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AFM Perseus Fund Limited Replacement Prospectus

For Australian residents only:

Please read the following Important Notice before downloading, viewing or printing the AFM Perseus Fund Limited Replacement Prospectus.

A Replacement Prospectus FOR THE OFFER OF:
UP TO 3,333,334 SHARES AT AN ISSUE PRICE OF $0.90 EACH TO RAISE UP TO $3,000,000 FOR APPLICATIONS RECEIVED ON OR BEFORE THE CLOSING DATE; AND
ADDITIONAL SHARES AT AN ISSUE PRICE EQUAL TO THE NTA AFTER TAX IN RESPECT OF APPLICATIONS RECEIVED AFTER THE CLOSING DATE.
The Replacement Prospectus is dated 7 July 2006.

Important Notice
This is an important document that should be read in its entirety. If you do not understand it you should consult your professional adviser without delay.

Lodgement of Replacement Prospectus with the ASIC
The paper form of the electronic Replacement Prospectus (including its attached Application Form) accessible through this website has been lodged with the Australian Securities and Investments Commission (ASIC).

An application for securities can be made by either:

printing and completing the relevant Application Form attached to or accompanied by the electronic Replacement Prospectus; or
completing the relevant Application Form attached to or accompanied by a paper form of the Replacement Prospectus;
and then lodging the form and the application monies in accordance with the details set out in the Replacement Prospectus and the relevant Application Form.

To view the Replacement Prospectus you need to have Adobe Acrobat Reader 4.0 or higher. Adobe Acrobat Reader can be downloaded at the following website:

http://www.adobe.com/products/acrobat/readstep.html

WARNING:
For legal reasons, the information and electronic Replacement Prospectus provided by this website is available to persons accessing this website from within AUSTRALIA ONLY. If you are accessing this website from anywhere outside Australia, please DO NOT download the electronic Replacement Prospectus accessible through this website.

This Replacement Prospectus does not constitute an offer of securities in any jurisdiction where, or to any person to whom, it would not be lawful to issue the Replacement Prospectus or make the offer. It is the responsibility of any applicant outside Australia to ensure compliance with all laws of any country relevant to their applications, and any such applicant should consult their professional advisers as to whether any government or other consents are required, or whether any formalities need to be observed to enable them to apply for and be allotted any securities.

No action has been taken to register or qualify the securities or the Offers or otherwise to permit a public offering of the securities in any jurisdiction outside Australia.

A hard copy of the Replacement Prospectus is available free of charge during the offer period.

By clicking on the link below, I accept that I have read and agree to the above notice and confirm that I am a resident of Australia accessing this website from Australia.