The following document is an electronic reproduction of the DenX Limited Prospectus ("Prospectus") without an Entitlement and Acceptance Form ("Application Form").  It does not constitute an offer by DenX Limited ("DenX").

The Prospectus is dated, and was lodged with the Australian Securities & Investments Commission ("ASIC") on, 31 October 2003.  Applications for shares under the Prospectus cannot be made, and will not be processed, until after the Record Date (as defined in the Prospectus).

DenX shares will only be issued to those eligible to participate in the offer as stipulated by section 2.2 of the Prospectus.

WARNING

The offer under the Prospectus will be made to those shareholders of DenX on the Register at 5.00 p.m. (Melbourne time) on the Record Date with a registered address in Australia, New Zealand, Belgium, Germany, Netherlands, Israel or the United Kingdom (provided there are 50 shareholders or less resident in the United Kingdom on the Record Date) on the basis of an entitlement to subscribe for one new share for every three shares held on that date ("Rights Offer").  Shares not taken up by such shareholders under the Rights Offer may be offered to other shareholders wishing to subscribe for more than their entitlement under the Rights Offer.

The distribution of the Prospectus in jurisdictions outside Australia, New Zealand, Belgium, Germany, Netherlands, Israel or the United Kingdom (provided there are 50 shareholders or less resident in the United Kingdom on the Record Date) may be restricted by law and persons who come into possession of the Prospectus should seek advice on and observe any such restrictions.  Any failure to comply with such restrictions may constitute a violation of applicable securities laws.

Applicants should read the Prospectus in its entirety, and seek independent professional advice, before applying for the shares under the Prospectus.

HOW TO APPLY FOR SHARES

Details of how to apply and where to send completed Application Forms are set out in section 2.10 of the Prospectus and on the Application Form. 

Applications for shares may only be made on the Application Form attached to or accompanying a hard copy of the Prospectus.  There is no facility for applications to be accepted electronically.  Applications will not be processed until after the Record Date.

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