Dated 24 September 2004

DEED OF TAX INDEMNITY

Linklaters

10th Floor, Alexandra House
Chater Road
Hong Kong

Telephone (852) 2842 48 88

Facsimile (852) 2810 8133/2810 1695

THIS DEED is made on 24 September 2004

BETWEEN:

(1) Hutchison Telecommunications Limited, a company incorporated under the laws of Hong Kong whose registered office is at 22nd Floor, Hutchison House, 10 Harcourt Road, Hong Kong (the "Indemnifier");

and

(2) Hutchison Telecommunications International Limited, a company incorporated under the laws of the Cayman Islands whose principal place of business is at 18th Floor, Two Harbour Front, 22 Tak Fung Street, Hunghom, Kowloon, Hong Kong (the "Company"), for itself and in its capacity as trustee for the other Beneficiaries (as defined below).

WHEREAS:

(A) A number of restructuring steps have been taken to transfer certain companies within the group of the Indemnifier to the Company and its group (the "Restructuring") prior to a global offering and listing of the Company's shares.

(B) In order to effect the Restructuring and the global offering and listing, the Indemnifier has agreed to execute and deliver this Deed in favour of the Company in respect of the Beneficiaries (as defined in Clause 1 of this Deed).

(C) By restructuring documentation dated on or about the date of this Deed agreed between, inter alia, the Indemnifier and the Company, the Indemnifier and certain of its subsidiaries have agreed to sell and the Company and the Purchasing Companies have agreed to purchase the Beneficiaries (as defined in Clause 1 of this Deed) on the terms and conditions contained in those documents.

Now THIS DEED WITNESSES as follows:

1 DEFINITIONS AND INTERPRETATION

1.1 DEFINITIONS

In this Deed, except to the extent that the context requires otherwise:

"Beneficiaries" means the Company and those companies which are accounted for in the combined financial statements of the Group for the year ended 31 December 2003 and as at 31 December 2003, contained in the accountants' report on the Group attached in Appendix 1 to the Prospectus and "Beneficiary" means any one of them as the context permits;

"Claim" means the issue of any claim, notice, assessment, demand, letter or other document by or on behalf of any person, authority or body whatsoever or the taking of any other action by or on behalf of any person, authority or body from which it appears that a liability for or in respect of taxation is or may be imposed on any Beneficiary;

"Commissioner" has the meaning given in section 3 of the Estate Duty Ordinance;

"Costs" means all costs (including all legal costs), expenses, interests, penalties, fines, charges or other liabilities which any of the Beneficiaries may properly incur in connection with:

(i) the investigation, assessment or the contesting of any Claim contemplated in Clause 3 or 4.1, as the case may be;

(ii) the settlement of any Claim contemplated in Clause 3 or 4.1, as the case may be;

(iii) any legal proceedings in which any of the Beneficiaries make any Claim, as contemplated in Clause 3 or 4.1, as the case may be, and in which judgment is given for any of the Beneficiaries; or

(iv) the enforcement of any such settlement or judgement.

"Estate Duty Law" means the Estate Duty Ordinance (or any other law having similar effect in the relevant jurisdiction in which any Beneficiary is affected).

"Estate Duty Ordinance" means the Estate Duty Ordinance (Chapter 111 of the Laws of Hong Kong);

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