Prospectus

Document date:  Wed 01 Dec 1999
Published:  Wed 01 Dec 1999 00:00:00
Document No:  197204
Document part:  D
Market Flag:  N
Classification: 

CHAOSMUSIC LIMITED                            1999-12-01  ASX-SIGNAL-G

HOMEX - Sydney                                                        

+++++++++++++++++++++++++
PUBLIC OFFER

The Public Offer is open to Australian residents. Applicants under
the Public Offer will be required to nominate the price per Share and
number of Shares applied for. The minimum dollar value per Application
is $2,000 and the Application must be in multiples of 200 shares.


INSTITUTIONAL OFFER
0

The Institutional Offer is open to Australian institutions. The
following is a summary only of the arrangements which will apply to
participants in The institution Offer only. Only the Lead Manager
will provide additional details of the institutional Offer, including
bidding instructions, to participants in the Institutional Offer.

INVITATION TO BID

Institutional investors are invited, pursuant to this Prospectus, to
bid for Shares in the Institutional Offer.

MINIMUM BID 0
SIZE

The minimum bid is 50,000 Shares and thereafter in multiples of
10,000 Shares.


PRIORITY OFFER

The Priority Offer is open to members of ChaosMusic, the Gaslight VIP
Program and OzEmail StockWatch who have pre-registered for a
Prospectus before 5.00 pm (AEST) on Wednesday 10 November 1999 and
are Australian residents. Applications under the Priority Offer must
be for a dollar amount of Shares. The minimum Application is $2,000
and thereafter in multiples of $200. Appli0
cants for Shares in the
Priority Offer must complete the Priority Offer Application Form
attached to this Prospectus and follow the instructions above for
paper Applications.


BROKER FIRM OFFER

The Broker Firm Offer is open to clients of the Lead Manager who
receive a firm allocation of Shares. Applications under the Broker
Firm Offer must be for a dollar amount of Shares. The minimum
Application is $2,000 and thereafter in multiples of $200. Applicants
for Shares in the Br0
oker Firm Offer must complete the Broker Firm
Application Form attached to this Prospectus and follow the
instructions above for paper Applications. Applications in the Broker
Firm Offer up to the value allocated by the Lead Manager will not be
subject to any scale-back (due to oversubscription) but may be
rounded down.


PURPOSE OF THE OFFER

The proceeds from the Offer will be used as follows:

                                   $million

Marketing expenses (1)             0
    6.7 
Working capital requirements           3.3
Acquisition of Gaslight                2.0 
Float expenses                         2.0 
Repayment of convertible notes         1.0 
Total                                 15.0

(1) Projected to be incurred for the period ending 31 December 2000 


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