This Asset Management Agreement ("Agreement") is signed by the following parties in Beijing, People's Republic of China ("PRC") on November 27, 2003:

· China Life Insurance Company Limited ("Party A")

Address: China Life Tower, No. 16 Chao Yang Men Wai Avenue, Chao yang District, Beijing Legal Representative: Wang Xian Z hang

· China Life Asset Management Company Limited ("Party B")

Address: 9/F Block A, Tongtai Building, No. 33 Financial Street, Xicheng District,

Beijing Legal Representative: Wang Xian Zhang

WHEREAS,

(1) Party A is a legally established and duly organized insurance company limited by shares.

(2) Party B is a legally established and duly organized company, which is qualified to carry out the investment management of insurance funds as approved by the China Insurance Regulatory Commission.

(3) Party A and Party B wish to make appropriate arrangements on matters relating to Party A entrusting Party B with the investment management of insurance funds.

THEREFORE, based upon the principle of mutual benefit, both parties agree, through friendly negotiation, on the following terms:

1. Appointment

Subject to the terms and conditions provided in this Agreement, Party A hereby appoints Party B, and Party B hereby accepts such appointment and agrees, to perform investment management services with respect to the Entrusted Assets described in Section 2.1.

2. Investment Management Services

完整版见附件~