UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K

(MARK ONE)

|X|     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934
        For the fiscal year ended September 30, 2004

                                       OR

|_|     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934


Commission file number 333-117687-01


                           CRUSADE MANAGEMENT LIMITED

               as Manager of the Crusade Global Trust No.2 of 2004
                    Australian Business Number 64 353 073 982
             (Exact name of Registrant as specified in its charter)

                           New South Wales, Australia
                 (Jurisdiction of incorporation or organization)

                                 Not applicable
                      (I.R.S. Employer Identification No.)

            Level 11, 55 Market Street, Sydney, NSW, 2000, Australia
                    (Address of principal executive offices)

                                  612 9320 5555
              (Registrant's Telephone Number, Including Area Code)



Securities registered or to be registered pursuant to section 12(b) of the Act:
None

Securities required to be registered pursuant to section 12(g) of the Act:
None

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the last 90 days. Yes |X| No |_|

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and
will not be  contained,  to the best of  registrant's  knowledge,  in definitive
proxy or information  statements  incorporated  by reference in Part III of this
Form 10-K or any amendment to this Form 10-K |_|

<PAGE>


Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Act). Yes |_| No |X|

The information  required for some items in Form 10-K is "not applicable" to the
Trust or the Manager.  As used in this Annual  Report  filed on Form 10-K,  "not
applicable" or "Not  Applicable"  means that the response to the referenced item
is omitted in reliance on the procedures  outlined in numerous no-action letters
issued  by  the  Commission's  Staff  with  respect  to  substantially   similar
securities and trusts that file annual reports on Form 10-K.


DOCUMENTS INCORPORATED BY REFERENCE

The Manager generally incorporates by reference its Noteholders Reports filed on
Form 8-K for quarterly  payment dates,  which contain all financial  information
related to the Trust  relevant to the holders of the Notes (the  "Noteholders"),
pursuant to rule 12b-23  promulgated under the Securities  Exchange Act of 1934.
However no  quarterly  Noteholders  Reports  filed on Form 8-K have been  issued
during the abbreviated  period  September 15, 2004 to September 30, 2004 covered
by this Form 10-K report.


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<TABLE>
<CAPTION>

TABLE OF CONTENTS


        <S>                                                                                                       <C>

PART 1.............................................................................................................4

ITEM 1.  BUSINESS..................................................................................................4

ITEM 2.  PROPERTIES................................................................................................4

ITEM 3.  LEGAL PROCEEDINGS.........................................................................................4

ITEM 4.  SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS......................................................4


PART II............................................................................................................4

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY
         SECURITIES................................................................................................4

ITEM 6.  SELECTED FINANCIAL DATA...................................................................................5

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION......................5

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK................................................5

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...............................................................6

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE......................6

ITEM 9A. CONTROLS AND PROCEDURES...................................................................................6


PART III...........................................................................................................7

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT........................................................7

ITEM 11. EXECUTIVE COMPENSATION....................................................................................7

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT............................................7

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS............................................................7

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES....................................................................7


PART IV............................................................................................................7

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K..........................................7
</TABLE>




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<PAGE>


PART 1


ITEM 1. BUSINESS

This Annual Report on Form 10-K relates to the Crusade Global Trust No.2 of 2004
(the "Trust") and the Class A1 Mortgage Backed Floating Rate Notes (the "Notes")
issued pursuant to the Note Trust Deed dated as of September 13, 2004 (the "Note
Trust Deed"), between Perpetual Trustees Consolidated Limited, as issuer trustee
(the "Issuer Trustee");  Crusade Management Limited (the "Manager"), as Manager;
and The Bank of New York,  as note  trustee  (the "Note  Trustee").  Capitalized
terms used in this Form 10-K and not  defined  have the same  meanings  given to
them in the Prospectus relating to the Notes.



ITEM 2. PROPERTIES

The property of the Trust  primarily  consists of  residential  mortgage  loans.
Information  concerning such property can be found in the quarterly  Noteholders
Report filed on Form 8-K following each quarterly Payment Date, however, no such
report  became due or was filed by the end of the period  covered by this report
(September 15, 2004 through September 30, 2004).


ITEM 3. LEGAL PROCEEDINGS

The Manager knows of no material legal  proceedings  involving any of the Trust,
the Manager, the Servicer or the Issuer Trustee.


ITEM 4. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS

No votes or consents of Noteholders  were  solicited  during the fiscal year for
any purpose.


PART II


ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS
         AND ISSUER PURCHASES OF EQUITY SECURITIES

The Notes are not traded on any  nationally  recognized  exchange  in the United
States.

Since the Trust pays no  dividends  with respect to the Notes,  the  information
required by Item 201 of Regulation S-K regarding  dividends is  inapplicable  to
the Trust.


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<PAGE>


ITEM 6. SELECTED FINANCIAL DATA

The regular quarterly  Noteholders Report for the Trust, which is required to be
included with each quarterly  distribution of the Trust's assets to Noteholders,
sets  forth for the prior  quarter  all of the  relevant  financial  information
required by the Trust Deed to be reported to Noteholders.  However, no quarterly
Noteholders  Reports filed on 8-K have been issued during the abbreviated period
September 15, 2004 through September 30, 2004. Due to the abbreviated  nature of
the  relevant  time period and because no  distributions  were made,  or owed to
Noteholders  before the end of the Manager's  fiscal year on September 30, 2004,
no relevant financial material or data has been prepared.

The foregoing presents all relevant financial information relating to the Trust.
Because of the limited business  activity of the Trust,  the Selected  Financial
Data  specified in Item 301 of Regulation  S-K would not provide any  meaningful
additional information.


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATION

Because of the limited  business  activity  of the Trust,  the  presentation  of
Management's  Discussion  and  Analysis  of  Financial  Condition  and Result of
Operation,  as otherwise  required by Item 303 of Regulation  S-K,  would not be
meaningful.  All relevant  information  is contained in  Noteholders  Reports as
described above.


ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

CURRENCY EXCHANGE CONTROL RISK

Interest  and  principal  payments  to  holders  of the Notes are paid in United
States dollars  ("U.S.  dollars").  However  payments on the mortgage loans (the
"Collections")  are received by the Issuer Trustee,  in Australian  dollars,  in
Australia.  Pursuant to a swap agreement ("Currency Swap") the Issuer Trustee is
required to pay a portion of the Collections to the swap provider (the "Currency
Swap Provider") who in turn pays ("Swap Currency Exchange"), at the direction of
the Issuer  Trustee,  U.S.  dollars to the holders of the Notes.  It is possible
that in the  future,  Australia  may impose  exchange  controls  that affect the
availability  of  Australian  dollar  payments  for  making  payments  under the
Currency  Swap. The holders of the Notes will bear the risk of the imposition of
foreign  exchange  controls by the  Australian  government  that impact upon the
Issuer Trustee's ability to exchange the Collections for U.S. dollars.

The Issuer  Trustee  has no  control  over such risk,  which will  generally  be
affected by economic and political  events in Australia.  If the Issuer  Trustee
does  not pay  some or all of the  amount  in  Australian  dollars  which  it is
required to pay the Currency Swap Provider under the Currency Swap, the Currency
Swap Provider is only required to pay the U.S. dollar  equivalent of the amounts
it actually  receives.  In such event,  it is unlikely that the Trust would have
sufficient U.S. dollars to make the payments due on the Notes.

EXCHANGE CONTROLS

Unless the Reserve  Bank of  Australia  has given  specific  approval  under the
Banking  (Foreign  Exchange)  Regulations  (which  may  change  in the  future),
payments by an  Australian  resident to, or transfers  to, by the order of or on
behalf of:

o     proscribed governments (and their statutory authorities, agencies,
      entities); and
o     nationals of proscribed countries, proscribed organizations or
      persons associated with proscribed organizations,

are prohibited.


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<PAGE>


For the purposes of the above bullet points,  persons  include  certain  persons
associated with the former  government of the Federal Republic of Yugoslavia and
certain persons associated with the Government of Zimbabwe.

Under Part 4 of the Charter of United Nations Act 1945 and the Charter of United
Nations  (Terrorism  and Dealings with Assets)  Regulations  2002,  restrictions
apply to  transactions,  accounts and assets relating to the Taliban,  Usama bin
Laden, the Al-Qaida  organization and other persons and entities  identified and
listed in the Commonwealth of Australia  Gazette by the Australian  Minister for
Foreign  Affairs as terrorists  as sponsors of terrorism.  It is also a criminal
offence to make assets available to such persons or entities.

The Iraq  (Reconstruction  and Repeal of  Sanctions)  Regulations  2003 impose a
freeze on holders of assets of the previous  Government of Iraq, Saddam Hussein,
other senior officials of his regime, and their immediate families, from dealing
with such assets other than in a manner permitted by those  regulations  (which,
among other  things,  allow for the  transfer of such assets to the  Development
Fund for Iraq).


CURRENCY EXCHANGE RISK

Interest and  principal on the Notes is payable in U.S.  dollars and the Trust's
primary  source for funding its payments on the Notes is its  Collections on the
mortgage  loans,  which will be sourced in Australian  dollars.  If the Currency
Swap  Provider  was to fail to  perform  under  the  Currency  Swap or was to be
discharged from such performance  because of a default  thereunder by the Trust,
the Trust might have to exchange its Australian  dollars for U.S.  dollars at an
exchange  rate that is less  favorable to the Trust than when the Currency  Swap
was entered into and might therefore not have  sufficient  U.S.  dollars to make
timely payments on the Notes, even though the delinquency and loss experience on
the mortgage loans may be acceptable.


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

As discussed above,  furnishing the financial  information required by Item 8 of
Form  10-K  would  not add any  relevant  information  to that  provided  by the
foregoing   statements.   Because  the  Notes  are  essentially   "pass-through"
securities,  the Trust will have income only in the limited  sense of collecting
payments on the residential  mortgage loans. The Noteholders reports to be filed
on Form 8-K provide complete  information on the Trust;  however no such reports
have been  prpared,  or required to be  prepared,  for such  abbreviated  period
covered by this report.


ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
        FINANCIAL DISCLOSURE

None.


ITEM 9A. CONTROLS AND PROCEDURES

Not applicable.


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<PAGE>


PART III


ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Not applicable.


ITEM 11. EXECUTIVE COMPENSATION

Not applicable.


ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Not Applicable.


ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Crusade  Management  Limited is a wholly  owned  subsidiary  of  St.George  Bank
Limited.  Its principal  business  activity is the management of  securitisation
trusts  established under St.George Bank Limited's  Crusade Trust,  Crusade Euro
Trust, Crusade Global Trust and Crusade Auto Trust Programmes.

St. George Limited provides working capital to Crusade Management Limited. Also,
Crusade  Management  Limited has entered into  transactions on commercial  terms
with either St. George Bank Limited or wholly owned  subsidiaries  of St. George
Bank  Limited  in  order  to  carry  out its  functions  as  manager  under  the
securitisation trusts.


ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Not applicable.




PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K


a.   (1) & (2) See Item 8 "Financial Statements & Supplementary Data" section in
     this Annual  Report and the Exhibits  described  in section (b) below.  The
     exhibits  listed  on the  accompanying  Index  of  Exhibits  are  filed  or
     incorporated   by  reference  as  part  of  this  report.   Such  Index  is
     incorporated herein by reference

b.   Exhibits


Designation          Description                              Method of filing
-----------          -----------                              ----------------

Exhibit 31.1         Section 302 Certification                    31.1
Exhibit 99.1         The Manager Officer's Certificate of         99.1
                     Compliance
Exhibit 99.2         The Servicer Officer's Certificate of        99.2
                     Compliance
Exhibit 99.3         Independent Auditors Annual                  99.3
                     Servicer's Compliance Certificate



                                       7

<PAGE>



SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


CRUSADE MANAGEMENT LIMITED


     /s/ G.M. Bartlett
------------------------------
Name:  G.M. Bartlett
Title: Director
Date:  December 14, 2004


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<PAGE>



EXHIBITS

EXHIBIT NO.       DOCUMENT DESCRIPTION
-----------      --------------------------------------

   31.1          Section 302 Certification
   99.1          The Manager Officer's Certificate of Compliance
   99.2          The Servicer Officer's Certificate of Compliance
   99.3          Independent Auditors Annual Servicer's Compliance Certificate



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