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Exhibit 99.4

June 9, 2004


The Bank of New York
101 Barclay Street, Floor 21 West
New York, New York 10286

Attention:        Corporate Trust Trustee Administration

Ladies and Gentlemen:

        WH Holdings (Cayman Islands) Ltd., a Cayman Islands exempted limited liability Issuers and WH Capital Corporation, a Nevada corporation (the "Issuers"), propose to make an offer (the "Exchange Offer") to exchange all of their outstanding 91/2% Outstanding Notes due 2011 (the "Outstanding Notes") for their 91/2% New Notes due 2011 (the "New Notes"). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated June 9, 2004 (the "Prospectus"), proposed to be distributed to all record holders of the Outstanding Notes. The Outstanding Notes and the New Notes are collectively referred to herein as the "Securities".

        The Issuers hereby appoint The Bank of New York to act as exchange agent (the "Exchange Agent") in connection with the Exchange Offer. References hereinafter to "you" shall refer to The Bank of New York.

        The Exchange Offer is expected to be commenced by the Issuers on or about June 9, 2004. The Letter of Transmittal accompanying the Prospectus (or in the case of book-entry securities, the Automated Tender Offer Program ("ATOP") of the Book-Entry Transfer Facility (as defined below)) is to be used by the holders of the Outstanding Notes to accept the Exchange Offer and contains instructions with respect to the delivery of certificates for Outstanding Notes tendered in connection therewith.

        The Exchange Offer shall expire at 5:00 p.m., New York City time, on July 9, 2004 or on such subsequent date or time to which the Issuers may extend the Exchange Offer (the "Expiration Date"). Subject to the terms and conditions set forth in the Prospectus, the Issuers expressly reserve the right to extend the Exchange Offer from time to time and may extend the Exchange Offer by giving oral or written notice to you before 9:00 a.m., New York City time, on the next business day after the previously scheduled Expiration Date.

        The Issuers expressly reserve the right to amend or terminate the Exchange Offer, and not to accept for exchange any Outstanding Notes not theretofore accepted for exchange, upon the occurrence of any of the conditions of the Exchange Offer specified in the Prospectus under the caption "The Exchange Offer—Conditions of the Exchange Offer."

        In carrying out your duties as Exchange Agent, you are to act in accordance with the following instructions:





        If to the Issuers:

        with a copy to:

        If to the Exchange Agent:


Please acknowledge receipt of this Agreement and confirm the arrangements herein provided by signing and returning the enclosed copy.

    By: /s/  BRETT R. CHAPMAN      
      Name: Brett R. Chapman
      Title: General Counsel

Accepted as of the date first above written:

THE BANK OF NEW YORK, as Exchange Agent    


Name: Miriam Y. Molina
Title: Assistant Vice President