09:17     GREAT WALL AUTO<02333> - Announcement (5)                           

    may be exceeded or when there is a material change to the terms of any    
    of the Agreement, the Company shall comply with the relevant              
    requirements of the Listing Rules.                                        
                                                                              
    Definitions:                                                              
                                                                              
    "Agreements"  the Zhong Ke Huabei Agreement, Tianqi Agreement and         
    Baoding Tai Hang Agreement and "Agreement" shall mean any one of them     
    as the context may require                                                
                                                                              
    "Associate(s)"  has the meaning ascribed to it under the Listing Rules    
                                                                              
    "Baoding Tai Hang"  means * (Baoding Tai Hang Steel                       
    Structure Construction Co., Ltd.), Baoding Tai Hang is a connected        
    person (as defined under the Listing Rules) of the Company but is         
    otherwise independent of Zhong Ke Huabei and Tianqi Meiya                 
                                                                              
    "Baoding Tai Hang Agreement"  means the framework building construction   
    service agreement entered into between the Company and Baoding Tai Hang   
    on 27 May 2005                                                            
                                                                              
    "Board"  means the board of directors of the Company                      
                                                                              
    "Company"  means * (Great Wall Automobile Holding Company                 
    Limited)                                                                  
                                                                              
    "Directors"  the directors of the Company                                 
                                                                              
    "Group"  means the Company and its subsidiaries                           
                                                                              
    "Independent Third Parties"  means person(s) or company(ies) who/which    
    is/are independent from and not related to any Directors, chief           
    executives or substantial shareholders of the Company or any of its       
    subsidiaries or any of their respective Associates                        
                                                                              
    "Listing Rules"  means the Rules Governing the Listing of Securities on   
    the Stock Exchange                                                        
                                                                              
    "PRC"  means the People's Republic of China                               
                                                                              
    "RMB"  means renminbi, the lawful currency of the PRC                     
                                                                              
    "Stock Exchange"  The Stock Exchange of Hong Kong Limited                 
                                                                              
    "Tianqi Agreement"  means the framework sale and purchase agreement       
    entered into between the Company and Tianqi Meiya on 27 May 2005          
                                                                              
    "Tianqi Meiya"  means * (Tianjin Tianqi Group Meiya                       
    Automobile Manufacturing Company Limited), Tianqi Meiya is a connected    
    person (as defined under the Listing Rules) of the Company but is         
    otherwise independent of Baoding Tai Hang and Zhong Ke Huabei             
                                                                              
    "Zhong Ke Huabei"  means * (Gaobeidian Shi Zhong Ke                       
    Huabei Automobile Company Limited), Zhong Ke Huabei is a connected        
    person (as defined under the Listing Rules) of the Company but is         
    otherwise independent of Baoding Tai Hang and Tianqi Meiya                
                                                                              
    "Zhong Ke Huabei Agreement"  means the framework sale and purchase        
    agreement entered into between the Company and Zhong Ke Huabei on 27      
    May 2005                                                                  
                                                                              
    By the order of the Board                                                 
    Bai Xue Fei                                                               
    Company Secretary                                                         
                                                                              
    Baoding, PRC, 27 May 2005                                                 
                                                                              
    As at the date of this announcement, members of the Board are as          
    follows:                                                                  
                                                                              
    Executive Directors: Mr Wei Jian Jun, Mr Liu Ping Fu, Ms Wang Feng        
    Ying, Mr Liang He Nianand Ms Yang Zhi Juan.                               
                                                                              
    Non-executive Directors: Mr He Ping and Mr Niu Jun.                       
                                                                              
    Independent non-executive Directors: Mr Han Chuan Mo, Mr Zhang Ming Yu,   
    Mr Zhao Yu Dongand Mr Wong Chi Keung.                                     
                                                                              
    *  For identification purposes only