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                                                                   Exhibit 10.31

[Translation of Chinese original]

                       Short Messaging Services Agreement

                                                         Contract No.: LTWJ-1578

                                                  Execution date:

Party A:                    Beijing Mobile Communication Co., Ltd.
Authorized representative:  Sha Yuejia
Address:                    58 Dongzhong Street
                            Dongcheng District
                            Beijing
                            The People's Republic of China
Postal code:                100027
Tel:                        65546699
Fax:                        65541330
Banker:
Bank account:

Party B:                    Beijing Lei Ting Wan Jun Network Technology Limited
Legal representative:       Wang Leilei
Correspondence address:     8/F Block 3
                            West Tower
                            Oriental Plaza
                            1 Dongchangan Avenue
                            Dongcheng District
                            Beijing
                            The People's Republic of China
Postal Code:                100738
Tel:                        65283399
Fax:                        85181165
Banker:                     Bank of China, Beijing Economic and Technology
                            Development District branch
Bank account:               08675908091001

Beijing Mobile Communication Co., Ltd. (hereinafter "Party A") is a mobile
communications operator and mobile data service provider. It provides an open
communications platform for service providers. Beijing Lei Ting Wan Jun Network
Technology Limited (hereinafter "Party B") is a value-added communication
service provider authorised by the communication service regulatory authority to
provide value-added short messaging service to mobile users. To provide better
services to their users, Party A and Party B enter into this agreement through
thorough and arm's length negotiation on a mutual and cooperative basis to
jointly undertake the Monternet Short Message Service(s) on the following terms:

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1.   Basic Description of the Cooperation

(A)  Conditions

(1)  Party B must be in full compliance with the requirements of the Order (No.
     292) "Regulations on Internet Content/Application Services" promulgated by
     the State Council of the People's Republic of China (hereinafter the
     "PRC"), is qualified to provide internet content services with a
     well-established after-sale service system and legal and reliable sources
     of contents and other necessary resources for its operation.

(2)  Where Party B is Party A"s local cooperation partner, Party B may only
     provide Monternet short message services to mobile users of China Mobile in
     the Beijing region through the short message channels of Party A.

(3)  Party B shall promptly provide to Party A detailed statement of its
     operation and its proposal on marketing strategy.

(4)  Party A will conduct regular inspections on Party B's operation according
     to the Monternet Short Message Service(s) Management Memorandum. If Party B
     fails in the inspection, Party A may terminate this joint venture
     relationship with Party B.

2.   Rights and Obligations

(A)  Rights and Obligations of Party A

(1)  Party A shall allow Party B access to its short message gateway for the
     provision of value-added short messaging services. Party A may regulate the
     traffic of such short messages in accordance with the capacity of its short
     message centre. If the regulation could affect the services of Party B,
     Party A shall promptly notify Party B in advance.

(2)  Party A shall provide a well-established GSM mobile communications system
     and shall guarantee its stability and availability. Upon receipt of
     notification from Party B of any communication issues thereof, Party A
     shall promptly remedy the same to avoid any interruption to Party B's
     operations.

(3)  Party A shall allow Party B access to its technical protocol standards and
     access information of its short message gateway and any related parameters.
     Party A shall also provide Party B all necessary technical documentation
     for their communications connection and shall assist to solve in a timely
     manner any communications problems encountered by Party B in the process.

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(4)  Party A shall be responsible for the software and hardware necessary for
     its short message platform and shall bear their operating costs.

(5)  Party A shall revise its billing system, including the bank's fee
     collection system, and shall be responsible for the provision of all
     relevant hardware and software.

(6)  Party A shall provide billing and fee collection services to Party B and
     shall monitor such operation of Party B and ensure the accuracy of fee
     calculation. Party A shall issue invoice for such message service to users.
     Party A shall also provide fee statement to users upon request.

(7)  Subject to the circumstance, Party A shall promptly provide Party B with
     the related information of invalid users of Monternet (those who with
     cancelled account, terminated service and overdue message fees), for Party
     B to follow up on such invalid users.

(8)  Party A and Party B shall conduct marketing and promotional activities for
     such services jointly.

(B)  Rights and Obligations of Party B

(1)  Party B shall be responsible for the development and maintenance of its
     software and hardware, including but not limited to the testing,
     implementation and maintenance of all hardware and systems involved in the
     project, business operation, marketing and shall bear the relevant costs.

(2)  Party B shall provide the pre-agreed contents and applications to users of
     China Mobile. Party B shall ensure that the contents provided are legal,
     timely, and reliable and do not violate any policy, regulation or order of
     the State. Party B shall be responsible for any consequences arising from
     illegal contents.

(3)  The URL of Party B's user account interface is sms.tom.com, which is used
     for acknowledging to users the contents and services provided by Party B.
     Such interface shall also at least provide basic functions such as
     identification, addition, deletion, alteration and inquiry, as well as a
     billing inquiry function in relation to information fees. Party B shall
     provide a clearly stated tariff structure to the users. The minimum
     interval for any changes to the tariff structure is six months, i.e. the
     tariff structure may not be changed within six months from the launch of a
     service (whether a new or revised service). Party B shall maintain service
     records of all users for at least three months and shall maintain permanent
     records of user subscription. Party B shall also allow Party A access to
     such service records.

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(4)  Party B shall take necessary measures to effectively manage invalid
     Monternet accounts. To ensure the healthy operation of all Monternet
     services, Party B may not knowingly provide message communication services
     to the invalid accounts.

(5)  Where Party A's communication system has been affected by Party B's
     systems, Party B shall comply with the regulation arrangements made by
     Party A in relation to the short message broadcast capacity allocated to
     Party B to ensure the normal and stable provision of short message service.
     Any user dispute so arisen shall be dealt with and consequences borne by
     Party B.

(6)  Party B may not, while this agreement is in force, send irrelevant messages
     such as advertisements to the users through the channel provided by Party
     A. Party B shall frequently inspect the contents of short messages and
     shall exercise effective control the number of broadcasting messages by the
     users (no more than two messages each time) and the number of messages sent
     in a specified period (no more than 100 messages per hour). Party B shall
     also adopt effective technologies to safeguard the Monternet against
     illegal acts such as hacker attack, theft of passwords and unauthorized use
     of web page.

(7)  During the term of this agreement, Party B shall, at the request of Party
     A, provide reports on user base development, profile, preferences and
     business forecast before the fifth calendar day of each month in the form
     as set out in Annex 1. Party A has obligations of confidentiality to such
     information in accordance with Clause 9.

(8)  Party A and Party B shall conduct marketing and promotional activities for
     such services jointly.

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3.   Sharing of Rights and Obligations

(A)  Party B shall be responsible for user complaints arising from the message
     contents or services or communication issues between Party A and Party B,
     whereas Party A shall be responsible for user complaints concerning the
     short message gateway and short message centre. The sharing of maintenance
     responsibilities is as follows:

[CHART APPEARS HERE]

(B)  Contents or applications provided by Party B shall not exceed the agreed
     scope, failing which Party A shall have the right to revoke this agreement
     and Party B shall be responsible for its defaulting liabilities. Party A
     has the right to supervise the operation of Party B and Party B shall
     cooperate to ensure that its operation does not have adverse effect to the
     daily operation of Party A. If the operation of Party B violates any
     provision herein resulting in an adverse effect to the daily operation of
     Party A, Party A shall have the right to revoke this agreement and Party B
     shall be responsible for its defaulting liabilities.

(C)  If Party B intends to change the cooperation scope contemplated in this
     agreement or to adjust the fee of certain services, it shall give a written
     notice to Party A in advance. Party A shall give its written consent to
     Party B if it agrees to the fee adjustment. If Party A gives written
     consent to the change of business scope, Party B shall conduct trial runs
     of the new service and shall submit to Party A regular trial run reports.
     The new service may not be launched until upon satisfaction of Party A that
     it is mature. For details, please refer to Annex 2.

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4.   Income of Both Parties

A.   The message fee receivable by Part A arising from the use of short message
     service under this agreement by Party A's mobile user is RMB0.10 per
     message. The message fee payable by the mobile users in relation to use of
     services contemplated herein shall in principle be determined by Party B
     and reported to China Mobile Communication Corporation (hereinafter "China
     Mobile") for approval. Party A proposes to adopt a tariff ceiling (the
     ceiling for tariff per message is RMB2 while that for tariff per month is
     RMB30). Party B shall submit the suggested tariff structure to the relevant
     pricing authority for approval of the and shall notify Party A of the
     approved tariff structure promptly.

(B)  Party A shall provide billing and fee collection services to Party B. The
     aggregate message billing amount of all users in Beijing for each billing
     month is the accrued message service fee in the Beijing region. Party A
     shall pay to Party B 85% of such accrued message service fee and shall bear
     the risk of uncollectible fee. Where Party B is Party A's network-wide
     partner providing Monternet value-added services to China Mobile users
     across the People's Republic of China (hereinafter the "PRC"), the
     aggregate message billing amount of all users in other cities and provinces
     for each billing month is the accrued message service fee for mobile
     service providers of other cities and provinces. The said message service
     fee shall be collected by such mobile service providers who shall pay the
     fee to Party A according to the settlement proportion prescribed by this
     agreement, being 85% of the accrued message service fee in the region.
     Party A shall transfer to Party B all the accrued message service fee so
     collected.

(C)  For the unequal communication compensation incurred to Party B arising from
     the difference between the number of short messages sent by Party B to the
     users across the PRC (downloaded messages) in excess of that sent by the
     users across the PRC to Party B (uploaded messages) (such difference is
     called "unequal communication"), Party A shall charge Party B on the basis
     of RMB0.05-0.10 per message. The detailed fee structure is set out below:

--------------------------------------------------------------------------------
Unequal
downloaded short                          Calculation:
message (per month)   Fee (RMB/message)   X=(MT-MO)message/month
--------------------------------------------------------------------------------
Below 100,000         0.08                X*0.08, minimum $2000
--------------------------------------------------------------------------------
100,000-300,000       0.07                (X-100,000)*0.07+100,000*0.08
--------------------------------------------------------------------------------
300,000-1,000,000     0.06                (X-300,000)*0.06+200,000*0.07+
                                          100,000*0.08
--------------------------------------------------------------------------------
Above 1,000,000       0.05                (X-1,000,000)*0.05+700,000*0.06+
                                          200,000*0.07+100,000*0.08
--------------------------------------------------------------------------------

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5.   Settlement

(A)  Place of settlement: to be established pursuant to the request of Party A.

(B)  Settlement:

(1)  The equipment of Party B is connected to Party A's short message centre
     through the short message gateway of Party A. Charged messages shall be
     counted on the basis of the records of the short message gateway of Party
     A. The fee shall be calculated monthly during the period from the 15th to
     20th calendar day of each month for the fee incurred in the last fee
     calculation period. Party A shall calculate the message fee receivable by
     Party B and unequal communication compensation payable to Party A after the
     billing period for that month and the result shall form the basis of
     settlement between both parties.

(2)  Both parties shall determine the the accrued message service fee of the
     current month according to the billing system of Party A. 85% of the
     accrued message service fee so determined will be subtracted by the unequal
     communication compensation receivable from Party B. Where the net amount is
     positive, Party A shall pay such net amount to Party B and receive the
     relevant invoice thereof. Where the net amount is negative, Party B shall
     pay the net amount to Party A and receive the relevant invoice thereof. The
     receiving party shall issue and mail the invoice to the paying party within
     three days upon receipt of the amount (as evidenced by post chop)..

(3)  Party A and Party B shall strictly comply with such requirements on
     settlement and fee calculation period. Where any party fails to pay the
     required amount as it falls due on the 20th calendar day of each month, a
     daily penalty of 0.1% of the amount due shall be payable by the defaulting
     party to the receiving party. If the amount remains overdue for over two
     months despite demand for payment is made, the receiving party has the
     right to take legal action therefor and all legal costs and liabilities so
     incurred shall be borne by the defaulting party.

6.   Marketing and Promotion

(A)  Party A and Party B may use their respective resources to market and
     promote the joint services based on the principle of mutual benefit.

(B)  In principle, Party A will only market and promote the Monternet brand name
     and its major applications but not the Monternet joint services separately.

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(C)  Party B will promote its brand name, the relevant Monternet services and
     Monternet brand name. Party B must strictly follow the specifications for
     the brand name when using the Monternet logo and may not use any different
     shape or colour. Party B shall notify Party A prior to the actual use of
     such logo.

(D)  Party B shall not use the Monternet brand name beyond the sales and
     marketing of the Monternet services, failing which Party A has the right to
     forbid Party B from using the logo and Party B shall be responsible for the
     consequence of such improper use. Party A may also take legal action
     depending on the seriousness of the case.

(E)  When preparing the Monternet promotion materials and advertisements, Party
     B shall clearly state its customer service hotline number, website and
     email address for complaints in prominent places. Party B may not use any
     rival products of China Mobile as gifts or prizes for the purpose of
     marketing and promotion of the Montenetservices.

7.   Customer Service

(A)  Monternet short messages to be received by the users are restricted to
     those ordered or subscribed by the users. Party B shall ensure that the
     messages provided are decent and legal. Party A has the right to inspect
     the contents of such short messages and take necessary enhancement
     measures. Details are set out in Annex 3.

(B)  Party B shall ensure that the users are fully aware of the price, broadcast
     frequency, usage and contents of the services before use.

(C)  Party A shall deal with any user enquires and complaints arising from
     communication issues.

(D)  In respect of the Monternet services, the 1860 customer service centre and
     offices of Party A shall deal with users' enquires and complaints. Enquires
     and complaints in relation to contents and services shall be referred to
     Party B by Party A.

(E)  Party B shall set up a 24-hour hotline and notify its users by means of its
     website and promotion materials.

(F)  Party B shall assign a dedicated representative(s) to deal with user
     complaints and shall provide reply within one day.

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(G)  To facilitate user access of service information, Party B shall provide for
     free download messages concerning service recommendation, customer service
     commands and password retrivals. Service alerts such as, inter alia, those
     on prices, subscription confirmation, customer service hotline,
     subscription cancellation of service , shall be provided to users free of
     charge.

(H)  In respect of short message services charged on a monthly basis, Party B
     may charge a whole-month fee from users whose usage is more than half a
     month but less than a month. In case the usage is less than half a month,
     Party B may not charge anything for that month.

(I)  In respect of service subscription made through the internet, Party B must
     provide the required basic information on a prominent place of the web page
     before the user confirms the subscription. Upon successful completion of
     the subscription, Party B shall send a short message reminder to the
     subscriber setting out information including "thank you message",
     "confirmation of successful subscription", "message service fee", "sending
     frequency", "subscription cancellation method" and "customer service
     hotline/website".

(J)  In respect of service subscription made via mobile phone, Party B shall
     promptly send to the user (including the user charged and the third party
     user) a short message reminder setting out information including "thank you
     message", "confirmation of successful subscription", "message service fee",
     "sending frequency", "unsubscription method" and "customer service
     hotline/website" (Optional).

(K)  As for initial subscriptions secured through sales and marketing in
     physical form (such as by form filling), Party B shall send a second
     confirmation message (setting out the required basic information on the
     service) to the potential subscriber, and subscription relationship is not
     established until upon the potential subscriber's confirmation with
     password.

8.   Termination of the Agreement

(A)  Party B may not deliver any message to users with invalid accounts. If
     Party B knowingly allow message to be delivered to such users, Party A
     shall have the right to demand from Party B compensation of economic loss
     arising from the outstanding fee and to terminate this agreement and the
     Agreement contemplated herein.

(B)  Party B shall ensure that the contents provided do not contravene any
     relevant policies, laws and regulations and orders such as the
     "Telecommunication Ordinance of the People's Republic of China" and
     "Regulations on Internet Content /Application Services". It may not
     broadcast information that undermines the State's security and benefit,
     advocates sedition or contains pornography. Party B shall also ensure that
     the contents it provides do not has

<PAGE>

     any adverse effect on the corporate image of China Mobile. Without written
     consent by Party A, Party B may not send any irrelevant message such as
     advertisements to mobile users through the short message gateway of Party
     A. If Party B is found to have committed such acts, it shall compensate
     Party A for any financial loss so incurred and Party A shall have the right
     to revoke this agreement and terminate the contemplated herein.

(C)  If Party A receives user complaints for the receipt of uninvited message
     from Party B without any request for Party B's service, Party A shall
     notify Party B of the complaints and Party B shall seek out the underlying
     causes. Party A will not charge the user and shall return to the user any
     fee received. Party A has the right to revoke this agreement and terminate
     the joint venture contemplated herein with reference to the seriousness of
     the user complaints for the month.

(D)  To ensure the healthy operation of the Monternet business, Party B may not
     directly or indirectly provide inter-operator short message services
     including short message service across domestic operators and international
     short message service. Also, Party B may not provide pure fee collection
     service through the short message system of Party A. IfParty B is found to
     have committed such acts, it shall compensate Party A for any financial
     loss so incurred and Party A shall have the right to revoke this agreement
     and terminate the joint venture contemplated herein.

(E)  When Party A refers to Party B a user complaint , Party B shall be give
     Party A's customer service department an initial reply within two hours and
     shall seek out the underlying causes within one working day so as to
     resolve the complaint. Party A has the right to impose a fine of RMB500 per
     complaining user from the fee to be settled for the month. Party A shall
     also have the right to revoke this agreement and terminate the joint
     venture contemplated herein with reference to the seriousness of the
     incident.

9.   Confidentiality

(A)  Proprietary Information refers to information developed, invented,
     discovered by or transferred to and of value to the disclosing party and
     obtained by the other party during the term of this agreement, including
     but not limited to trade secrets, intellectual properties and technical
     know-hows.

(B)  Both parties shall protect the intellectual properties, trade secrets and
     any other Proprietary Information of themselves or the counterpart. Unless
     written consent is given, each party shall keep confidential all
     Proprietary Information and may not disclose to any third party the
     technical know-hows, trade secrets or any other Proprietary Information of
     the other party.

(C)  Both Party A and Party B shall keep the particulars of this cooperation and

<PAGE>

     this agreement confidential. No party may disclose to any third party the
     particulars of this cooperation and this agreement without the prior
     written consent of the other party.

10.  Defaulting Liabilities

     Failure by either party to comply with any provision of this agreement
     shall be considered as a default. When a party receives a notice of alleged
     default from the other party, the receiving party shall, if the allegation
     is found to be valid, take remedial action within 20 days and notify the
     other party in writing accordingly. If the receiving party considers that
     the allegation is invalid, it shall raise objection or provide explanation
     to the other party in writing within 20 days and both parties shall seek to
     resolve the matter through negotiation. Where negotiation fails, the matter
     shall be resolved in accordance with Clause 12 herein. The defaulting party
     shall indemnify all economic loss suffered by the complying party arising
     from such default.

11.  Disclaimer

     If both Party A and Party B or any of them fails to perform or fully
     perform their respective obligation under this agreement due to force
     majeure, they shall have no defaulting liabilities. The party affected by
     the force majeure shall inform the other party with supporting evidence
     within 15 days from the occurrence of the same. The party(ies) concerned
     shall resume its/their performance of obligation under this agreement once
     the effect of the force majeure no longer exists.

12.  Resolution of Disputes

     Any dispute arising from this agreement shall be resolved through
     negotiation, failing which, either party may submit the dispute to Beijing
     Arbitration Commission for arbitration. The arbitration so awarded shall be
     final and have binding effect on both parties.

13.  Effectiveness, Amendment, Termination and Extension of the Agreement

(A)  This agreement comes into effect on 1 May 2003 and expires until 31 October
     2003. If both parties are agreeable to this agreement during its
     subsistence, this agreement will be automatically renewed for six months.
     Should there be any objection from either party, the objecting party shall
     give the other party a written notice thereof 30 days before this agreement
     expires.

(B)  This agreement has 12 pages and is in six counterparts. It is given effect
     when it is signed and sealed by both parties. Each party shall keep 3
     copies which have the same legal effect.

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(C)  The annex forms an integral part of this agreement and has the same legal
     effect.

(D)  During the term of this agreement, both parties may amend the terms of the
     agreement or terminate the same as agreed. If either party intends to amend
     or terminate the agreement, it shall give 30 days' notice to the other
     party. Any party who unilaterally terminate the agreement shall be
     responsible for any loss incurred to the other party.

Party A: Beijing Mobile Communication     Party B: Beijing Lei Ting Wan Jun
Co., Ltd. (sealed)                        Network Technolocy Limited
                                          (sealed)

Authorized representative of Party A:     Authorized representative of Party B:
(signed)                                  (signed)

Date:                                     Date:


Annexure:

1.   Monthly Statistics of Monternet Services
2.   Procedures for the Addition of New Service(s)
3.   Monternet Interactive Voice Response Business Management Memorandum

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Annex 1:  Monthly Statement of Monternet Services

--------------------------------------------------------------------------------
Table 1: Network-wide Short Messaging Service
--------------------------------------------------------------------------------
Serial no.
--------------------------------------------------------------------------------
   1
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------
Table 2: Regional Short Messaging Service
--------------------------------------------------------------------------------
Serial no.
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

Notes:
1.   Number of new users: number of new users having logged in and registered at
     any SP in the month.

2.   Number of users for the month: number of users having used the SP's short
     message service for at least once in the month.

3.   Number of paying users for the month: number of registered users having
     used the SP's charged services.

4.   Number of short messages sent and received: total number of short messages
     communicated between our network and the SP service terminal.

5.   Fill in Table 1 for network-wide short messaging service and Table 2 for
     regional short messaging service.

<PAGE>

Annex 2:  Procedures for the Addition of New Service(s)

1.   If Party B intends to introduce new service(s), it shall file an
     application thereof in the specified format before the fifth calendar day
     of each month. Any new service application submitted after then will be
     handled in the next cycle.

2.   Within three working days upon receiving such application from Party B,
     Party A shall give Party B a reply clearly specifying whether or not any
     trial run is approved.

3.   Party B's trial run is to be conducted from the first to the 25th calendar
     day of the second month. Party B is required to promptly submit test
     reports to Party A. Party A will perform inspection against the test
     reports and feedback the findings to Party B. Any late test reports from
     Party B will be rejected by Party A..

4.   After completion of the trial run, on condition that both parties accepted
     that the test results are satisfactory, Party A will notify Party B within
     five working days as to when the new service(s) will be launched. In the
     event that the test results are unsatisfactory, the trial run will be
     terminated or rescheduled for a new round in the next cycle.

Remarks:
In the event that any relevant business management practice is introduced by
China Mobile Communications Corporation, it shall prevail over the above.

<PAGE>

Annnex 3  Monternet Short Message Service(s) Management Memorandum

                                Chapter 1 General

Clause 1  This memorandum on Moneternet Short Message Service(s) is devised by
          Beijing Mobile Communication Co., Ltd. in accordance with "Regulation
          on Internet Message" of the PRC and "Inspection and Control of the
          Contents of Monternet" of China Mobile to ensure the healthy
          development of China Mobile's Monternet Project, the long-term
          interests of operators and joint venture partners and the legal rights
          of customers.

Clause 2  This memorandum is prepared on a fair and reasonable basis,
          implementing open and transparent supervision and control over the
          short messages from all Monternet service partners (hereinafter the
          "SPs").

Clause 3  This memorandum is subject to supplements and amendments made in
          accordance with market conditions. The latest version of this
          memorandum shall prevail over all other versions.

                     Chapter 2 Requirement of Short Message

Clause 4  Delivery of impolite, indecent and abusive short messages in any
          form to mobile users is prohibited.

Clause 5  Short Messages undermining the image of China Mobile are prohibited.

Clause 6  Short Messages of indecent contents in any form are prohibited.

Clause 7  Short Messages containing misleading information which may be
          deceiving and may induce losses to the users are prohibited.

                              Chapter 3 Inspection

Clause 8  Beijing Mobile Communication Co., Ltd. will randomly inspect the
          short message contents of the SPs of Monternet.

Clause 9  Beijing Mobile Communication Co., Ltd. will conduct public survey to
          gauge users' feedback on the message quality of the SPs.

Clause 10 The 1860 customer hotline of Beijing Mobile Communication Co., Ltd.
          shall handle user complaints on the contents of short messages.

<PAGE>

                           Chapter 4 Remedial Measures

Clause 11 If it comes to the notice of Beijing Mobile Communication Co., Ltd.
          that any message is inappropriate, Beijing Mobile Communication Co.,
          Ltd. will issue a written warning to the relevant SP demanding
          rectification within three days.

Clause 12 If the relevant SP fails to rectify such contents, Beijing Mobile
          Communication Co., Ltd. may issue another written warning demanding
          rectification within three days.

Clause 13 If the relevant SP still fails to rectify its contents after
          receipt the second warning, Beijing Mobile Communication Co., Ltd. may
          terminate this agreement and demand rectification, depending on the
          seriousness of the problem.

Clause 14 If irregularities are frequently found during examination or a
          large number of customers' complaints are received in respect of any
          SP, Beijing Mobile Communication Co., Ltd. may terminate this
          agreement and demand rectification, depending on the seriousness of
          the problem.

                                Chapter 5 By-laws

Clause 16 This memorandum shall be construed by the marketing and sales
          department of Beijing Mobile Communication Co., Ltd.

Clause 17 This memorandum shall become effective on the date hereof (May
          2001).