GOODMAN GROUP — Capital/Financing Update 2005

Apr 14, 2005

Macquarie Goodman

15 April 2005

The Manager Company Notices Section Australian Stock Exchange Limited Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Sir

MACQUARIE GOODMAN GROUP ("MGQ") REVISED APPENDIX 3B

We attach a revised version of the Appendix 3B lodged by MGQ on 12 April 2005. The attached Appendix 3B has been revised in respect of Part 2 "pro rata issue".

Yours faithfully

Carolyn Scobie Company Secretary

enc.

Macquarie Goodman Group Macquarie Goodman Management Limited ABN 69 000 123 071 Macquarie Goodman Funds Management Limited ABN 48 067 796 641; AFSL Number 223621

Level 10, 60 Castlereagh Street Sydney NSW 2000 GPO Box 4703 Sydney NSW 2001

+61 2 9230 7400 Telephone +61 2 9230 7444 Facsimile info@macquariegoodman.com.au www.macquariegoodman.com

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 177/96. Origin: Appendix 5. Amended 177/98, 179/99, 177/2000, 30/9/2001, 11/3/2002, 171/2003.

Name of entity

Macquarie Goodman Group

ACN

Macquarie Goodman Management Limited ACN 000 123 071 Macquarie Goodman Industrial Trust ARSN 091 213 839

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{1}$ ⁺Class of ⁺securities issued or to be issued

Ordinary stapled securities

• $\overline{2}$ Number of ⁺securities issued or to be issued (if known) or maximum number which may be issued
• $\mathbf{3}$ Principal terms of the *securities (eg, if options, exercise price and expiry date; if partly paid *securities, the amount outstanding and due dates for payment: if *convertible securities, the conversion price and dates for conversion)

Estimated to be 125,924,433

Fully paid ordinary stapled securities

⁺ See chapter 19 for defined terms.

4	Do the securities rank equally in all respects from the date of allotment with an existing class of quoted *securities?	The units referred to herein rank pari passu with the existing ordinary securities of Macquarie Goodman Group (MGQ).
	If the additional securities do not rank equally, please state: the date from which they do the extent to which they ۰ participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
5	Issue price or consideration	\$3.64 per stapled security.
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Offer of stapled securities pursuant to a non- renounceable one for ten Priority Entitlement Offer and Public Offer, as described in the corresponding MGQ Product Disclosure Statement and Prospectus ("Offer Document")
7	Dates of entering *securities into uncertificated holdings or despatch of certificates	4 May 2005 (Initial Allotment Date under the Initial Allocation, as defined in the Offer Document) and 24 May 2005 (Final Allotment Date of remaining MGQ stapled securities under the Retail Entitlement Offer and Public Offer, as defined in the Offer Document).
8	Number and *class of all	Number Estimated to be	+ Class Ordinary
	*securities quoted on ASX (including the securities in clause 2 if applicable)	1,385,168,761	Stapled Securities
		Number	+ Class
9.	Number class and of all securities not quoted on ASX (including the securities in clause 2 if applicable)	Not applicable	Not applicable
10	Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Refer to section 4 above

⁺ See chapter 19 for defined terms.

Part 2 - Bonus issue or pro rata issue

• $11$ Is security holder approval required?
• 12 Is the issue renounceable or nonrenounceable?
• 13 Ratio in which the "securities will be offered
• $14$ *Class of *securities to which the offer relates
• 15 *Record date to determine entitlements
• 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
• 17 Policy for deciding entitlements in relation to fractions
• 18 Names of countries in which the entity has "security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

19 Closing date for receipt of acceptances or renunciations Non-renounceable

1 stapled security for every 10 stapled securities held on the Record Date

Ordinary stapled securities

15 April 2005

Yes

$\overline{No}$

Rounded down to nearest whole number of stapled securities

All countries outside of Australia and New Zealand

3.00pm, 29 April 2005 - Early Retail Closing Date 5.00pm, 16 May 2005 - Closing Date for Retail Entitlement Offer and Public Offer

⁺ See chapter 19 for defined terms.

20.	Names of any underwriters	Macquarie Equity Capital Markets Limited ("MECM") UBS AG, Australia Branch JP Morgan Australia Limited
21	Amount of any underwriting fee or commission	2% of total gross proceeds of the Offer less those proceeds resulting from the subscription of new securities by Macquarie Bank Limited and Goodman Holdings Group
		Structuring fee to MECM of \$1,000,000
22	Names of any brokers to the issue	Not applicable
23	Fee or commission payable to the broker to the issue	Not applicable
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of *security holders	A handling fee of 1.0% of the application price per new security capped at a $$3,000$ per application payable participating to organisations of ASX and members of the Financial Planning Association in respect of new securities allotted to retail applicants
25	If the issue is contingent on	Not applicable
	*security holders' approval, the date of the meeting
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	On or about 20 April 2005
27	If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders	Not applicable
28	Date rights trading will begin (if applicable)	Not applicable
29.	Date rights trading will end (if applicable)	Not applicable
30	How do *security holders sell their entitlements in full through a	Not applicable

⁺ See chapter 19 for defined terms.

• 31 How do *security holders sell part of their entitlements through a broker and accept for the balance?
• 32 How do *security holders dispose of their entitlements (except by sale through a broker)?

33 *Despatch date Not applicable

Not applicable

Initial Allotment Date 4 May 2005 Final Allotment Date 24 May 2005 Expected Despatch Date of Holding Statements 27 May 2005

Part 3 - Ouotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities (tick one)

$(b)$

• $(a)$ Securities described in Part 1 $\bar{\mathbf{x}}$
• All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

35	If the "securities are "equity securities, the names of the 20 largest holders of the additional securities, and the number and percentage of additional securities held by those holders
-36	If the securities are equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1.000$ $1.001 - 5.000$ $5.001 - 10,000$ $10,001 - 100,000$ 100,001 and over
-37	A copy of any trust deed for the additional *securities

Tick to indicate you are providing the information or documents

⁺ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

• Number of securities for which 38 *quotation is sought
• 39 Class of *securities for which quotation is sought
• 40 Do the *securities rank equally in all respects from the date of allotment with an existing *class of quoted *securities?

If the additional securities do not rank equally, please state:

• $\bullet$ the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
• 41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

Number and *class of all *securities 42 quoted on ASX (including the securities in clause 38)

Number	$^+ \rm Class$

$+$ See chapter 19 for defined terms.

Ouotation agreement

• $\mathbf{I}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the "securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
• The issue of the *securities to be quoted complies with the law and is not for $\bullet$ an illegal purpose.
• There is no reason why those *securities should not be granted *quotation.
• An offer of the "securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any *securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided at the time that we request that the "securities be quoted.
• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the *securities be quoted.

⁺ See chapter 19 for defined terms.

• $\overline{3}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the *securities begins. We acknowledge that $\overline{ASX}$ is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ................................... . . . . . . . . . . . . . . . . . . . . (Company Secretary) 15 April 2005

Print name: Carolyn Scobie

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$+$ See chapter 19 for defined terms.