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                                                                   EXHIBIT 10.69

                       Dated the 19 day of December 2002

                          MAN HING HONG LAND INVESTMENT
                                 COMPANY LIMITED
                             [(CHINESE CHARACTERS)]

                                       and

                          SINA.COM (HONG KONG) LIMITED
                             [(CHINESE CHARACTERS)]

                                   ----------

                                TENANCY AGREEMENT

                                       of

  Offices Nos.1003-1004 on 10th Floor of Man Yee Building, No.68 Des Voeux Road
    Central, Hong Kong erected on The Remaining Portion of Marine Lot No.14.

                                   ----------

                             Johnson Stokes & Master
                             Solicitors & Notaries,
                         18th Floor, Prince's Building,
                            10 Chater Road, Central,
                                   Hong Kong.

                             LSKL/6553008/7/LLF/jan
                                    (121202)

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                                    I N D E X

SECTION I PARTICULARS

1.1        Parties
1.2        Premises, Term, Rent and User

SECTION II RENT AND OTHER CHARGES

2.1        Rent
2.2        Management and Air-Conditioning Charges
2.3        Rates
2.4        Utility Charges and Deposits

SECTION III OBLIGATIONS

3.1        Compliance with Ordinances
3.2        Fitting Out
3.3        Installation of Telephone Cables
3.4        Good Repair of Interior
3.5        Installation of Wires Cables and Services
3.6        Replacement of Windows
3.7        Repair of Electrical Installations
3.8        Good Repair of Toilets and Water Apparatus
3.9        Cleaning and Cleaning Contractors
3.10       Cleaning of Drains
3.11       To Permit Landlord to Enter and View
3.12       To Execute Repair on Receipt of Notice
3.13       Inform Landlord of Damage
3.14       Protection from Typhoon
3.15       Indemnification of Landlord
3.16       Insurances
           (a) Third Party
           (b) Glass
           (c) Water Damage
           (d) Tenant's Fittings and Stock
3.17       Air-conditioning of Premises
3.18       Refuse and Garbage Removal
3.19       Service Entrances
3.20       Common Areas
3.21       Contractors Employees Invitees and Licensees
3.22       Directory Boards
3.23       Outside Windows
3.24       Keep Premises Open
3.25       Conducting of Business

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3.26       Regulations
3.27       Security System
3.28       Yield Up Premises and Handover
3.29       Adjacent Excavation or Shoring
3.30       Re-decoration of Premises
3.31       Security Guards
3.32       Pipes, Conduits, Indoor Antenna and Drainage

SECTION IV OBLIGATIONS

4.1        Quiet Enjoyment
4.2        Government Rent and Property Tax

SECTION V RESTRICTIONS AND PROHIBITIONS

5.1        Installation and Alterations
5.2        Injury to Main Walls
5.3        Alteration to Exterior
5.4        Obstruction to Outside Windows
5.5        Noise
5.6        Signs and Advertisements
5.7        Auctions and Sales
5.8        Illegal Immoral or Improper Use
5.9        No Touting
5.10       Sleeping or Domestic Use
5.11       Manufacture and Storage of Merchandise
5.12       Obstructions in Passages
5.13       Parking and Loading Outside the Premises
5.14       Goods and Merchandise Outside the Premises
5.15       Preparation of Food and Prevention of Odours
5.16       Food by Serviceways
5.17       Animals, Pets and Infestation
5.18       Subletting, Assigning etc.
5.19       Breach of Government Grant, etc.
5.20       Breach of Insurance Policy
5.21       Locks
5.22       Aerials
5.23       No Gambling
5.24       Tenant's
5.25       Fire Shutters
5.26       Prohibited Names
5.27       Discharge of Effluent
5.28       Maximum Capacity of Lifts
5.29       Fabric or Decorative Features of Common Areas
5.30       Wiring, Cables or Other Articles Outside The Premises
5.31       Shrines or Religious Ceremonies

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SECTION VI EXCLUSIONS

6.1        Lifts, Air-conditioning, Utilities
6.2        Fire and Overflow of Water
6.3        Security
6.4        Causes Other Than Landlord's Wilful Default

SECTION VII ABATEMENT OF RENT

7.1        Suspension of Rent in Case of Fire Etc.

SECTION VIII DEFAULT

8.1        Default
8.2        Acceptance of Rent
8.3        Interest
8.4        Disconnection of Electricity Supply etc.
8.5        Acts of Employees Invitees and Licensees
8.6        Re-entry
8.7        Distraint
8.8        Expenses of Notice of Default
8.9        Arrear

SECTION IX DEPOSIT

9.1        Deposit
9.2        Increase in Deposit
9.3        Repayment of Deposit
9.4        Personal Guarantee

SECTION X REGULATIONS

10.1       Introduction of Regulations
10.2       Conflict
10.3       Not Liable for Loss

SECTION XI SUBMISSION AND APPROVAL OF PLANS

11.1       Submission of
11.2       Alteration to Building Services
11.3       Approval of Plans
11.4       Fitting Out Deposit
11.5       Miscellaneous

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SECTION XII INTERPRETATION AND MISCELLANEOUS

12.1       Name of Building
12.2       Landlord's Rights Regarding Common Areas and Common Facilities
12.3       Public System
12.4       Condonation Not a Waiver
12.5       Letting Notices and Entry
12.6       Service of Notice
12.7       Gender
12.8       Marginal Notes, Headings and Index
12.9       Stamp Duty and Costs
12.10      No Fine
12.11      Exclusion of Warranties
12.12      Joint and Several Liability
12.13      Building Manager
12.14      Special Conditions

FIRST SCHEDULE
Part I     - Landlord and Tenant
Part II    - Premises and Building and Lot
Part III   - Term
Part IV    - Deposit
Part V     - User
Part VI    - Legal Costs

SECOND SCHEDULE
Part I     - Rent
Part II    - Management and Air-Conditioning Charges

THIRD SCHEDULE
Part I     - Normal Business Hours
Part II    - Special Conditions

Execution Clause

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                               TENANCY AGREEMENT

                                   SECTION I

                                  PARTICULARS

Parties

1.1   An Agreement made this __________ day of __________ 200

      BETWEEN the company detailed as the Landlord in Part I of the First
      Schedule hereto (hereinafter called "the Landlord") of the one part and
      the person firm or company detailed as the Tenant in Part I of the First
      Schedule hereto (hereinafter called "the Tenant") of the other part.

WHEREBY IT IS AGREED AS FOLLOWS : -

PREMISES, TERM, RENT AND USER

1.2   The Landlord hereby lets to the Tenant ALL THOSE the premises (hereinafter
      referred to as "the Premises") forming part of all that building
      (hereinafter referred to as "the Building") which said premises and said
      building are more particularly described and set out in Part II of the
      First Schedule hereto together with the use in common with the Landlord
      and all others having the like right of the entrances staircases landings
      passages and toilets in the Building in so far as the same are necessary
      for the proper use and enjoyment of the Premises and except in so far as
      the Landlord may from time to time restrict such use And together with the
      use in common as aforesaid of the lift service escalators air-conditioning
      facilities in the Building (if any and whenever the same shall be
      operating) for the term set forth in Part III of the First Schedule hereto
      YIELDING AND PAYING therefor throughout such term rent and other charges
      as are from time to time payable in accordance with the provisions set out
      in Part I and Part II of the Second Schedule hereto which sums shall be
      payable exclusive of rates clear of all deductions on the first day of
      each calendar month the first and last of such payments to be apportioned
      according to the number of days in the month included in the said term and
      the Tenant agrees to use the Premises only for the purpose as set forth in
      Part V of the First Schedule hereto and not for the sale or provision of
      any other kind of goods service or other purpose whatsoever without the
      express permission of the Landlord in writing.

                                   SECTION II

                             RENT AND OTHER CHARGES

The Tenant covenants with the Landlord as follows : -

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RENT

2.1   To pay on the days and in the manner hereinbefore provided the said rent.

MANAGEMENT AND AIR-CONDITIONING CHARGES

2.2   To pay to the Landlord punctually throughout the said term contributions
      towards the costs and expenses or charges for the maintenance and supply
      of central air-conditioning (if any) and the provision of management
      services to the Premises the current rate of which is set forth in Part II
      of the Second Schedule hereto subject to the following : -

      (a)   Such contributions shall be paid by the Tenant to the Landlord in
            advance on the first day of each and every calendar month without
            deduction whatsoever.

      (b)   In the event of a deficiency occurring or seeming to the Landlord
            likely to occur, the Landlord shall be entitled to demand collect
            and recover from the Tenant such additional contributions or charges
            as the Landlord may determine. The Landlord's and the amounts of
            additional contributions or charges shall be conclusive and binding
            on the Tenant.

      (c)   If the Tenant shall require air-conditioning outside the hours set
            out in Part I of the Third Schedule hereto, the same may be provided
            on not less than 48 hours' advance notice in writing to the Landlord
            at such rate as the Landlord may from time to time charge for
            providing the same. The Tenant shall pay the cost of the additional
            air-conditioning in advance therefor which may be rendered weekly or
            at such other intervals as the Landlord may decide.

      (d)   The Landlord shall be entitled from time to time to increase the
            contributions or charges provided for in this clause if in the
            opinion of the Landlord there is an increase in the costs including
            overhead costs of the Landlord for the provision of air-conditioning
            or management services. The Landlord shall give the Tenant one
            month's notice of such increases and the Tenant shall pay for such
            increases if such increases are payable by all occupiers of the
            Building. The Landlord's assessment of the increases shall be
            conclusive and binding on the Tenant.

      RATES

2.3   To pay and discharge all rates taxes assessments duties impositions
      charges and outgoings whatsoever now or hereafter to be imposed or levied
      on the Premises or upon the owner or occupier in respect thereof by the
      Government of the Hong Kong Special Administrative Region or other lawful
      authority (property tax, Government rent and outgoings of a capital or
      non-recurring nature alone excepted). Without prejudice to the generality
      of this Clause the Tenant shall unless the Landlord otherwise directs pay
      all rates imposed on the Premises in the first place to the Landlord who
      shall settle the same with the Government of

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      the Hong Kong Special Administrative Region and in the event of the
      Premises not yet having been assessed to rates the Tenant shall pay to the
      Landlord a sum equal to the rates which would be charged by the Government
      of the Hong Kong Special Administrative Region on the basis of a notional
      rateable value equal to twelve able by the Tenant on account of the
      liability rent under this Clause which sum shall be payable on a monthly
      basis in advance and any overpayment or underpayment by the Tenant shall
      be adjusted when the Premises have been assessed to rates.

UTILITY CHARGES AND DEPOSITS

2.4   To pay and discharge all deposits and charges in respect of gas water
      electricity air-conditioning and telephone as may be shown by or operated
      from the own metered supply or by accounts rendered to the Tenant in
      respect of all such utilities consumed on or in the Premises.

                                   SECTION III

                              TENANT'S OBLIGATIONS

The Tenant further covenants with the Landlord : -

COMPLIANCE WITH ORDINANCES

3.1   To obey and comply with and to indemnify the Landlord against the breach
      of all Ordinances, regulations, bye-laws, rules and requirements of any
      Governmental or other competent authority relating to the use and
      occupation of the Premises, or to any other act, deed, matter or thing
      done, permitted, suffered or omitted therein or thereon by the Tenant or
      any employee, agent or licensee of the Tenant and without prejudice to the
      foregoing to obtain any licence approval or permit required by any
      Governmental or other competent authority in connection with the Tenant's
      use of the Premises prior to the commencement of the or Tenant's business
      and to maintain the same in force during the currency of this tenancy and
      to indemnify the Landlord against the consequences of a breach of this
      provision and to notify the Landlord forthwith in writing of any notice
      received from any statutory or public authority concerning or in respect
      of a possible breach of this Clause.

FITTING OUT

3.2   To accept the condition of the Premises as at the commencement of this
      Agreement and to fit out the interior of the Premises by engaging a
      contractor to be first approved by the Landlord in a good and proper
      workmanlike manner using good quality materials approved by the Landlord
      and in accordance with such plans and specifications as shall have been
      first submitted to and approved in writing by the Landlord under Section
      XI hereof and in accordance with such other requirements and provisions of
      Section XI hereof and to maintain the same throughout the said term in
      good condition and repair to the satisfaction of the Landlord. In carrying
      out any approved work hereunder, the Tenant shall and

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      shall cause its servants agents contractors and workmen to observe the
      fitout rules to be issued by the Landlord from time to time and to be
      signed by the Tenant prior to the commencement of the fitting out works
      and to co-operate fully with the Landlord and all servants agents and
      workmen of the Landlord and with other tenants or contractors carrying out
      any work in the Building. The Tenant shall obey and cause its servants
      agents contractors and workmen to obey and comply with all instructions
      and directions which may be given by the Landlord's servants or agents or
      other authorised representatives in connection with the carrying out of
      such works.

INSTALLATION OF TELEPHONE CABLES

3.3   The Tenant shall make its own arrangements with such authorised and
      licensed telecommunication supplier with regard to the installation of
      telephones and other communication systems in the Premises, but the
      installation of telephone lines and communication lines outside the
      Premises must be in the common ducting (if any) provided for that purpose
      and in all respects be in accordance with the Landlord's

GOOD REPAIR OF INTERIOR

3.4   Save and except for fair wear and tear to keep all the interior non
      structural parts of the Premises including the flooring and interior
      plaster or other finishing material or rendering to walls floors and
      ceilings and the shopfront signs (interior and exterior) (if any) external
      grilles or shutters to the Premises and the Landlord's fixtures and
      fittings therein and all additions (whether of the Landlord or the Tenant)
      thereto including (without limitation and wherever the same shall be
      installed in or upon the Premises) all escalators doors windows electrical
      installations and wiring light fittings suspended ceiling fire fighting
      apparatus and air-conditioning plant and ducting exhaust ducts and carbon
      filters and all pipes plumbing and drainage facilities and all painting
      papering and decoration thereof in good clean tenantable substantial and
      proper repair and condition and as may be appropriate from time to time
      properly painted and decorated cleansed cleared or replaced and so to
      maintain the same at the expense of the Tenant and to deliver up the same
      and all fittings fixtures and additions therein and thereto other than
      tures and fittings to the Landlord at the expiration or sooner
      determination of the said term (fair wear and tear excepted) in like
      condition and without prejudice to the generality of the foregoing and
      during the last year of the said term if reasonably required by the
      Landlord to repaint and decorate the interior of the Premises.

INSTALLATION OF WIRES CABLES AND SERVICES

3.5   To install all wires pipes and cables and other services serving the
      Premises in and through the ducts trunkings and conduits in the Building
      provided by the Landlord for such purposes and at all times in accordance
      with the La directions and not to install any such wires pipes cables or
      other services without first providing the Landlord with full particulars
      and a fully detailed plan and

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      diagram of such intended installation and obtaining the La regard thereto,
      such consent shall not be unreasonably withheld.

      The Tenant will be permitted (at its own expense) to connect the Premises
      to a central antenna (if any) to be installed at the Building by the
      Landlord for the purpose of receiving television and wireless signals and
      transmissions. Connection to the central antenna (when the same is
      installed and available for connection) may be made after consultation
      with the Landlord at such point as the Landlord shall in its absolute
      discretion consider to be the closest location to the Premises
      facilitating connection.

REPLACEMENT OF WINDOWS

3.6   To pay to or reimburse the Landlord the cost of replacing all broken or
      damaged windows or glass including the curtain wall glazing of the
      Premises (or elsewhere if used exclusively by the Tenant) whether or not
      the same be broken or damaged by the negligence of the Tenant or owing to
      circumstances beyond the control of the Tenant.

REPAIR OF ELECTRICAL INSTALLATIONS

3.7   At the expense of the Tenant to repair or replace if so required by the
      appropriate utility company or authority under the terms of the
      Electricity Supply Ordinance or any statutory modification or re-enactment
      thereof or any regulations made thereunder or if the same becomes
      dangerous or unsafe all the electricity wiring installations and fittings
      within the Premises and the wiring from the Tena s meter or meters to and
      within the same and the Tenant shall permit the Landlord and its
      authorised representatives to test the same at any time upon request being
      made at the Tenant's

GOOD REPAIR OF TOILETS AND WATER APPARATUS

3.8   At the expense of the Tenant to maintain toilets and water apparatus as
      are located within and connected to the Premises (or elsewhere if used
      exclusively by the Tenant or its licensees) in good clean and tenantable
      state and in proper repair and condition at all times during the said term
      to the satisfaction of the Landlord and in accordance with the regulations
      of the Public Health or other Government authority concerned and not to
      use or permit or suffer to be used any toilet facilities whether shared
      with other tenants or occupiers of the Building or reserved exclusively
      for the use of the Tenant for any purpose other than that for which they
      are intended and not to throw or permit or suffer to be thrown into any
      W.C. pan, urinal, basin sink or other toilet fitting any foreign or
      deleterious substance of any kind and to pay to the Landlord on demand the
      cost of any breakage, blockage or damage resulting from a breach of this
      provision.

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CLEANING AND CLEANING CONTRACTORS

3.9   To keep the Premises at all times in a clean and sanitary state and
      condition and for the better observance hereof the Tenant shall only
      employ such cleaning contractors of the Premises as shall be nominated by
      the Landlord to perform all cleaning, disposal, pest control and related
      cleaning and hygiene works. Such cleaning contractors shall be employed at
      the expense of the Tenant.

CLEANING OF DRAINS

3.10  To pay on demand to the Landlord the reasonable cost incurred by the
      Landlord in cleansing and clearing any of the drains choked or stopped up
      owing to routine improper or careless use by the Tenant or its employees
      contractors invitees or licensees.

TO PERMIT LANDLORD TO ENTER AND VIEW

3.11  To permit the Landlord its agents and all persons authorised by it with or
      without workmen or others and with or without appliances at all reasonable
      times to enter upon the Premises to view the condition thereof or so as to
      gain access to any common areas or common facilities whether or not
      serving the Premises exclusively and upon prior notice to the Tenant to
      take inventories of the fixtures fittings and common facilities therein
      and to carry out any work or repair required to be done provided that in
      the event of an emergency the Landlord its servants or agents may enter
      without notice and forcibly if need be and provided also that the Landlord
      will cause as little damage or disturbance as is possible in exercising
      such rights.

TO EXECUTE REPAIR ON RECEIPT OF NOTICE

3.12  To make good all defects and wants of repair (fair wear and tear excepted)
      to the Premises for which the Tenant may be responsible hereunder within
      the space of one month or such shorter period as the Landlord may require
      from the receipt of written notice from the Landlord to amend and make
      good the same, and if the Tenant shall fail to execute such works or
      repairs as aforementioned to permit the Landlord to enter upon the
      Premises and execute the same and the cost thereof shall be a debt due
      from the Tenant to the Landlord and be recoverable forthwith by action.

INFORM LANDLORD OF DAMAGE

3.13  In so far as possible, to promptly give notice to the Landlord or its
      agent of any damage that may be suffered to the Premises and of any
      accident to or defects in the water and gas pipes (if any) electrical
      wiring or fittings, fixtures or other services or facilities within the
      Premises.

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PROTECTION FROM TYPHOON

3.14  To take all reasonable precautions to protect the interior of the Premises
      from storm or typhoon damage and in particular to ensure that all exterior
      doors and windows are securely fastened upon the threat of such adverse
      weather conditions.

INDEMNIFICATION OF LANDLORD

3.15  (a)   To be wholly responsible for any loss damage or injury caused to any
            person whomsoever or to any property whatsoever directly or
            indirectly through the defective or damaged condition or operation
            of any part of the interior of the Premises or any machinery or
            plant or fixtures or fittings or wiring or piping therein for the
            repair of which the Tenant is responsible hereunder or in any way
            owing to the spread of fire or smoke or the leakage or the overflow
            of liquid of whatsoever origin from the Premises or any part thereof
            or through the act default or neglect of the Tenant its servants
            agents contractors licensees partners or customers and to make good
            the same by payment or otherwise and to indemnify the Landlord
            against all costs claims demands actions and legal proceedings
            whatsoever made upon the Landlord by any person in respect of any
            such loss damage or injury and all costs and expenses incidental
            thereto, and to effect adequate insurance cover in respect of such
            risks in accordance with the provisions of Clause 3.16 hereof.

      (b)   To be responsible for any claim arising as a result of any accident
            happening at the Premises or any injury suffered or damage to or
            loss of any chattels or property sustained as a result of such
            accident and the Tenant hereby covenants and agrees with the
            Landlord to indemnify the Landlord against all costs claims demands
            actions and legal proceedings whatsoever made upon the Landlord by
            any person in respect of any such accident injury damage or loss as
            aforesaid and all costs and expenses incidental thereto:

TENANT'S INSURANCES

3.16  To effect and maintain at all times during the currency of this tenancy
      comprehensive insurance cover to the satisfaction of the Landlord in
      respect of the Premises against damage by fire storm tempest earthquake
      flood lightning subsidence heave landslip explosion aircraft (not being
      hostile aircraft) and articles dropped therefrom riot civil commotion
      malicious damage impact bursting or overflowing of pipes and such other
      risks or perils including but not limited to theft robbery and burglary as
      the Landlord shall from time to time reasonably think desirable and
      liability for loss injury or damage to any person or property whatsoever
      arising as a direct or indirect result of any act neglect default or
      omission of the Tenant or the contractors servants agents licensees or
      invitees of the Tenant with an insurance company of good repute and also
      in respect of the following :-

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      (a)   THIRD PARTY

            In respect of liability for loss injury or damage to any person or
            property whatsoever caused through or by any act default or neglect
            of the Tenant which might give rise to a claim for indemnity
            pursuant to Clause 3.15 hereof. The policy of insurance shall be
            effected with a reputable insurance company approved by the Landlord
            and shall be endorsed to show the Landlord as owner of the Premises
            and shall be in an amount of not less than HK$5,000,000.00 (in the
            case of the Premises being less than 2,000 square feet in area) or
            not less than HK$10,000,000.00 (in the case of the Premises being
            not less than 2,000 square feet in area) or in such other amount as
            the Landlord may from time to time reasonably require and shall
            contain a clause to the effect that the insurance cover thereby
            effected and the terms and conditions thereof shall not be cancelled
            modified or restricted without the prior consent of the Landlord.
            The Tenant hereby further undertakes to produce to the Landlord such
            policy of insurance together with a receipt for the last payment of
            premium and a certificate from the insurance company that the policy
            is in all respects valid and subsisting. In the event that the
            Tenant fails to produce such a policy and certificate and for the
            better observance of the Tenant'sations under Clause 3.15 above to
            permit the Landlord at the expense and in the name of the Tenant to
            effect and maintain insurance cover to the satisfaction of the
            Landlord with a reputable insurance company approved by the Landlord
            the policy of insurance so effected to be endorsed to show the
            interest of the Landlord therein and to be in such amount as may be
            determined by the Landlord and to contain a provision that the
            insurance cover thereby effected and the terms and conditions
            thereof may not be altered modified restricted or cancelled without
            the express prior written consent of the Landlord.

      (b)   GLASS

            All glass including curtain wall glazing now or hereafter on or in
            the Premises for their full replacement value.

      (c)   WATER DAMAGE

      Against damage to stock fixtures decoration and fittings for the full
 insurable value occurring in respect of the use or misuse
     of the fire sprinkler system (if any) installed within the
 Premises or the incursion of water therein.

      (d)   TENANT'S FITTINGS AND STOCK

      The Tenant's fittings stock and equipment within the Premises against fire
      and extraneous perils for their full replacement value.

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AIR-CONDITIONING OF PREMISES

3.17  Where any plant machinery or equipment for cooling ventilation or
      circulating air including but not limited to air handling units, fan coil
      units, variable air volume boxes, valves and accessories, ducting,
      insulation, control units is installed in or about the Premises (whether
      by the Landlord or the Tenant) the Tenant will to the extent of the Tena s
      control over the same at all times use and regulate the same to ensure
      that the air-conditioning plant is employed to the best advantage in the
      conditions from time to time prevailing and without prejudice to the
      generality of the foregoing will operate and maintain such
      air-conditioning plant machinery and equipment in or about the Premises as
      the Landlord may reasonably determine to ensure a reasonably uniform
      standard of air cooling or ventilation throughout the Building.

REFUSE AND GARBAGE REMOVAL

3.18  To be responsible for the removal of refuse and garbage from the Premises
      to such location as shall be specified by the Landlord from time to time
      and to use only that type of refuse container as is specified by the
      Landlord from time to time. In the event of the Landlord providing a
      collection service for refuse and garbage the same shall be used by the
      Tenant to the exclusion of any other similar service and the use of such
      service provided by the Landlord shall be at the sole cost of the Tenant.
      If wet garbage is removed from the Premises, any extra costs charged by
      the Urban or Regional Services Department or by any private service
      company nominated by the Landlord for removal of the same shall be borne
      by the Tenant.

SERVICE ENTRANCES

3.19  To load and unload goods only at such times and through such entrances and
      by such service lift as shall be designated by the Landlord at its sole
      discretion for this purpose from time to time.

COMMON AREAS

3.20  To pay to or reimburse to the Landlord the cost of any damage caused to
      any part of the Building or the common areas and common services and
      facilities of the Building occasioned by the Tenant its licensees
      employees agents or contractors or any other person claiming through or
      under the Tenant.

CONTRACTORS EMPLOYEES INVITEES AND LICENSEES

3.21  To be liable for any act default negligence or omission of the
      contractors, employees, invitees, agents, partners, visitors, customers or
      licensees as if it were the act default negligence or omission of the
      Tenant and to indemnify the Landlord against all costs claims demands
      expenses or liability to any third party in connection therewith.

DIRECTORY BOARDS

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3.22  To pay the Landlord immediately upon demand the cost of affixing repairing
      or replacing as necessary the Tenant's to the directory boards (if any) at
      the Building.

OUTSIDE WINDOWS

3.23  To keep all windows of the Premises closed at all times and not to open
      any of the windows of the Premises save when the air-conditioning system
      is not in operation.

KEEP PREMISES OPEN

3.24  To keep the Premises open for business at all times of the year (save and
      except the public holidays) during the normal business hours for office
      premises of the Building namely the hours set forth in Part I of the Third
      Schedule and without prejudice to the generality of the foregoing any
      suspension of the Tena s business for a period of more than three days
      without the prior consent of the Landlord shall constitute a material
      breach of this provision entitling the Landlord to determine this
      Agreement and to regain possession of the Premises.

CONDUCTING OF BUSINESS

3.25  To conduct the business of the Tenant so as not to prejudice the goodwill
      and reputation of the Building as a first class commercial and office
      complex with shopping centre.

REGULATIONS

3.26  To observe and comply with such Regulations as may from time to time be
      made or adopted by the Landlord in accordance with Section X hereof.

SECURITY SYSTEM

3.27  To ensure that its own security system within and at the entrance of the
      Premises is at all times compatible with and linked up to the security
      system for the Building (if any) provided and operated by the Landlord and
      the Tenant shall employ competent and licensed security system
      installation company to supply and install security system at the
      Premises.

YIELD UP PREMISES AND HANDOVER

3.28  To yield up the Premises with all fixtures fittings and additions therein
      and thereto at the expiration or sooner determination of this Agreement in
      good clean and tenantable repair and condition in accordance with the
      stipulations herein contained together with all keys giving access to all
      parts of the Premises Provided that where any alterations or fixtures or
      additions (including but not limited to such works carried out under this
      tenancy) to the Premises is made or installed by the Tenant or any other
      parties including ex-tenants with or without

<PAGE>
                                       11


      the Landlor s written consent the Landlord may in its discretion require
      the Tenant to reinstate remove or do away with such alterations fixtures
      or additions or any part or portion thereof and make good and repair in a
      proper and workmanlike manner any damage to the Premises and the La tures
      and fittings therein as a result thereof before delivering up the Premises
      to the Landlord (fair wear and tear excepted) and thus deliver the
      Premises to the Landlord in a "bare-shell" condition with the
      Landlord'stherein as set out in the Fourth Schedule hereto upon expiration
      or sooner determination of this Agreement. For avoidance of doubt, the
      Landlord shall not be required to pay any compensation or cost to the
      Tenant for the retention or removal of all or such alterations fixtures
      fittings or additions or any part or portion thereof and without prejudice
      to the generality of the foregoing the Tenant shall permit the Landlord at
      the Tenant's penses to remove all lettering and characters from the
      directoryex boards at the Building and from all doors walls or windows of
      the Premises and to make good any damage caused by such removal.

ADJACENT EXCAVATION OR SHORING

3.29  If any excavation or other building works shall be made or authorised in
      the vicinity of the Building, the Tenant shall permit the Landlord its
      servants or agents to enter the Premises to do such work as may be deemed
      necessary to preserve the exterior walls or the Building from injury or
      damage without any claim for damages or indemnity against the Landlord.

RE-DECORATION OF PREMISES

3.30  At the expiration of each period of three years during the said term of
      this Agreement (if the said term exceeds three years) and also in the last
      three months thereof whether determined by effluxion of time or otherwise
      to paint, french polish or otherwise treat as the case may be all the
      inside wood and metal work of the Premises in a workmanlike manner and
      grain varnish and clean the parts of the Premises usually grained,
      varnished and cleaned and to paint or paper with good quality materials in
      a workmanlike manner all walls and ceilings of the Premises usually
      painted or papered as the case may be, such decoration in the last three
      months of the said term to be executed in such colours patterns and
      materials as the Landlord may require.

SECURITY GUARDS

3.31  To employ as security guards of the Premises only such persons or such
      firm as approved by the Landlord. Such security guards shall be employed
      at the sole expense of the Tenant.

<PAGE>
                                       12


PIPES, CONDUITS, INDOOR ANTENNA AND DRAINAGE

3.32  To permit the Landlord to erect use and maintain pipes conduits indoor
      antenna and drainage in and through the Premises. The Landlord or its
      agents shall have the right to enter the Premises at all reasonable times
      to examine the same by prior notice given to the Tenant (except in
      emergency). Provided that the permission to the Landlord to use such
      pipes, conduits, indoor antenna and drainage shall extend to the use of
      such pipes, conduits, indoor antenna and drainage by the
      Landlord'sauthorised tenants and licensees, as the case may be. The Tenant
      accepts that there may exist in the Premises ducts pipes indoor antenna
      and drainage cables wires meters and facilities not serving the Premises
      exclusively and no claim or objection thereto shall be made by the Tenant.
      The Tenant shall at its sole cost and expense make provision for access
      panels to enable the Landlord to maintain such pipes conduits indoor
      antenna and drainage and hereby agrees not to affect the function of or
      cover such pipes conduits indoor antenna and drainage by objects of any
      kind during the said term.

                                   SECTION IV

                           LANDLORD'S OBLIGATIONS

The Landlord covenants with the Tenant as follows : -

QUIET ENJOYMENT

4.1   To permit the Tenant (duly paying the rent, rates and other charges hereby
      agreed to be paid on the days and in manner herein provided for payment of
      the same and observing and performing the agreements stipulations terms
      conditions covenants and obligations herein contained) to have quiet
      possession and enjoyment of the Premises during the said term without any
      interruption by the Landlord or any person lawfully claiming under or
      through or in trust for the Landlord.

GOVERNMENT RENT AND PROPERTY TAX

4.2   To pay the Government rent property tax and all outgoings of a capital or
      nonrecurring nature attributable to or payable in respect of the Premises
      during the said term attributable to or payable in respect of the
      Premises.

                                    SECTION V

                          RESTRICTIONS AND PROHIBITIONS

The Tenant hereby covenants with the Landlord as follows : -

<PAGE>
                                       13


INSTALLATION AND ALTERATIONS

5.1   (a)   Not without the previous written consent of the Landlord, to erect
            install or alter any fixture partitioning or other erection or
            installation in the Premises or to make suffer or permit to be made
            any disturbance alterations or additions to the mechanical or
            electrical wiring installation air-conditioning ducting pipes and
            conduits (if any) and lighting fixtures or any part thereof or which
            may affect or be likely to affect the supply of water, electricity
            or other utility or service to or in the Building nor without the
            like consent to install or permit or suffer to be installed any
            equipment apparatus or machinery including any safe which imposes a
            weight on any part of the flooring in excess of that for which it
            was designed or in excess of the loading of the electrical
            installations in the Building. The Landlord shall be entitled to
            prescribe the maximum loading of the electrical main or wiring and
            the maximum weight and permitted location of safes and other heavy
            equipment and to require that the same stand on supports of such
            dimensions and material to distribute the weight as the Landlord may
            deem necessary. All fees incurred by the Landlord in obtaining the
            approval of its architects to the location of heavy objects shall be
            borne by the Tenant and payment of such fees may be imposed on the
            Tenant as a pre-requisite to the Tenant receiving such consent from
            the Landlord.

      (b)   In carrying out any approved work hereunder the Tenant its servants
            agents contractors and workmen shall obey and comply with all
            reasonable instructions and directions which may be given by the
            Landlord or its authorised representatives in connection with the
            carrying out of such work. Insofar as the same is applicable, the
            provisions in Section XI hereof shall apply to the approved work
            hereunder.

      (c)   Any fees or expenses incurred by the Landlord (including but not
            limited to vetting fee and administrative fee) in connection with
            the giving of consent hereunder shall be borne by the Tenant.

INJURY TO MAIN WALLS

5.2   Not without the previous written consent of the Landlord to cut maim or
      injure or permit or suffer to be cut maimed or injured any doors windows
      walls beams structural members or other part of the fabric of the
      Premises.

ALTERATION TO EXTERIOR

5.3   Not to affix anything or paint or make any alteration whatsoever to the
      exterior of the Premises save as provided in Clause 5.6 hereof.

OBSTRUCTION TO OUTSIDE WINDOWS

5.4   Not to block up darken or obstruct or obscure any of the windows or lights
      belonging to the Premises without having obtained the express written
      consent of

<PAGE>
                                       14


      the Landlord which consent may be given subject to such conditions as the
      Landlord may in its absolute discretion consider fit to impose.

NOISE

5.5   Not to cause or produce or suffer or permit to be produced on or in the
      Premises any sound or noise (including sound produced by broadcasting from
      television, radio and any apparatus or instrument capable of producing or
      reproducing music and sound) or vibration or resonance or other form of
      disturbance or other acts or things in or on the Premises which is or are
      or may be a nuisance or annoyance to the tenants or occupiers of adjacent
      or neighbouring premises or to users and customers of the same or to the
      Landlord.

SIGNS AND ADVERTISEMENTS

5.6   Not without the written consent of the Landlord to exhibit or display on
      or affix to the interior or exterior of the Premises which may be visible
      from the outside any advertisements signage writing sign signboard or
      other device whether illuminated or not nor to affix any advertisements
      signage writing sign signboard or other device in at or above any common
      area lobby landing or corridor of the Building Provided always that the
      Tenant shall be entitled to have its name and business displayed in such
      lettering and/or characters the standard of workmanship of which has to be
      first approved by the Landlord and designated by the Landlord on a
      directory board at the Building entrance(s) and on the Tenant's floor (if
      any).

AUCTIONS AND SALES

5.7   Not to conduct or permit any auction fire bankruptcy close out or similar
      sale of things or properties of any kind to take place on the Premises.

ILLEGAL IMMORAL OR IMPROPER USE

5.8   Not to use or cause permit or suffer to be used any part of the Premises
      for gambling or for any illegal immoral or improper purposes or in any way
      so as to cause nuisance annoyance inconvenience or damage or danger to the
      Landlord or the tenants or occupiers of adjacent or neighbouring premises.

NO TOUTING

5.9   Not to permit any touting or soliciting for business or the distributing
      of any pamphlets notice or advertising matter outside the Premises or
      anywhere within the Building by any of the Tenant s agents or licensees.

SLEEPING OR DOMESTIC USE

5.10  Not to use the Premises or any part thereof as sleeping quarters or as
      domestic premises within the meaning of any Ordinance for the time being
      in force or to allow any person to remain on the Premises overnight unless
      with the Landlord's

<PAGE>
                                       15


      prior permission in writing. Such permission shall only be given to enable
      the Tenant to post watchmen to look after the contents of the Premises and
      the names of the watchmen shall first be registered with the Landlord
      prior to the Landlord giving such permission.

MANUFACTURE AND STORAGE OF MERCHANDISE

5.11  Not to use the Premises for the manufacture of goods or merchandise or for
      the storage of goods or merchandise other than stock or materials in small
      quantities reasonably required in connection with and consistent with the
      business carried on therein by way of samples and exhibits nor to keep or
      store or cause or permit or suffer to be kept or stored any hazardous or
      dangerous or prohibited goods within the meaning of the Dangerous Goods
      Ordinance and the regulations thereunder or any statutory modification or
      re-enactment thereof.

OBSTRUCTIONS IN PASSAGES

5.12  Not to place or leave or suffer or permit to be placed or left by any
      agent contractor employee invitee or licensee of the Tenant any boxes
      furniture articles or rubbish in the entrance or any of the staircases
      passages or landings of the Building used in common with other tenants or
      the Landlord or otherwise encumber the same.

PARKING AND LOADING OUTSIDE THE PREMISES

5.13  Not to park in obstruct or otherwise use nor permit to be parked in
      obstructed or otherwise used by any employee agent contractor invitee or
      licensee of the Tenant those areas (if any) of the Building allocated to
      parking the movement of or access for vehicles or designated as
      loading/unloading areas other than in accordance with the Regulations made
      from time to time by the Landlord.

GOODS AND MERCHANDISE OUTSIDE THE PREMISES

5.14  Not to place expose or leave or permit to be placed exposed or left for
      display sale or otherwise any goods or merchandise whatsoever upon or over
      the ground outside the Premises without the prior permission of the
      Landlord.

PREPARATION OF FOOD AND PREVENTION OF ODOURS

5.15  Not to cook or prepare or permit or suffer to be cooked or prepared any
      food in the Premises or to cause or permit any offensive or unusual odours
      to be produced upon or emanated from the Premises.

FOOD BY SERVICEWAYS

5.16  Not to permit or allow any food or food containers or furniture or other
      large or heavy objects to be brought onto or removed from the Premises
      except by way of service entrances service exits and (if any) service
      lifts or otherwise as may be directed by the Landlord from time to time
      and at such times as the Landlord shall

<PAGE>
                                       16


      direct and not to permit passenger or service or cargo lifts to be
      overloaded by weight in excess of the weight which such passenger or
      service or cargo lifts are designed or permitted to carry.

ANIMALS, PETS AND INFESTATION

5.17  Not to keep or permit or suffer to be kept any animals or livestock inside
      the Premises and to take all such steps and precautions to the reasonable
      satisfaction of the Landlord to prevent the Premises or any part thereof
      from becoming infested by termites rats mice roaches or any other pests or
      vermin and for the better observance hereof the Landlord may require the
      Tenant to employ at the termination contractors as the Landlord may
      nominatecost such and at such intervals as the Landlord may direct.

SUBLETTING, ASSIGNING ETC.

5.18  Not to assign underlet or otherwise part with the possession of the
      Premises or any part thereof in any way whether by way of subletting
      lending sharing or other means whereby any person or persons not named as
      a party to this Agreement obtains the use or possession of the Premises or
      any part thereof irrespective of whether any rental or other consideration
      is given for such use or possession and in the event of any such transfer
      sub-letting sharing assignment or parting with the possession of the
      Premises (whether for monetary consideration or not) this Agreement shall
      absolutely determine and the Tenant shall forthwith vacate the Premises on
      notice to that effect from the Landlord. This tenancy shall be personal to
      the Tenant named in the First Schedule to this Agreement and without in
      any way limiting the generality of the foregoing the following acts and
      events shall, unless approved in writing by the Landlord, be deemed to be
      breaches of this Clause : -

      (a)   In the case of a tenant which is a partnership the taking in of one
            or more new partners whether on the death or retirement of an
            existing partner or otherwise.

      (b)   In the case of a tenant who is an individual (including a sole
            surviving partner of a partnership tenant) the death insanity or
            disability of that individual to the intent that no right to use
            possess occupy or enjoy the Premises or any part thereof shall vest
            in the executors administrators personal representatives next of kin
            trustee or committee of any such individual.

      (c)   In the case of a tenant which is a corporation any take-over
            re-construction amalgamation merger voluntary liquidation or change
            in the person or persons who owns or own a majority of its voting
            shares or who otherwise has or have effective control thereof.

      (d)   The giving by the Tenant of a Power of Attorney or similar authority
            whereby the donee of the Power obtains the right to use possess
            occupy or

<PAGE>
                                       17


            enjoy the Premises or any part thereof or does in fact use possess
            occupy or enjoy the same.

      (e)   The change of the Tenant'swritten consent of the Landlord which
            consent the Landlord may not unreasonably withhold.

BREACH OF GOVERNMENT GRANT, ET C.

5.19  Not to cause suffer or permit any contravention of the provisions of the
      Government Grant or Conditions under which Landlord holds the Premises and
      to indemnify the Landlord against any such breach.

BREACH OF INSURANCE POLICY

5.20  Not to cause or suffer or permit to be done any act or thing whereby the
      policy or policies of insurance on the Premises against damage by fire or
      liability to third parties for the time being subsisting may become void
      or voidable or whereby the rate of premium or premiums thereon may be
      increased, and to repay to the Landlord on demand all sums paid by the
      Landlord by way of increased premium or premiums thereon and all expenses
      incurred by the Landlord in and about any renewal of such policy or
      policies arising from or rendered necessary by a breach of this Clause.

LOCKS

5.21  Not, without the previous written consent of the Landlord, to alter the
      existing locks bolts and fittings on the entrance doors to the Premises
      nor to install any additional locks bolts or fittings thereon nor to alter
      or erect or install any fixtures partitions doors gates metal grilles
      shutters or other similar erection or installation whatsoever whether of a
      temporary or permanent nature in the Premises or in or at the doorway or
      entrance of the Premises or at any of the fire exits therefrom or carry
      out any alteration erection or installation works that might in any way
      contravene the regulations from time to time in force of the Fire Services
      Department or other competent authority concerned, nor in any other
      respect to contravene the said regulations.

AERIALS

5.22  Not to erect any aerial on the roof or walls of the Building nor the
      ceiling or walls of the Premises.

NO GAMBLING

5.23  Not to permit gambling of any description whatsoever upon the Premises.

TENANT'S ASSOCIATION

<PAGE>
                                       18


5.24  Not to form or organise or attempt or make any effort to form or organise
      any tena s association or union jointly with any tenants of the Building
      for whatever objects or purposes during the continuance of the tenancy.

FIRE SHUTTERS

5.25  Not at any time during the term of this Agreement to cause or permit or
      suffer the area under the fire shutter if any or if any is to be installed
      in the Premises to be obstructed in any way whatsoever and to ensure that
      the design and layout of the Premises shall be in such manner so as not to
      be in breach of this Clause.

PROHIBITED NAMES

5.26  Save and except to indicate the address of the Tenant not to name or
      include in the name of the business or company controlled or operated by
      the Tenant the word " Man Hing Hong " "[(CHINESE CHARACTERS)]", or the
      name of the Building as may be designated by the Landlord from time to
      time whether alone or in any combination thereof or in conjunction with
      other word or symbol or any name similar thereto and not at any time to
      change the name of the business or company of the Tenant to include any
      such word as aforesaid.

DISCHARGE OF EFFLUENT

5.27  Not to discharge or permit or suffer to be discharged any dangerous,
      poisonous, corrosive or unlawful effluent into any pipe or drain of the
      Building.

MAXIMUM CAPACITY OF LIFTS

5.28  Not to overload or permit to be overloaded any lift in the Building (if
      any) in excess of its maximum capacity and to be responsible for any
      damage caused by any breach of this Clause by the Tenant, its employee,
      agent, licensee, contractor or customer.

FABRIC OR DECORATIVE FEATURES OF COMMON AREAS

5.29  Not to damage injure or deface any part of the fabric or decorative
      features of the common areas stairs lifts and escalators of the Building
      including any trees plants and shrubs therein and thereabout.

WIRING, CABLES OR OTHER ARTICLES OUTSIDE THE PREMISES

5.30  Not to lay install affix or attach any wiring, cables or other article or
      thing in or upon any of the entrances, staircases, landings, passages,
      lobbies or other parts of the Building in common use.

<PAGE>
                                       19


SHRINES OR RELIGIOUS CEREMONIES

5.31  Not to place or install any shrines or tablets and not to conduct any
      religious ceremonies or permit any religious ceremonies to be conducted
      inside or outside the Premises.

                                   SECTION VI

                                   EXCLUSIONS

Save and except the wilful default of the Landlord, the Landlord shall not in
any circumstances be liable to the Tenant or any other person whomsoever : -

LIFTS, AIR-CONDITIONING, UTILITIES

6.1   In respect of any loss of profit or of business or loss of life or loss or
      damage or injury to person or property sustained by the Tenant or any
      other person or any disruption or inconvenience suffered by the Tenant or
      any other person caused by or through or in any way owing to any defect in
      or breakdown or suspension of the lifts escalators and air-conditioning
      system (if any) condenser water supply system (if any) electric power and
      water supplies, or any other service provided in or serving the Building,
      or

FIRE AND OVERFLOW OF WATER

6.2   In respect of any loss of profit or of business or loss of life or loss or
      damage or injury to person or property sustained by the Tenant or any
      other person or any disruption or inconvenience suffered by the Tenant or
      any other person caused by or through or in any way owing to the escape of
      fumes smoke fire odours or any other substance or thing or the overflow or
      leakage of water from anywhere within the Building or the leakage or
      overflow of water into the Building or any part thereof from anywhere
      outside the Building (whether the overflow or leakage is from any pipes,
      drains, water tanks, water apparatus, sprinkler system or other fire
      prevention or control apparatus or due to fire storm tempest flood act of
      God or other inevitable accident) or the decoration or fitting out of any
      part of the Building carried out by the Landlord or any other tenants or
      occupiers of the Building, or

SECURITY

6.3   For the security and safekeeping of the Premises or any contents therein
      and in particular but without prejudice to the generality of the foregoing
      the provision (if any) by the Landlord of watchmen and caretakers or any
      mechanical or electrical systems of alarm of whatever nature shall not
      create any obligation on the part of the Landlord as to the security of
      the Premises and the contents therein and the responsibility for the
      safety of the Premises and the contents thereof shall at all times rest
      with the Tenant, or

<PAGE>
                                       20


CAUSES OTHER THAN LANDLORD'S WILFUL DEFAULT

6.4   In respect of any loss of profit or of business or loss of life or loss or
      damage or injury to person or property sustained by the Tenant or any
      other person or any disruption or inconvenience suffered by the Tenant or
      any other person unless the same is caused by the wilful default or gross
      negligence of the Landlord and the Landlord is otherwise liable for the
      same, nor shall the rent and other charges hereinbefore mentioned or any
      part thereof abate or cease to be payable on account of any of the
      foregoing.

                                   SECTION VII

                                ABATEMENT OF RENT

SUSPENSION OF RENT IN CASE OF FIRE ETC.

7.1   If the Premises or the Building or any part thereof shall at any time
      during the tenancy be destroyed or damaged or become unfit for occupation
      not due to any default of the Tenant but owing to fire earthquake
      subsidence of the ground landslide or Acts of God and the policy or
      policies of insurance effected by the Landlord shall not have been
      vitiated or payment of policy moneys refused in whole or in part in
      consequence of any act or default of the Tenant or if at any time during
      the continuance of this tenancy the Premises or the Building shall be
      condemned as a dangerous structure or a demolition order or closing order
      shall become operative in respect of the Premises or the Building then the
      rent, rates, Management and Air-Conditioning Charges hereby reserved or a
      fair proportion thereof according to the nature and extent of the damage
      sustained or order made shall be suspended until the Premises or Building
      shall again be rendered fit for occupation Provided that should the
      Premises or the Building not have been reinstated in the meantime either
      the Landlord or the Tenant may at any time after six months from the
      occurrence of such damage or destruction or order give to the other of
      them notice in writing to determine this present tenancy and thereupon the
      same and everything herein contained shall cease and be void as from the
      date of the occurrence of such destruction or damage or order or of the
      Premises becoming inaccessible or unfit for commercial use but without
      prejudice to the rights and remedies of either party against the other in
      respect of any antecedent claim or breach of the agreements stipulations
      covenants terms and conditions herein contained or of the Landlord in
      respect of the rent payable hereunder prior to the coming into effect of
      the suspension.

<PAGE>
                                       21


                                  SECTION VIII

DEFAULT

It is hereby expressly agreed and declared as follows : -

DEFAULT

8.1   If the rent and/or any charges payable hereunder or any part thereof shall
      be in arrear for 15 days after the same shall have become payable (whether
      formally demanded or not) or if there shall be any other breach or
      non-performance of any of the stipulations conditions covenants or
      agreements herein contained and on the part of the Tenant to be observed
      or performed or if the Tenant shall become bankrupt or being a corporation
      go into liquidation (save for the purposes of amalgamation or
      reconstruction) or if the Tenant shall suffer execution to be levied upon
      the Premises or otherwise on the Tenant'soods then and in any such case it
      shall be lawful for the Landlord at any time thereafter to re-enter on and
      upon the Premises or any part thereof in the name of the whole and
      thereupon this Agreement shall absolutely determine but without prejudice
      to any right of action by the Landlord in respect of any outstanding
      breach or non-observance or nonperformance by the Tenant of any of the
      terms of this Agreement. All costs and expenses incurred by the Landlord
      in demanding payment of the rent and other charges aforesaid (if the
      Landlord elects to demand) and in exercising its rights to do so or the
      extent of any loss to the Landlord arising out of this Clause shall be
      paid by the Tenant on a fully indemnity basis and shall be recoverable
      from the Tenant as a debt or be deductible by the Landlord from any
      deposit held by the Landlord hereunder.

ACCEPTANCE OF RENT

8.2   The acceptance of any rent by the Landlord hereunder shall not operate and
      shall not be regarded by the Tenant as a waiver by the Landlord of any
      right to proceed against the Tenant in respect of any breach
      non-observance or non-performance by the Tenant of any of the agreements
      stipulations terms covenants and conditions herein contained and on the
      part of the Tenant to be observed and performed.

INTEREST

8.3   Notwithstanding anything hereinbefore contained in the event of default in
      payment of rent or other sums payable under this Agreement for a period of
      15 days from the date on which the same falls due for payment (whether
      formally or legally demanded or not), the Tenant shall further pay to the
      Landlord on demand interest on the amount in arrears at the rate of 2% per
      month calculated from the date on which the same becomes due for payment
      until the date of payment as liquidated damages and not as penalty
      provided that the demand and/or receipt by the Landlord of interest
      pursuant to this provision shall be without prejudice to and shall not
      affect the right of the Landlord to exercise any other right or remedy

<PAGE>
                                       22


      hereof (including the right of re-entry) exercisable under the terms of
      this Agreement.

DISCONNECTION OF ELECTRICITY SUPPLY ETC.

8.4   In addition and without prejudice to the Landlord'sht under Clauses 8.1
      and 8.3 hereof, the Landlord may, and the Tenant hereby specifically
      authorises the Landlord, in the event of a default by the Tenant under
      this Agreement, to cut off the supply of water, electricity and
      air-conditioning chilled water to the Premises and to suspend the use of
      lifts and loading bays in the Building by the Tenant and to suspend and/or
      restrict the Tenant ght of access to and from the Premises and in the
      Building and to dispose of all objects including goods merchandise
      equipment furniture and fixtures in or at the Premises in such manner as
      the Landlord shall deem fit, and any expenses in connection therewith
      shall be paid by the Tenant and shall be recoverable from it as a debt.
      The Landlord shall not in any way be liable to the Tenant for any
      nuisance, loss or damage whatsoever suffered and/or incurred by the Tenant
      as a result of such disconnection suspension restriction or disposition.

ACTS OF EMPLOYEES INVITEES AND LICENSEES

8.5   For the purpose of this Agreement any act default neglect or omission of
      any guest visitor servant contractor employee agent partner invitee
      customer or licensee of the Tenant shall be deemed to be the act default
      neglect or omission of the Tenant.

RE-ENTRY

8.6   A written notice served by the Landlord on the Tenant in manner
      hereinafter mentioned to the effect that the Landlord thereby exercises
      the power of re-entry herein contained shall be a full and sufficient
      exercise of such power without actual entry on the part of the Landlord.

DISTRAINT

8.7   For the purposes of Part III of the Landlord and Tenant (Consolidation)
      Ordinance (Chapter 7) and of this Agreement, the rent payable in respect
      of the Premises shall be and be deemed to be in arrear if not paid in
      advance at the times and in the manner hereinbefore provided for payment
      thereof.

EXPENSES OF NOTICE OF DEFAULT

8.8   The Tenant shall pay all expenses (including surveyor'sfees and costs on a
      solicitor and own client basis) incurred by the Landlord incidental to the
      preparation and service of a notice under Section 58 of the Conveyancing
      and Property Ordinance (Cap.219) notwithstanding forfeiture is avoided
      otherwise than by relief granted by the court.

<PAGE>
                                       23


ARREAR

8.9   Notwithstanding anything herinbefore contained if the Tenant shall fail to
      pay the rent or any sums payable hereunder or any part thereof on the days
      and in the manner hereinbefore stipulated, the Landlord shall be entitled
      (but without prejudice to any other entitlement or right which the
      Landlord may possess) to recover from the Tenant as a debt the following
      expenses incurred by the Landlord in the course of recovering the said
      rent or sums payable hereunder or any part thereof:-

      (I)   a sum of HK$500.00 (Hong Kong Dollars Five Hundred) being late
            payment administration charges for additional work incurred by the
            Landlord's ent;

      (II)  all solicitor'sand court fees incurred by the Landlord; and

      (III) any other fees paid to debt-collectors appointed by the Landlord.

                                   SECTION IX

                                    DEPOSIT

DEPOSIT

9.1   The Tenant shall on the signing hereof and at such other times (if any)
      during the term of tenancy hereby created as are specified in Part III of
      the First Schedule hereto deposit with the Landlord the sum or sums
      specified in Part IV of the First Schedule to secure the due observance
      and performance by the Tenant of the agreements stipulations terms and
      conditions herein contained and on the part of the Tenant to be observed
      and performed which said deposit shall be held by the Landlord throughout
      the currency of this Agreement free of any interest to the Tenant with the
      right for the Landlord (without prejudice to any other right or remedy
      hereunder) to deduct therefrom the amount of any rent rates and other
      contributions or charges payable hereunder and any costs expenses loss or
      damage sustained by the Landlord as the result of any non-observance or
      nonperformance by the Tenant of any of the said agreements stipulations
      obligations or conditions. In the event of any deduction being made by the
      Landlord from the said deposit in accordance herewith during the currency
      of this Agreement the Tenant shall forthwith on demand by the Landlord
      make a further deposit equal to the amount so deducted and failure by the
      Tenant so to do shall entitle the Landlord forthwith to re-enter upon the
      Premises and to determine this Agreement as hereinbefore provided and if
      the Landlord shall choose not to determine but to continue with this
      Agreement, the Tenant shall pay to the Landlord in addition interest on
      the further deposit at the same rate as set out in Clause 8.3 hereof and
      shall indemnify the Landlord against such costs and expenses incurred by
      the Landlord including those items set out in Clause 8.9 hereof.

<PAGE>
                                       24


INCREASE IN DEPOSIT

9.2   The amount of the said deposit shall be increased following each and any
      review (if any) in rent to current open market rent provided for herein to
      a sum equal to THREE ement and Air-Conditioning Charges at the rent,
      highest ascertainable rates payable during the said term, and the Tenant
      shall make payment to reflect such changes accordingly and the provisions
      of this Section IX shall apply to such further deposits and the provisions
      of Clauses 8.3 and 8.9 shall apply.

REPAYMENT OF DEPOSIT

9.3   Subject as aforesaid the said deposit shall be refunded to the Tenant by
      the Landlord without interest within thirty days after the expiration or
      sooner determination of this Agreement and delivery of vacant possession
      to the Landlord and after settlement of the last outstanding claim by the
      Landlord against the Tenant for any arrears of rent rates and other
      charges including reinstatement expenses and for any breach non-observance
      or non-performance of any of the agreements stipulations terms and
      conditions herein contained and on the part of the Tenant to be observed
      or performed whichever shall be the later.

                                    SECTION X

                                   REGULATIONS

INTRODUCTION OF REGULATIONS

10.1  The Landlord shall be entitled from time to time and by notice in writing
      to the Tenant to make introduce and subsequently amend adopt or abolish if
      necessary such Regulations as it may reasonably consider necessary for the
      proper operation and maintenance or management of the Building or any part
      thereof.

CONFLICT

10.2  Such Regulations shall be supplementary to the terms and conditions
      contained in this Agreement and shall not in any way derogate from such
      terms and conditions. In the event of conflict between such Regulations
      and the terms and conditions of this Agreement the terms and conditions of
      this Agreement shall prevail.

NOT LIABLE FOR LOSS

10.3  The Landlord shall not be liable for any loss or damage however caused
      arising from any non-enforcement of the Regulations or non-observance
      thereof by any third party.

                                   SECTION XI

<PAGE>
                                       25


                        SUBMISSION AND APPROVAL OF PLANS

SUBMISSION OF TENANT'S PLANS

11.1  Prior to the commencement of decoration or fitting out works to the
      Premises the Tenant shall at its own cost and expense prepare and submit
      to the Landlord suitable drawings, plans and specifications of the works
      to be carried out by the Tenant together with schematic sketches showing
      intent as to the Tena s design and layout proposals and together with the
      programme of work showing their duration and work progress (hereinafter
      collectively called "the to enable the Premises to be fitted out and
      completed for the purposes specified in this Agreement and in all respects
      in a style and manner appropriate to first class commercial and office
      buildings. The Tenant's Plans shall, without limitation: -

      (a)   Include detailed drawings, plans and specifications for all interior
            layout, reflected ceiling plan, decorations, fittings, lightings,
            installations, furnishings, partitionings, ceilings, openings,
            entrances, structural escape routes and floor coverings;

      (b)   Include detailed drawings, plans and specifications of all
            electrical installations which shall be connected to the electrical
            systems installed by the Landlord;

      (c)   Include details of any proposed amendments, additions or alterations
            to any electrical mechanical fire or other building services;

      (d)   Include connection and reticulation of all electrical wiring
            including wiring to air conditioning plant and to light fittings
            together with control switching etc. within the Premises;

      (e)   Include any alteration to the sprinkler system necessitated by the
            layout of the Premises the same to be in all respects in accordance
            with all permits and consents and in compliance with the
            requirements of the Fire Services Department;

      (f)   Include any installation of air-conditioning ducting that may be
            required by the Tena s internal layout of the Premises PROVIDED that
            if the Tenant's out proposals should require the modification or
            relocationfitting of any air handling equipment installed at the
            Premises the Tenant shall pay all costs in connection with such
            modification or relocation;

      (g)   Include all internal decoration, furnishings and specialised
            equipment;

      (h)   Comply with all relevant Ordinances, regulations and by-laws from
            time to time issued by the Government of Hong Kong;

      (i)   Include front elevation and external elevation, with colour
            rendering;

<PAGE>
                                       26


      (j)   Include any other plan(s) or calculation as may be required by the
            Landlord.

ALTERATION TO BUILDING SERVICES

11.2  In order to enable the building services of the Building to be effectively
      coordinated and controlled the Tenant agrees that any and all work
      involving any alteration to or modification of or in any way associated
      with the sprinkler system, the security system and all electrical and
      mechancial works and all works involving the design and installation of
      the signages and entrance doors and all approved alterations to the
      building services (including drainage, air-conditioning (including chilled
      water piping and air-ducts), plumbing , security and fire services) in or
      for the Premises shall be carried out at the Tenant expenses only by the
      contractor as nominated by the Landlord. For the avoidance of doubt, the
      Tenant shall at his own cost and expense be responsible for the
      application and installation of all electricity meters, water meters and
      telephone and other communication appliances and installations for the
      Premises. The Tenant shall at the expiration or sooner determination of
      this Agreement if so required by the Landlord at the Tenant'sown expense
      reinstate the whole or any part of the Premises in accordance with the
      Landl rements and the Landlord's ourth Schedule hereto.

APPROVAL OF PLANS

11.3  (a)   The Landlord will consider the in its absolute discretion accept or
            reject the Tenant'slans or any part of them as it thinks fit and the
            Tenant shall under no circumstances commence any works or
            alterations on the Premises until the full written approval of the
            Landlord of the Tenant's

      (b)   The Tenant shall pay to the Landlord a vetting fee in such amount as
            shall be determined by the Landlord at its sole discretion in
            connection with the consideration and approval of the Tenant'sPlans
            or any modifications or amendments thereof. The Tenant shall also
            pay to the Landlord a facilitation fee in such amount as shall be
            determined by the Landlord at its sole discretion for the cost
            incurred by the Landlord in providing services including consumption
            of temporary electricity or water to the Premises, removal of
            construction debris from a central collection point and the
            Landlord'sthe Landlord'snominated contractors'and any administration
            fee incurred by the Landlord during the period of fitting out, all
            such fees are to be payable by the Tenant in advance.

            The Tenant shall engage at the Tenant'ssole cost and expense such
            consultants or professionals as nominated by the Landlord in
            connection with such architectural mechanical and electrical
            engineering and structural engineering works which the Tenant may
            carry out at or in or on the Premises.

<PAGE>
                                       27


      (c)   The Tenant shall (if applicable) apply for and obtain all relevant
            government approval and consent at its own cost prior to the
            commencement of the decoration or fitting out works at the Premises.

      (d)   If the Tena s Plans or any of the plans subsequently re-submitted
            for approval be rejected or partly rejected by the Landlord, the
            Tenant shall re-submit revised Tena s Plans to the Landlord for its
            approval within 7 days from the date of the Landlord's notice to the
            Tenant rejecting those plans previously submitted by the Tenant.

      (e)   The Tenant hereby expressly agrees that the Tenant shall complete
            the fitting-out and decoration works of the Premises in accordance
            with the Plans as approved by the Landlord or the La management
            agent (as the case may be). If not, immediate reinstatement by the
            Tenant is required.

      (f)   The Landlord and/or its agent shall not be liable for any delay
            caused by nominated consultant and/or contractor and the nominated
            and/or consultant's

FITTING-OUT DEPOSIT

11.4  To secure the due performance and observance of the provisions contained
      in this Section XI, the Tenant shall pay to the Landlord a sum of
      decoration deposit which the Landlord shall in its absolute discretion
      determine upon execution of this Agreement. Without prejudice to any other
      remedy that may be available to the Landlord, the Landlord may deduct from
      the decoration deposit the amount of all losses and damages sustained or
      incurred by the Landlord as a result of any breach or non-performance or
      non-observance by the Tenant of any provision contained in this Section
      XI. The decoration deposit or balance thereof if deduction is made upon
      the provision hereinafter contained will be refunded to the Tenant without
      any interest thereon after completion of the fitting out work if the
      Tenant shall have observed all the provisions contained in this Section
      XI.

MISCELLANEOUS

11.5  The Tenant shall not cause or permit to be caused or made any subsequent
      variation to the approved Tenant'sand specifications or to the approved
      interior design or layout of the Premises without the previous approval in
      writing of the Landlord and in the event of such approval being requested
      it shall be a condition precedent to the granting thereof that the Tenant
      shall pay to the Landlord such vetting fee and administrative fee as shall
      be determined by the Landlord in connection with the Landlord giving such
      approval.

REINSTATEMENT DEPOSIT

11.6  The Landlord reserves the right to demand from the Tenant payment of a sum
      of reinstatement deposit which the Landlord shall in its absolute
      discretion

<PAGE>
                                       28


      determine upon the execution of this Agreement. Without prejudice to any
      other remedy that may be available to the Landlord, the Landlord may
      deduct from the reinstatement deposit the amount of all losses and damages
      sustained and/or incurred by the Landlord as a result of the failure of
      the Tenant to reinstate (where the Landlord exercises its discretion
      requiring the Tenant so to do) the Premises in accordance with Clause
      3.28, Section III hereof upon the expiration or sooner determination of
      this Agreement. The reinstatement deposit or balance thereof if deduction
      is made upon the provision herein contained will be refunded to the Tenant
      without any interest upon the expiration or sooner determination of this
      Agreement.

                                   SECTION XII

                        INTERPRETATION AND MISCELLANEOUS

NAME OF BUILDING

12.1  The Landlord reserves the right subject to any relevant provisions of the
      Deed of Mutual Covenant (if any) and/or the Sub-Deed of Mutual Covenant
      (if any) in respect of the Building to name the Building with any such
      name or style as it in its sole discretion may determine and at any time
      and from time to time to change, alter, substitute or abandon any such
      name without the same constituting any actual or constructive eviction of
      the Tenant and without incurring any liability to the Tenant therefor.

LANDLORD'S RIGHTS REGARDING COMMON AREAS AND COMMON FACILITIES

12.2  Notwithstanding anything herein contained and in particular Section IV
      above, the Landlord shall have the right to remove, cancel, relocate or
      otherwise change or carry out any alteration or addition or other works to
      the common areas (including but not limited to entrances, passages,
      corridors and staircases) and common facilities (including but not limited
      to lifts, escalators and toilets) of the Building and such other part or
      parts of the Building (other than the Premises) from time to time and in
      such manner as the Landlord may in its absolute discretion deem fit
      without the same constituting any actual or constructive eviction of the
      Tenant and without incurring any liability whatsoever to the Tenant
      therefor. In particular, the Landlord hereby expressly reserves the right
      at any time at its sole discretion to renovate or refurbish the shopping
      arcade of the Building of which the Premises form part and to change,
      alter, amend, vary, add to and re-locate the layout of the shopping arcade
      including but not limited to the external walls, entrance lobbies,
      staircases, landings, passages, corridors, toilets, lifts and escalators
      and to carry out works to effect such renovation, refurbishment, change,
      alteration, amendment, variation, addition and re-location Provided that
      the size of the Premises shall not be affected or reduced in any way And
      Provided further that the Tenant shall not be entitled to object to the
      renovation, refurbishment, change, alteration, amendment, variation,
      addition, re-location or any works thereof and shall have no right of
      action or claim for compensation whatsoever in connection with any matters
      arising from this Clause.

<PAGE>
                                       29


PUBLIC ADDRESS SYSTEM

12.3  Notwithstanding anything herein contained or implied to the contrary the
      Landlord may subject to any relevant provisions of the Deed of Mutual
      Covenant (if any) and/or the Sub-Deed of Mutual Covenant (if any) in
      respect of the Building provide and install a public address system
      throughout the common areas and may play relay or broadcast or permit any
      other person to play relay or broadcast recorded music or public
      announcement therein.

CONDONATION NOT A WAIVER

12.4  No condoning, excusing or overlooking by the Landlord of any default,
      breach or non-observance or non-performance by the Tenant at any time or
      times of any of the agreements stipulations terms covenants and conditions
      herein contained shall operate or be regarded by the Tenant as a waiver of
      the La rights hereunder in respect of any continuing or subsequent
      default, breach or nonobservance or non-performance or so as to defeat or
      affect in any way the rights and remedies of the Landlord hereunder in
      respect of any such continuing or subsequent default or breach and no
      waiver by the Landlord shall be inferred from or implied by anything done
      or omitted by the Landlord, unless expressed in writing and signed by the
      Landlord.

      Any consent given by the Landlord shall operate as a consent only for the
      particular matter to which it relates and shall in no way be considered as
      a waiver or release of any of the provisions hereof nor shall it be
      construed as dispensing with the necessity of obtaining the specific
      written consent of the Landlord in the future, unless expressly so
      provided.

LETTING NOTICES AND ENTRY

12.5  During the three months immediately before the expiration or sooner
      determination of the said term the Tenant shall permit all persons having
      written authority from the Landlord to enter and view the Premises and
      every part thereof at all reasonable times Provided Further that the
      Landlord shall be at liberty to affix and maintain without interference
      upon any external part of the Premises a notice stating that the Premises
      are to be let and such other information in connection therewith as the
      Landlord shall reasonably require during the aforementioned period of
      three months.

SERVICE OF NOTICE

12.6  Any notice required to be served on the Tenant shall be sufficiently
      served if delivered to or despatched by registered post or post to or left
      at the Premises or the last known address in Hong Kong of the Tenant. A
      notice sent by registered post or post shall be deemed to be given at the
      time and date of posting. A notice so left by hand shall be deemed to be
      given at the time when the notice is being left at the Premises or the
      last known address of the Tenant.

<PAGE>
                                       30


GENDER

12.7  In this Agreement if the context permits or requires words importing the
      singular number shall include the plural number and vice versa and words
      importing the masculine feminine or neuter gender shall include the others
      of them and references to persons shall include bodies corporate or
      unincorporate.

MARGINAL NOTES, HEADINGS AND INDEX

12.8  The Marginal Notes, Headings and Index (if any) are intended for guidance
      only and do not form a part of this Agreement nor shall any of the
      provisions of this Agreement be construed or interpreted by reference
      thereto or in any way affected or limited thereby.

STAMP DUTY AND COSTS

12.9  The legal costs of the Landlord of and incidental to the preparation
      execution and registration of this Agreement shall be borne in the manner
      shown in Part VI of the First Schedule hereto. The stamp duty, reg
      istration fees and other disbursements of the Landlord of and incidental
      to this Agreement shall be borne by the Landlord and the Tenant in equal
      shares.

NO FINE

12.10 The Tenant acknowledges that no fine premium key money or other
      consideration has been paid by the Tenant to the Landlord for the grant of
      this tenancy.

EXCLUSION OF WARRANTIES

12.11 This Agreement sets out the full agreement between the parties and
      supersedes any other commitments, agreements, representations warranties
      or understandings, written or verbal, that the parties may have had with
      respect to the Building or the Premises.

JOINT AND SEVERAL LIABILITY

12.12 Where more than one person is included in the expression "the Tenant" all
      such persons shall be jointly and severally liable for the performance and
      observance of the terms conditions and agreements herein contained and on
      the part of the Tenant to be performed and observed.

BUILDING MANAGER

12.13 Unless the context otherwise requires or provides, the expression "the
      Landlord" shall include the Building Manager from time to time appointed
      by the Landlord for the management of the Building.

SPECIAL CONDITIONS

<PAGE>
                                       31


12.14 The parties hereto further agree that they shall respectively be bound by
      and entitled to the benefit of the Special Conditions set forth in Part II
      of the Third Schedule hereto.

<PAGE>
                                       32


                      THE FIRST SCHEDULE ABOVE REFERRED TO

                                     PART I

                                  (Clause 1.1)

                                    LANDLORD

MAN HING HONG LAND INVESTMENT COMPANY LIMITED [(CHINESE CHARACTERS)] whose
registered office is situate at 31st Floor, Man Yee Building, No.68 Des Voeux
Road Central, Hong Kong.

                                     TENANT

SINA.COM (HONG KONG) LIMITED [(CHINESE CHARACTERS)] whose registered office is
situate at Room 1801-4, 18th Floor, Vicwood Plaza, 199 Des Voeux Road Central,
Hong Kong.

                                     PART II

                                  (Clause 1.2)

                                    PREMISES

ALL THOSE OFFICES NOS.1003-1004 on 10TH FLOOR of MAN YEE BUILDING, NO.68 DES
VOEUX ROAD CENTRAL, HONG KONG erected on The Remaining Portion of Marine Lot
No.14 ("the Lot") which said Offices are for the purpose of identification only
shown on the plan attached hereto and thereon coloured Pink.

                                    PART III

                                  (Clause 1.2)

                                      TERM

For the term of two (2) years commencing on the 16th day of December 2002 and
expiring on the 15th day of December 2004 (both days inclusive).

                                     PART IV

                                  (Clause 9.1)

<PAGE>
                                       33


                                     DEPOSIT

HK$203,205.00 equivalent to the aggregate of three months'ement and
Air-Conditioning Charges and rates currently payable in respect of the Premises.

                                     PART V

                                  (Clause 1.2)

                                      USER

Restricted to use for the purpose of offices only and for no other purpose
whatsoever provided that the Tenant shall obtain all necessary licences and
approvals required by any Government authority in connection with such use and
the Landlord does not warrant that the Premises are fit to be used for any
particular purpose.

                                     PART VI

                                  (Clause 12.9)

                                   LEGAL COSTS

Each party shall bear its own legal costs of and incidental to the preparation
approval execution completion and registration of this Agreement.

<PAGE>
                                       34


                      THE SECOND SCHEDULE ABOVE REFERRED TO

                                     PART I

                                  (Clause 1.2)

                                      RENT

The monthly rental throughout the said term of two years shall be Hong Kong
Dollars Forty Five Thousand Six Hundred and Thirty Two (HK$45,632.00) exclusive
of rates, Management and Air-Conditioning Charges Provided that the Tenant shall
be granted three rent free periods totalling four months which shall be for the
following periods :-

(i)   two months from 16th December 2002 to 15th February 2003 (both days
      inclusive);

(ii)  one month from 1st January 2004 to 31st January 2004 (both days
      inclusive); and

(iii) one month from 16th November 2004 to 15th December 2004 (both days
      inclusive)

but the rates, Management and Air-Conditioning Charges and other outgoings in
respect of the Premises during the said rent free periods shall be payable by
the Tenant.

                                     PART II

                              (Clauses 1.2 and 2.2)

                     MANAGEMENT AND AIR-CONDITIONING CHARGES

HONG KONG DOLLARS NINETEEN THOUSAND EIGHT HUNDRED AND TWENTY ONE AND CENTS FORTY
(HK$19,821.40) per calendar month as Management and Air-Conditioning Charges
subject to review from time to time by the Landlord in accordance with the
provisions of this Agreement.

<PAGE>
                                       35


                      THE THIRD SCHEDULE ABOVE REFERRED TO

                                     PART I

                                  (Clause 3.24)

                              NORMAL BUSINESS HOURS

The normal business hours of the office premises of the Building mean the hours
other than on Sundays and Public Holidays between 8:00 a.m. and 8:00 p.m. on
each Monday to Friday which is not a Public Holiday and between 8:00 a.m. and
2:00 p.m. on each Saturday which is not a Public Holiday. The Landlord reserves
the right to alter or amend the said business hours from time to time and to
such extent as the Landlord shall in its discretion deem appropriate or
necessary.

                                     PART II

                                 (Clause 12.14)

                               SPECIAL CONDITIONS

I.    Landlord's Provisions

      The Premises shall be handed over to the Tenant on an "as-is" condition
      and no alteration and/or addition works shall be carried out on the
      Premises unless the prior approval in writing of the Landlord shall have
      been obtained.

<PAGE>
                                       36


                      THE FOURTH SCHEDULE ABOVE REFERRED TO

                                LANDLOR PROVISION

1.    Raised floor system to be provided.
2.    Partition wall.
3.    Columns with emulsion paint.
4.    Metal false ceiling to be provided.
5.    VAV Box(es) will be completed with grilles supply and return air.
6.    Thermostat control for VAV Box(es) to be supplied by the Landlord.
7.    Fresh air supply to the periphery of the Premises (5 litres/person under
      10 square metres/person).
8.    Fire services system in accordance with FSD'sandard.
9.    Light troughs will be provided.
10.   Meter board located at the Landlord's
11.   Communal ceiling trunking from meter room to the periphery of the
      Premises.
12.   Common pantry will be provided for multiple tenants on the same floor.
13.   Disable toilet.
14.   TV signal available inside meter room to be connected by the Tenant.
15.   A standard fire-rated wooden entrance door.

<PAGE>
                                       37


            IN WITNESS whereof Landlord and the Tenanthave caused this the
Agreement to be duly executed the day and year first above written.

SIGNED by                                )
                                         )
for and on behalf of the Landlord in the )
                                         )
presence of/whose signature(s) is/are    )
                                         )
verified by :-                           )


SIGNED by                                )
                                         )
for and on behalf of the Tenant in the   )
                                         )
presence of/whose signature(s) is/are    )
                                         )
verified by :-                           )


R E C E I V E D the day and year first above written of )
                                                        )
and from the Tenant the sum of HONG KONG DOLLARS        )
                                                        )
TWO HUNDRED AND THREE THOUSAND TWO                      ) HK$203,205.00
                                                        ) =============
HUNDRED AND FIVE being the deposit money above          )
                                                        )
expressed to be paid by the Tenant to the Landlord.     )


Witness/Signature(s) verified by :-