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OrixAustraliaSecPty (68MS)

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Monday 28 June, 2004

OrixAustraliaSecPty

Final Results

Orix Australia (Securities) Pty Ltd
28 June 2004

ORIX Australia (Securities) Pty Limited
ABN   15 003 968 401

Annual report - 31 March 2004







Contents



                                                       Page

Directors' report                                         1

Statement of financial performance                        2

Statement of financial position                           3

Statement of cash flows                                   4

Directors' declaration                                    9

Independent audit report to the members                  10




ORIX Australia (Securities) Pty Limited
Directors' report

The Directors present their report on ORIX Australia (Securities) Pty Limited
(the 'Company') for the financial year ended 31 March 2004.

Directors

The following persons were Directors of the Company during the whole of the
financial year and up to the date of this report:

John P Sweeney
John J Carter
Minoru Osawa

Principal activity

The Company was formed for the purpose of acting as a financing company to
assist ORIX Corporation and its subsidiaries and affiliates in raising finance.
ORIX Corporation is the ultimate controlling entity, and is incorporated in
Japan.

Matters subsequent to the end of the financial year

As at the date of this report  no matter or circumstance has arisen since 31
March 2004 that has significantly affected, or may significantly affect:

(a)           the Company's operations in future financial years,  or

(b)           the results of those operations in future financial years, or

(c)           the Company's state of affairs in future financial years.

Likely developments and expected results of operations

The Directors intend that the Company will continue in subsequent financial
years to act as a financing company to assist ORIX Corporation and its
subsidiaries and affiliates in raising finance.

Rounding of amounts

The Company is of a kind referred to in Class Order 98/0100, issued by the
Australian Securities & Investments Commission, relating to the 'rounding off'
of amounts in the Directors' report.  Amounts in the Directors' report have been
rounded off in accordance with that Class Order to the nearest thousand dollars,
or in certain cases, to the nearest dollar.

This report is made in accordance with a resolution of Directors.

John P Sweeney
Director

Minoru Osawa
Director

Location
Date


ORIX Australia (Securities) Pty Limited
Statement of financial performance
for the year ended 31 March 2004





                                                                 Notes       2004           2003
                                                                            $'000          $'000
Revenue from ordinary activities                                   2       29,605         32,005
Borrowing costs                                                           (29,599)       (32,005)
                                                                          ________       ________
Net profit from ordinary activities before related income tax                   6              -
expense
                                                                        
Income tax expense                                                             (2)             -
                                                                          ________       ________                       
                                                           
                                                                                       
Net profit from ordinary activities after related income tax
expense                                                                         4              -
                                                                          ________       ________                       
                                                
Total changes in equity attributable to members of  ORIX
Australia (Securities) Pty Limited other than those resulting
from transactions with owners as owners                                         4              -
                                                                          ________       ________

The above Statement of financial performance should be read in conjunction with
the accompanying notes.

ORIX Australia (Securities) Pty Limited
Statement of financial position
As at 31 March 2004




                                                                         Notes        2004            2003
                                                                                     $'000           $'000
Current assets
Cash assets                                                                  3          46              35
Receivables                                                                  4     476,432         559,381
                                                                                   _______         _______
Total current assets                                                               476,478         559,416
                                                                                   _______         _______              
                                                                    
Non-current assets
Receivables                                                                  5      44,735          73,995
                                                                                   _______         _______
Total non-current assets                                                            44,735          73,995
                                                                                   _______         _______              
                                                                       
Total assets                                                                       521,213         633,411
                                                                                   _______         _______
Current liabilities
Payables                                                                     6       3,550           3,603
Interest bearing liabilities                                                 7     472,887         555,778
Other                                                                        8           2               -
                                                                                   _______         _______              
                                                                                
Total current liabilities                                                          476,439         559,381
                                                                                   _______         _______              
                                                                    
Non-current liabilities
Interest bearing liabilities                                                 9      44,735          73,995
                                                                                   _______         _______
Total non-current liabilities                                                       44,735          73,995
                                                                                   _______         _______              
                                                                       
Total liabilities                                                                  521,174         633,376
                                                                                   _______         _______              
                                                                    
Net assets                                                                              39              35
                                                                                   _______         _______              
                                                                              
Equity
Contributed equity                                                           10         35              35
Retained profits                                                                         4               -
                                                                                   _______         _______              
                                                                                
Total equity                                                                            39              35
                                                                                   _______         _______              
                                                                              

The above Statement of financial position should be read in conjunction with the
accompanying notes.

ORIX Australia (Securities) Pty Limited
Statement of cash flows
for the year ended 31 March 2004




                                                                            Notes        2004           2003
                                                                                        $'000          $'000
Cash flows from financing activities
Loans made to parent entity                                                         (112,151)         (7,120)
Repayment of borrowings                                                              112,151           7,120
Borrowing costs paid                                                                 (29,628)        (28,402)
Interest income received                                                              29,639          28,402
                                                                                    ________         _______    
Net cash inflow from financing activities                                                 11               -
                                                                                    ________         _______            
Net increase in cash held                                                                 11              -
Cash at the beginning of the financial year                                               35             35
                                                                                    ________         _______            
Cash at the end of the financial year                                         3           46             35
                                                                                    ________         _______            
                                                                                      




The above statement of cash flows should be read in conjunction with the
accompanying notes.

ORIX Australia (Securities) Pty Limited
Notes to the financial statements
31 March 2004





Note 1.  Summary of significant accounting policies


(a)      Basis of preparation of financial report

         The Company is not a reporting entity because, in the Directors' opinion, it is unlikely that users
         exist who are unable to command the preparation of reports tailored so as to satisfy, specifically,
         all of their information needs.

         This is a special purpose financial report that has been prepared for the purpose of complying with
         the Corporations Act 2001 requirements to prepare and distribute a financial report to the members
         and to meet the requirements of the USD 5,000,000,000 Euro Medium Term Note Programme that is listed
         on the London Stock Exchange and must not be used for any other purpose.  The Directors have
         determined that the accounting policies adopted are appropriate to meet the needs of the members.

         The Company has applied Accounting Standard AASB 1025: Application of the Reporting Entity Concept
         and Other Amendments, which amends the application clauses of all existing standards so that they
         now apply only to companies that qualify as reporting entities.  However, the financial report has
         been prepared in accordance with AASB 1018: Statement of Financial Performance, AASB 1034: Financial
         Report Presentation and Disclosures, AASB 1040: Statement of Financial Position and other applicable
         Accounting Standards and Urgent Issues Group Consensus Views with the exception of the disclosure
         requirements in the following:

         AASB 1017:                       Related Party Disclosures
         AASB 1033:                       Presentation and Disclosure of Financial Instruments

         The financial report is prepared in accordance with the historical cost convention, except for
         certain assets which, as noted, are at valuation.  Unless otherwise stated, the accounting policies
         adopted are consistent with those of the previous year. Comparative information is reclassified
         where appropriate to enhance comparability.

(b)      Tax consolidation

         The parent entity, ORIX Australia Corporation Limited, has decided to implement the tax
         consolidation legislation as of 1 April 2003.  The Australian Taxation Office has not yet been
         notified of this decision.  As a wholly-owned subsidiary, ORIX Australia (Securities) Pty Limited
         will become part of the tax consolidated group.  The tax consolidated entities have entered into a
         tax sharing agreement.

         This means that ORIX Australia (Securities) Pty Limited will derecognise its deferred tax balances
         as of 1 April 2003 and recognise a payable to the parent entity instead.  However, because of the
         tax sharing agreement, the impact of the implementation of the tax consolidation regime on the
         financial results of the entity on future financial years is not expected to be material.

Note 2.  Revenue

                                                                               2004            2003
                                                                              $'000           $'000
Revenue from operating activities
Interest revenue - wholly owned group                                        29,605          32,005
                                                                             ______          ______






Note 3.  Current assets - Cash assets
                                                                               2004            2003
                                                                              $'000           $'000
Cash at bank                                                                     11               -
Cash on deposit with controlling entity                                          35              35
                                                                             ______          ______

                                                                                 46              35
                                                                             ______          ______

Note 4.  Current assets - Receivables
                                                                               2004            2003
                                                                              $'000           $'000


Receivable from controlling entity                                          476,432         559,381
                                                                             ______          ______                     
                                                    

Note 5.  Non-current assets - Receivables
                                                                               2004            2003
                                                                              $'000           $'000
Receivable from controlling entity                                           44,735          73,995
                                                                             ______          ______                     
                                                      

Note 6.  Current liabilities - Payables
                                                                               2004            2003
                                                                              $'000           $'000
Other payables                                                                3,550           3,603
                                                                             ______          ______                     
                                                         

Note 7.  Current liabilities - Interest bearing liabilities
                                                                               2004            2003
                                                                              $'000           $'000
Unsecured
Non bank loans                                                              431,887         555,778
Bank loans                                                                   41,000               -
                                                                             ______          ______                     
  
                                                                            472,887         555,778
                                                                             ______          ______

Note 8.  Current liabilities - Other
                                                                               2004            2003
                                                                              $'000           $'000
Payable to controlling entity                                                     2               -
                                                                             ______          ______                     
                                                                 


Note 9.   Non-current liabilities - Interest bearing liabilities
                                                                               2004            2003
                                                                              $'000           $'000
Unsecured
Bank loans                                                                        -          35,000
Non bank loans                                                               44,735          38,995
                                                                             ______          ______ 
Total non-current interest bearing liabilities                               44,735          73,995
                                                                             ______          ______ 


Financing arrangements

The Company is party to a USD 5,000,000,000 Euro Medium Term Note Programme.  As
at 31 March 2004, Medium Term Notes amounting to 37,000,000,000 Japanese Yen
have been drawn down.  Additionally as at 31 March 2004, the Company is a party
to a USD 290,000,000 Multi Currency Global Revolving Facility. As as 31 March
2004, Australian dollar equivalent of 41 million was drawn down from this global
facility.  Further, the Company is also a party to a Japanese Yen equivalent
25,000,000,000 Long Term Global Credit Facility Agreement.  At 31 March 2004,
Japanese Yen equivalent of 2,000,000,000 was accessible to the Company and was
undrawn.

Note 10.    Contributed equity
                                                       2004            2003            2004            2003
                                                     Shares          Shares           $'000           $'000
(a)         Share capital
Ordinary shares
Issued and paid up capital                               35              35              35              35
                                                       ____            ____            ____            ____

(b)         Ordinary shares

Holders of ordinary shares are entitled to receive dividends as declared from
time to time and are entitled to one vote per share at shareholders meetings.

Note 11.     Remuneration of auditors

Fees for services rendered by the Company's auditor in relation to the statutory
audit are borne by the parent entity.


Note 12.     Related parties

Directors

The names of persons who were Directors of ORIX Australia (Securities) Pty
Limited at any time during the financial year are as follows:


John P Sweeney
John J Carter
Minoru Osawa

Wholly-owned group

ORIX Australia (Securities) Pty Limited is a controlled entity of ORIX Australia
Corporation Limited.  The ultimate controlling entity is ORIX Corporation
(incorporated in Japan).

Transactions between ORIX Australia (Securities) Pty Ltd and other entities in
the wholly-owned group during the years ended 31 March 2004 and 2003 consisted
of:

(a)        loans advanced by ORIX Australia (Securities) Pty Limited

(b)        loans repaid to ORIX Australia (Securities) Pty Limited

(c)        the payment of interest on the above loans
                                                                                        Parent entity
                                                                                     2004            2003
                                                                                    $'000           $'000
Aggregate amounts included in the determination of profit from ordinary
activities before income tax that resulted from transactions with entities in
the wholly-owned group:
Interest revenue                                                                   29,605          32,005
Interest expense                                                                  (29,599)        (32,005)

Aggregate amounts receivable from entities in the wholly-owned group at balance
date:
Current receivables - loans                                                       476,432         559,381
Non-current receivables (loans)                                                    44,735          73,995
                                                                                








ORIX Australia (Securities) Pty Limited
Directors' declaration
31 March 2004

As stated in Note 1(a) to the financial statements, ORIX Australia (Securities)
Pty Limited (the 'Company') is not a reporting entity because, in the Directors'
opinion, it is unlikely that users exist who are unable to command the
preparation of reports tailored so as to satisfy, specifically, all of their
information needs.  This is a special purpose financial report that has been
prepared to meet Corporations Act 2001 requirements.

The Company has applied Accounting Standard AASB 1025: Application of the
Reporting Entity Concept and Other Amendments, which amends the application
clauses of all pre-existing standards so that they now apply only to companies
that qualify as reporting entities.  However, the financial report has been
prepared in accordance with AASB 1018 Statement of Financial Performance, AASB
1034 Financial Report Presentation and Disclosures, AASB 1040 Statement of
Financial Position and other applicable Accounting Standards and other mandatory
professional reporting requirements, with the exceptions identified in Note 1
(a).

The directors declare that the financial statements and notes set out on pages 2
to 8:

(a)          comply with Accounting Standards, as detailed above, and the
Corporations Regulations 2001; and

(b)          give a true and fair view of the Company's financial position as at
31 March 2004 and of its performance, as represented by the results of its
operations and its cash flows, for the financial year ended on that date.

In the Directors' opinion:

(a)          the financial statements and notes are in accordance with the
Corporations Act 2001; and

(b)          there are reasonable grounds to believe that the Company will be
able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the Directors.


John P Sweeney
Director



Minoru Osawa
Director

Sydney
Date:






Independent audit report to the members of
ORIX Australia (Securities) Pty Limited

Scope

We have audited the financial report of ORIX Australia (Securities) Pty Limited
(the 'Company') for the year ended 31 March 2004,  being a special purpose
financial report, consisting of  the Statement of financial position, Statement
of financial performance, Statement of cash flows, accompanying notes to the
financial statements and the directors' declaration set out on pages 2 to 9. The
Directors' have determined that the accounting policies used and described in
Note 1 to the financial statements are appropriate to meet the requirments of
the Corporations Act 2001 and the needs of the members.  We have conducted an
independent audit of the financial report in order to express an opinion on them
to the members of the Company.  No opinion is expressed whether the accounting
policies used, and described in Note 1, are appropriate to the needs of the
members.

The financial report has been prepared for distribution to members for the
purpose of fulfilling the requirements of the Corporations Act 2001.  We
disclaim any assumption of responsibility for any reliance on this report, or on
the financial report to which it relates, to any person other than the members,
or for any purpose other than that for which it was prepared.

Our audit has been conducted in accordance with Australian Auditing Standards.
Our procedures included examination, on a test basis, of evidence supporting the
amounts and other disclosures in the financial report, and the evaluation of
significant accounting estimates.  These procedures have been undertaken to form
an opinion whether, in all material respects, the financial report is presented
fairly in accordance with the basis of accounting described in Note 1 to the
financial statements, so as to present a view which is consistent with our
understanding of the Company's financial position and performance, as
represented by the results of its operations and its cash flows.  These policies
do not require the application of all accounting standards nor other mandatory
professional reporting requirements in Australia.

The audit opinion expressed in this report has been formed on the above basis.

Audit Opinion

In our opinion, the financial report of ORIX Australia (Securities) Pty Limited
is in accordance with:

a)             the Corporations Act 2001, including:

i.    giving a true and fair view of the Company's financial position as at 31
March 2004 and of its performance for the year ended on that date in accordance
with the accounting policies described in Note 1 to the financial statements;
and

ii.   complying with AASB 1025 'Application of the Reporting Entity Concept and
Other Amendments', AASB 1018 'Statement of Financial Performance', AASB 1040
'Statement of Financial Position', AAB 1034 'Financial Report Presentation and
Disclosures' and other Accounting Standards in Australia, to the extent
described in Note 1, and the Corporations Regulations 2001; and

b)            other mandatory professional reporting requirements in Australia,
to the extent described in Note 1 to the financial statements.



KPMG






Andrew Yates                                   Sydney 
Partner


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FR QKFKKNBKKQAB                                                                                         

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