INFORMATION SERVICE AND COOPERATION
                                    AGREEMENT


                                  by and among

                Shanghai Sifang Information Technology Co. Ltd.,

                                       and

                      Shanghai TCH Data Technology Co. Ltd.





<PAGE>


                  INFORMATION SERVICE AND COOPERATION AGREEMENT

     THIS INFORMATION  SERVICE AND COOPERATION  AGREEMENT ("this  Agreement") is
entered  into on this  1st  day of  June,  2004  by and  among  Shanghai  Sifang
Information  Technology  Co. Ltd.  ("Party A"), a  domestically  funded  company
limited  by  shares,  organized  and  existing  under  the laws of the  People's
Republic of China (the "PRC"), and Shanghai TCH Data Technology Co. Ltd. ("Party
B"), a wholly foreign-owned  enterprise organized and existing under the laws of
the PRC. Each of Party A and Party B shall hereinafter  individually be referred
to as a "Party" and collectively as the "Parties".

WHEREAS:

     (1) Party A engages in such  business  as wireless  telecommunications  and
wireless information business in the PRC (the "Business"), and Party B possesses
expertise  and  resources  on  information  decoding,  formatting,  sorting  and
processing of various types of information (the "information services") involved
in the Business;

     (2) The Parties desire to cooperate so as to take advantage of each other's
strengths; and

     (3) Party A intends to entrust Party B to provide the information services,
and Party B intends to retain  Party A to  provide  transmission  services  (the
"transmission services").

NOW THEREFORE, the Parties hereby agree as follows:

                         ARTICLE 1 SERVICE AND PAYMENT

     1. Information and Cooperation

The Parties hereby agree to the following:

          A. appoint Party B, effective as of the date of this Agreement, as the
     provider of information  service  relating to the Business as agreed by the
     Parties from time to time:

          B. appoint Party A, effective as of the date of this Agreement, as the
     provider of transmission services,  relating to the information reformatted
     and processed by Party B, to paging machine users, as agreed by the Parties
     from time to time;

          C. based on the information  services  provided by Party B, Party B is
     entitled  to  independently  settle  information  services  fees  with  the
     terminal paging machine users.

          D. in consideration for the transmission services provided by Party A,
     Party B shall pay to Party A an annual  fee,  which fee shall be based upon
     the costs associated with the transmission services.

     2. Party B agrees to provide the relevant  information  services  listed in
the Schedules and required by Part A.


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     3. Party A agrees to provide the relevant  transmission  services listed in
Schedule B and required by Part B.

     4. Unless otherwise agreed by both Parties in writing,  neither Party shall
retain any third party to provide any of the services  listed in Schedules A and
B hereof

                    ARTICLE 2 TERM, TERMINATION AND SURVIVAL

     1. Term.

This  Agreement   shall  be  effective  upon  execution   hereof  by  authorized
representatives  of the Parties and shall remain  effective  for a period of ten
(10) years,  which will be  automatically  renewed for another one (1) year upon
expiry of each term  unless  Party B notifies  Party A of its  intention  not to
renew  thirty  (30) days before the current  term  expires.  Party A and Party B
shall not terminate this Agreement within the term of this Agreement.

     2. No Further Obligations.

Upon termination of this Agreement,  Party C shall have no further obligation to
render any service hereunder to Party A and Party B.

     3. Survival.

Termination  of this Agreement  shall be without  prejudice to any obligation by
one Party to another Party which shall have accrued prior to such termination.

                     ARTICLE 3 INTELLECTUAL property rights

Party B shall be the sole and exclusive owner of all rights, title and interests
to any and all intellectual property rights arising from the performance of this
Agreement,  including but not limited to, any copyrights,  patents, know-how and
otherwise,  whether  developed  by  Party  A or  Party  B  based  on  Party  B's
intellectual property.

                           ARTICLE 4 confidentiality

Party A  agrees  to use  all  reasonable  means  to  protect  and  maintain  the
confidentiality of Party's B's confidential data and information acknowledged or
received by Party A by accepting the exclusive information services from Party B
(collectively  the  "Confidential  Information").  Party A shall not disclose or
transfer any Confidential Information to any third party without Party B's prior
written  consent.  Upon  termination  or expiration of this  Agreement,  Party A
shall,  at Party  B's  option,  return  all and any  documents,  information  or
software  containing any of such Confidential  Information to Party B or destroy
or delete all of such Confidential  Information from any and all memory devices,
and cease to use the same.  This  Section  shall  survive  after any  amendment,
expiration or termination of this Agreement.


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                            ARTICLE 5 MISCELLANEOUS

     1. Entire Agreement.

This Agreement  constitutes  the entire  agreement among the Parties hereto with
respect to the  subject  matter  hereof  and  supersedes  all prior  agreements,
understandings or arrangements, oral or written, between the parties hereto with
respect to the subject matter hereof

     2. Amendment.

No variation of or supplement to this  Agreement  shall be effective  unless the
Parties  have  agreed in writing and have  respectively  obtained  the  required
authorizations and approvals  (including an approval from the board of directors
of the overseas holding company).

     3. Waiver.

Any waiver on the part of any Party hereto of any rights or interests under this
Agreement  shall not constitute the waiver of any other right or interest or any
subsequent  waiver of such right or  interest.  The  failure of any Party at any
time to require  performance of any provision of this Agreement shall not affect
the  right  of such  Party  to  require  full  performance  thereof  at any time
thereafter.

     4. Assignment; Obligations of Transferees.

This  Agreement  shall be binding upon the Parties  hereto and their  respective
successors  and  permitted  transferees  and assigns.  Without the prior written
consent of the other Party  hereto,  neither  Party shall assign or transfer any
rights or obligations that it may have under this Agreement,

     5. Governing Law.

The execution,  interpretation,  performance  and  termination of this Agreement
shall be governed by and construed in accordance with the laws of the PRC.

     6. Notice.

Any  notice,  request  or other  communication  to be given or made  under  this
Agreement shall be in writing.  Any such communication may be delivered by hand,
airmail,  facsimile  or  established  courier  service  to the  Party's  address
specified  below or at such other  address as such Party  notifies  to the other
Party from time to time, and will be effective upon receipt (if a  communication
is delivered by facsimile, the time of the receipt of the facsimile shall be the
time when the sender receives a confirmed transmittal receipt).

For Party A:
Shanghai Sifang Information Technology Co. Ltd.,
Attention:
Fax:


For Party B:
Shanghai TCH Data Technology Co. Ltd.
Attention:
Fax:


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     7. Severability.

The  invalidity,  illegality  or  unenforceability  of  any  provision  of  this
Agreement shall not affect the validity, legality or enforceability of any other
provision. This Agreement shall continue in full force and effect except for any
such invalid, illegal or unenforceable provision.

     8. Headings.

The headings  throughout  this  Agreement are for  convenience  only and are not
intended to limit or be used in the  interpretation  of the  provisions  of this
Agreement.

     9. Language and Counterparts.

This  Agreement  shall  be in the  Chinese  language.  This  Agreement  and  any
amendment hereto may be executed by the Parties in separate  counterparts,  each
and all of which shall be original and all of which  together  shall  constitute
one and the same instrument.

     10. Dispute Resolution.

All disputes arising from the execution of, or in connection with this Agreement
shall be settled  through  amicable  consultation  between  the  Parties.  If no
settlement can be reached through  consultation,  the dispute shall be submitted
to the China  International  Economic and Trade Arbitration  Commission  (CIETAC
Shanghai  Commission for arbitration,  in accordance with its arbitration  rules
then in effect. There shall be three arbitrators.  The arbitration shall be held
in Shanghai.  The language of the arbitration shall be in Chinese.  The arbitral
award shall be final and binding on both Parties.  The costs of the  arbitration
shall be borne by the losing  Party,  unless the  arbitration  award  stipulates
otherwise.

     IN WITNESS  WHEREOF,  the Parties have caused this Agreement to be executed
by their  respective  duly  authorized  signatories as of the day and year first
written above.

     [Remainder of the page intentionally left blank]





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         [Execution Page]










Party A: Shanghai Sifang Information Technology Co. Ltd.,







[Executed pursuant to corporate seal]


Authorized representative




Party B: Shanghai TCH Data Technology Co. Ltd.




[Executed pursuant to corporate seal]


Authorized representative






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                                   Schedule A
                                   ----------
                         Contents of Information Service
                         -------------------------------

     Within the scope that is  permitted by the law,  the  information  services
provided by Party B shall include:

     1.   decoding,  formatting,  sorting,  processing, etc. of various types of
          information,  which  information  shall  include but not be limited to
          financial information;

     2.   compilation of financial information;

     3.   maintenance of servers,  exchanges,  firewall and related  network and
          equipment;

     4.   test and installation of servers;

     5.   networking security consulting



                                   Schedule B
                                   ----------
                        Contents of Transmission Services
                        ---------------------------------

     Within the scope that is permitted by the law,  the  transmission  services
provided by Party A shall include:

     1.   providing of information sending platform;

     2.   sending of information services, and

     3.   searching and confirmation of information services sent.





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