SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549
                                    FORM 20-F

(MARK ONE)

|_|    REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES
       EXCHANGE ACT OF 1934
                                       OR
|X|    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
       ACT OF 1934
                                       OR
|_|    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
       EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the period from October 1, 2002 to September 30, 2003.
Commission file number 333-67782

                           CRUSADE MANAGEMENT LIMITED
      In its capacity as Manager of the Crusade Global Trust No. 2 of 2001
                    Australian Business Number 17 101 375 294
             (Exact name of Registrant as specified in its charter)

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

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


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

SECURITIES FOR WHICH THERE IS A REPORTING OBLIGATION PURSUANT TO SECTION 15(d)
OF THE ACT
US$800,000,000   Class A Mortgage Backed Floating Rate Notes due 2032
(the "Notes")

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 which financial statement item the registrant has elected
to follow

  Item 17|_|   Item 18|_|    Incorporated by Reference to filings on Form 6k |X|


<PAGE>

                              CROSS-REFERENCE SHEET
<TABLE>
<CAPTION>

20-F ITEM NUMBERS AND CAPTION                                                        LOCATION


PART I
<S>  <C>                                                                       <C>

1.    Identify of Directors, Senior Management                                  Not applicable
      And Advisers

2.    Other Statistics and Expected Timetable                                   Not applicable

3.    Key Information                                                           Selected Financial Information

4.    Information on the Company                                                Property

5.    Operation and Financial Review and Prospects                              Not Applicable

6.    Directors, Senior Management and Employees                                Not applicable

7.    Major Shareholders and Related Party                                      Major Shareholders and Interest of
      Transactions                                                              Management and Related Parties in
                                                                                Transactions

8.    Financial Information                                                     Not applicable

9.    The Offer and Listing                                                     Markets

10.   Additional Information                                                    Exchange Controls, Taxation, Legal
                                                                                Proceedings, Holders of Notes

11.   Quantitative and Qualitative Disclosures Market Risk about                Market Risk

12.   Description of Securities Other than Equity                               Not applicable
      Securities


                                       i
<PAGE>


PART II

13.   Defaults, Dividend Arrearages and Delinquencies                           Defaults and Delinquencies

14.   Material Modifications to Rights of Security                              Material Modifications to Rights of
      Holders and Use of Proceeds                                               Security Holders

15.   Controls and Procedures                                                   Not applicable

16.   [RESERVED]



PART III

17. Financial Statements                                                        Not applicable

18. Financial Statements                                                        Not applicable

19.  (a)  Financial Statements                                                  Periodic Filings on Form 6K
                                                                                incorporated by reference

     (b)  Exhibits Exhibits
</TABLE>


                                       ii
<PAGE>


TABLE OF CONTENTS

<TABLE>
<CAPTION>

PART I
<S>                                                                                                                    <C>

Incorporation of Certain Documents by Reference.........................................................................1

Item 3: Selected Financial Information..................................................................................1

Item 4: Property........................................................................................................2

Item 7: Major Shareholders & Interest of Management and Related Parties in Transaction..................................3

Item 9: Markets.........................................................................................................3

Item 10: Exchange Controls, Taxation, Legal Proceedings, Holders of Notes...............................................3

Item 11: Market Risks..................................................................................................11


PART II

Item 13: Defaults and Delinquencies....................................................................................12

Item 14 Material Modification to Rights of Security Holders............................................................12


PART III

Item 19: Financial Statements and Exhibits.............................................................................13


EXHIBITS

Exhibit 13.1: Noteholders Report for the December 20, 2002 payment date
Exhibit 13.2: Noteholders Report for the March 20, 2003 payment date
Exhibit 13.3: Noteholders Report for the June 20, 2003 payment date
Exhibit 13.4: Noteholders Report for the September 22, 2003 payment date
Exhibit 13.5: Aggregate Totals for Fiscal Year
Exhibit 13.6: Notification of Amendment Deed Supplementary Terms Notice dated September 26, 2003
Exhibit 31:   Section 302 Certificate
Exhibit 99.1: The Manager Officer's Certificate of Compliance
Exhibit 99.2: The Servicer Officer's Certificate of Compliance
Exhibit 99.3: Independent Auditors Annual Servicer's Compliance Certificate
Exhibit 99.4: Custodial Services Audit Report
Exhibit 99.5: KPMG Consent to Publish Audit Report
</TABLE>


                                      iii


<PAGE>

                                     PART I


         This Annual Report on Form 20-F relates to the Crusade Global Trust No.
2 of 2001 (the "Trust") and the Class A Mortgage Backed Floating Rate Notes (the
"Notes")  issued  pursuant to the Note Trust Deed dated as of  September 5, 2001
(the "Note Trust Deed"),  between Perpetual Trustees  Consolidated  Limited,  as
issuer  trustee  (the  "Issuer   Trustee");   Crusade  Management  Limited  (the
"Manager"), as Manager; and Wilmington Trust Company, as note trustee (the "Note
Trustee").  Capitalized  terms used in this Form 20-F and not  defined  have the
same meanings given to them in the Prospectus Supplement relating to the Notes.

         The  information   required  for  some  items  in  Form  20-F  is  "not
applicable" to the Trust or the Manager.  As used in this Annual Report filed on
Form 20-F, "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.


                 INCORPORTION OF CERTAIN DOCUMENTS BY REFERENCE

         The Manager incorporates by reference its Noteholders Reports, filed as
periodic filings on Form 6-K, 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.


ITEM 3.  SELECTED FINANCIAL INFORMATION

         The Manager  globally  incorporates by reference and attaches hereto as
Exhibit 13, pursuant to Rules 12b-23  promulgated under the Securities  Exchange
Act of  1934,  the  following  quarterly  Noteholder  Reports  (the  "Noteholder
Reports"),  filed on Form 6-K, which include all financial  information relating
to the Trust that is relevant to Noteholders.

         o     Noteholders Report for the December 20, 2002 Payment date
         o     Noteholders Report for the March 20, 2003 Payment date
         o     Noteholders  Report for the June 20, 2003 Payment date
         o     Noteholders Report for the September 22, 2003 Payment date


                                       1
<PAGE>


The Manager also attaches hereto, as Exhibit 13.5, Exhibit 13.6 and Exhibit 99.4
respectively, the following documents: -

         o    Aggregate Totals for Fiscal Year;

         o    Notification of Amendment Deed Supplementary Terms Notice dated
              September 26, 2003; and

         o    Custodial Audit Report by KPMG.


Currency Exchange
-----------------

         A portion of the financial  information provided in the exhibits listed
above contain  information  in Australian  dollars.  The noon buying rate in New
York City for cable  transfers in  Australian  dollars as certified  for customs
purposes by the Federal Reserve Bank of New York on March 22, 2004 was US$0.7548
= A$1.00.

         Payments  to  Noteholders,  however,  are  generally  not  effected  by
fluctuations in the exchange rate between Australian and U.S. dollars because of
the  existence of currency  swap.  The Trustee has entered into a currency  swap
with the Currency Swap Provider,  Credit Suisse First Boston  International,  to
hedge its foreign currency exposure.


ITEM 4.    PROPERTY

         The property of the Trust  primarily  consists of residential  mortgage
loans.  Information  concerning  such  property  can be found  in the  quarterly
Noteholders  Reports,  attached as Exhibits  13.1 through 13.4 and the Aggregate
Totals for the Fiscal Year, attached as Exhibit 13.5.

         Additionally,  an Officer's  Certificate of  Compliance,  executed by a
director  of the  Manager is filed  herewith  as Exhibit  99.1.  Such  statement
certifies  that the Manager and the Issuer  Trustee,  in such  capacities,  have
complied with all conditions and covenants under the  Transaction  Documents for
the issuance of the Notes by the Trust.


                                       2

<PAGE>


ITEM 7.  MAJOR SHAREHOLDERS AND INTEREST OF MANAGEMENT AND RELATED
         PARTIES IN 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 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 9.  MARKETS

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


ITEM 10.  EXCHANGE CONTROLS, TAXATION, LEGAL PROCEEDINGS, HOLDERS OF NOTES


EXCHANGE CONTROLS

         The  specific  prior  approval of the Reserve  Bank of Australia or the
Minister for Foreign  Affairs of the  Commonwealth of Australia must be obtained
for certain  transactions  involving or connected  with  individuals or entities
listed in the relevant  Commonwealth  Government  Gazette as persons or entities
identified with terrorism or to which financial sanctions apply, including:

               o      certain Yugoslav entities or individuals; and

               o      the  Government  of  Zimbabwe,  any  public  authority  or
                      controlled  entity  of  the  Government  of  Zimbabwe  and
                      certain other  individuals  identified by the Reserve Bank
                      of Australia.

         Any person  holding  financial  or other  assets of persons or entities
listed as  terrorists  by the Minister for Foreign  Affairs in the  Commonwealth
Gazette is prohibited from using or dealing with those assets.  It is a criminal
offence to make assets available to such persons. The persons or entities listed
as terrorists

                                       3
<PAGE>

under the Charter of the United  Nations  (Terrorism  and Dealings  with Assets)
Regulations  2002  and  the  Iraq   (Reconstruction  and  Repeal  of  Sanctions)
Regulations 2003 include:

               o      the  Taliban   (also  know  as  the  Islamic   Emirate  of
                      Afghanistan)  or  any  undertaking  owned  or  controlled,
                      directly or indirectly, by the Taliban;

               o      Osama bin Laden,  the  Al-Qaeda  organisation  and certain
                      other  individuals  identified  by  the  Reserve  Bank  of
                      Australia as being linked to terrorism;

               o      Jemiah Islamiah; and

               o      the previous  Government of Iraq,  Saddam  Hussein,  other
                      senior   officials  of  his  regime  and  their  immediate
                      families.

         Any funds transferred from Australia or to non-Australian residents may
be subject to withholding taxes in relation to remittances of dividends,  to the
extent they are unfranked, and interest payments.


TAXATION

Certain Australian Tax Matters
------------------------------

         The following  statements with respect to Australian  taxation are only
general summaries and are based on advice received by the Manager. Purchasers of
Notes should  consult their own tax advisers  concerning  the  consequences,  in
their particular  circumstances,  under Australian tax laws, and the laws of any
other taxing jurisdiction, of the ownership of or any dealing in the Notes.


Payments of Principal, Premiums and Interest
--------------------------------------------

         Under current Australian tax law, non-resident holders of Notes are not
subject to  Australian  income tax on  payments  of  interest  or amounts in the
nature  of  interest  unless  those  securities  are held as part of a  business
carried  on at or  through a  permanent  establishment  in  Australia.  However,
interest or amounts in the nature of interest paid to such  non-residents may be
subject to interest  withholding tax, which is currently  imposed at the rate of
10%. A premium on redemption, if any, would generally be treated as an amount in
the nature of interest for this purpose.

         Pursuant to section 128F of the Income Tax  Assessment  Act 1936 of the
Commonwealth  of  Australia  (the "1936  Act"),  an  exemption  from  Australian
interest withholding tax is available where the


                                       4
<PAGE>

following prescribed conditions are met.

         These conditions are:

         o   the issuer trustee is a company that is a resident of Australia, or
             a  non-resident  carrying  on  business  at or through a  permanent
             establishment  in  Australia,  when it  issues  the  Notes and when
             interest, as defined in section 128A(1AB) of the 1936 Act, is paid;
             and

         o   the Notes were issued in a manner which  satisfied the public offer
             test as  prescribed  under  section  128F of the  1936 Act or which
             satisfied the definition of a global bond under subsection 128F(10)
             of the 1936 Act.

         The Notes were issued in a way that satisfied the public offer test and
otherwise  met the  requirements  of section 128F of the 1936 Act.  Accordingly,
payments of principal and interest,  and any premium upon  redemption  made to a
non-resident  Noteholder,  who does not carry on  business  through a  permanent
establishment  in  Australia,  will  not be  subject  to  Australian  income  or
withholding tax.

The exemption from Australian withholding tax will not apply to interest paid by
the Issuer  Trustee to an associate of the Issuer  Trustee within the meaning of
section 128F of the 1936 Act if, at the time of the payment,  the Issuer Trustee
knows,  or has  reasonable  grounds to suspect,  that the person is an associate
unless the associate  receives  payment of the interest (or amount in the nature
of interest):

         o   if the associate  is not an  Australian  resident,  in  carrying on
             business in Australia at or through a permanent establishment; or

         o   if the associate is an  Australian  resident,  other than through a
             business carried  on by the  associate  at or  through a  permanent
             establishment outside Australia; or

         o   in the capacity of a clearing house, paying agent, custodian, funds
             manager, or responsible entity of an Australian registered scheme.


Profit on Sale
--------------

         Under existing Australian law,  non-resident  holders of Notes will not
be subject to Australian income tax on profits derived from the sale or disposal
of those Notes provided that:

         o  the  Notes  are not held as part of a  business  carried  on,  at or
            through a permanent establishment in Australia; and


                                       5
<PAGE>

         o  the profits do not have an Australian source.

        The source of any  profit on the  disposal  of Notes will  depend on the
factual  circumstances of the actual disposal.  Where the Notes are acquired and
disposed of pursuant to  contractual  arrangements  entered  into and  concluded
outside  Australia,  and the  seller  and the  purchaser  are  non-residents  of
Australia  and do not have a  business  carried  on, at or  through a  permanent
establishment in Australia, the profit should not have an Australian source.


Goods and Services Tax
----------------------

        Australia has a goods and services tax under which an entity is required
to pay goods and  services tax on any taxable  supplies it makes.  The amount of
goods  and   services  tax  payable  will  be  equal  to  1/11th  of  the  total
consideration received for the supply.

In the case of supplies made by the Issuer Trustee:

         o  if the supply is "GST free", the Issuer Trustee is not liable to pay
            goods and  services  tax on the  supply  and can  obtain  "input tax
            credits" for goods and services taxes paid on things  acquired by it
            in order to make the supply; and

         o  if the supply is "input taxed",  which includes financial  supplies,
            the Issuer  Trustee is not liable to pay a goods and services tax on
            the supply, but is not entitled to "input tax credits" for goods and
            services  tax  paid on  things  acquired  by it in order to make the
            supply. In some  circumstances,  a "reduced input tax credit" may be
            available.

        On the basis of the current  goods and  services  tax  legislation,  the
payment  of  interest  or  principal  on the Notes are  unlikely  to be  taxable
supplies.

        Services  provided to the Issuer Trustee may be a mixture of taxable and
input  taxed  supplies  for  goods and  services  tax  purposes.  If a supply is
taxable,  the  supplier  has the  primary  obligation  to account  for goods and
services tax in respect of that supply and must rely on a contractual  provision
to recoup that goods and services tax from the Issuer Trustee.


                                       6
<PAGE>


        If  other  fees  payable  by  the  Issuer  Trustee  are  treated  as the
consideration  for a taxable supply under the goods and services tax legislation
or otherwise may be increased by reference to the relevant  supplier's goods and
services tax  liability,  the Issuer Trustee may not be entitled to a full input
tax credit for that increase and the trust expenses will increase,  resulting in
a decrease in the funds available to the Trust.

        The  goods  and  services  tax may  increase  the cost of  repairing  or
replacing damaged properties offered as security for housing loans.  However, it
is a condition of St.George Bank's loan contract and mortgage documentation that
the borrower must  maintain full  replacement  value  property  insurance at all
times during the loan term.

        The goods and services tax legislation, in certain circumstances, treats
the Issuer Trustee as making a taxable supply if it enforces security by selling
the mortgaged  property and applying the proceeds of sale to satisfy the housing
loan.  In these  circumstances  the Issuer  Trustee has to account for goods and
services tax out of the sale  proceeds,  with the result that the remaining sale
proceeds may be  insufficient  to cover the unpaid  balance of the related loan.
However, the general position is that a sale of residential property is an input
taxed supply for goods and  services  tax  purposes and so the enforced  sale of
property  which  secures the housing  loans will  generally  not be treated as a
taxable supply under these provisions. As an exception, the Issuer Trustee still
has to account for goods and services tax out of the proceeds of sale  recovered
when a housing  loan is enforced  where the borrower is an  enterprise  which is
registered for goods and services tax purposes,  uses the mortgaged  property as
an asset of its enterprise and any of the following are relevant:

         o  the property is no longer being used as a residence; or

         o  the property is used as  commercial  residential  premises such as a
            hostel or boarding house; or

         o  the borrower is the first vendor of the property -the borrower built
            the property; or

         o  the  mortgaged  property  has  not  been  used  predominantly  as  a
            residence.

        Because  the  Issuer  Trustee  is an insured  party  under the  mortgage
insurance policies,  it may in certain limited circumstances have to account for
goods and services tax in respect of any claim payment received.  Generally,  if
certain compliance  procedures have been followed,  the insured does not have to
account for goods and services tax in respect of the claim payment.


                                       7
<PAGE>

        Any  reduction  as a result  of goods  and  services  tax in the  amount
recovered by the Issuer  Trustee when  enforcing the housing loans will decrease
the funds  available  to the Trust to the  extent not  covered  by the  mortgage
insurance policies. The extent to which the Issuer Trustee is able to recover an
amount on account of the goods and services tax, if any, payable on the proceeds
of sale in the circumstances described in this section, will depend on the terms
of the related mortgage insurance policy.

Other Taxes
-----------

         Under  current  Australian  law,  there  are no gift,  estate  or other
inheritance  taxes or duties.  A transfer of, or  agreement  to transfer,  Notes
executed  outside of Australia  should not be subject to  Australian  stamp duty
(except, under certain circumstances, nominal duty in the Northern Territory).


Consolidation
-------------

         The  `head  company'  of a  consolidatable  tax group may elect for the
group to  consolidate  from July 1, 2002 and be taxed as a single entity so that
transactions  between  members of the  consolidated  group are  ignored  for tax
purposes.  Making an election to consolidate is optional.  However, the existing
tax concessions for transactions between members of the same wholly owned group,
including loss transfers and asset roll-overs,  ceased to be available from July
1,  2003  (or,  for  consolidated  tax  groups  with  a  `head  company'  with a
substituted  accounting  period,  from  the  start  of the  company's  tax  year
commencing  after July 1, 2003 provided that the company  elects to  consolidate
from the beginning of that tax year).

         A consolidatable  tax group consists of a `head company' and all of its
wholly owned  subsidiaries  including trusts (provided that all members are 100%
wholly owned by the head company). A consequence of the `head company' making an
election to consolidate  is that all eligible  members of a  consolidatable  tax
group  (including  wholly owned trusts) will be included in the consolidated tax
group.  That is,  it is not  possible  to elect to leave  certain  wholly  owned
entities outside the consolidated tax group.

         Therefore,  if the consolidatable group of which the beneficiary of the
Trust is an eligible member were to elect to consolidate, the Trust would become
part of that consolidated  group.  Membership of a consolidated group should not
alter the tax treatment of the Trust in normal  circumstances.  The head company
is  primarily  liable for the combined tax  liability  of the  consolidated  tax
group.  However,  if  the  head  company  fails  to pay a tax  liability  of the
consolidated  tax  group  on  time,  then  each  entity  that  was  part  of the
consolidated  group for at least part of the  period to which the tax  liability
relates will become jointly and severally liable for that group tax liability.


                                       8
<PAGE>


         On September 26, 2003 the Trustee and the Manager,  and other  relevant
parties,  executed an Amendment Deed Supplementary  Terms Notice under which the
parties  acknowledged  that  the  Manager's  interest  in the  Trust as the sole
beneficiary  of the Trust would,  from that date, be  represented  by a Residual
Income Unit and a Residual Capital Unit. The holder of the Residual Capital Unit
has no right to receive  distributions  in  respect  of the Trust  other than to
receive an amount of A$10 upon the  termination of the Trust.  Subsequent to the
execution  of the  Amendment  Deed  Supplementary  Terms  Notice,  and  prior to
September 30, 2003 the Residual  Capital Unit was  transferred by the Manager to
an entity which is not related to any consolidatable group of which the Residual
Income Beneficiary may be a member.  Therefore,  the Trust will not qualify as a
wholly owned  subsidiary  of a head company as all of the units in the Trust are
not owned, directly or indirectly, by a single holding company. Accordingly, the
joint and several liability rule will not apply to the Trust and will not affect
the tax  neutral  status of the Trust.  A Form 6-K filed on October 8, 2003 with
the Securities and Exchange  Commission  which  describes the amendments made by
the abovementioned  Amendment Deed Supplementary Terms Notice is attached hereto
as Exhibit 13.6.


Thin Capitalisation
-------------------

         Whilst the Trust  should  not,  in its own right,  be either an outward
investing  entity or an inward  investing  entity for the  purposes  of the thin
capitalisation  rules,  those  rules  may  still  apply  to the  Trust to deny a
deduction for a portion of the interest paid on the Notes if the Manager, as the
beneficiary  of the  Trust,  is  itself an inward  investing  entity or  outward
investing  entity.  We note  that the  application  of the  thin  capitalisation
provisions  to the Trust  should not affect the Trust's tax  neutrality  but may
affect the Manager, as the beneficiary.

         The  Manager  is  currently  understood  not to be an inward  investing
entity and it is expected that the Manager will satisfy the de minimus exception
so that it will not be  subject to the thin  capitalisation  rules as an outward
investing entity.  Provided this is the case, the Trust should not be subject to
the thin capitalisation rules.

         In any event, a complete exemption from the thin  capitalisation  rules
now exists for any special purpose entity  (including a trust) that meets all of
the following conditions:

         o  The entity is established for the purpose of managing some or all of
            the economic risk associated with assets, liabilities or investments
            (whether the entity  assumes the risk from another entity or creates
            the risk itself).


                                       9
<PAGE>


         o  At least 50% of the entity's assets are funded by debt.

         o  The  entity  is  an   insolvency-remote,   special  purpose  entity,
            according to the criteria of an  internationally  recognised  rating
            agency that are applicable to the entity's circumstances.

         The Trust has been  established  for the  purpose of  securitising  the
mortgage  loans and, as such,  was  established  for the purpose of managing the
economic risk  associated with those mortgage loans in accordance with the first
requirement.  As the  mortgage  loans are funded  wholly by the Notes the second
requirement  is also  satisfied  with respect to the Trust.  Finally,  the Trust
should  also  satisfy  the  third  requirement  as  it  was  established  as  an
insolvency-remote  special purpose entity according to the criteria published by
Standard  &  Poor's  and  Moodys.  Therefore,  the  Trust  should  meet  all the
conditions of this exemption from the thin capitalisation rules.

         Even if the  rules  did  apply  to the  Trust,  on the  basis  that the
beneficiary of the Trust is presently  entitled to the income of the Trust,  any
resultant tax liability will be met by the beneficiary  and,  therefore,  should
not  adversely  affect the ability of the Issuer  Trustee to pay  principal  and
interest on the Notes.


Debt/Equity Rules
-----------------

         The Debt/Equity  rules,  applicable  generally from July 1, 2001, under
which debt can be  recharacterized  as equity for tax purposes should not affect
the tax deductibility of interest on the Notes.


Tax Reform Proposals - Taxation of Trusts as Companies
------------------------------------------------------

         Under  existing  Australian  law,  any tax  liability in respect of the
income of the Trust is borne directly by the  beneficiary  of the Trust,  not by
the Issuer  Trustee.  Therefore,  the cash  available  to the Issuer  Trustee to
service the Notes cannot be affected by the payment (or otherwise) of tax.

         On February 27, 2001, the Federal Government withdrew draft legislation
under  which  non-fixed  trusts  were  proposed  to be  taxed as  companies  and
announced it would begin a new round of consultations with interested parties in
relation to this proposal.  In November 2002, the Board of Taxation  considering
the reform of the Australian tax laws as they apply to non-fixed trusts issued a
report  recommending  that  the  Government  retain  the  current   flow-through
treatment of distributions of non-assessable  amounts by non-fixed trusts rather
than adopting a company type taxation  model,  and  recommended  some incidental


                                       10
<PAGE>

amendments  to the  tax  law.  On  December  12,  2002  the  Australian  Federal
Government announced its intention to amend the taxation laws in accordance with
the  recommendations  of the Board of Taxation.  Although the Australian Federal
Government  has not expressly  confirmed  that it will not adopt a  company-type
taxation model for non-fixed trusts, such course is unlikely given the report of
the Board of Taxation and the Government's response to that report.


LEGAL PROCEEDINGS

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


HOLDERS OF NOTES

         The Notes are currently  represented by certificates  registered in the
name of Cede & Co., the nominee of The Depository  Trust  Company.  Accordingly,
Cede & Co. is the sole  holder of record of the Notes,  which it holds on behalf
of brokers, dealers, banks and other direct participants in the DTC system.


ITEM 11.  MARKET RISKS

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 Swaps. 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

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<PAGE>

such event, it is unlikely that the Trust would have sufficient U.S.  dollars to
make the payments due on the Notes.


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.



                                     PART II

ITEM 13. DEFAULTS AND DELINQUENCIES

         There has been no  material  default or  delinquency  in the payment of
principal  or interest on the Notes.  Delinquency  and loss  information  on the
mortgage loans has been provided in the Noteholder Reports.


ITEM 14. MATERIAL MODIFICATIONS TO RIGHTS OF SECURITY HOLDERS

         None.




                                      12
<PAGE>


                                    PART III

ITEM 19.     FINANCIAL STATEMENTS AND EXHIBITS

a. See the  "Selected  Financial  Data"  section in this  Annual  Report and the
Exhibits described in section (b) below.

b.  Exhibits

    The following documents are filed as part of this Annual Report:
    1.  Exhibit 13.1: Noteholders Report for the December 20, 2002 Payment Date
    2.  Exhibit 13.2: Noteholders Report for the March 20, 2003 Payment Date
    3.  Exhibit 13.3: Noteholders Report for the June 20, 2003 Payment Date
    4.  Exhibit 13.4: Noteholders Report for the September 22, 2003 Payment Date
    5.  Exhibit 13.5: Aggregate Totals for the Fiscal Year
    6.  Exhibit 13.6: Notification of Amendment Deed Supplementary Terms Notice
                        dated September 26, 2003
    7.  Exhibit 31: Section 302 Certificate
    8.  Exhibit 99.1: The Manager Officer's Certificate of Compliance
    9.  Exhibit 99.2: The Servicer Officer's Certificate of Compliance
    10. Exhibit 99.3: Independent Auditors Annual Servicer's Compliance
                         Certificate
    11. Exhibit 99.4: Custodial Services Audit Report
    12. Exhibit 99.5: KPMG Consent to Publish Audit Report



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<PAGE>

                                   SIGNATURES


     Pursuant to the  requirements of Section 12 of the Securities  Exchange Act
of 1934, the  registrant  certifies  that it meets all of the  requirements  for
filing on Form 20-F and has duly caused  this Annual  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: March 25, 2004


<PAGE>

                                INDEX TO EXHIBITS


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

    13.1       Noteholders Report for the December 20, 2002 Payment Date

    13.2       Noteholders Report for the March 20, 2003 Payment Date

    13.3       Noteholders Report for the June 20, 2003 Payment Date

    13.4       Noteholders Report for the September 22, 2003 Payment Date

    13.5       Aggregate Totals for the Fiscal Year

    13.6       Notification of Amendment Deed Supplementary Terms Notice dated
                   September 26, 2003

    31         Section 302 Certificate

    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

    99.4       Custodial Services Audit Report

    99.5       KPMG Consent to Publish Audit Report



                                       15