus Media Wireless, or their property (including but are
     not limited to the Pledged Property), nor is there any pending or, to the
     knowledge of Focus Media Wireless, threatened litigation, legal process or
     demand by any government authority or any administration authority against
     Focus Media Wireless, or their property (including but are not limited to
     the Pledged Property), which is of material or detrimental effect on the
     economic status of Focus Media Wireless or their capability to perform the
     obligations hereunder and the Guaranteed Liabilities.

8.7  Focus Media Wireless hereby agree to bear joint responsibilities to Pledgee
     in respect of the representations and Warranties made by its relevant
     Plegor according to Article 7.5, Article 7.6, Article 7.7, Article 7.9 and
     Article 7.11 hereof.

8.8  Focus Media Wireless hereby warrant to Pledgee that the above
     representations and warranties will remain true, correct and effective at
     any time and under any circumstance before the Contractual Obligations are
     fully performed or the Guaranteed Liabilities are fully repaid, and will be
     fully complied with.

                      ARTICLE 9 - UNDERTAKINGS BY PLEDGORS

Each of Pledgors hereby individually undertakes to Pledgee in respect of it and
its Focus Media Wireless of which it holds equity as follows:

9.1  Without the prior written consent by Pledgee, Pledgors shall not establish
     or permit to establish any new pledge or any other encumbrance on the
     Pledged Property.

9.2  Without first giving written notice to Pledgee and having Pledgee's prior
     written consent, Pledgors shall not transfer the Pledged Property, and any
     attempt by Pledgors to transfer the Pledged Property shall be null and
     void. The proceeds

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     from transfer of the Pledged Property by Pledgors shall be used to repay to
     Pledgee in advance the Guaranteed Liabilities or submit the same to the
     third party agreed with Pledgee.

9.3  In case of any litigation, arbitration or other demand which may affect
     detrimentally the interest of Pledgors or Pledgee under the Transaction
     Agreements and hereunder or the Pledged Property, Pledgors undertake to
     notify Pledgee thereof in writing as soon as possible and promptly and
     shall take, at the reasonable request of Pledgee, all necessary measures to
     ensure the pledge interest of Pledgee in the Pledged Property.

9.4  Pledgors shall not carry on or permit any act or action which may affect
     detrimentally the interest of Pledgee under the Transaction Agreements and
     hereunder or the Pledged Property.

9.5  Pledgors guarantee that they shall, at the reasonable request of Pledgee,
     take all necessary measures and execute all necessary documents (including
     but not limited to supplementary agreement hereof) in respect of ensuring
     the pledge interest of Pledgee in the Pledged Property and the exercise and
     realization of the rights thereof.

9.6  In case of assignment of any Pledged Property as the result of the exercise
     of the right to the pledge hereunder, Pledgors guarantee that they will
     take all necessary measures to realize such assignment.

9.7  Without the prior written consent by the Pledgee, if the business term of
     Focus Media Wireless expires during the term of this Agreement, each
     Pledgor shall then take all necessary measures to extend such business term
     to ensure the business term of Focus Media Wireless not be expired during
     the term of this Agreement.

                ARTICLE 10 - UNDERTAKINGS BY FOCUS MEDIA WIRELESS

10.1 Any consent, permission, waive or authorization by any third person, or any
     approval, permission or exemption by any government authority, or any
     registration or filing formalities (if required by laws) with any
     government authority to be handled or obtained in respect of the execution
     and performance

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     hereof and the Equity Pledge hereunder will be cooperated to handle or
     obtain by Focus Media Wireless to their best and will be ensured to remain
     full effective during the valid term of this Agreement.

10.2 Without the prior written consent by Pledgee, Focus Media Wireless shall
     not cooperate to establish or permit to establish any new pledge or any
     other encumbrance on the Pledged Property.

10.3 Without having Pledgee's prior written consent, Focus Media Wireless shall
     not cooperate to transfer or permit to transfer the Pledged Property.

10.4 In case of any litigation, arbitration or other demand which may affect
     detrimentally the interest of Focus Media Wireless or Pledgee under the
     Transaction Agreements and hereunder or the equity of Focus Media Wireless
     as the Pledged Property, Focus Media Wireless undertake to notify Pledgee
     thereof in writing as soon as possible and promptly and shall take, at the
     reasonable request of Pledgee, all necessary measures to ensure the pledge
     interest of Pledgee in the Pledged Property.

10.5 Focus Media Wireless shall not carry on or permit any act or action which
     may affect detrimentally the interest of Pledgee under the Transaction
     Agreements and hereunder or the Pledged Property.

10.6 Focus Media Wireless shall provide Pledgee with the financial statement of
     the last calendar season within the first month of each calendar season,
     including but are not limited to the balance sheet, the income statement
     and the statement of cash flow.

10.7 Focus Media Wireless guarantee that they shall, at the reasonable request
     of Pledgee, take all necessary measures and execute all necessary documents
     (including but not limited to supplementary agreement hereof) in respect of
     ensuring the pledge interest of Pledgee in the Pledged Property and the
     exercise and realization of the rights thereof.

10.8 In case of assignment of any Pledged Property as the result of the exercise
     of the right to the pledge hereunder, Focus Media Wireless guarantee that
     they will take

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     all necessary measures to realize such assignment.

                      ARTICLE 11 - CHANGE OF CIRCUMSTANCES

As supplement and subject to compliance with other terms of the Transaction
Agreements and this Agreement, in case that at any time the promulgation or
change of any PRC Law, regulations or rules, or change in interpretation or
application of such laws, regulations and rules, or the change of the relevant
registration procedures enables Pledgee to believe that it will be illegal or in
conflict with such laws, regulations or rules to further maintain the
effectiveness of this Agreement and/or dispose of the Pledged Property in the
way provided herein, Pledgors and Focus Media Wireless shall, at the written
direction of Pledgee and in accordance with the reasonable request of Pledgee,
promptly take actions and/or execute any agreement or other document, in order
to:

     (1)  keep this Agreement remain in effect;

     (2)  facilitate the disposal of the Pledged Property in the way provided
          herein; and/or

     (3)  maintain or realize the intention or the guarantee established
          hereunder.

              ARTICLE 12 - EFFECTIVENESS AND TERM OF THIS AGREEMENT

12.1 This Agreement shall become effective when this Agreement is duly executed
     by Pledgee, Focus Media Wireless and the Pledgors who hold the equity
     interest in Focus Media Wireless.

12.2 The Pledgors who hold the equity interest in Focus Media Wireless and Focus
     Media Wireless shall legally record the Equity Pledge in the shareholders'
     register of Focus Media Wireless. Pledgors shall provide the registration
     certification of the Equity Pledge being recorded in the shareholders'
     register as mentioned above to Pledgee in a way satisfactory to Pledgee.

12.3 This Agreement shall have its valid term until the full performance of the
     Contractual Obligations or the full repayment of the Guaranteed
     Liabilities.


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                               ARTICLE 13 - NOTICE

13.1 Any notice, request, demand and other correspondences made as required by
     or in accordance with this Agreement shall be made in writing and delivered
     to the relevant Party.

13.2 The abovementioned notice or other correspondences shall be deemed to have
     been delivered when it is transmitted if transmitted by facsimile; it shall
     be deemed to have been delivered when it is delivered if delivered in
     person; it shall be deemed to have been delivered five (5) days after
     posting the same if posted by mail.

                           ARTICLE 14 - MISCELLANEOUS

14.1 Pledgee may, upon notice to Pledgors and Focus Media Wireless but not
     necessarily with Pledgors and Focus Media Wireless's consent, assign
     Pledgee's rights and/or obligations hereunder to any third party; provided
     that Pledgors may not, without Pledgee's prior written consent, assign
     Pledgors' rights, obligations and/or liabilities hereunder to any third
     party. Successors or permitted assignees (if any) of Pledgors shall
     continue to perform the obligations of Pledgors under this Agreement.

14.2 This Agreement shall be prepared in the Chinese language in four (4)
     original copies, with each involved Party holding one (1) copy hereof.

14.3 The formation, validity, execution, amendment, interpretation and
     termination of this Agreement shall be subject to PRC Law.

14.4 Any disputes arising hereunder and in connection herewith shall be settled
     through consultations among the Parties, and if the Parties cannot reach an
     agreement regarding such disputes within thirty (30) days of their
     occurrence, such disputes shall be submitted to China International
     Economic and Trade Arbitration Commission for arbitration in Shanghai in
     accordance with the arbitration rules of such Commission, and the
     arbitration award shall be final and binding on all Parties.

14.5 Any rights, powers and remedies empowered to any Party by any provisions
     herein shall not preclude any other rights, powers and remedies enjoyed by
     such Party in accordance with laws and other provisions under this
     Agreement, and the

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      exercise of its rights, powers and remedies by a Party shall not preclude
      its exercise of its other rights, powers and remedies by such Party.

14.6  Any failure or delay by a Party in exercising any of its rights, powers
      and remedies hereunder or in accordance with laws (hereinafter, the
      "PARTY'S RIGHTS") shall not lead to a waiver of such rights, and the
      waiver of any single or partial exercise of the Party's Rights shall not
      preclude such Party from exercising such rights in any other way and
      exercising the remaining part of the Party's Rights.

14.7  The titles of the Articles contained herein shall be for reference only,
      and in no circumstances shall such titles be used in or affect the
      interpretation of the provisions hereof.

14.8  Each provision contained herein shall be severable and independent from
      each of other provisions, and if at any time any one or more articles
      herein become invalid, illegal or unenforceable, the validity, legality or
      enforceability of the remaining provisions herein shall not be affected as
      a result thereof.

14.9  This Agreement shall substitute any other documents on the same subject
      executed by relevant Parties hereof once duly executed.

14.10 Any amendments or supplements to this Agreement shall be made in writing.
      Except for assignment by Pledgee of its rights hereunder according to
      Article 14.1 of this Agreement, the amendments or supplements to this
      Agreement shall take effect only when properly signed by the Parties to
      this Agreement.

14.11 This Agreement shall be binding on the legal successors of the Parties.

14.12 At the time of execution hereof, each of Pledgors shall sign respectively
      a Power of Attorney (as set out in Appendix I hereto, hereinafter, the
      "POWER OF ATTORNEY") to authorize any person designated by the Pledgee to
      sign on the Pledgee's behalf according to this Agreement any and all legal
      documents necessary for the exercise of Pledgee's rights hereunder. Such
      Power of Attorney shall be delivered to the Pledgee to keep in custody
      and, when necessary, the Pledgee may at any time submit the Power of
      Attorney to the relevant government authority.

                                       15
<PAGE>

                   [The remainder of this page is left blank]

                                       16
<PAGE>

IN WITNESS HEREOF, the following Parties have caused this Equity Pledge
Agreement to be executed as of the date and in the place first here above
mentioned.

SHANGHAI FOCUS MEDIA ADVERTISEMENT CO., LTD.
(chop)
Signature by Legal Representative:   /s/ Jason Nanchun Jiang
                                  -----------------------------

SHANGHAI FOCUS MEDIA ADVERTISING AGENCY CO., LTD.
(chop)
Signature by Legal Representative:   /s/ Jason Nanchun Jiang
                                  -----------------------------

BEIJING DOTAD TECHNOLOGY CO., LTD.
(chop)
Signature by Legal Representative:   /s/ Jason Nanchun Jiang
                                  -----------------------------

BEIJING FOCUS MEDIA WIRELESS CO., LTD.
Signature by Legal Representative:   /s/ Jason Nanchun Jiang
                                  -----------------------------

                                       17
<PAGE>

APPENDIX I:

                                POWER OF ATTORNEY

The company hereby irrevocably entrust Mr. Jason Nanchun Jiang [Identity Card
number: 310109730305521], as the authorized representative of the company, to
sign all the necessary or useful legal documents for the exercise of the rights
by Beijing Dotad Technology Co., Ltd under the Equity Pledge Agreement among
Beijing Dotad Technology Co., Ltd, the company, Beijing Focus Media Wireless
Co., Ltd and other relevant party dated _____, 2006.

                  Shanghai Focus Media Advertisement Co., Ltd.
                  (Chop)
                                  Signature:__________________

                                  Date:_______________________

                                       18
<PAGE>

                                POWER OF ATTORNEY

The company hereby irrevocably entrust Mr. Jason Nanchun Jiang [Identity Card
number: 310109730305521], as the authorized representative of the company, to
sign all the necessary or useful legal documents for the exercise of the rights
by Beijing Dotad Technology Co., Ltd under the Equity Pledge Agreement among
Beijing Dotad Technology Co., Ltd, the company, Beijing Focus Media Wireless
Co., Ltd and other relevant party dated _____, 2006.

                   Shanghai Focus Media Advertising Agency Co., Ltd.
                   (Chop)
                                  Signature:________________

                                  Date:_____________________

                                       19