Centro MCS 38 Disclaimer

* This fund is temporarily closed for subscription.

Important Notice
CENTRO MCS 38
ELECTRONIC PRODUCT DISCLOSURE STATEMENT & PROSPECTUS (‘Offer Document’)

Centro MCS 38 Trust : ARSN 119 355 298 ('Trust')
Centro Watt America REIT 11, Inc: ARBN 120 435 092 ('US REIT')

Centro MCS Manager Limited ABN 69 051 908 984, AFSL 238775 ('The Manager') and Centro Watt America REIT 11, Inc: ARBN 120 435 092 (both as Issuers) bring you the opportunity to invest in the Centro MCS 38 Syndicate (the Syndicate) on the terms of the Centro MCS 38 Internation No.5 Product Disclosure Statement (‘Offer Document’). The following document is an electronic reproduction of the Offer Document.

Due to legal restrictions, access to this Offer Document is only available to residents of Australia. The distribution of the Offer Document in jurisdictions outside of Australia may be restricted by law and persons in such jurisdictions who come into possession of the Offer Document should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. The Offer Document does not constitute an offer or an invitation in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer or invitation.

The offer of Units in the Trust and Unsecured Notes in the US REIT will be made in, or be accompanied by, a copy of the Offer Document. Any resident of Australia wishing to acquire Units in the Trust and Unsecured Notes in the US REIT will need to complete the relevant hard copy Application Form and US Tax Form.

The Offer Document is an important document that should be read in its entirety before applying for Units in the Trust and Unsecured Notes in the US REIT. If you do not understand the Offer Document, you should consult your financial adviser.

The Issue
The electronic Offer Document contains details of this Offer, comprising Units in the Trust and Unsecured Notes in the US REIT, which constitutes part of an offer totalling approximately A$126 million.

Lodgement of the Offer Document with ASIC
A copy of the Offer Document accessible on this web site has been lodged with the Australian Securities and Investments Commission (ASIC). This Offer Document is dated 1 October 2007, which is the date of lodgement with ASIC.

Access to the Offer Document
The Offer Document has 96 pages. The electronic copy is in HTML and Adobe Portable Document Format (PDF) and is approximately 4 MB in size. You should ensure that any copy you view or print is complete. The Manager is not liable for any loss incurred from accessing or relying on the Offer Document including but not limited to data corruption on download.

Centro MCS Manager Limited and Centro Watt America REIT 11,Inc reserve the right to refuse to issue Units in the Trust and Unsecured Notes in the US REIT to any applicant if they believe that:

the applicant did not receive the electronic Offer Document in Australia; or
the applicant did not have access to the electronic Offer Document at the same time and by the same means as the applicant had access to the relevant Application Form and US Tax Form.

If you would like a free paper copy of the PDS or have any queries relating to the Offer please do not hesitate to contact the Manager on Freecall 1800 802 400 or email: investor@centro.com.au

By proceeding, I understand and agree with the foregoing statements, and confirm that I am a resident of Australia accessing this website from Australia.

I agree to the above terms and conditions.