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                                                                    Exhibit 10.2



                                                       REDRAW FACILITY AGREEMENT







                                         PERPETUAL TRUSTEES CONSOLIDATED LIMITED
                                                                       (Trustee)


                                                          ST.GEORGE BANK LIMITED
                                                      (Redraw Facility Provider)


                                                      CRUSADE MANAGEMENT LIMITED
                                                                       (Manager)









                                              Crusade Global Trust No. 1 of 2003











                                                               The Chifley Tower
                                                                2 Chifley Square
                                                                 Sydney NSW 2000
                                                                       Australia
                                                             Tel  61 2 9230 4000
                                                             Fax  61 2 9230 5333
                                                                  www.aar.com.au

                                       (c) Copyright Allens Arthur Robinson 2003




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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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TABLE OF CONTENTS

1.    DEFINITIONS AND INTERPRETATION                                          1
      1.1      Definitions                                                    1
      1.2      Master Trust Deed definitions                                  4
      1.3      Interpretation                                                 4
      1.4      Determination, statement and certificate sufficient evidence   4
      1.5      Transaction Document                                           4
      1.6      Limited to Trust                                               4
      1.7      Trustee as trustee                                             4
      1.8      Knowledge of Trustee                                           5

2.    PURPOSE                                                                 5

3.    DRAWINGS                                                                5
      3.1      Redraw Advance                                                 5
      3.2      Making of Redraw Advances                                      6

4.    FEES                                                                    6
      4.1      Availability fee                                               6
      4.2      Draw Margin                                                    6
      4.3      Capitalisation                                                 7
      4.4      GST                                                            7

5.    CANCELLATION OF REDRAW LIMIT                                            7
      5.1      During Term                                                    7
      5.2      At end of Term                                                 7
      5.3      Cancellation by Redraw Facility Provider                       7
      5.4      Rollover Term renewal                                          8

6.    REPAYMENT                                                               8
      6.1      Repayment of Redraw Advances                                   8
      6.2      Final repayment                                                8

7.    PREPAYMENTS                                                             8
      7.1      Voluntary prepayments                                          8
      7.2      Draw Margin                                                    8
      7.3      Limitation on prepayments                                      8

8.    PAYMENTS                                                                9
      8.1      Manner                                                         9
      8.2      Payment to be made on Business Day                             9
      8.3      Appropriation where insufficient moneys available              9

9.    CHANGES IN LAW                                                          9
      9.1      Additional payments                                            9
      9.2      Minimisation                                                  10
      9.3      Survival                                                      10

10.   CONDITIONS PRECEDENT                                                   10
      10.1     Conditions precedent to initial Drawdown Notice               10



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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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      10.2     Conditions precedent to each Redraw Advance                    11

11.   REPRESENTATIONS AND WARRANTIES                                          11
      11.1     Representations and warranties                                 11
      11.2     Reliance on representations and warranties                     12

12.   UNDERTAKINGS                                                            12
      12.1     General undertakings                                           12
      12.2     Undertakings relating to Trust                                 13
      12.3     Term of undertakings                                           13

13.   EVENTS OF DEFAULT                                                       13
      13.1     Events of Default                                              13
      13.2     Consequences                                                   14

14.   CONTROL ACCOUNTS                                                        14

15.   WAIVERS, REMEDIES CUMULATIVE                                            14

16.   SEVERABILITY OF PROVISIONS                                              14

17.   SURVIVAL OF REPRESENTATIONS                                             14

18.   INDEMNITY AND REIMBURSEMENT OBLIGATION                                  14

19.   MORATORIUM LEGISLATION                                                  15

20.   CONSENTS AND OPINIONS                                                   15

21.   ASSIGNMENTS                                                             15

22.   NOTICES                                                                 15

23.   AUTHORISED SIGNATORIES                                                  16

24.   GOVERNING LAW AND JURISDICTION                                          16

25.   COUNTERPARTS                                                            16

26.   ACKNOWLEDGEMENT BY TRUSTEE                                              16

27.   LIMITED RECOURSE                                                        16
      27.1     General                                                        16
      27.2     Liability of Trustee limited to its right to indemnity         16
      27.3     Unrestricted remedies                                          17
      27.4     Restricted remedies                                            18

28.   REDRAW FACILITY PROVIDER'S OBLIGATIONS                                  18

29.   SUCCESSOR TRUSTEE                                                       18

ANNEXURE A                                                                    21
      Drawdown Notice                                                         21





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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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DATE                                      2003
-------------

PARTIES
-------------

        1.      PERPETUAL TRUSTEES CONSOLIDATED LIMITED (ABN 81 004 029 841) of
                Level 7, 9 Castlereagh Street, Sydney, New South Wales 2000 in
                its capacity as trustee of the Crusade Global Trust No. 1 of
                2003 (the TRUSTEE);

        2.      ST.GEORGE BANK LIMITED (ABN 92 055 513 070) incorporated in
                Australia and registered in New South Wales of 4-16 Montgomery
                Street, Kogarah, New South Wales 2217 (the REDRAW FACILITY
                PROVIDER); and

        3.      CRUSADE MANAGEMENT LIMITED (ABN 90 072 715 916) incorporated in
                Australia and registered in the Australian Capital Territory of
                4-16 Montgomery Street, Kogarah, New South Wales 2217 (the
                MANAGER).

RECITALS
-------------

        A.      The Trustee is the trustee of the Crusade Global Trust No. 1 of
                2003 and proposes to issue Notes pursuant to the Master Trust
                Deed and Supplementary Terms Notice.

        B.      The Manager has arranged for the Redraw Facility Provider to
                provide the Trustee with the Redraw Facility under which loans
                of up to 2% of the sum of the aggregate of the Stated Amounts of
                the Notes may be made available to the Trustee.

        C.      The Redraw Facility Provider has agreed to provide the Redraw
                Facility to the Trustee on the terms and conditions contained in
                this agreement.

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IT IS AGREED as follows.


1.       DEFINITIONS AND INTERPRETATION
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1.1      DEFINITIONS

         In this agreement the following definitions apply unless the context
         requires otherwise, or unless otherwise defined.

         AVAILABLE REDRAW AMOUNT means at any time the greater of:

         (a)   the Redraw Limit at that time less the Redraw Principal
               Outstanding at that time; and

         (b)   zero.

         DRAWDOWN DATE means, in relation to a Redraw Advance, the date on which
         the Redraw Advance is or is to be made under this agreement in
         accordance with the Drawdown Notice.

         DRAWDOWN NOTICE means a notice under clause 3.1.

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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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         EVENT OF DEFAULT means any of the events specified in clause 13.

         FINAL REPAYMENT DATE means the Final Maturity Date.

         MASTER TRUST DEED means the deed entitled "Master Trust Deed" between,
         among others, the Trustee and the Manager dated 14 March 1998.

         NOTICE OF CREATION OF TRUST means the Notice of Creation of Trust dated
         on or before the date of this agreement issued under the Master Trust
         Deed in relation to the Trust.

         ONE MONTH BANK BILL RATE on any date means the rate calculated by
         taking the simple average of the rates quoted on the Reuters Screen
         BBSW Page at approximately 10.00 am, Sydney time, on that date (the
         CALCULATION DAY) for each Reference Bank so quoting (but not fewer than
         five) as being the mean buying and selling rate for a bill (which for
         the purpose of this definition means a bill of exchange of the type
         specified for the purpose of quoting on the Reuters Screen BBSW Page)
         having a tenor of 30 days eliminating the highest and lowest mean rates
         and taking the average of the remaining mean rates and then (if
         necessary) rounding the resultant figure upwards to four decimal
         places. If on the Calculation Day fewer than five Reference Banks have
         quoted rates on the Reuters Screen BBSW Page, the rate for the
         Calculation Day shall be calculated as above by taking the rates
         otherwise quoted by five of the Reference Banks on application by the
         parties for such a bill of the same tenor. If on the Calculation Day
         the rate cannot be determined in accordance with the foregoing
         procedures then the rate for the Calculation Day shall mean such rate
         as is agreed between the Manager and the Trustee having regard to
         comparable indices then available, PROVIDED THAT on the first Reset
         Date of any Redraw Advance the ONE MONTH BANK BILL RATE shall be an
         interpolated rate calculated with reference to the tenor of the period
         from (and including) that Reset Date to (but not including) the next
         Reset Date.

         REDRAW ADVANCE means any advance made or to be made under this
         agreement.

         REDRAW FACILITY means the redraw facility provided by the Redraw
         Facility Provider under this agreement.

         REDRAW LIMIT means 2% of the sum of the aggregate of the Stated Amounts
         of the Class A Notes, Class B Notes and Class C Notes (as adjusted by
         the Manager on each anniversary of this agreement) or any other amount
         as agreed in writing between the Redraw Facility Provider, the Trustee
         and the Manager, as reduced or cancelled under this agreement, provided
         that the Redraw Limit may not be increased unless each Designated
         Rating Agency has confirmed in writing that the increase would not
         result in a downgrading of the rating given to any Note or the
         withdrawal of the rating of any Note.

         REDRAW PRINCIPAL OUTSTANDING means, at any time, the total principal
         amount of all outstanding Redraw Advances at that time less the
         Carryover Redraw Charge Offs at that time.

         REFERENCE BANK has the meaning given in the ISDA Definitions.

         RESET DATE means in relation to a Redraw Advance:

         (a)   the Drawdown Date for that Redraw Advance; and

         (b)   each Payment Date while that Redraw Advance is outstanding.

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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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         ROLLOVER TERM means:

         (a)   the period from the date of this agreement to the date which is
               364 days after the date of this agreement; but

         (b)   if the Redraw Facility Provider has agreed to extend the term of
               this agreement in accordance with clause 5.4, the period from the
               commencement of that extended term to the date which is 364 days
               after the date of that commencement, in each case subject to
               clause 5.4.

         SUPPLEMENTARY TERMS NOTICE means the Supplementary Terms Notice issued
         by the Manager on or about the date of this agreement under the Master
         Trust Deed.

         TERM means the period commencing on the date of this agreement and
         expiring on the earlier of:

         (a)   the date on which the Notes are redeemed in full in accordance
               with the Master Trust Deed and the Supplementary Terms Notice;

         (b)   the date declared by the Redraw Facility Provider under clause
               13.2;

         (c)   the date on which the Trustee enters into a redraw facility, to
               replace this agreement with any person to enable it to fund
               Redraw Shortfalls;

         (d)   the date on which Crusade Management Limited retires or is
               removed as Manager under the Master Trust Deed;

         (e)   the date on which the Redraw Limit is cancelled in full by the
               Trustee under clause 5.1;

         (f)   the date which is 1 year after the Final Maturity Date;

         (g)   the date on which the Redraw Limit is cancelled in full by the
               Redraw Facility Provider under clause 5.3; and

         (h)   the expiry of the Rollover Term.

         TRUST means the Crusade Global Trust No. 1 of 2003 constituted under
         the Master Trust Deed on the terms of the Supplementary Terms Notice.

         TRUST DOCUMENT means:

         (a)   this agreement;

         (b)   the Master Trust Deed;

         (c)   the Notice of Creation of Trust;

         (d)   the Supplementary Terms Notice;

         (e)   the Custodian Agreement;

         (f)   the Security Trust Deed;

         (g)   the Servicing Agreement;

         (h)   the Note Trust Deed;

         (i)   the Agency Agreement;

         (j)   each Note; or

         (k)   the Support Facilities.


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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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         TRUSTEE means the trustee of the Trust at the date of this agreement or
         any person which becomes a successor trustee under clause 20 of the
         Master Trust Deed.

1.2      MASTER TRUST DEED DEFINITIONS

         Words and expressions which are defined in the Master Trust Deed (as
         amended by the Supplementary Terms Notice) and the Supplementary Terms
         Notice (including in each case by reference to another agreement) have
         the same meanings when used in this agreement, unless the context
         otherwise requires or unless otherwise defined in this agreement.

1.3      INTERPRETATION

         Clause 1.2 of the Master Trust Deed applies to this agreement as if set
         out in full, except that references to THIS DEED are references to THIS
         AGREEMENT and:

         (a)   a reference to an ASSET includes any real or personal, present or
               future, tangible or intangible property or asset and any right,
               interest, revenue or benefit in, under or derived from the
               property or asset;

         (b)   an Event of Default SUBSISTS until it has been waived in writing
               by the Redraw Facility Provider; and

         (c)   a reference to an amount for which a person is CONTINGENTLY
               LIABLE includes an amount which that person may become actually
               or contingently liable to pay if a contingency occurs, whether or
               not that liability will actually arise.

1.4      DETERMINATION, STATEMENT AND CERTIFICATE SUFFICIENT EVIDENCE

         Except where otherwise provided in this agreement any determination,
         statement or certificate by the Redraw Facility Provider or an
         Authorised Signatory of the Redraw Facility Provider provided for in
         this agreement is sufficient evidence unless proven wrong.

1.5      TRANSACTION DOCUMENT

         This agreement is a TRANSACTION DOCUMENT for the purposes of the Master
         Trust Deed.

1.6      LIMITED TO TRUST

         The rights and obligations of the parties under this agreement relate
         only to the Trust, and do not relate to any other Trust (as defined in
         the Master Trust Deed). Without limitation, the Redraw Facility
         Provider has no obligation under this agreement to provide financial
         accommodation to the Trustee as trustee of any other such Trust.

1.7      TRUSTEE AS TRUSTEE

         In this agreement, except where provided to the contrary;

         (a)   a reference to the Trustee is a reference to the Trustee in its
               capacity as trustee of the Trust and in no other capacity; and

         (b)   a reference to the undertaking, property, assets, business or
               money of the Trustee is a reference to the undertaking, property,
               assets, business or money of the Trustee in its capacity referred
               to in paragraph (a).


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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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1.8      KNOWLEDGE OF TRUSTEE

         In relation to the Trust, the Trustee will be considered to have
         knowledge or notice of or be aware of any matter or thing if the
         Trustee has knowledge, notice or awareness of that matter or thing by
         virtue of the actual notice or awareness of the officers or employees
         of the Trustee who have day to day responsibility for the
         administration of the Trust.

2.       PURPOSE
--------------------------------------------------------------------------------

         The Manager directs the Trustee to, and the Trustee shall, apply the
         proceeds of each Redraw Advance to fund Redraw Shortfalls in relation
         to the Trust by paying it to the Approved Seller or to repay a previous
         Redraw Advance in accordance with clause 3.2(a) of this agreement and
         clause 5.8 of the Supplementary Terms Notice, and for no other purpose.

3.       DRAWINGS
--------------------------------------------------------------------------------

3.1      REDRAW ADVANCE

         (a)   Subject to this agreement, if at any time during the Term the
               Manager determines that there is a Redraw Shortfall, the Manager
               may direct the Trustee to request a Redraw Advance by giving to
               the Trustee a duly completed but unsigned Drawdown Notice by no
               later than 10.00 am on the Business Day following the
               Determination Date on which the Redraw Shortfall is determined.

         (b)   A Drawdown Notice must be:

               (i)    in writing;

               (ii)   in or substantially in the form of Annexure A; and

               (iii)  signed by the Trustee.

               The Trustee must, at the direction of the Manager, sign and
               return the Drawdown Notice to the Manager by no later than 2.00
               pm on the Business Day following the Determination Date on which
               the Redraw Shortfall is determined for delivery to the Redraw
               Facility Provider.

         (c)   The amount requested in a Drawdown Notice must be the lesser of:

               (i)    the relevant Redraw Shortfall; and

               (ii)   the Available Redraw Amount at that time (but assuming the
                      repayment of all Redraw Advances due to be repaid on or
                      before the relevant Drawdown Date).

         (d)   A Drawdown Notice may specify that the Drawdown Date is to be the
               same date as the Drawdown Notice only if:

               (i)    the Drawdown Notice is given to the Redraw Facility
                      Provider in accordance with this agreement before 10.00 am
                      on that date; and

               (ii)   the Redraw Advance is payable no earlier than 2.00 pm on
                      that date.

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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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3.2      MAKING OF REDRAW ADVANCES

         (a)   Subject to the terms of this agreement, a Redraw Advance
               requested in a Drawdown Notice shall be made available by the
               Redraw Facility Provider paying the proceeds of that Redraw
               Advance to the Approved Seller.

         (b)   The Redraw Facility Provider is not obliged to provide a Redraw
               Advance if as a result the aggregate of Redraw Principal
               Outstanding and the Carryover Redraw Charge Offs would exceed the
               Redraw Limit.

4.       FEES
--------------------------------------------------------------------------------

4.1      AVAILABILITY FEE

         (a)   An availability fee accrues at 0.10% per annum on the daily
               amount of the Available Redraw Amount (if any) due from day to
               day from the date of this agreement.

         (b)   The availability fee is calculated on the actual number of days
               elapsed and a year of 365 days.

         (c)   The Manager must direct the Trustee to, and the Trustee shall,
               pay to the Redraw Facility Provider any accrued availability fee
               in arrears on:

               (i)    each Quarterly Payment Date; and

               (ii)   at the end of the Term.

4.2      DRAW MARGIN

         (a)   A draw margin accrues due from day to day on the daily amount of
               each Redraw Advance at the following rates:

               (i)    the sum of 0.30% per annum and the One Month Bank Bill
                      Rate calculated as of that date (if that date is a Reset
                      Date) or (otherwise) the Reset Date immediately before
                      that date, if the Redraw Advance has been outstanding for
                      less than 12 months; and

               (ii)   the sum of 0.40% per annum and the One Month Bank Bill
                      Rate calculated as of that date (if that date is a Reset
                      Date) or (otherwise) the Reset Date immediately before
                      that date, if the Redraw Advance has been outstanding for
                      12 months or more.

         (b)   Each draw margin is calculated on the actual number of days
               elapsed and a year of 365 days.

         (c)   The Manager must direct the Trustee to, and the Trustee shall,
               pay to the Redraw Facility Provider any accrued draw margin in
               arrears on:

               (i)    each Payment Date; and

               (ii)   at the end of the Term.

         (d)   The One Month Bank Bill Rate as at any date will be the One Month
               Bank Bill Rate determined:

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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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               (i)    if that date is a Payment Date, on that Payment Date; and

               (ii)   on any other date, on the Payment Date immediately
                      preceding that date.

4.3      CAPITALISATION

         Any draw margin payable under this clause 4 which is not paid when due
         will immediately be capitalised. The draw margin is payable on any
         capitalised amount at the rate and in the manner referred to in this
         clause 4.

4.4      GST

         Neither the availability fee nor the draw margin specified in this
         clause 4 are to be increased by reference to any goods and services tax
         unless:

         (a)   the Trustee, the Manager and the Redraw Facility Provider
               otherwise agree (that agreement not to be unreasonably withheld);
               and

         (b)   the increase will not result in a downgrading or withdrawal of
               the rating of any Notes.

5.       CANCELLATION OF REDRAW LIMIT
--------------------------------------------------------------------------------

5.1      DURING TERM

         (a)   On giving not less than 5 Business Days irrevocable notice to the
               Redraw Facility Provider the Trustee:

               (i)    may, in its absolute discretion and with no obligation to
                      do so; or

               (ii)   must, at the direction of the Manager,

               cancel all or part of the Redraw Limit during the Term.

         (b)   A partial cancellation must be in a minimum of A$250,000 and a
               whole multiple of A$50,000 unless the Redraw Facility Provider
               agrees otherwise.

5.2      AT END OF TERM

         At the close of business (Sydney time) on the last day of the Term the
         Redraw Limit will be cancelled.

5.3      CANCELLATION BY REDRAW FACILITY PROVIDER

         (a)    The Redraw Facility Provider may cancel all or part of the
                Redraw Limit during the Term immediately on giving notice
                to the Trustee and the Manager. The Redraw Limit shall be
                reduced by the amount of that cancellation on that notice.

         (b)   On each Payment Date following that cancellation, the Trustee
               shall pay to the Redraw Facility Provider the lesser of:

               (i)    an amount equal to the Redraw Principal Outstanding at
                      that Payment Date less the Redraw Limit at that Payment
                      Date (if positive); and

               (ii)   any amount available for distribution to the Redraw
                      Facility Provider under clauses 5.1(c)(iv) and 5.4(c)(iv)
                      of the Supplementary Terms Notice.

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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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         (c)   Repayments under paragraph (b) will be applied against Redraw
               Advances in chronological order of their Drawdown Dates.

         (d)   This clause does not affect the Redraw Facility Provider's rights
               under clause 13 of this agreement or under clause 5.2(a)(ii)(C)
               of the Supplementary Terms Notice.

5.4      ROLLOVER TERM RENEWAL

         If the Rollover Term will expire before the Final Repayment Date, then
         not later than 90 days before the expiry of the Rollover Term, the
         Redraw Facility Provider will notify the Trustee as to whether it will
         or will not renew the Redraw Facility for 364 days (unless the Final
         Repayment Date falls before the end of those 364 days, in which case
         the renewal will apply up until the Final Repayment Date) commencing on
         the date the notice of renewal is given. If the Redraw Facility
         Provider fails to provide such notice, it will be deemed NOT to have
         renewed the Redraw Facility.

6.       REPAYMENT
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6.1      REPAYMENT OF REDRAW ADVANCES

         The Trustee shall, at the direction of the Manager, repay the Redraw
         Principal Outstanding on each Payment Date and at the end of the Term,
         to the extent that amounts are available for that purpose under clause
         5.4(c)(iv) of the Supplementary Terms Notice. Those repayments will be
         applied against Redraw Advances in chronological order of their
         Drawdown Dates.

6.2      FINAL REPAYMENT

         If following the Final Repayment Date, any Redraw Principal Outstanding
         or Carryover Redraw Charge Off or interest thereon has not been repaid
         after the distribution of all Assets of the Trust in accordance with
         the Supplementary Terms Notice, that Redraw Principal Outstanding or
         Carryover Redraw Charge Off or interest and any other amounts due
         hereunder will be cancelled and the Trustee will have no further
         obligation to pay that amount under this agreement.

7.       PREPAYMENTS
--------------------------------------------------------------------------------

7.1      VOLUNTARY PREPAYMENTS

         Subject to clause 7.3, if directed by the Manager, the Trustee must
         prepay all or part of the Redraw Principal Outstanding with the consent
         of the Redraw Facility Provider and on at least 5 Business Days'
         notice. The Trustee shall prepay in accordance with that notice.

7.2      DRAW MARGIN

         When the Trustee prepays any amount of the Redraw Principal
         Outstanding, it shall also pay any draw margin accrued on that amount.

7.3      LIMITATION ON PREPAYMENTS

         The Trustee may not, and the Manager must not direct the Trustee to,
         prepay all or any part of the Redraw Principal Outstanding except as
         set out in this agreement and in accordance with the Supplementary
         Terms Notice and the Security Trust Deed.

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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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8.       PAYMENTS
--------------------------------------------------------------------------------

8.1      MANNER

         The Trustee shall make all payments under this agreement:

         (a)   by cheque, electronic funds transfer or other agreed methods,
               provided to the Redraw Facility Provider at its address for
               service of notices or by transfer of immediately available funds
               to the account specified by the Redraw Facility Provider and, in
               either case, by 4.00 pm (local time) on the due date; and

         (b)   without set-off, counterclaim or other deduction, except any
               compulsory deduction for Tax; and

         (c)   in accordance with, and only at the directions of the Manager,
               the Master Trust Deed, the Security Trust Deed and the
               Supplementary Terms Notice.

8.2      PAYMENT TO BE MADE ON BUSINESS DAY

         If any payment is due on a day which is not a Business Day, the due
         date will be adjusted in accordance with the Modified Following
         Business Day Convention.

8.3      APPROPRIATION WHERE INSUFFICIENT MONEYS AVAILABLE

         The Redraw Facility Provider may appropriate amounts it receives as
         between principal, interest and other amounts then payable as it sees
         fit. This will override any appropriation made by the Trustee.

9.       CHANGES IN LAW
--------------------------------------------------------------------------------

9.1      ADDITIONAL PAYMENTS

         Whenever the Redraw Facility Provider determines that:

         (a)   the effective cost to the Redraw Facility Provider of making,
               funding or maintaining any Redraw Advance or the Redraw Limit is
               increased in any way;

         (b)   any amount paid or payable to the Redraw Facility Provider or
               received or receivable by the Redraw Facility Provider, or the
               effective return to the Redraw Facility Provider, under or in
               respect of this agreement is reduced in any way;

         (c)   the return of the Redraw Facility Provider on the capital which
               is or becomes directly or indirectly allocated by the Redraw
               Facility Provider to any Redraw Advance or the Redraw Limit is
               reduced in any way; or

         (d)   to the extent any relevant law, official directive or request
               relates to or affects the Redraw Limit, any Redraw Advance or
               this agreement, the overall return on capital of the Redraw
               Facility Provider or any of its holding companies is reduced in
               any way,

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REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

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         as a result of any change in, any making of or any change in the
         interpretation or application by any Government Agency of, any law,
         official directive or request in each case, after the date of this
         agreement, then:

         (e)   (when it has calculated the effect of the above and the amount to
               be charged to the Trustee under this clause) the Redraw Facility
               Provider shall promptly notify the Manager and the Trustee; and

         (f)   on the following Payment Date from time to time the Trustee
               shall, subject to the Supplementary Terms Notice, pay for the
               account of the Redraw Facility Provider the amount, absent
               manifest error, certified by an Authorised Signatory of the
               Redraw Facility Provider to be necessary to compensate the Redraw
               Facility Provider for the increased cost or the reduction (from
               the date of the notice).

         Without limiting the above in any way, this clause applies:

         (g)   to any law, official directive or request with respect to Tax
               (other than any Tax on the net income of any person) or reserve,
               redraw, capital adequacy, special deposit or similar
               requirements;

         (h)   to official directives or requests which do not have the force of
               law where it is the practice of responsible bankers or financial
               institutions in the country concerned to comply with them; and

         (i)   where the increased cost or the reduction arises because the
               Redraw Facility Provider is restricted in its capacity to enter
               other transactions, is required to make a payment, or forgoes or
               earns reduced interest or other return on any capital or on any
               sum calculated by reference in any way to the amount of any
               Redraw Advance, the Redraw Limit or to any other amount paid or
               payable or received or receivable under this agreement or
               allocates capital to any such sum.

9.2      MINIMISATION

         (a)   (NO DEFENCE) If the Redraw Facility Provider has acted in good
               faith it will not be a defence that any cost, reduction or
               payment referred to in this clause could have been avoided.

         (b)   (MINIMISATION) The Redraw Facility Provider shall use reasonable
               endeavours to minimise any cost, reduction or payment referred to
               in this clause.

9.3      SURVIVAL

         This clause survives the repayment of any relevant Redraw Advance and
         the termination of this agreement.

10.      CONDITIONS PRECEDENT
--------------------------------------------------------------------------------

10.1     CONDITIONS PRECEDENT TO INITIAL DRAWDOWN NOTICE

         The right of the Trustee to give the initial Drawdown Notice and the
         obligations of the Redraw Facility Provider under this agreement are
         subject to the condition precedent that the Redraw Facility

--------------------------------------------------------------------------------
                                                                         Page 10

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

         Provider receives all of the following in form and substance
         satisfactory to the Redraw Facility Provider:

         (a)   (TRUST DOCUMENTS) from the Manager a certified copy of each duly
               executed and (where relevant) stamped Trust Document;

         (b)   (MASTER TRUST DEED CONDITIONS PRECEDENT) from the Manager
               evidence that the conditions precedent referred to in clause 6 of
               the Master Trust Deed have been satisfied;

         (c)   (SECURITY TRUST DEED) from the Manager evidence that the Security
               Trust Deed has been or will be registered with each relevant
               Government Agency free from all prior Security Interests and
               third party rights and interests; and

         (d)   (NOTES) evidence that the Notes have been issued.

10.2     CONDITIONS PRECEDENT TO EACH REDRAW ADVANCE

         The obligations of the Redraw Facility Provider to make available each
         Redraw Advance are subject to the further conditions precedent that:

         (a)   (NO DEFAULT) no Event of Default subsists at the date of the
               relevant Drawdown Notice and the relevant Drawdown Date or will
               result from the provision of the Redraw Advance; and

         (b)   (REPRESENTATIONS TRUE) the representations and warranties by the
               Trustee in this agreement are true as at the date of the relevant
               Drawdown Notice and the relevant Drawdown Date as though they had
               been made at that date in respect of the facts and circumstances
               then subsisting.

11.      REPRESENTATIONS AND WARRANTIES
--------------------------------------------------------------------------------

11.1     REPRESENTATIONS AND WARRANTIES

         The Trustee (in its capacity as trustee of the Trust) makes the
         following representations and warranties (so far as they relate to the
         Trust).

         (a)   (DOCUMENTS BINDING) This agreement constitutes (or will, when
               executed and delivered, constitute) its legal, valid and binding
               obligations (subject to laws generally affecting creditors'
               rights and to general principles of equity).

         (b)   (TRANSACTIONS PERMITTED) The execution of this agreement did not
               and will not contravene any applicable law or authorisation which
               affects the Trustee in its capacity as trustee of the Trust.

         (c)   (EVENT OF DEFAULT) It has no actual knowledge of any Event of
               Default having occurred which has not been remedied or waived in
               writing.

         (d)   (OTHER DEFAULT) It has no actual knowledge of any default by it
               or the Manager under either:

               (i)    the Master Trust Deed; or

               (ii)   any law, authorisation, agreement or obligation applicable
                      to the Assets of the Trust,

--------------------------------------------------------------------------------
                                                                         Page 11

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

               which has not been remedied or waived in writing.

         (e)   (TRUST) The Trust has been validly created and is in existence at
               the date of this agreement.

         (f)   (SOLE TRUSTEE) It is the sole trustee of the Trust at the date of
               this agreement.

         (g)   (REMOVAL) No notice has been given to it and to its knowledge no
               resolution has been passed or direction or notice has been given,
               removing it as trustee of the Trust.

11.2     RELIANCE ON REPRESENTATIONS AND WARRANTIES

         The Trustee acknowledges that the Redraw Facility Provider has entered
         into the Trust Documents in reliance on the representations and
         warranties in this clause.

12.      UNDERTAKINGS
--------------------------------------------------------------------------------

12.1     GENERAL UNDERTAKINGS

         Each of the Trustee and the Manager severally undertake to the Redraw
         Facility Provider as follows in relation to the Trust, except to the
         extent that the Redraw Facility Provider consents.

         (a)   (AUTHORISATIONS) It will ensure that each Authorisation (which,
               in the case of the Trustee, is limited to any Authorisation
               relating to the Trustee in its capacity as trustee of the Trust
               and not to the Trust generally) required for:

               (i)    the execution, delivery and performance by it of the Trust
                      Documents to which it is expressed to be a party and the
                      transactions contemplated by those documents;

               (ii)   the validity and enforceability of those documents; and

               (iii)  the carrying on by it of its business as now conducted or
                      contemplated,

               is obtained and promptly renewed and maintained in full force and
               effect. It will pay all applicable fees for them. It will provide
               copies promptly to the Redraw Facility Provider when they are
               obtained or renewed.

         (b)   (NEGATIVE PLEDGE) It will not create or allow to exist a Security
               Interest over the Assets of the Trust other than:

               (i)    under the Trust Documents; or

               (ii)   a lien arising by operation of law in the ordinary course
                      of day-to-day trading and not securing indebtedness in
                      respect of financial accommodation where it duly pays the
                      indebtedness secured by that lien other than indebtedness
                      contested in good faith.

         (c)   (COMPLY WITH OBLIGATIONS) It will duly and punctually comply with
               its obligations under the Trust Documents.

         (d)   (NOTICE TO REDRAW FACILITY PROVIDER) It will notify the Redraw
               Facility Provider as soon as it becomes actually aware of:

               (i)    any Event of Default; and

--------------------------------------------------------------------------------
                                                                         Page 12

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

               (ii)   any proposal by a Government Agency to acquire
                      compulsorily any Assets of the Trust.

12.2     UNDERTAKINGS RELATING TO TRUST

         Each of the Trustee, as trustee of the Trust, and the Manager severally
         undertakes to the Redraw Facility Provider as follows, except to the
         extent that the Redraw Facility Provider consents.

         (a)   (AMENDMENT TO MASTER TRUST DEED) It will not consent to any
               amendment to the Master Trust Deed, the Supplementary Terms
               Notice or any other Trust Document which would change:

               (i)    the basis upon which the amount of any Redraw Advance to
                      be made is calculated;

               (ii)   Clause 5.8 of the Supplementary Terms Notice; or

               (iii)  the basis of calculation or order of application of any
                      amount to be paid or applied under clause 5 of the
                      Supplementary Terms Notice unless the change would not be
                      adverse to the Redraw Facility Provider.

         (b)   (RESETTLEMENT) It will not take any action that will result in a
               resettlement, setting aside or transfer of any asset of the Trust
               other than a transfer which complies with the Master Trust Deed,
               the Supplementary Terms Notice and the other Trust Documents.

         (c)   (NO ADDITIONAL TRUSTEE) It will act continuously as trustee or
               manager (as the case may be) of the Trust in accordance with the
               Master Trust Deed until the Trust has been terminated or until it
               has retired or been removed in accordance with the Master Trust
               Deed.

12.3     TERM OF UNDERTAKINGS

         Each undertaking in this clause continues from the date of this
         agreement until all moneys actually or contingently owing under this
         agreement are fully and finally repaid or cease to be outstanding.

13.      EVENTS OF DEFAULT
--------------------------------------------------------------------------------

13.1     EVENTS OF DEFAULT

         Each of the following is an Event of Default (whether or not it is in
         the control of the Trustee).

         (a)   (PAYMENTS) An amount is available for payment under clause 6 and
               the Trustee does not pay that amount within 10 Business Days of
               its due date.

         (b)   (INSOLVENCY EVENT) An Insolvency Event occurs:

               (i)    in relation to the Trust (as if it was a RELEVANT
                      CORPORATION for the purposes of the definition of
                      INSOLVENCY EVENT); or

               (ii)   in relation to the Trustee, and a successor trustee of the
                      Trust is not appointed within 30 days of that Insolvency
                      Event.

         (c)   (TERMINATION DATE) The Termination Date occurs in relation to the
               Trust.

         (d)   (ENFORCEMENT OF SECURITY TRUST DEED) An Event of Default (as
               defined in the Security Trust Deed) occurs and any action is
               taken to enforce the Security Interest under the

--------------------------------------------------------------------------------
                                                                         Page 13

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

               Security Trust Deed over the Assets of the Trust (including
               appointing a receiver or receiver and manager or selling any of
               those Assets).

13.2     CONSEQUENCES

         At any time after an Event of Default (whether or not it is continuing)
         the Redraw Facility Provider may do all or any of the following:

         (a)   subject to the Trust Documents, by notice to the Trustee and the
               Manager declare all moneys actually or contingently owing under
               this agreement immediately due and payable, and the Trustee will
               immediately pay the Redraw Principal Outstanding together with
               accrued interest and fees and all such other moneys; and

         (b)   by notice to the Trustee and the Manager cancel the Redraw Limit
               with effect from any date specified in that notice.

14.      CONTROL ACCOUNTS
--------------------------------------------------------------------------------

         The accounts kept by the Redraw Facility Provider constitute sufficient
         evidence, unless proven wrong, of the amount at any time due from the
         Trustee under this agreement.

15.      WAIVERS, REMEDIES CUMULATIVE
--------------------------------------------------------------------------------

         (a)   No failure to exercise and no delay in exercising any right,
               power or remedy under this agreement operates as a waiver. Nor
               does any single or partial exercise of any right, power or remedy
               preclude any other or further exercise of that or any other
               right, power or remedy.

         (b)   The rights, powers and remedies provided to the Redraw Facility
               Provider in this agreement are in addition to, and do not exclude
               or limit, any right, power or remedy provided by law.

16.      SEVERABILITY OF PROVISIONS
--------------------------------------------------------------------------------

         Any provision of this agreement which is prohibited or unenforceable in
         any jurisdiction is ineffective as to that jurisdiction to the extent
         of the prohibition or unenforceability. That does not invalidate the
         remaining provisions of this agreement nor affect the validity or
         enforceability of that provision in any other jurisdiction.

17.      SURVIVAL OF REPRESENTATIONS
--------------------------------------------------------------------------------

         All representations and warranties in this agreement survive the
         execution and delivery of this agreement and the provision of advances
         and accommodation.

18.      INDEMNITY AND REIMBURSEMENT OBLIGATION
--------------------------------------------------------------------------------

         Unless stated otherwise, each indemnity, reimbursement or similar
         obligation in this agreement:

         (a)   is a continuing obligation;

         (b)   is a separate and independent obligation;

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                                                                         Page 14

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

         (c)   is payable on demand; and

         (d)   survives termination or discharge of this agreement.

19.      MORATORIUM LEGISLATION
--------------------------------------------------------------------------------

         To the full extent permitted by law all legislation which at any time
         directly or indirectly:

         (a)   lessens, varies or affects in favour of the Trustee any
               obligation under a Trust Document; or

         (b)   delays, prevents or prejudicially affects the exercise by the
               Redraw Facility Provider of any right, power or remedy conferred
               by this agreement,

         is excluded from this agreement.

20.      CONSENTS AND OPINIONS
--------------------------------------------------------------------------------

         Except where expressly stated the Redraw Facility Provider may give or
         withhold, or give conditionally, approvals and consents, may be
         satisfied or unsatisfied, may form opinions, and may exercise its
         rights, powers and remedies, at its absolute discretion.

21.      ASSIGNMENTS
--------------------------------------------------------------------------------

         Neither party may assign or transfer any of its rights or obligations
         under this agreement without the prior written consent of the other
         party or if the rating of the Notes would be withdrawn or reduced as a
         result of the assignment, except for the creation of a charge by the
         Trustee under the Security Trust Deed.

22.      NOTICES
--------------------------------------------------------------------------------

         All notices, requests, demands, consents, approvals, agreements or
         other communications to or by a party to this agreement:

         (a)   must be in writing;

         (b)   must be signed by an Authorised Signatory of the sender; and

         (c)   will be taken to be duly given or made:

               (i)    (in the case of delivery in person or by post) when
                      delivered, received or left at the address of the
                      recipient shown in this agreement or to any other address
                      which it may have notified the sender;

               (ii)   (in the case of facsimile transmission) on receipt of a
                      transmission report confirming successful transmission;
                      and

               (iii)  (in the case of a telex) on receipt by the sender of the
                      answerback code of the recipient at the end of
                      transmission,

               but if delivery or receipt is on a day on which business is not
               generally carried on in the place to which the communication is
               sent or is later than 4.00 pm (local time), it will be


--------------------------------------------------------------------------------
                                                                         Page 15

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

               taken to have been duly given or made at the commencement of
               business on the next day on which business is generally carried
               on in that place.

23.      AUTHORISED SIGNATORIES
--------------------------------------------------------------------------------

         The Trustee irrevocably authorises the Redraw Facility Provider to rely
         on a certificate by persons purporting to be its directors and/or
         secretaries as to the identity and signatures of its Authorised
         Signatories. The Trustee warrants that those persons have been
         authorised to give notices and communications under or in connection
         with this agreement.

24.      GOVERNING LAW AND JURISDICTION
--------------------------------------------------------------------------------

         This agreement is governed by the laws of New South Wales. The Trustee
         submits to the non-exclusive jurisdiction of courts exercising
         jurisdiction there.

25.      COUNTERPARTS
--------------------------------------------------------------------------------

         This agreement may be executed in any number of counterparts. All
         counterparts together will be taken to constitute one instrument.

26.      ACKNOWLEDGEMENT BY TRUSTEE
--------------------------------------------------------------------------------

         The Trustee confirms that:

         (a)   it has not entered into this agreement in reliance on, or as a
               result of, any statement or conduct of any kind of or on behalf
               of the Redraw Facility Provider (including any advice, warranty,
               representation or undertaking); and

         (b)   the Redraw Facility Provider is not obliged to do anything
               (including disclose anything or give advice),

         except as expressly set out in this agreement.

27.      LIMITED RECOURSE
--------------------------------------------------------------------------------

27.1     GENERAL

         Clause 30 of the Master Trust Deed applies to the obligations and
         liabilities of the Trustee and the Manager under this agreement.

27.2     LIABILITY OF TRUSTEE LIMITED TO ITS RIGHT TO INDEMNITY

         (a)   The Trustee enters into this agreement only in its capacity as
               trustee of the Trust and in no other capacity (except where the
               Transaction Documents provide otherwise). Subject to paragraph
               (c) below, a liability arising under or in connection with this
               agreement or the Trust can be enforced against the Trustee only
               to the extent to which it can be satisfied out of the assets and
               property of the Trust which are available to satisfy the right of
               the Trustee to be exonerated or indemnified for the liability.
               This limitation of the Trustee's liability

--------------------------------------------------------------------------------
                                                                         Page 16

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

               applies despite any other provision of this agreement and extends
               to all liabilities and obligations of the Trustee in any way
               connected with any representation, warranty, conduct, omission,
               agreement or transaction related to this agreement or the Trust.

         (b)   Subject to paragraph (c) below, no person (including any Relevant
               Party) may take action against the Trustee in any capacity other
               than as trustee of the Trust or seek the appointment of a
               receiver (except under the Security Trust Deed), or a liquidator,
               an administrator or any similar person to the Trustee or prove in
               any liquidation, administration or arrangement of or affecting
               the Trustee.

         (c)   The provisions of this clause 27.2 shall not apply to any
               obligation or liability of the Trustee to the extent that it is
               not satisfied because under a Transaction Document or by
               operation of law there is a reduction in the extent of the
               Trustee's indemnification or exoneration out of the Assets of the
               Trust as a result of the Trustee's fraud, negligence, or Default.

         (d)   It is acknowledged that the Relevant Parties are responsible
               under this agreement or the other Transaction Documents for
               performing a variety of obligations relating to the Trust. No act
               or omission of the Trustee (including any related failure to
               satisfy its obligations under this agreement) will be considered
               fraud, negligence or Default of the Trustee for the purpose of
               paragraph (c) above to the extent to which the act or omission
               was caused or contributed to by any failure by any Relevant Party
               or any person who has been delegated or appointed by the Trustee
               in accordance with the Transaction Documents to fulfil its
               obligations relating to the Trust or by any other act or omission
               of a Relevant Party or any such person.

         (e)   In exercising their powers under the Transaction Documents, each
               of the Trustee, the Security Trustee and the Noteholders must
               ensure that no attorney, agent, delegate, receiver or receiver
               and manager appointed by it in accordance with this agreement or
               any other Transaction Documents has authority to act on behalf of
               the Trustee in a way which exposes the Trustee to any personal
               liability and no act or omission of any such person will be
               considered fraud, negligence, or Default of the Trustee for the
               purpose of paragraph (c) above.

         (f)   In this clause, RELEVANT PARTIES means each of the Manager, the
               Servicer, the Custodian, the Calculation Agent, each Paying
               Agent, the Note Registrar, the Note Trustee and the provider of
               any Support Facility.

         (g)   Nothing in this clause limits the obligations expressly imposed
               on the Trustee under the Transaction Documents.

27.3     UNRESTRICTED REMEDIES

         Nothing in clause 27.2 limits the Redraw Facility Provider in:

         (a)   obtaining an injunction or other order to restrain any breach of
               this agreement by any party;

         (b)   obtaining declaratory relief; or

         (c)   in relation to its rights under the Security Trust Deed.

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                                                                         Page 17

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

27.4     RESTRICTED REMEDIES

         Except as provided in clause 27.3, the Redraw Facility Provider shall
         not:

         (a)   (JUDGMENT) obtain a judgment for the payment of money or damages
               by the Trustee;

         (b)   (STATUTORY DEMAND) issue any demand under section 459E(1) of the
               Corporations Act 2001 (Cth) (or any analogous provision under any
               other law) against the Trustee;

         (c)   (WINDING UP) apply for the winding up or dissolution of the
               Trustee;

         (d)   (EXECUTION) levy or enforce any distress or other execution to,
               on, or against any assets of the Trustee;

         (e)   (COURT APPOINTED RECEIVER) apply for the appointment by a court
               of a receiver to any of the assets of the Trustee;

         (f)   (SET-OFF OR COUNTERCLAIM) exercise or seek to exercise any
               set-off or counterclaim against the Trustee; or

         (g)   (ADMINISTRATOR) appoint, or agree to the appointment, of any
               administrator to the Trustee,

         or take proceedings for any of the above and the Redraw Facility
         Provider waives its rights to make those applications and take those
         proceedings.

28.      REDRAW FACILITY PROVIDER'S OBLIGATIONS
--------------------------------------------------------------------------------

         The Trustee shall have no recourse to the Redraw Facility Provider in
         relation to this agreement beyond its terms, and the Redraw Facility
         Provider's obligations under this agreement are separate from, and
         independent to, any obligations the Redraw Facility Provider may have
         to the Trustee for any other reason (including under any other Trust
         Document).

29.      SUCCESSOR TRUSTEE
--------------------------------------------------------------------------------

         The Redraw Facility Provider shall do all things reasonably necessary
         to enable any successor Trustee appointed under clause 20 of the Master
         Trust Deed to become the Trustee under this agreement.









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                                                                         Page 18

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------



EXECUTED in Sydney.

Each attorney executing this agreement states that he or she has no notice of
revocation or suspension of his or her power of attorney.


<TABLE>
<CAPTION>
<S>                                             <C>  <C>
TRUSTEE


SIGNED by                                        )
PERPETUAL TRUSTEES                               )
CONSOLIDATED LIMITED                             )
by its attorney under Power of Attorney dated    )
                                                 )
in the presence of:                              )
                                                     ----------------------------------------------
                                                     Signature


--------------------------------------------------   ----------------------------------------------
Witness                                              Print name


--------------------------------------------------
Print name



REDRAW FACILITY PROVIDER


SIGNED on behalf of                              )
ST.GEORGE BANK LIMITED                           )
by its attorney under Power of                   )
Attorney dated                                   )
in the presence of:                              )
                                                     ----------------------------------------------
                                                     Signature


--------------------------------------------------   ----------------------------------------------
Witness                                              Print name


--------------------------------------------------
Print name
</TABLE>



--------------------------------------------------------------------------------
                                                                         Page 19

<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                             <C>  <C>
MANAGER


SIGNED on behalf of                              )
CRUSADE MANAGEMENT LIMITED                       )
                                                 )
by its attorney under Power of                   )
Attorney dated                                   )
in the presence of:                              )
                                                     ----------------------------------------------
                                                     Signature


--------------------------------------------------   ----------------------------------------------
Witness                                              Print name


--------------------------------------------------
Print name

</TABLE>




--------------------------------------------------------------------------------
                                                                         Page 20


<PAGE>


REDRAW FACILITY AGREEMENT                          [Allens Arthur Robinson LOGO]

--------------------------------------------------------------------------------



ANNEXURE A


DRAWDOWN NOTICE

--------------------------------------------------------------------------------

To:      St.George Bank Limited

               REDRAW FACILITY AGREEMENT - DRAWDOWN NOTICE NO. [*]

We refer to the Redraw Facility Agreement dated [*] 2003 (the FACILITY
AGREEMENT).

Under clause 3.1 of the Facility Agreement we give you irrevocable notice as
follows:

(1)  we wish to draw on [*] (the DRAWDOWN DATE); [NOTE: DATE IS TO BE A BUSINESS
     DAY.]

(2)  the principal amount of the Redraw Advance is A$[*]; [NOTE: AMOUNT TO
     COMPLY WITH THE LIMITS IN CLAUSE 3.]

(3)  we request that the proceeds be remitted to account number [*] at [*];

[NOTE: THE ACCOUNT(S) TO BE COMPLETED ONLY IF FUNDS NOT REQUIRED IN REPAYMENT OF
ANY PREVIOUS REDRAW ADVANCE(S).]

(4)  to the best of our knowledge and, relying on the information provided by
     the Manager, the proceeds of the advance will be used for the purposes
     contemplated in the Facility Agreement;

(5)  to the best of our knowledge and relying on the information provided by the
     Manager, no Event of Default under the Facility Agreement, and no Event of
     Default as defined in the Security Trust Deed, remains unremedied or has
     not been waived in writing or will result from the drawing; and

(6)  all representations and warranties under clause 11 of the Facility
     Agreement are true as though they had been made at the date of this
     Drawdown Notice and the Drawdown Date specified above in respect of the
     facts and circumstances then subsisting.

Definitions in the Facility Agreement apply in this Drawdown Notice.

PERPETUAL TRUSTEES CONSOLIDATED LIMITED

By:                           Authorised Signatory

DATED

Verified by Crusade Management Limited

By:                           Authorised Signatory

Dated










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                                                                         Page 21