Exhibit4.50  Execution Copy  FUNTALK CHINA HOLDINGS LIMITED   AS GUARANTOR  IN FAVOUR OF   NEDERLANDSE FINANCIERINGS  MAATSCHAPPIJ  VOOR ONTWIKKELINGSLANDEN N.V.   AS BENEFICIARY   
  CORPORATE GUARANTEE


THIS
CORPORATE GUARANTEEis dated 30 January 2009 and made between:  FUNTALK
CHINA HOLDINGS LIMITED(the Guarantor) a
company incorporated and existing under the laws of the Cayman Islands (Reg.
no. MC-228089) having its registered office at the offices of Maples Corporate
Services Limited, Ugland House, PO Box 309, Grand Cayman, KY1-1104, Cayman
Islands;  in
favour of  NEDERLANDSE
FINANCIERINGS - MAATSCHAPPIJ VOOR ONTWIKKELINGSLANDEN N.V.(the Beneficiary),
a company limited by shares incorporated and existing under the laws of The
Netherlands having its registered offices at Anna van Saksenlaan 71, 2593 HW
The Hague, The Netherlands.  (The
Guarantor and the Beneficiary may be referred to individually as the Party or together as the Parties).  1.GUARANTEE  In
consideration of the Beneficiary entering into the Term Facility Agreement with
Pypo Holdings (HK) Company Limited, a company incorporated and existing under
the laws of Hong Kong having its registered offices at 48th Floor, Bank of
China Tower, 1 Garden Road, Central, Hong Kong (the Principal)
dated 30 January 2009 (as amended, varied, novated or supplemented from
time to time (the Agreement)),
the Guarantor irrevocably and unconditionally:  1.1guarantees to
the Beneficiary the due and punctual observance and performance by the Principal
of all its obligations under or pursuant to the Agreement and agrees to pay to
the Beneficiary from time to time on demand all sums of money which the
Principal is at any time liable to pay to the Beneficiary under or pursuant to
the Agreement and which have become due and payable but have not been paid at
the time such demand is made;  and  1.2agrees as a
primary obligation to indemnify the Beneficiary from time to time on demand
from and against any loss incurred by the Beneficiary as a result of any of the
obligations of the Principal under or pursuant to the Agreement being or
becoming void, voidable, unenforceable or ineffective as against the Principal
for any reason whatsoever, whether or not known to the Beneficiary, the amount
of such loss being the amount which the Beneficiary would otherwise have been
entitled to recover from the Principal.  2.PRESERVATION
OF RIGHTS  2.1The obligations
of the Guarantor contained in this Corporate Guarantee shall be in addition to
and independent of every other security which the Beneficiary may at any time
hold in respect of any of the Principals obligations under the Agreement.  2.2Neither the
obligations of the Guarantor contained in this Corporate Guarantee nor the
rights, powers and remedies conferred in respect of the Guarantor upon the
Beneficiary by this Corporate Guarantee or by law shall be discharged, impaired
or otherwise affected by:  (a)the insolvency,
liquidation, winding-up, dissolution, administration or reorganisation of the
Principal or any other person under the Agreement or any change in its status,
function, control or ownership of the Principal or any other person under the
Agreement;  2


(b)any of the
obligations of the Principal or any other person under the Agreement or under
any other security relating to the Agreement being or becoming illegal,
invalid, unenforceable or ineffective in any respect;  (c)any time or
other indulgence being granted or agreed to be granted to the Principal or any
other person in respect of any of its obligations under the Agreement or under
any other security;  (d)any amendment
to the Agreement, or any variation, waiver or release of, any obligation of the
Principal or any other person under the Agreement or under any other security;  (e)any failure to
take, or fully to take, any security contemplated by the Agreement or otherwise
agreed to be taken in respect of the Principals or any other persons
obligations under the Agreement;  (f)any failure to
realise or fully to realise the value of, or any release, discharge, exchange
or substitution of, any security taken in respect of the Principals or any
other persons obligations under the Agreement; or  (g)any other act,
event or omission which, but for the acts, events or omissions mentioned in
this Sub-clause 2.2, might operate to discharge, impair or otherwise affect any
of the obligations of the Guarantor contained in this Corporate Guarantee or
any of the rights, powers or remedies conferred upon the Beneficiary by the
Agreement, this Corporate Guarantee or by law.  2.3Any settlement
or discharge given by the Beneficiary to the Guarantor in respect of the
Guarantors obligations under this Corporate Guarantee or any other agreement
reached between the Beneficiary and the Guarantor in relation to it shall be,
and be deemed always to have been, void if any act on the faith of which the
Beneficiary gave the Guarantor that settlement or discharge or entered into
that agreement is subsequently avoided by or in pursuance of any provision of
law.  2.4The Beneficiary
shall not be obliged before exercising any of the rights, powers or remedies
conferred upon it in respect of the Guarantor by this Corporate Guarantee or by
law:  (a)to make any
demand of the Principal;  (b)to take any
action or obtain judgment in any court against the Principal;  (c)to make or file
any claim or proof in a winding-up or dissolution of the Principal; or  (d)to enforce or
seek to enforce any security taken in respect of any of the obligations of the
Principal under the Agreement.  2.5The Guarantor
agrees that, so long as the Principal is under any actual or contingent
obligations under the Agreement, the Guarantor shall not exercise any rights
which the Guarantor may at any time have by reason of performance by it of its
obligations under this Corporate Guarantee:  (a)to be
indemnified by the Principal or to receive any collateral from the Principal;  and/or  3


(b)to claim any
contribution from any other guarantor of the Principals obligations under the
Agreement;  and/or  (c)to take the
benefit (in whole or in part and whether by way of subrogation or otherwise) of
any rights of the Beneficiary under the Agreement or of any other security
taken pursuant to, or in connection with, the Agreement by the Beneficiary.  3.REPRESENTATIONS
AND WARRANTIES  The
Guarantor represents that:  3.1it is a
corporation duly organised under the laws of the Cayman Islands and has and
will have the necessary power to enable it to enter into and perform its
obligations under this Corporate Guarantee;  3.2this Corporate
Guarantee constitutes its legal, valid and binding obligations, enforceable
against it in accordance with its terms;  3.3all necessary
authorisations to enable it to enter into, deliver and perform this Corporate
Guarantee have been obtained and are and will remain in full force and effect;
and no limitation on its powers to borrow or give guarantees will be exceeded
as a result of this Corporate Guarantee;  3.4no security
interest exists over all or any of its present or future revenues or assets
(other than its shares in the Principal which have been charged to the
Beneficiary pursuant to a charge deed entered into on or around the date hereof
among the Guarantor, the Principal and the Beneficiary);  3.5the execution,
delivery and performance of this Corporate Guarantee will not conflict with (a) any
agreement binding on it or any of its assets; (b) its constitutive
documents; or (c) any applicable law.  4.PAYMENTS
AND INTEREST  4.1The provisions
of the Agreement relating to the payments to be made under it (including,
without limitation, those regulating what is to happen if the Principal is
required by law to make a deduction or withholding from any such payment) shall
apply mutatis mutandis to payments to be made under this Corporate Guarantee.  4.2If the
Beneficiary makes a demand under this Corporate Guarantee, the Guarantor shall
pay interest on each sum demanded (before and after any judgement and to the
extent, interest at the default rate is not otherwise being paid on such
sum(s)) from the date of demand until the date of payment calculated on a daily
basis at the rate determined in accordance with the provisions of Clause 8.5
(Default Interest) of the Agreement.  5.CURRENCY
CONVERSION  5.1The Beneficiary
may convert any money received or realised by it under or pursuant to this
Corporate Guarantee which is not in the currency in which such sums are due and
payable under the Agreement from that currency into the currency in which such
sum is due within 3 Business Days (as defined in the Agreement) of receipt of
such money at the then prevailing commercial rate of exchange for the relevant
conversion.  4


5.2If any money
received or realised by the Beneficiary under or pursuant to this Corporate
Guarantee is required to be converted into another currency pursuant to
Sub-clause 5.1, the Guarantor will indemnify the Beneficiary against any loss
it may suffer as a result.  In this
Sub-clause 5.2, loss means a loss or expense of any kind certified as such by
the Beneficiary, including any loss arising from any difference between the
rate of exchange used for the purpose of the conversion and the actual rates of
exchange which the Beneficiary would, in the ordinary course of business, have
obtained.  6.CONTINUING
SECURITY  The
obligations of the Guarantor contained in this Corporate Guarantee shall
constitute and be continuing obligations notwithstanding any settlement of
account or other matter or thing whatsoever, and shall not be considered
satisfied by any intermediate payment or satisfaction of all or any of the
obligations of the Principal under the Agreement and shall continue in full
force and effect until final payment in full of all amounts owing by the
Principal under the Agreement and total satisfaction of all the Principals
actual and contingent obligations under the Agreement.  7.SUSPENSE
ACCOUNT  All
monies received, recovered or realised by the Beneficiary under or pursuant to
this Guarantee (including the proceeds of any conversion of currency) may in
its discretion be credited to and held in any suspense or impersonal account
pending their application from time to time in or towards the discharge of this
Corporate Guarantee.  8.SET-OFF  The
Beneficiary may at any time apply any credit balance to which the Guarantor is
entitled to on any account maintained with the Beneficiary in any currency, in
satisfaction of any sum due and payable from the Guarantor to the Beneficiary
but unpaid.  9.NOTICES  9.1Any
communication to be made under or in connection with this Corporate Guarantee
shall be made in writing and, unless otherwise stated, may be made by fax or letter.  9.2Any notice or
demand to be made by one person to another in respect of this Corporate
Guarantee may be served by depositing such notice or demand at the address of
such other person as identified with its name below (or such other address as
such other person may previously have specified to the Beneficiary in writing)
or by letter posted by prepaid first-class post to such address (which shall be
deemed to have been served on the fifth day following the date of posting), or
by fax to the fax number identified with the name of such person below (or such
other fax number as such person may previously have specified to the
Beneficiary in writing) (which shall be deemed to have been received when
transmission has been completed) provided that
any notice to be served on the Beneficiary shall be effective only when
actually received by the Beneficiary, marked for the attention of the
department or officer specified by the Beneficiary for such purpose.  For the Beneficiary:  NEDERLANDSE
FINANCIERINGS-MAATSCHAPPIJ
VOOR ONTWIKKELINGSLANDEN N.V.  Anna
van Saksenlaan 71  5


2593
HW The Hague  The
Netherlands  Fax:  +31 70 3149 771  For the Guarantor:  Funtalk
China Holdings Limited  Ugland
House  PO
Box 309  Grand
Cayman KY1-1104  Cayman
Islands  Fax:  10.COSTS
AND EXPENSES  All
the Beneficiarys costs and expenses (including legal fees, stamp duties and
any value added tax and any other tax or duties of any nature whatsoever under
this Corporate Guarantee) incurred in connection with the execution or
enforcement of this Corporate Guarantee or otherwise in relation to it, shall
be reimbursed by the Guarantor on demand on a full indemnity basis together
with interest from the date such costs and expenses were incurred to the date
of payment at such rates as the Beneficiary may reasonably determine.  11.ASSIGNMENTS
AND SUCCESSORS  The
Beneficiary may at any time assign all or any of its rights and benefits under
this Corporate Guarantee and this Corporate Guarantee shall remain in effect
despite any amalgamation or merger (however effected) relating to such
Beneficiary.  References to the
Beneficiary shall be deemed to include any assignee or successor in title of
such Beneficiary and any person who, under the laws of its jurisdiction of
incorporation or domicile, has assumed the rights and obligations of such
Beneficiary under this Corporate Guarantee or to which under such laws the same
have been transferred.  12.PARTIAL
INVALIDITY  If
at any time, any provision of this Corporate Guarantee is or becomes illegal,
invalid or unenforceable in any respect under the law of any jurisdiction,
neither the legality, validity or enforceability of the remaining provisions of
this Corporate Guarantee nor of such provisions under the law of any other
jurisdiction shall in any way be affected or impaired thereby.  13.AMENDMENTS  No
amendment or waiver of any provision of this Corporate Guarantee and no consent
to any departure by the Guarantor therefrom shall be effective unless the same
shall be in writing and signed or approved in writing by the Beneficiary, and
then such waiver or consent shall be effective only in the specific instance
and for the specific purpose for which it is given.  14.GOVERNING
LAW  This
Corporate Guarantee is governed by the laws of the Cayman Islands.  6


15.ARBITRATION  15.1Arbitration  Subject
to Sub-clause 15.3 (Option), any dispute (a Dispute)
arising out of or in connection with this Corporate Guarantee (including a
dispute regarding the existence, validity or termination of this Corporate
Guarantee or the consequences of its nullity) shall be referred to and finally
resolved by arbitration under the auspices of the Hong Kong International Arbitration
Centre (the HKIAC), according to its rules (except
as modified herein).  15.2Procedure for
arbitration  The
arbitral tribunal shall consist of one arbitrator who shall be Senior Counsel
(appointed pursuant to the Legal Practitioners Ordinance (Cap.  159 of the laws of Hong Kong) of at least
five (5) years standing appointed by the HKIAC.  The seat of arbitration shall be Hong Kong
SAR and the language of the arbitration shall be English.  To save unnecessary costs and inconsistent
ruling, the Parties agree that any concurrent disputes and resulting
arbitrations under this Corporate Guarantee and the Agreement shall be
submitted simultaneously to the same arbitral tribunal under the auspices of
the HKIAC for final and binding arbitration.  15.3Option  Before
an arbitrator has been appointed to determine a Dispute, either Party may by
notice (Notice) in writing to the other Party
require that all Disputes or a specific Dispute be heard by a court of law, and
upon written acceptance of the Notice by the other Party, the Dispute to which
the Notice refers shall be determined in accordance with Clause 16
(Enforcement).  In any other cases, the
Dispute to which the Notice refers shall be determined in accordance with this
Clause 15 (Arbitration).  16.ENFORCEMENT  16.1Jurisdiction  Without
prejudice to Sub-clauses 15.1 and 15.3, the courts of the Cayman Islands have
non-exclusive jurisdiction to settle any dispute arising out of or in
connection with this Corporate Guarantee (including a dispute regarding the
existence, validity or termination of this Corporate Guarantee).  16.2The Parties
agree that the courts of the Cayman Islands are the most appropriate and
convenient courts to settle Disputes and accordingly no Party will argue to the
contrary.  16.3Notwithstanding
Sub-clause 16.1, the Beneficiary shall not be prevented from taking proceedings
relating to a Dispute in any other courts with jurisdiction.  To the extent allowed by law, the Beneficiary
may take concurrent proceedings in any number of jurisdictions.  7


This
Corporate Guarantee has been entered into as a Deed on the date stated at the
beginning hereof.  EXECUTED
  AS A DEEDby /s/
  )NEDERLANDSE
  FINANCIERINGS- MAATSCHAPPIJ
  )VOOR
  ONTWIKKELINGSLANDEN N.V.
  )
  /s/
  C.N. Kortewegin
  the presence of:
  )
  Name:
  C.N. Korteweg)
  Title/Capacity:
  Manager Legal Affairs Finance/s/
  M.A MOLDERSignature
  of WitnessName
  of Witness: M.A MOLDERAddress:EXECUTED
  AS A DEEDby
  )Funtalk
  China Holdings Limited
  )in
  the presence of:
  )
  /s/ FEI Dongping)
  Name:
  FEI Dongping)
  Title/Capacity:
  Chief Executive Director/s/ LEONG Kim ChuanSignature
  of WitnessName
  of Witness: LEONG Kim ChuanAddress:
  48/F,
  Bank of China Tower1
  Garden Road, CentralHong
  Kong  Signature Page to
Corporate Guarantee