Lead Manager

BABCOCK & BROWN PROSPECTUS
The Ernst & Young Building
321 Kent Street
Sydney NSW 2000
Australia
Tel 61 2 9248 5555
Fax 61 2 9248 5212
DX Sydney Stock
Exchange 10172
9 September 2004
GPO Box 2646
Sydney NSW 2001
The Directors
Babcock & Brown Limited
Level 39, Chifley Tower
2 Chifley Square
SYDNEY NSW 2000
Dear Directors
Independent Accountant's Report on Reviewed Pro-Forma Historical Financial Information
We have prepared this Independent Accountant's Report (“Report”) on historical pro-forma financial
information of Babcock & Brown Limited and its consolidated entities (“Babcock & Brown”) for inclusion in a
prospectus to be dated on or about 9 September 2004 (the “Prospectus”) relating to the initial public offering
(“IPO”) of shares in Babcock & Brown. Expressions used in this report are the same as those used in the
prospectus.
Scope
We have been requested to prepare a report reviewing the following information for inclusion in the Prospectus:
• the pro-forma consolidated statements of financial performance of Babcock & Brown for the years ended
31 December 2001, 2002 and 2003 and the pro-forma consolidated statements of cash flows for the years
ended 31 December 2002 and 2003 prepared under applicable Accounting Standards in Australia
(“AGAAP”);
• the pro-forma consolidated financial performance for the year ended 31 December 2003 based on
Australian equivalents to International Financial Reporting Standards (“Australian IFRS”).The basis of
Australian IFRS is set out in Section 5.4.4 of the Prospectus;
• the pro-forma consolidated statements of financial position of Babcock & Brown as at 31 December 2003
under both AGAAP and Australian IFRS; and
• accompanying notes information;
(together the “Detailed Pro-Forma Historical Financial Information”).The Detailed Pro-Forma Historical
Financial Information in relation to Babcock & Brown is included in Appendix A of the Prospectus.
Financial information for the year ended 31 December 2001 has been derived from the audited consolidated
financial statements of Babcock & Brown Holdings Inc (“BBH”), prepared under applicable Accounting Standards
in the United States, which were previously audited by a firm other than Ernst & Young LLP, who issued an
unqualified audit opinion on those financial statements.The Detailed Pro-Forma Historical Financial Information
relating to the years ended 31 December 2002 and 2003 has been derived from the audited financial statements
of BBH, prepared under applicable Accounting Standards in the United States, which were previously audited by
Ernst & Young LLP. Ernst & Young LLP issued unqualified audit opinions on those financial statements.
In preparing the financial statements the effects of all transactions between entities within the Babcock & Brown
group have been eliminated.
The pro-forma consolidated statements of financial performance have been prepared to the level of profit from
ordinary activities before bonus expense and income tax expense.The pro-forma consolidated statements of
financial performance exclude the impact of the historical bonus and taxation structures, which are not
considered relevant given anticipated changes as a result of the IPO.
Liability limited by the Accountants Scheme, approved
under the Professional Standards Act 1994 (NSW).
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