Wes tpa c BlueChi p20 · Au strali an Fin ancial Se rvic es Lic ence No 230523 The Westpac...

Dated: 17 September 2010Separately Managed Accounts ARSN 114 818 530BlackRock Investment Management (Australia) Limited ABN 13 006 165 975Australian Financial Services Licence No 230523

The Westpac BlueChip20 Product Disclosure Statement is provided in two parts:n Part A – Model and feesn Part B – SMA information

You should read both Part A and Part B before making a decision to invest.

Product Disclosure StatementPart A – Model and fees

Westpac BlueChip20

2 Part A – Model and fees

Important information

Application is invited for investment in the Separately Managed Accounts ARSN 114818 530 ("SMA"), a portfolio service that is registered with the Australian Securitiesand Investments Commission (“ASIC”) as a managed investment scheme under theCorporations Act 2001 (Cth). This portfolio service is established and offered withinthe SMA and is referred to in this Product Disclosure Statement (PDS) as the“Westpac BlueChip 20”. This is called the “Offer”.

BlackRock Investment Management (Australia) Limited (referred to in this PDS as"BlackRock Investment Management (Australia) Limited", "BlackRock", "we", "our"or "us") is the Responsible Entity of the SMA and the issuer of this PDS.

None of BlackRock Inc., its associates and subsidiaries (other than BlackRockInvestment Management (Australia) Limited) have prepared this PDS, or areresponsible for its contents. None of BlackRock Investment Management(Australia) Limited, BlackRock Inc., any of its associates and subsidiaries orWestpac (as defined opposite) guarantees the success of the Westpac BlueChip20,or the repayment of capital or a particular rate of return, income or capital.

The information contained in this PDS is general information only and does nottake into account your individual objectives, financial situation, needs orcircumstances. You should assess in conjunction with your professional adviserwhether investing in the Westpac BlueChip20 is appropriate for you having regardto your objectives, financial situation, needs and circumstances.

The Offer is only available to Australian residents who receive this PDS,whether in paper or electronic form, in Australia. Investors who receive thisPDS in electronic form are entitled to obtain a paper copy of this PDS (includingthe Application Form) free of charge by contacting BlackRock InvestmentManagement (Australia) Limited (see the contact details on the next page).The distribution of this PDS in jurisdictions outside Australia may be restricted bylaw and persons into whose possession this PDS comes should inform themselvesabout, and observe, any such restrictions. Failure to comply with the restrictionsmay violate those laws.

Updating information

Certain information in this PDS may change. We will issue a supplementaryPDS in respect of any changes that have a materially adverse impact fromthe point of view of a retail investor deciding whether to invest. Updatedperformance information and other general information relating to theWestpac BlueChip20 can be obtained free of charge at any time from thewebsite at www.westpac.com.au/bluechip20.

A paper copy of updated information is available free of charge upon request(see our contact details on the next page).

We reserve the right to change the features of theWestpac BlueChip20 atany time.

Potential investors should note the further information about how BlackRockcan change the Constitution that governs theWestpac BlueChip20, that is setout under "General information" in Part B.

Defined Terms

Certain capitalised terms are used throughout this PDS. See the "Glossary" in theApplication Form for the definitions of these capitalised terms.

Westpac – Role

TheWestpac BlueChip 20 is marketed and distributed byWestpac Banking Corporation (Westpac) (ABN 33 007 457141, AFSL No. 233714). TheWestpac BlueChip 20 is issuedby BlackRock Investment Management (Australia) Limited.Westpac is not the issuer of theWestpac BlueChip20 nor doesit have any responsibility in relation to this PDS other than inrespect of the statements made by them or statements basedon statements made by them or that are based on statementsmade by them that are included in this PDS. Westpac marketsand distributes theWestpac BlueChip20 under an agreementwith BlackRock Investment Management (Australia) Limited.Westpac is not an agent of BlackRock Investment Management(Australia) Limited, nor does it have any authority to bind ormake statements on behalf of BlackRock InvestmentManagement (Australia) Limited or any of its related entities.

An investment in theWestpac BlueChip20 is not a depositwith, or any other liability of Westpac or any other companyin theWestpac Group of companies. It is subject to investmentrisk, including possible delays in repayment or loss of incomeand principal invested. None of Westpac or any of its relatedentities stands behind or otherwise guarantees the capitalvalue or investment performance of any investment offeredin this PDS.

Contents 3

Contents

PART A – Models and fees

What is the Westpac BlueChip20Separately Managed Account? 4

Model Portfolio features at a glance 5

Model Portfolio Managers and Model Profile 6

BlackRock Index – Top 20 7

Fees and other costs 9

PART B – SMA information

What is the Westpac BlueChip20Separately Managed Account? 2

Significant benefits 4

Significant risks 5

How the SMA works 6

Investor reporting 10

Tax features 11

General information 13

Investor authorisations, acknowledgements & agreements 17

Application Form

Application process 2

Investment application form 5

Investor checklist 7

Glossary 8

Contact details for enquiries about theWestpac BlueChip20

General number for enquiries: 1800 816 222Email enquiries: [email protected]: www.westpac.com.au/bluechip20

The name and contact details of theResponsible Entity are:

BlackRock Investment Management (Australia) LimitedLevel 18, 120 Collins StreetMelbourne VIC 3000GPO Box 225MELBOURNE, 3001

Email: [email protected]: www.blackrockadviser.com.au


What is the Westpac BlueChip20 SeparatelyManaged Account?

TheWestpac BlueChip20 Separately Managed Account (SMA) is established and offered within the Separately Managed Accounts,a registered managed investment scheme in which each investor has a separate Account to which their investments are allocated(“Account”).

Your Account can be constructed by using the available investment strategy that you select with your financial adviser. Eachinvestment strategy is referred to as a Model Portfolio, and are summarised under "Model Portfolio Managers and Model profiles" inPart A. Once you decide with your financial adviser that the Model Portfolio is suited to your investment needs and objectives, we willpurchase securities to be included in your Account so that it reflects the Model Portfolio.

You will be the beneficial owner of securities in your Account. You can view online all of the securities which are included in yourAccount as a single Account. Your investment strategy and preferences may only be communicated to us by your NominatedRepresentative (this is your adviser – refer to "Nominated Representatives" in Part B for more information).

The Model Portfolio Manager will manage the Model Portfolio on an ongoing basis, and we will buy and sell securities to be includedin, or removed from, your Account as the Model Portfolio changes.

Part A – Model and fees 5

The main features of the Model Portfolio are contained below. Additional information on the Model can be found under "ModelPortfolio Managers and Model profiles" in Part A.

Model Portfolio Manager

Model Portfolio name BlackRock Index – Top 20

Code BR0002

Principal investment objective To match the return of the S&P/ASX 20 Accum. Index

Can derivatives be used? Yes

Indicative number of stocks About 20

Minimum Model investment No fixed minimum1

Model Portfolio Manager’s Fees2

Investment Fee Nil

Performance Fee applicable? No

Benchmark Index S&P/ASX 20 Accum. Index

1. Your adviser will assist you to determine the appropriate amount. See also the information under "How the SMA works" in Part B. Please note there is a minimum initial investment of $5,000total to establish your BlueChip20 Account.

2.Model-specific fees shown only – other fees also apply. Full details can be found under "Fees and other costs" in Part A. All fees are quoted inclusive of GST and net of any reduced input tax credits.

Model Portfolio features at a glance


Model Portfolio Manager and Model Profile

BlackRock Investment Management (Australia) Limited

BlackRock® Inc. is a premier provider of global investmentmanagement, risk management and advisory services toinstitutional and retail clients around the world. ThroughBlackRock Solutions® – an outgrowth of our longstandinginvestment in sophisticated, integrated systems – we offer riskmanagement services and enterprise investment systemoutsourcing to a broad base of institutional portfolios.

BlackRock® Inc directly manages investments on behalf ofinstitutional and retail clients from all over the globe. BlackRockhas asset management teams covering all major asset classes,across many investment styles and regions around the globe.Through cutting edge systems capabilities and an unqualifiedcommitment to teamwork and communication across all itsinvestment capabilities BlackRock® Inc delivers an unparalleledbreadth of perspective and insights to the management of all itsclient portfolios.

Headquartered in New York, BlackRock® Inc. operates offices indifferent countries, maintaining a major presence in most keymarkets including the United States, the United Kingdom, Asia,Australia, the Middle East and Europe.

BlackRock Investment Management (Australia) Limited is theModel manager and acts as the Responsible Entityof the SMA under the Corporations Act.

When you invest with BlackRock you are gaining the expertiseof an experienced team of Australian investment professionalsbacked by the international resources and knowledge of one ofthe world's largest investment managers.

Within Australia BlackRock manages across a range of productsand services including equities, fixed income and property.

We are a member of the Financial Services Council (FSC).


Model Portfolio Profile: BR0002BlackRock Index – Top 20

Investment objective

The BlackRock Index – Top 20 Model Portfolio seeks to matchthe total return (both income and capital growth) of theS&P/ASX 20 Accumulation Index, before taking into accountModel Portfolio fees and expenses.

Model Portfolio Manager

BlackRock

Designed for investors who...

� seek exposure to Australian equities through a portfolioof large capitalisation stocks;

� are happy to receive index returns without any activeinvestment management; and

� accept the risk of significant price fluctuations.

Investment Strategy

The investment objective of this Model Portfolio is pursuedby investing in a representative sample of shares held in theS&P/ASX 20 Accumulation Index. The Index is comprised of the20 largest and most liquid stocks in the Australian stock market.The Model Portfolio may invest in shares that have been or areexpected to be included in the Index.

Benchmark Index

S&P/ASX 20 Accumulation Index

Asset allocation ranges (%)

Minimum Benchmark Maximum

Australian Equities 95 100 100

Cash 0 0 5

Risk

All investments have an inherent level of risk. We recommendthat you read the section headed “Significant risks” in Part B.

Performance Returns

The Model Portfolio’s initial inception date with the WestpacBlueChip20 was 4 November 2005. Current performance datafor all Model Portfolios can be found on the website of theWestpac BlueChip20 at: www.westpac.com.au/bluechip20.

Fees

Fees applicable to this service are set out in further detail under“Fees and other costs” in Part A. The Model Portfolio Managerdoes not currently charge a fee for this Model.

Investment Fee Nil

Performance Fee Nil

Further details on fees can be found under "Fees and other costs"in Part A.


Consents

Westpac Banking Corporation and BT Securities Limitedhave given and have not withdrawn their consent to beingnamed in this PDS and to the inclusion of the statementsin this PDS made by or stated to be based on statementsmade by them, in the form and context in which they areincluded.


Fees and other costs

Type of fee or cost Amount How and when paid

Fees when your money moves in or out of the Fund

Establishment Fee.The fee to open your investment. Currently Nil Not applicable

Contribution Fee. The fee on each cash amount Currently Nil Not applicablecontributed to your investment.

Withdrawal Fee. The fee on each amount you Currently Nil Not applicabletake out of your investment.

Termination Fee. The fee to close your investment. Currently Nil1 Not applicable

Management Costs.The fees and costs formanaging your investment.

Administration Fee.2 The fee for operating the First $500,000 0.60% p.a. The Administration Fee is calculatedWestpac BlueChip20. $500,001 – $1,000,000 0.44% p.a. monthly in arrears based on the daily

$1,000,001 – $5,000,000 0.33% p.a. value of your Account and is deducted$5,000,001 – $10,000,000 0.23% p.a. directly from your Account.More than $10,000,000 0.05% p.a.

Fees and other costs

DID YOU KNOW?Small differences in both investment performance and fees and costs can have a substantial impact on your long term returns.

For example, total annual fees and costs of 2% of your Account balance rather than 1% could reduce your final return by upto 20% over a 30 year period (for example, reduce it from $100,000 to $80,000).

You should consider whether features such as superior investment performance or the provision of better member servicesjustify higher fees and costs.

You may be able to negotiate to pay lower contribution fees and management costs where applicable. Ask your financial adviser.

TO FIND OUT MOREIf you would like to find out more, or see the impact of the fees based on your own circumstances, the Australian Securities andInvestments Commission (ASIC) website, www.fido.asic.gov.au has a managed investment fee calculator to help you check outdifferent fee options.

This PDS shows fees and other costs that you may be charged. These fees and costs may be deducted from your money, from returnson your investment or from the Westpac BlueChip20 assets as a whole.

Information about taxes is set out under "Tax features" in Part B.

You should read all the information about fees and costs because it is important to understand their impact on your investment.

Fees and costs that relate to particular investment options are set out in each Model Portfolio profile under "Model Portfolio Managersand Model profiles" in Part A.

All fees are in Australian dollars and are inclusive of Goods and Services Tax (GST) and net of any reduced input tax credits.


Type of fee or cost Amount How and when paid

Service fees3

Adviser Service Fee.4 The fee payable to your Up to 1.10% p.a. The Adviser Service Fee is calculatedadviser based on your daily balance. monthly in arrears and is based on the

daily value of your Account and isdeducted directly from your Account.This amount may be negotiated withyour adviser.

Direct Client Service Fee5. Up to 0.825% p.a. The Direct Client Service Fee isThe fee payable to dealer groups to deducted directly from your Account.facilitate the provision of the The fee is calculated monthly in arrearsWestpac BlueChip20 to their based on the daily value of youradvisers and clients. Account.

1. No Termination Fee is payable, however any Management Costs and Service Fees accrued but not yet paid would be deducted from your Account prior to the cash and securities in your Accountbeing transferred out.

2. The Administration Fee is tiered – for example a balance of $1,000,000 would be charged at 0.60% for the first $500,000 and 0.44% for the next $500,000.3. These fees include an amount payable to an adviser. See “Adviser Remuneration” in the “Additional explanation of fees and costs” section in Part A for further details.4. Refer to ‘Adviser Service Fee” in the “Additional explanation of fees and costs” section in Part A for further details.5. Refer to "Direct Client Service Fee" in the "Additional explanantion of fees and costs" section in Part A for further details.

Additional explanation of fees and costs

Administration Fee

The Administration Fee is paid to the Responsible Entity,BlackRock, to cover the costs of the Westpac BlueChip20. Thefee is based on your total Account balance, including any cashand other assets that are not part of a Model Portfolio and haveminimum holding locks applied. The fee is calculated daily andpaid monthly in arrears from the cash balance in your Account.

Adviser Remuneration

A financial adviser providing advice on your investment in theWestpac BlueChip20 may receive payment for advice on theissue of the product (commission). Your financial adviser has tomeet his or her expenses from this commission, and also relieson it to provide an income. You may negotiate with yourfinancial adviser to waive part or all of their commission inrelation to your Account.

Establishment Fee

An Establishment Fee may be payable on the amount investedin the Westpac BlueChip20. This fee is paid to your adviser atyour direction for services that your adviser provides to you.

The Establishment Fee is currently nil.

Contribution Fee

A Contribution Fee may be payable on amounts invested in theWestpac BlueChip20. This fee is paid to your adviser at yourdirection for services that your adviser provides to you.

The Contribution Fee is currently nil.

Withdrawal Fee

AWithdrawal Fee may be payable on amounts withdrawn fromthe Westpac BlueChip20. This fee is paid to your adviser at yourdirection for services that your adviser provides to you.

The Withdrawal Fee is currently nil.

Termination Fee

A Termination Fee may be payable on an amount withdrawn orsecurities transferred to you from the Westpac BlueChip20 whenyou close your investment. This fee is paid to your adviser atyour direction for services that your adviser provides to you.

The Termination Fee is currently nil.


Adviser Service Fee

An Adviser Service Fee may be payable on the amount investedin the Westpac BlueChip20. The fee is negotiable up to amaximum of 1.10% p.a. The Adviser Service Fee is calculatedmonthly in arrears based on the daily value of your Account andis deducted directly from your Account.

This fee is payable as commission to your financial adviser.A lower Adviser Service Fee can be negotiated with yourfinancial adviser, as outlined under “Adviser Remuneration”in Part A.

We will pay the Adviser Service Fee to your financial adviserfrom your Account in accordance with your direction in theApplication Form.

Please note only the Adviser Service Fee or the Direct ClientService Fee may be applicable.

Direct Client Service Fee

A Direct Client Service Fee may be payable for the costs ofmaking this PDS available and for determining, reviewing andassessing the Model Portfolio(s) to be offered under the WestpacBlueChip20.

The Direct Client Service Fee, if applicable, is calculated monthlyin arrears based on the daily value of your Account and isdeducted directly from your Account.

The Direct Client Service Fee is currently up to 0.825% p.a.

Please note only the Adviser Service Fee or the Direct ClientService Fee may be applicable.

Taxes

We may charge taxes to your Account. Refer to "Tax features" inPart B for further information.

Transactional and operational costs

Transaction costs cover our costs of buying and sellingsecurities in your Account, primarily brokerage but mayinclude Government taxes, bank charges and stamp duty(if any). These costs are incurred when transactions are effected.Where transaction costs are incurred in relation to more thanone investor Account, they will be allocated pro rata acrossall affected investor Accounts. The Westpac BlueChip20 isexpecting to take advantage of wholesale brokerage ratesof around 0.05% plus GST.

Where for operational reasons there is insufficient cash forthe settlement of a trade within the Westpac BlueChip20, anoverdraft facility is available for which interest is charged.Interest expenses will be allocated on a pro-rata basis amongstaffected investor Accounts to the extent of any negative cashbalance. This is intended as a short term arrangement only.

A Model Portfolio Manager may elect to trade some or all oftheir securities outside the regular trading process. These tradeswill not be able to be netted and may attract varying amounts ofbrokerage, which will be deducted as an expense from the cashbalance of your Account.

Expense recoveries

BlackRock is entitled to be reimbursed from the SeparatelyManaged Account for all expenses which we properly incuror become liable for in connection with administering theSeparately Managed Account (including the WestpacBlueChip20) including audit, legal and tax consulting fees.In addition, any compliance committee costs, expenses andliabilities can be paid or reimbursed from the SeparatelyManaged Account.

We may be entitled to input tax credits for certain costs orexpenses that we incur in our capacity as Responsible Entity ofthe Separately Managed Account. If any claim for input taxcredits results in us, in our capacity as Responsible Entity,receiving a payment from the Australian Taxation Office (ATO),the amount of the ATO payment will be applied towards costsand expenses that we may incur in our capacity as ResponsibleEntity (and which we are otherwise entitled to deduct frominvestors Accounts).

To the extent that the costs, expenses and charges areattributable to a particular investor then they are deducted fromthat investor's Account. Otherwise, these amounts are allocatedequitably amongst all Separately Managed Account investors aswe determine.

Unless we determine otherwise, costs, expenses and charges areallocated to Separately Managed Account investors in proportionto their Account value expressed as a percentage of the totalvalue of investors’ Accounts with the resultant cost debited fromyour Account. We can also invoice you for the amount, or anypart of the amount, allocated to you and this is a debt due to usnotwithstanding that there may be insufficient funds in yourAccount to pay the debt.


You also indemnify us against any liability we may incur as aconsequence of acting on your instructions.

Unless we advise otherwise, all expenses not attributable to aparticular investor will be paid by the Responsible Entity fromthe Administration Fees that it obtains from the SeparatelyManaged Account.

Can fees and charges change?

Yes, all fees and charges can change. They may vary over timeas a result of changes to the product, the Constitution of the SMA,changing economic conditions and changes in regulations.

The Constitution sets the range of fees we are entitled to chargeas a percentage of your gross Account value and the maximumlevel of those fees.

These are:

Administration costs: up to 3.3%

Investment costs

Management fee: up to 3.3%

Performance fee: up to 55% of out-performanceof a benchmark

The fees applicable to your investment are set out under "Feesand other costs" in Part A and although we have the power tochange our fee structure, we have no present intention to do so.

We will, however, provide a minimum of 30 days notice to yourNominated Representative if any existing fees are to beincreased.

We are unable to charge more than the Constitution permits(to change the Constitution in this way, we would usually needto have investors’ approval). Full details are set out under"Constitution" in Part B.

Individual fee arrangements and service providerarrangements

We may pay some of our fees to dealer groups who distributethe Separately Managed Account or to “wholesale investors”including “professional investors” (as defined in the CorporationsAct) so that in effect they pay lower overall fees. This is generallybecause they invest very large amounts of money in theSeparately Managed Account.

We may also, at our discretion, enter into a variety ofarrangements with service providers such as master fundand IDPS operators which may involve us making paymentsto, and providing services to, these operators in return forthe promotion of the Separately Managed Account.

Such payments may be one-off payments or on-going paymentsbased on a percentage of funds under management. Thesepayments are paid out of our fees and are not an additional costto the investor. Further details on these payments (if any) maybe obtained directly from your adviser, master trust or IDPSoperator.

Additionally, we may provide alternative forms of remunerationwhich include professional development, sponsorship andentertainment to licensed financial advisers, dealer groupsand master trust or IDPS operators. Where such benefits areprovided, they are payable by us and not an additional cost toyou. We maintain a public register of alternative forms ofremuneration in accordance with FSC/FPA Industry Code ofPractice on Alternative Forms of Remuneration. Please contactus if you wish to inspect this register.

Differential Fees

In accordance with the Corporations Act, we may individuallynegotiate fees with investors classed as “wholesale” or“professional” investors on the basis of the value of theirinvestments.

We may also offer reduced fees to employees of the ResponsibleEntity and its related bodies corporate.

We cannot enter into individual fee arrangements withother investors.


Example: the BlackRock Index – Top 20 Model Portfolio

Example Balance of $50,000 with total contributions of $5,000 during year

Contribution Fees Nil For every $5,000 you put in you will be charged $0.

PLUS

Management CostsAdministration Fee First $500,000 0.60% p.a. And, if you have a balance of $50,000 in theWestpac

$500,001 – $1,000,000 0.44% p.a. BlueChip20 youwill be chargedAdministration fees of $300.$1,000,001 – $5,000,000 0.33% p.a.$5,000,001 – $10,000,000 0.23% p.a.More than $10,000,000 0.05% p.a.

AND AND

Investment Fee 0% p.a. an Investment Fee of $0

PLUS PLUS

Service FeesAdviser Service Fee 1.10% p.a. an Adviser Service Fee of $550

OR OR

Direct ClientService Fee 0.825% p.a. a Direct Client Service Fee of $412.50

AND AND

Research andConsulting Fee 0% p.a. a Research and Consulting Fee of $0

EQUALSCost of Westpac If your balance in theWestpac BlueChip20 was $50,000BlueChip20 for the whole year then you would be charged Management

Costs (which includes Administration Fees but excludes anyPerformance Fees) and Service Fees (which includes AdviserFees or Direct Client Service fees) of $850 or $712.50.1

1. The amount assumes a constant investment of $50,000 throughout the year. Administration Fees and Adviser Service Fees or Direct Client Service Fees will also be charged in relation toadditional contributions.

Please note that this is an example. In practice the actual investment balance of an investor will vary and the actual fees and expenseswe charge are based on the value of your Account which also fluctuates.

Example of annual fees and costs for theWestpac BlueChip20

This table below gives an example of how the fees and costs in the Separately Managed Account can affect your investment over a oneyear period. You should use this table to compare this product with other products.

Dated: 17 September 2010Separately Managed Accounts ARSN 114 818 530BlackRock Investment Management (Australia) Limited ABN 13 006 165 975Australian Financial Services Licence No 230523

The Westpac BlueChip20 Product Disclosure Statement is provided in two parts:n Part A – Model and feesn Part B – SMA information

You should read both Part A and Part B before making a decision to invest.

Product Disclosure StatementPart B – SMA information

Westpac BlueChip20

2 Part B – SMA information

The Westpac BlueChip20 Separately Managed Account (SMA) is established and offered within the Separately Managed Accounts,a registered managed investment scheme in which each investor has a separate Account to which their investments are allocated(“Account”).

Your Account can be constructed by using the available investment strategy that you select with your financial adviser. Eachinvestment strategy is referred to as a Model Portfolio, and are summarised under "Model Portfolio Managers and Model profiles" inPart A. Once you decide with your financial adviser that the Model Portfolio is suited to your investment needs and objectives, we willpurchase securities to be included in your Account so that it reflects the Model Portfolio.

You will be the beneficial owner of securities in your Account. You can view online all of the securities which are included in yourAccount as a single Account. Your investment strategy and preferences may only be communicated to us by your NominatedRepresentative (this is your adviser – refer to "Nominated Representatives" in Part B for more information).

The Model Portfolio Manager will manage the Model Portfolio on an ongoing basis, and we will buy and sell securities to be includedin, or removed from, your Account as the Model Portfolio changes.

What is the Westpac BlueChip20 SeparatelyManaged Account?

Part B – SMA information 3

Other key features

Contributions and Investments and withdrawals can be in cash or by way of transfer of CHESS eligible Australian securitiesWithdrawals to and from you. See "How the SMA works" in Part B for details.

Minimum cash holding 2% of your Account.

Minimum Initial Investment, There is currently a minimum initial contribution amount of $2,500 plus a minimum initial loanMinimum Withdrawal Amount, drawdown of $2,500 (total of $5,000). The minimum Account balance is $5,000. You shouldMinimum Account Balance discuss with your adviser to determine the appropriate amount to be invested. See "How the SMA

works" in Part B for further details about withdrawals.

Additional Investments You must participate in the Regular Contribution Plan and you can make additional investmentsat any time. The minimum amount for additional investments is $500 total.

Regular Contribution Plans You must make regular contributions to your investment of at least $500 total under the regularcontribution plan. See "How the SMA works" in Part B for full details.

Minimum Trade Size A default minimum trade size of 0.20% is currently applied per security, per trade. This means thatsecurities in your Account will generally only be traded if the trade size is greater than or equal tothat of the specified minimum trade size.Setting a minimum trade size per security will generally ensure that trades (buys or sells) of a valueless than the nominated amount will not be executed.Having a minimum trade size may result in the performance of your Account deviating from theperformance of the Model Portfolio(s).

Income Income from investments held in your Account is added to your Account; when paid it is added toyour cash holding and included in the next rebalance (refer to "How the SMA works" in Part B foradditional information on the rebalance process).ORYou may choose to have your investment income paid into your linked bank account periodically.

Reporting All reporting for the SMA is made available online and applications will only be accepted frompersons who agree to receive reports through this facility.Some of the key reports available include:Portfolio and Loan ReportThis gives a full valuation of your Account broken down by each company included in theS&P/ASX 20 Accumulation Index. It also includes your current Loan balance, including theoutstanding principal and any interest applied to your Loan.Performance ReportThe performance of your Account holding over a selected date range is available daily.Transaction ReportLists all buys and sells, brokerage, and fees and charges deducted in respect of your Account(excluding loan interest).Income and Expense ReportingLists all income and expenses including franking credits.Tax ReportingDaily tax reporting is available online with a tax parcel level interface to many commonly usedaccounting software packages.

Need Help?

If you have any queries regarding the SMA, please speak to your financial adviser.


The significant benefits of investing in the SMA include:

� View the securities that make up your Account at any time

You own a Portfolio of securities, not units in a trust. You can log into the investor website at any time to view the individualsecurities that make up your Account. Please note, in some circumstances, such as when trading is being conducted in respect ofyour selected Model Portfolio(s), your exact security holdings will not be available for the period of the trading or longer at thediscretion of the Model Portfolio Manager.

� Move securities into or out of your Account at any time

Contributions and withdrawals can be in cash or in kind – all CHESS-eligible listed Australian securities are accepted. Movingsecurities into or out of the SMA does not result in a realisation for capital gains tax purposes. Once you have selected your blendof Model Portfolio(s) we will sell those securities not required and invest the proceeds as per your selection.

� Keep your trading costs down with our netting policy

Trading within the SMA is conducted on a pooled level. This means that each day we assess the net trading requirements of the wholeSMA and trade securities on this basis.

For example, if investors in one Model Portfolio of the SMA are selling securities in ABC Company and at the same time investors inanother Model Portfolio of the SMA are buying the same number of securities in ABC Company we will simply transfer that securityfrom one group of Accounts to the other without incurring any brokerage cost. The benefits (in terms of lower brokerage costs) arepassed onto investors.

� You don’t inherit other investor’s capital gains

Unlike most other managed investment schemes, your tax position as a result of investing in the SMA is affected only by theactivity within your own Account. You do not buy into gains which have built up from other investors’ earlier investments, and youdo not realise gains as a result of other investors’ decisions to withdraw from the SMA.

� You can easily arrange for regular additional investments

It is easy to arrange to make a regular additional contribution into your Account. Full details are set out under “How the SMAworks" in Part B.

Significant benefits


Before you make an investment decision, it is important toidentify your investment objectives and the level of risk you areprepared to accept. This may be influenced by factors such as:

� the timeframe over which you are expecting a return on yourinvestment and your need for regular income versus longer-term capital growth.

� your level of comfort with volatility in returns.

� the general and specific risks associated with particularModel Portfolio(s).

� the extent to which you are willing to gear your investment.

� risks associated with the structure through which yourinvestments are made.

It is important for you to obtain personal advice about yourfinancial circumstances and needs, as well as the suitability ofthe SMA and any Model Portfolio selection before you apply toestablish an Account within the SMA or select any ModelPortfolio(s).

General risks

All investments have an inherent level of risk. Investment riskmay result in loss of income or capital invested and possibledelays in repayment. You could receive back less than youinitially invested and there is no guarantee that you willreceive any income.

Portfolio investment risk

Historically securities have offered higher returns over the long-term than other asset classes, however they are volatile and canperform poorly over the short to medium term. The ModelPortfolio in this PDS has exposure to securities.

The Model Portfolio profiles under "Model Portfolio Managersand Model profiles" in Part A provide general guidance on thetypes of securities likely to be contained in each Model.

Regulatory risk

This is the risk that a government or regulator may affect thevalue of securities that a Model Portfolio invests in, byintroducing regulatory or tax changes.

Market risk

Economic, technological, political or legislative conditions andeven market sentiment can (and do) change and this can meanthat changes in the value of investment markets can affect thevalue of the investments in a Model Portfolio.

Derivative risk

A range of financial derivatives, for example futures and options,may be used to implement investment decisions and to managerisk in a Model Portfolio. An investment in derivatives can causea Model Portfolio to make gains or incur losses.

Derivative transactions may also involve the risk (including creditrisk) that the counterparty on a transaction will be unable tohonour its financial obligation to the SMA. The tables under"Model Portfolio features at a glance" in Part A indicate theModel Portfolio(s) which are permitted to use derivatives.

Scheme risk

There are risks particular to investing in the SMA including thatthe SMA could be terminated, fees and charges could change,we could be replaced as responsible entity, Model PortfolioManagers may be changed and Model Portfolios could beclosed or change.

Significant risks


How to applyTo make an investment in the SMA and open your Account, youmust complete the Application Form that accompanies this PDSand the required margin lending documents.

Minimum application amount

The current minimum investment amount for the SMA is $5,000total. This is made up of a cash amount of $2,500 and a Loan drawdown of $2,500.

You should ask your financial adviser about what is an appropriateamount for you to invest in the SMA or a Model Portfolio, as asmall investment may mean that the performance of yourAccount differs from the Model Portfolio(s) you invest in.

Your Account will generally be established (that is the relevantsecurities will be acquired for your holding) on the next tradingday after your application has been approved by BlackRock andyour Loan has been approved by BT.

Transferring securities

Any existing holdings of CHESS eligible Australian securities maybe transferred into your Account (any securities being transferredinto your Account must be in the same name that you areapplying for an Account under). Unless otherwise instructed,eligible securities transferred into the SMA will get sold if theydo not form part of the selected Model Portfolio. We wait for allsecurities and cash to clear before including your Account in therebalance process.

Original documents will be forwarded to us by your financialadviser who will also complete the details of your Account. YourAccount will only become active once details are completed andwe have received your completed Application Form, togetherwith your application amount and any securities you aretransferring to your Account.

Until your Account becomes active any securities transferred willbe held apart from the rebalance process, you will receive intereston cash balances held in this period but may also incur fees.

Once your Account is active, your investment amount will beapplied to your selected Model Portfolio(s) at the nextrebalancing opportunity after we receive your investmentinstructions - generally each Business Day.

Making additional investments

You can also make additional payments into yourWestpacBlueChip20 via BPAY. There is no restriction on the amount,frequency or timing of these investments.

These payments should be made by electronic transfer to:

Biller Code: 347112Ref: Your BPAY Customer Reference No.*

* You will be advised of your Account number and BPAY Customer Reference Number when yourAccount has been opened.

The money transferred will be invested in your Account at the nextavailable date for investment.

As a regular contributor you should keep the PDS together withany updated information for future reference. You can download acurrent copy from the website at www.westpac.com.au/bluechip20at any time. We will also inform your Nominated Representativeby e-mail each time a new PDS or Supplementary PDS is issued.

Regular Contribution Plan

As part of theWestpac BlueChip20, you must make regularcontributions to your investment by signing up to our RegularContribution Plan (where we receive an agreed amount from yourbank account each month).

Under the Regular Contribution Plan we will receive a regularamount (i.e. the monthly instalment contribution) from yournominated bank on or about the 15th of each month. Once youmake the initial election on the Application Form you need take nofurther action - we will arrange for the transfer of funds eachmonth. You can reduce, change or stop contributions at any timefree of charge, by contacting BT Securities Limited. The minimumregular monthly contribution forWestpac BlueChip20 is $500total per month.

Margin lending

You must complete the Margin Lending Application whichaccompanies the BT Margin Lending document. The terms andconditions of your linkedWestpac BlueChip20 Loan are set out inthe BT Margin Lending documents.

You cannot invest in the SMA unless you are approved by BT for aLoan. The arrangements relating to this Loan are described in theBT Margin Lending documents.

Receiving income or dividends

Unless specified otherwise income or dividends received will formpart of your cash holding within your Account. If you would likeyour dividends to be excluded from your cash holding and paidperiodically into your nominated bank account please ask yourfinancial adviser to select this option for you.

How the SMA works


Termination

BlackRock reserves the right to terminate your participation in theSMA at any time by giving not less than 7 days notice to you. At theend of that notice period, you will be taken to have given BlackRocka request to withdraw in cash all your investment in your Accountand the provisions relating to cash withdrawals described under"Withdrawing your Investment" in Part B, will apply.

Withdrawing your investmentYou will normally be able to request a withdrawal on anybusiness day and requests will be complied with promptly,subject to any requirements of the law and as set out below.

All withdrawal instructions are subject to review and approvalby the margin lender.

Withdrawal instructions will be delivered to us by your marginlender. Once you give a withdrawal instruction, you cannotrevoke the instruction unless we give our approval. Withdrawalsfrom the SMA can be made in cash (to your linked bank account)or via a transfer of securities to your name, or a combination ofcash and securities.

If a combination of cash and securities is selected, the transfer outof securities must be confirmed before the remaining securities aresold to generate the cash portion of the withdrawal.

If applicable, the minimum withdrawal amount and minimumbalance requirements which apply to your Account are set outunder “Other key features” in Part B.

If a full withdrawal is requested, your investment in the SMA willbe treated as being terminated and your Account will be closed.

Transfer of securities

A withdrawal request for the transfer of securities must indicatethe name and number of securities to be transferred and theaccount number into which they are to be transferred. Securitiescan only be transferred into your name. Any instruction for awithdrawal by a transfer of securities must be in writing andsigned by your margin lender.

Requests will generally be actioned on the Business Day followingreceipt of your request.

There are no fees for withdrawals by way of a transfer ofsecurities. However, if following the transfer, your Accountholding no longer reflects your Model Portfolio(s) (for example,because you requested a transfer of one security only), we willneed to rebalance your Account at the next Rebalancing Date.Unless the rebalancing can be effected in full under the nettingprocess described under “Investments in the SMA” in Part B, therebalancing may result in brokerage being charged to your Account.Note that while a security transfer is in process, your Account willnot be included in the daily rebalance process.

Cash withdrawals

Cash withdrawals will be paid into your linked bank account(note, this is also your margin loan account).

Any instruction for a cash withdrawal must be in writingand signed by your margin lender. Sale of your investments inyour Account will commence at the next Rebalancing Datefollowing receipt of your withdrawal request (subject to anysuspension of withdrawals, refer to "Suspension of withdrawals"in Part B for more details). Generally, each Business Day is aRebalancing Date.

Securities will be sold proportionately across all your ModelPortfolio(s) (if applicable). The value you will receive will be thatat which the securities are sold net of all fees, charges andexpenses including transaction costs such as brokerage.

The sale of securities will generally be actioned on the businessday following receipt of your request and the proceeds willgenerally be available within 24 hours of settlement of the saleof securities. While this is typically within 4 Business Days, thiscannot be guaranteed as there may be delays depending onliquidity of assets, market and other factors beyond our control.

Unless specifically requested, the withdrawal amount willaccumulate as part of your cash holding until the full amount isavailable for transfer to you.

Suspension of withdrawals

In unusual circumstances outside our control such as the closureor disruption of a relevant security exchange, we may suspendwithdrawals from investor Accounts for the period that thesecircumstances prevail.


Investments in the SMA

How your investments are held

All assets held within the SMA, including those held in yourAccount, are held in our name as the Responsible Entity or byany custodian that we appoint. Each investor’s cash, selectedsecurities and liabilities are segregated into a separate Account andheld separately on trust for them. Records of individual securityholdings by each investor are retained by us within the SMA.

Maintaining a minimum cash holding

In order to ensure there is sufficient cash to pay fees and satisfycharges in connection with the settlement of trades that arecarried out in respect of your Account, you must maintain aminimum amount of cash in the SMA. This is in addition to anycash that a Model Portfolio may require to be maintained inyour Account. The minimum cash amount is calculated as apercentage of your Account and is set out in the table under"Other key features" in Part B.

If at any time the minimum cash in your Account falls below therequired minimum, we may sell some of the securities in yourAccount to bring your cash back up to the required minimumlevel. Please refer to the section under “Going above or belowthe minimum cash holding” in Part B.

The cash will be held in a bank account or invested in a cashfund selected by us. Any interest or income earned on any cashthat is held in respect of your Account will be credited to yourAccount as and when it is received by us. If your Account has anegative cash balance (i.e. your cash balance is overdrawn as aresult of trades carried out for your Account), your Account willbe charged interest on the negative balance.

Going above or below the minimum cash holding

Where cash in excess of the minimum cash holding accumulates,(for example from the receipt of income or dividends) it will beinvested on the next Rebalancing Date (generally the nextBusiness Day) subject to minimum trade sizes being achieved.

If the cash balance in your Account falls below the minimumrequired, additional securities will be sold (or purchases reduced)pro-rata across your Account (subject to any minimum holdinglocks).

Fees attributable to your minimum cash holding

The minimum cash held in your Account will be subject to theAdministration Fee and any cash held in accordance with aModel Portfolio will be subject to the Administration Fee and theInvestment Fee applicable to that Model Portfolio. See “Fees andother costs” in Part A for details of applicable fees.

Investment process and rebalancing

Rebalancing within the SMA is an automatic process whereby theModel Portfolios are compared against investors’ Accounts.

The rebalancing process within the SMA will be undertaken on eachRebalancing Date, generally each Business Day. However, yourAccount will only be affected in the following circumstances:

� a Model Portfolio Manager advises us of a change to aModel Portfolio comprising your Account;

� you make an investment in or withdraw cash and/orsecurities from your Account; or

� where your cash balance has moved away from theminimum required as a result of income received orfees paid.

A cash balance of 2% of your total investment will be retained.Interest is paid on any cash that is retained in your Account.

From time to time, subject to the minimum rebalancing amountof 0.20% of the value of your Account, your Account may berebalanced to reflect the changing values of the securities youown, or to retain your 2% cash position. This will be undertakenautomatically through the buying or selling of securities withinyour Account.

Your regular monthly contributions, including the equivalentloan amount, will be received from your linked bank account onthe 15th of each month. The combined funds will be used topurchase additional securities in accordance with the ModelPortfolio.

Your monthly contributions will be used to buy those securitiesthat your Account is the most underweight at the time. Thisprocess occurs automatically and ensures that your Accountreflects, as closely as possible, the performance of the S&P/ASX20 Accumulation Index.


Dealing in securities

Dealing in securities for the SMA will be undertaken by us on theadvice of the relevant Model Portfolio Managers. Dealing willoccur on an aggregate basis across all Model Portfolios withinthe SMA to take advantage of scale and netting opportunities.All securities will be allocated to the relevant Accounts on a prorata basis.

In order to minimise the amount of brokerage paid, we willgenerally use a single execution only broker. However, we mayuse other brokers if market conditions and security-specificfactors warrant it.

The brokers may include a BlackRock company, a related entityto the Responsible Entity, but the Responsible Entity may changebrokers at any time.

Labour standards, environmental, social and ethicalconsiderations

Unless otherwise indicated in the Model Portfolio profile(s)described under "Model Portfolio Managers and Model profiles"in Part A, our Model Portfolio Managers do not take into accountlabour standards or social, environmental or ethicalconsiderations in the context of making investment decisionsrelating to the Model Portfolios, except to the extent that theyconsider these issues when they have the potential to materiallyimpact on the merits of those investment decisions.

Netting

The SMA seeks to minimise brokerage costs by eliminatingunnecessary trading; this process, known as netting, works tooffset buy and sell trades in a security so that only the netposition is traded.

The netting of transactions occurs across all holdings withinthe SMA. For example, if two Model Portfolios each hold ABCCompany securities, and one Model reduces their holding andthe other increases their holding by the same amount, this willnot result in a transaction.

If there is an exact netting of transactions within the SMA,the netted transactions are priced at ASX closing price.Otherwise, they are priced at the average of the traded priceof the securities. Other transactions are priced as traded. Thevalue of the trades are averaged and attributed to all investorswhere trades were generated. Brokerage is applied pro rata.

Corporate actions

As the Responsible Entity for the SMA, BlackRock will receivecommunications relating to corporate actions affecting thesecurities held in your Account. For example, the issuers ofthe securities will send any notices of meetings relating tothe securities, and any offers of dividend or distributionreinvestment plans, to BlackRock.

In dealing with corporate actions, we will act in the best interestsof investors in the SMA as a whole, but will generally not beobliged to act on any individual investor’s directions.

Our policy regarding corporate actions affecting securitiesheld in SMA is that generally:

� we will elect to receive dividends and distributions in cash,which will be credited to your cash holdings within yourAccount;

� we will generally adopt a neutral position and not voteat meetings of holders of securities, although we mayexercise our discretion and vote depending on the particularcircumstances; and

� we will deal with other corporate actions using our discretion.

In certain limited circumstances, entitlement to corporateactions may be subject to externally imposed limits or capswhich may result in your entitlement to participate in thecorporate action through your SMA holding being less than anentitlement if an individual investor holding the same number ofsecurities directly.


Online reporting

All investor reporting is available online from the investorwebsite.

Once your Account has been set up, your NominatedRepresentative will provide you with a link to the investorwebsite together with a User ID and password to access it.The first time you log in, you will be required to change thispassword. By applying for an Account you agree to obtainreports electronically. Once your Account is activated, you willbe able to access your Account information and view yourAccount valuations online.

For terms and conditions relating to your password access,please refer to “Investor authorisation, acknowledgements& agreements” in Part B.

Account information available includes:

� your Account details

� daily valuations of your Account

� cash account transactions

� security purchases and sales

� distribution and dividend details

� brokerage paid

� fees and other charges deducted

� loan account transactions

� the balance of your Loan.

Please note, in some circumstances, such as when trading isbeing conducted in respect of your Model Portfolio, your exactsecurity holdings will not be available for the period of thetrading or longer at the discretion of the Model PortfolioManager.

Confirmations of transactions

By completing the Application Form, you agree thatconfirmation of transactions involving your Account will beprovided to you by means of your Account which you accessonline using your password.

Your Account will indicate the date and details, including theamount paid for the securities and any associated fees andcharges, of each transaction made in respect of your Account.

Valuing your Account

Updated valuations of your Account will generally be availableeach Business Day. ASX listed securities will be priced at previousclose of market prices. Other assets will generally be valued atthe offer price for the relevant asset. Upon their disposal, suchassets will be realised at the actual sell price for those assets,and accordingly, the realisation proceeds may be less that thevalue recorded in your Account for those assets.

Tax reporting*

Tax reports are available online at any time to assist you withyour tax planning or in the preparation of your tax return.

Performance reporting*

� Daily performance of your entire Account is available online.

� Model Portfolio performance information is also availableonline daily. Model Portfolio performance is shown basedon$1,000,000 invested at the inception of each Model.

* Performance reporting is not always up to date on the website and tax reports may not becorrect until after the end of financial year as some securities may not provide final positionsuntil quite late.

Separately Managed Accounts financial information

A copy of the Annual Financial Report for the SMA will generallybe available by the end of September each year and published onthe web site. This report will provide consolidated informationon the overall financial position of the SMA and will not containany information particular to an individual investor’s Account.We will send you a copy of the Annual Financial Report to youremail or other notified electronic address if you have elected toreceive it on your application form.

Responsible Entity reporting requirements

The Separately Managed Accounts is a disclosing entity asdefined under the Corporations Act. As a disclosing entity, theSeparately Managed Accounts is subject to additional regularreporting and disclosure obligations. Any continuous disclosurenotices required pursuant to the Corporations Act will beavailable at www.blackrockadviser.com.au.

You have a right to request us to provide to you free of charge,the half yearly condensed financial report, the audited annualfinancial report and any continuous disclosure notices.

Investor reporting


Tax features

Investing, and dealing with investments, often has tax andsocial security implications which can be complex, and whichare invariably particular to your circumstances. The taxinformation set out below is a broad overview of the possibleAustralian income tax consequences for Australian residentswho invest through the SMA. As the taxation consequencesof investing differ between investors, it is important thatyou seek your own professional advice before you makeinvestment decisions.

Taxation of the SMA

The SMA is not taxed since all investments are beneficially heldby investors directly in their separate Accounts. You have avested and indefeasible interest in your assets held through theSMA. All income and gains on the securities and other assets inyour Account accrue directly to you.

Tax on Income

Depending on the types of investments made, your Account canderive income in the form of dividends, interest, gains on thedisposal of investments and other types of income. Generallyspeaking such income is taxable, but tax credits (for example,franking credits or foreign income tax offsets (if applicable)) maybe available to offset part or all of any resulting tax liability.

If you receive franking credits your entitlement to use thosecredits to offset tax or obtain a refund of tax may be affectedby your holding of the underlying securities which resulted in thecredits. Generally speaking you must hold the relevant securitiesat risk for more than 45 days (90 days for preference shares)to be entitled to the credit. Please see your tax adviser for furtherinformation, as some exceptions do apply. Tax reporting availableonline includes an estimate of the available tax credits in relationto your Account.

Tax on Capital Gains

The disposal of investments in your Account may result in ataxable gain or loss under the capital gains tax provisions of theIncome Tax Assessment Act. These disposals may be triggered bythe investment decisions of a Model Portfolio Manager or by youin the case of a withdrawal.

Capital gains will be calculated based on the nominal gain ondisposal of investments. Where the asset disposed of was heldfor 12 months or more, eligible investors may be able to claimconcessional tax treatment.

Should a disposal result in a capital loss, the loss may be able tobe offset against capital gains arising in that or subsequent years,but is not permitted to be offset against other income. Thisincludes gains or losses realised by you outside the SMA; gainsand losses are consolidated based on your overall tax positionand are not isolated to or quarantined to your Account.

In some cases, (e.g. you are in the business of trading insecurities) gains and losses on the disposal of some investmentsmay be taxed on revenue account and not be subject to thecapital gains tax rules. You should consult your professionaladviser in this regard.

Foreign Investments

Foreign income (e.g. foreign dividends) (if any) may be subject towithholding tax in the country from which the income is derived.Generally speaking, this income will be taxable in Australia witha foreign income tax offset available for the foreign withholdingtax paid.

Taxation Reform

The Federal Government is currently reviewing some taxationlaws relating for instance, to the introduction of the new ForeignAccumulation Fund (FAF) regime. This could result in change tothe taxation treatment of your investment. We stronglyrecommend that investors monitor reforms closely and seektheir own independent professional advice on the potentialapplication of those reforms to their specific circumstances.

Interest and other expenses

Interest on your Loan and other fees and expenses relatingto your investment in the SMA may be tax deductible dependingon your circumstances.

Providing your Tax File Number

The Application Form attached to this PDS includes provisionto quote your Tax File Number (TFN), Australian BusinessNumber (ABN) or exemption. As outlined there, you may choosenot to do so, however if you do not quote your TFN, ABN orexemption we will be obliged to deduct tax at the highestmarginal rate plus the Medicare Levy on your behalf.


Goods and Services Tax

GST will be charged on or incorporated in various expenses paidby the SMA including the fees charged for managing the ModelPortfolios and administering the SMA. All fees in this PDS arequoted inclusive of GST and net of reduced input tax credits.

Tax Reporting

Various reports are available to assist you with determiningthe tax status of your Account. These reports are generallyavailable for you to view and print from the investor website atany time.

Downloads are available for many accounting packages to assistyou in the preparation of your tax return.


The SMA Constitution and the Corporations Act govern an investor’s rights. Under the SMA Constitution, an investor has the beneficialinterest in the assets held in that investor’s Account.

The legal interest is held by us or any custodian that we appoint. The table below summarises the differences between an investor’srights as an investor in the SMA and their rights if they were to invest directly and hold the securities in their own name.

General information

Investing through SMA Investing directly in the security

The investor is the beneficial owner of the investments but they The investor receives notices about the securities, includingare registered in our name or any custodian that we appoint. notices of meetings and annual reports and retains fullConsequently, the investor does not automatically: discretion to exercise voting rights.

� receive notices from the issuer of the underlyinginvestments; or

� have voting rights in relation to the underlying investments.

The investor has online access to a single report consolidating The investor receives reports and accounts from the issuer ofthe relevant information regarding the performance of each security, not a single consolidated report.underlying investments.

The timing of payments, rate of return (due to fees or taxes The investor receives direct payment, rate of return andpayable), timing of distributions and price of investments pricing of investments.may differ from those available to direct investors.

The time to acquire or withdraw from an underlying Investment and withdrawal are made in accordance with theinvestment may be delayed by the SMA administrative parameters of the particular investments.requirements.

A corporate action may impose a limit or cap on the number The investor’s entitlement under a corporate action isof entitlements per holding, which may result in an investor determined by their individual holding and is not affectedreceiving fewer securities or a lesser entitlement than a by the holdings of others.direct investor.

Generally, investors holding securities through the SMA will not The investor has full access to any shareholder discountbe able to access shareholder discount cards and other schemes.similar schemes.


Cooling off rights

You have a 14 day cooling off period in which to decide if theinvestment is right for you. The 14 day period commences fromthe earlier of the time your investment is confirmed by us andthe 5th day after your Account is activated.

Your refund will be paid by either an in specie transfer ofsecurities or cash following the sale of securities (at yourrequest) commencing at the next rebalance following receipt ofyour instructions to exercise your cooling off right.

Irrespective of whether you choose to be paid in cash or byhaving the individual securities returned to you, the value of yourinvestment is likely to have changed over the period due tomarket movements. For this reason, depending upon thecircumstances, the amount returned to you may be greateror less than the amount you initially invested

The Responsible Entity’s legal relationship with you

BlackRock is the Responsible Entity of the SMA. BlackRock holdsAFSL no 230523 which authorises it to operate the SMA.

We can retire as Responsible Entity on 30 days notice or we canbe removed in accordance with the Corporations Act.

Constitution

Our responsibilities and obligations as the Responsible Entity ofthe SMA are governed by the Constitution for the SMA, as wellas the Corporations Act and general trust law.

The Constitution contains a number of provisions relating tothe rights, terms, conditions and obligations imposed on bothinvestors and us. Your financial adviser will be able to obtaina copy of the Constitution for you from us free of chargeon request.

The Constitution contains a provision that investors and allpersons claiming through them are bound by the terms ofthe Constitution.

The main provisions which relate to your rights under theConstitution include:

� your absolute entitlement to the assets and cash creditedto your Account

� your right to withdraw from the SMA and what you areentitled to receive when you withdraw or if the SMA iswound up

� your rights to attend and vote at meetings of the SMA –these mainly reflect the requirements of the CorporationsAct which also deals with investor rights to requisition orcall a meeting; and resolutions passed by a requisite majorityat a meeting of investors are binding on all investors; and

� your ability to transfer or register security interests (whereaccepted by us) over your Account.

There are also provisions governing our powers and duties,some of which are discussed elsewhere in this PDS.

Others include:

� when we can terminate the SMA and what happens if we do.The SMA will terminate 80 years less one day after it wasestablished unless terminated earlier. We can terminate theSMA by giving the required notice, and if we do, you sharepro rata in the net proceeds from us selling the investments;

� our right to be paid by, or receive a benefit from, anincoming Responsible Entity, and not be required to accountto investors for such payment or benefit;

� when we can amend the Constitution. Generally we canonly amend the Constitution where we reasonably believethat the changes will not adversely affect your rights as aninvestor. Otherwise the Constitution can only be amended ifapproved by special resolution at a meeting of investors;

� our right to refuse to accept application for interestswithout giving any reason;

� our right to determine minimum application, withdrawal andholding amounts and powers in support of these minimums;

� our ability to terminate your participation in the SMA on14 days notice or if you breach any terms and conditionsof the SMA Constitution or your Account;

� our right to deduct amounts you owe us from withdrawalproceeds; and

� our broad powers including to act on properly authorisedinstructions, invest, and generally manage the SMA.

In particular, your Account will be credited with:

� all monies you pay into the SMA;

� all other monies and assets that we receive from youor on your behalf;

� any investments acquired on your behalf; and


� such other amounts and assets that determine to beappropriate to credit to the Account.

Your Account will be debited with:

� all monies paid out to you or your Nominated Representative;

� any monies required to settle a securities transactionfor you;

� any monies required for the payment of fees, charges,expenses and taxes associated with your Account orinstructions;

� any assets disposed of on your behalf; and

� such other amounts as we determine to be appropriate todebit to the Account.

In some circumstances we need not act on your instructions(such as where your Account does not include sufficient fundsor where it is impractical or impossible to do so – for instancewhen markets are closed or disrupted).

The Constitution provides that the liability of each investoris limited to its investment in the SMA. An investor is notrequired to indemnify us or our creditors in respect of theSMA. However, no complete assurance can be given in thisregard as the ultimate liability of a member has not been finallydetermined by the courts.

All liabilities, which in our opinion are attributable to a particularinvestor or investor’s Account, are to be satisfied either or both:

� from that investor’s Account; and/or

� from you by invoice.

No limitation of liability applied for such liabilities.

The Constitution also deals with our liabilities in relation tothe SMA and when they can be reimbursed to us out of theSMA’s assets, for example, subject to the Corporations Act:

� we are not liable for acting in reliance and in good faithon professional advice;

� we are not liable to investors for any loss provided we didnot act negligently or we believed we acted in good faith inaccordance with the law and the Constitution; and

� we can be reimbursed for all liabilities we incur inconnection with the proper performance of our dutiesin respect of the SMA.

A copy of our documented policy in relation to the exercise ofdiscretions in determining the value of interests in the SMA isavailable from us at no charge.

Compliance Plan

We have lodged a Compliance Plan for the SMA with ASIC.The Compliance Plan sets out the measures we will take toensure we comply with the Corporations Act and theConstitution for the SMA.

To oversee compliance with the Compliance Plan, we haveestablished a Compliance Committee. The ComplianceCommittee is required to report breaches of the Constitutionand the Corporations Act to the directors of the ResponsibleEntity and in some circumstances to ASIC.

Auditor

The current auditor of the SMA is Deloitte Touche Tohmatsu of550 Bourke Street, Melbourne VIC 3000.

Custody

BlackRock currently holds all funds and assets in the SMA.

However, in future we may appoint a custodian to holdSMA assets. Any custodian appointed may (but need not)be an associate of BlackRock and in either case mustsatisfy applicable legal and regulatory requirements.

Enquiries and complaints

If you have a query or complaint, please contact your financialadviser who may be able to deal with this in the first instanceon your behalf.

If you have a complaint that is not resolved by your financialadviser, you can either call our Client Services Centre on1300 366 101 or write to our Enquiries and Complaints Officerat BlackRock, Level 18, 120 Collins Street, Melbourne Vic 3000;fax your complaint to 1300 366 107 or send it by email [email protected]. Please provide us with allinformation relevant to the complaint that is in your possessionor control. We will acknowledge receipt of the complaint as soonas practicable but in any event within 14 days of its receipt.

We will deal with any complaint and respond to you as soonas practicable and may ask you for further information thatwe think is necessary to enable us to properly consider thecomplaint. Your complaint will be dealt with within 45 daysafter receiving the complaint and we will notify you of anydecision we make within 14 days of doing so.


If your complaint is not dealt with to your satisfaction withinthis timeframe, you may refer your complaint to the FinancialOmbudsman Service (“FOS”) of which we are a member andwhich is an independent entity.

The FOS contact details are:Mail: GPO Box 3, Melbourne, Victoria, 3001Telephone: 1300 780 808Website: www.fos.org.auEmail: [email protected]

Privacy

The information requested on the Application Form is usedby us for the primary purpose of establishing and administeringyour Account. We may be unable to process your Applicationand provide you with the requested investment withoutthis information.

Our Privacy Policy detailing our handling of personal informationis available upon request. You may request access to theinformation held by us about you and your investment, and weask that you advise us of any changes to such information youmay have provided.

We may disclose your information (or parts thereof) to externalparties who act on our behalf in the operation of our businessfrom time to time. We may also disclose your information toexternal parties on your behalf, such as your financial adviser.

We may use your information on occasion, to advise you aboutother services or products offered by us or by BlackRock Inc. andits related bodies corporate, but you may elect to stop receivingsuch information by giving us notice to that effect at any time.

Please note, that in accordance with the requirements of theAnti-Money Laundering and Counter Terrorism Financing Act, wemay be requested to disclose your personal information to theAustralian Transaction Reports and Analysis Centre (AUSTRAC).

You may contact our Privacy Officer on (03) 9657 3000 if youwish to update or request access to your information or if youhave any queries regarding our Privacy Policy.

Anti-Money Laundering and Counter-Terrorism Financing

We are required to comply with the Anti-Money Launderingand Counter-Terrorism Financing Act 2006 (‘the AMLlegislation’). The AML legislation requires us to (amongstother requirements) verify the identity of investors makingapplications into the SMA.

We cannot accept an application to invest in the SMA untilsatisfied that the identity of the investor has been verified inaccordance with the AML legislation. The processing ofapplications may be delayed until the requested informationis received in a satisfactory form and the identity of the investoris verified.

Investor identification requirements

� Investors that apply without a financial adviser*

To comply with the requirements of the AML legislation,BlackRock requires an investor that directly applies to investin the Separately Managed Accounts (that is, not through afinancial adviser) to provide information for the BlackRockInvestor Identification Form, which will be used by BlackRockto verify the investor’s identity.

* Financial advisers include an Australian Financial Services (AFS) Licensee or arepresentative of an AFS Licensee.

BlackRock’s right to request information

We may from time to time request identification/verificationdocumentation from an investor or financial adviser to verifythe investor’s identity. Where documentation provided is notin English, an English translation must be provided by anaccredited translator.

Appointed representatives

BlackRock is required to verify the identity of legalrepresentatives and agents appointed to act on behalf of aninvestor. We cannot proceed to act on the instructions of anominated legal representative until such time as we verifythe identify of that representative.

Appointed legal representatives include, but are not limitedto, an attorney (appointed under power of attorney) andexecutors of estates.


Authorisations

Authorisations to your Nominated Representative

To invest in the SMA, you are required to appoint a NominatedRepresentative (who is generally your financial adviser) toprovide instructions on your behalf to us (although we maywaive this requirement for certain investors).

By appointing your Nominated Representative, you are alsogiving us the authority to provide your NominatedRepresentative with information about your Account on yourbehalf. You acknowledge that your Nominated Representativewill be responsible for providing this information to you.

Appointment of a Nominated Representative

This appointment is subject to the following terms andconditions. Please read them carefully.

Your Nominated Representative will be permitted to:

� make applications on your behalf;

� provide all instructions relating to your Account andall investments of your Account including (withoutlimitation) making additional applications, changingyour Account details;

� make enquiries regarding your investments and obtaininginformation about your Account and all assets held;

� provide instructions to the Responsible Entity of the SMAon your behalf including the above and any transactionsincidental to any of the above;

� receive any communication from us regarding your Accountin the SMA on your behalf; and

� your margin lender will be responsible for providing allcommunication to you in relation to your margin loan.

Directions or an enquiry from a person who we have noreason to believe is not your Nominated Representativeshall be deemed to be your personal acts.

We will continue to act upon any instructions from yourNominated Representative until we receive a writtencancellation of the appointment.

We may cancel or vary the terms of this appointment bygiving you 14 days notice.

You release, discharge, and indemnify us and all of oursuccessors and assigns from and against all losses, actions,liabilities, claims, demands, and proceedings arising fromyour appointment of a Nominated Representative and allacts, omissions, matters and things done or purported to bedone by a Nominated Representative even if not authorised byyou and neither you nor any person claiming through you willhave any claim or right against us or any of our successors andassigns in relation to any act, omissions, matter, or thing done orpurported to be done by your Nominated Representative or anyperson purporting to be your Nominated Representativeprovided that we have no reasonable reason to believe that theyare not your Nominated Representative.

You agree that if a payment is requested, made, or received byyour Nominated Representative, such payment shall constitutea discharge of the obligations of us and neither you nor anyperson claiming through you will have any claim against us.

Investment authority to the Responsible Entity

� by investing in SMA you are providing us with a standinginstruction to make investments on your behalf inaccordance with the Model Portfolio(s) that you/yourfinancial adviser have nominated on your Application Form.

� under this authority, we will rebalance your Account bybuying or selling securities in accordance with changesadvised by the Model Portfolio Managers and subject to thetolerance levels applicable.

� under this authority we will also receive regular monthlyamounts from your linked bank account and invest theamount on your behalf in accordance with the ModelPortfolio.

� additionally, you authorise us to move funds within yourAccount as instructed by your Nominated Representativeand as described in the PDS to facilitate the payment of feesand settlement of trades

� this authority will continue until your Account is closed.

Investor authorisations, acknowledgements& agreements


Online terms and conditions

You will be provided with online access to the SMA when yourAccount is established. Access to your personal Account detailswill be password protected.

Your password must be used in conjunction with your User ID.If your password is used by someone without your authority,we will not generally be liable for any loss incurred by you.

Do not store your password with your SMA records. When usingyour password you release, discharge and agree to indemnify usfrom and against all actions, proceedings, claims and liabilitiesarising out of the use of your password, except to the extentthat such liability is attributable to our own neglect.

General declarations

I/We:

� agree to be bound by the provisions of the constitution(as may be amended from time to time) which governsthe operation of the SMA (under which Westpac BlueChip20is offered)

� acknowledge and agree that the fees set out under "Fees andother costs" in Part A will be deducted directly from my/ourAccount

� acknowledge and agree that neither the performanceof any specific Model Portfolio offered through this PDS(“Investment”) nor any particular rate of return from, norany repayment of capital invested in any Investment isguaranteed by BlackRock, BlackRock Inc., or Westpac orany of their respective associates or subsidiaries

� acknowledge that my/our Account will be managed inaccordance with the Model Portfolio(s) I/we have selectedand notified to the Responsible Entity. Therefore investmentswill be purchased and sold from my/our Account to reflectany changes made to the Model Portfolio(s) from time totime in accordance with the process outlined in the PDS

� acknowledge that during any period I/we have instructedmy/our Nominated Representative to customise my/ourAccount on a basis that doesn’t reflect the Model Portfolio(s)set out under "Model Portfolio Managers and Model profiles"in Part A, my/our Account will not be managed in accordancewith the relevant Model Portfolio(s) until such time asalternative instructions are received by the ResponsibleEntity from my/our Nominated Representative to makemy/our Account reflect the Model Portfolio(s) exactly.During such time I/we acknowledge that the ResponsibleEntity has no liability for any loss incurred due to my/ourdecision to customise any Model Portfolio

� acknowledge that a Model Portfolio may cease to be offeredat any time at the Responsible Entity's discretion and furthercontributions discontinued or the model terminated and allassets held as part of the Model Portfolio realised

� represent that I/we have access to the internet on asubstantial and continuous basis

� agree to receive any PDS and other information by emailor by a hypertext link sent by email, to my/our nominatedemail address and to access and read this information/PDS,except that all confirmations of any transactions inconnection with my/our Account, including theestablishment of my/our Account in the SMA, will beprovided to me by my logging onto my Account atwww.westpac.com.au/bluechip20 and using my password

� agree that BlackRock will not be responsible for any failureof a Nominated Representative to provide any such e-mailto me/us

� agree to notify the Responsible Entity in writing of anychange in my/our email address before or as soon aspossible after the change

� agree to the disclosure and use of information ascontemplated in the section titled “Privacy” in Part B

� authorise the Responsible Entity to provide my/our financialadviser with information regarding my/our investments.

Online and fax instructions

Instructions may be given to us online, in writing or by fax.Please be aware that fraudulent or other unauthorisedinstructions can be made by persons with access to yourAccount details.

Product Disclosure StatementApplication Form

Westpac BlueChip20

2 Application Form

Application process

Important Information

If you have received this PDS (and any supplementarydocuments) electronically we will provide a paper copy freeof charge upon request.

This PDS can only be used by investors receiving it (electronicallyor otherwise) in Australia. It is not available in any other countryand only applications from Australian residents will be accepted.

If you are printing an electronic copy of this PDS you mustprint all pages including the Application Form.

If you make this PDS available to another person you mustgive them the entire electronic file or printout.

You cannot invest in the SMA unless you use the ApplicationForm attached to, or accompanying, either a paper or electroniccopy of this PDS.

How to apply to theWestpac BlueChip20

1. The Investment Application Form and Margin Lendingdocuments are to be completed and signed by the Applicantand Nominated Representative.

2. The original of the Investment Application Form andMargin Lending documents are to be forwarded toBT Securities Limited.*

3. Payment or in-specie transfer to be completed.

An application will generally only be processed once the originaldocumentation is received at BlackRock together with paymentof the application amount.

*We consider that it is important for you to obtain personaladvice about your financial circumstances and needs andthe suitability of an investment in the SMA. Your NominatedRepresentative may first send the Margin LendingApplication Form to the lender.

How to complete the Application Form

The Application Form can be completed online, with manyfields able to be selected from “pull-down” menus. Handwrittenapplications can be accepted by BlackRock at their discretionas agreed with your Nominated Representative. Additionalinformation is set out below:

Part 1 – Registration Details

This information is needed to enable eligible securities to betransferred out of the SMA. It must be in a form acceptable tothe securities registrars and CHESS.

Further information and guidance is available from the websiteof the Securities Registrars Association of Australia Inc. at:www.sraa.com.au

Part 2 – Annual Financial Report

As the Separately Managed Accounts is a registered managedinvestment scheme we are required to produce annual auditedfinancial statements. These reports cover the overall activitiesand holdings of the SMA and are separate from reports offinancial information relating to your your Account (which areavailable to you online at any time). The Annual Financial Reportwill be sent only to those investors who request a copy.

Part 3 – Adviser Details and Part 4 – Fees

Your adviser’s details should be completed at Part 3. Any agreedfees should be included at Part 4. Additional information on Feescan be found under "Fees and other costs" in Part A.

Part 5 – Dividends

You only need to complete this section if you would like anyincome or dividends to be paid to your linked bank account.

Application Form 3

Part 6 – Declaration and Signature

Who should sign the forms?

Individual or joint applicationsThe forms must be signed by the Applicant. If a joint applicationis made, all parties must sign.

CompanyIf the Applicant is a company, the forms must be signed either:

� under seal;

� by two directors or a director and company secretary; or

� by the sole director (if applicable).

Please state your title – Director, Company Secretary orSole Director as applicable.

Payment process

Payments should be made by:

Biller Code: 347112Ref: Your BPAY Customer Reference No.*

* You will be advised of your Account number and BPAY Customer Reference Number whenyour Account has been opened.

Where the forms should be returned to?

The completed and signed Application Form shouldbe mailed to:

Westpac BlueChip20GPO Box 3917Sydney NSW 2001

4 Application Form

Application Form 5

Westpac BlueChip20INVESTMENT APPLICATION FORM

PDS Dated: 17 September 2010BlackRock Investment Management (Australia) Limited, AFS Licence No: 230523

Please note that superannuation funds cannot invest in this product.

Individual applicants must be over 18 years of age.

By signing this Investment Application Form you consent to the following information being provided to BlackRock by BT SecuritiesLimited, as it appears on your Margin Lending Application:

Name; Residential & Mailing Address; Contact details; Nominated Bank Account details; and Initial Investment Amountas provided by BT Securities Limited

In order for your application to be be processed, the Investment Application Form and Margin Lending Application must be completed.

Part 1 - Registration Details

CHESS securities will be applied and/or returned to you under thedetails provided in the Margin Lending Application.

Adviser Service Fee (Up to 1.1% p.a.)

OR

Part 4 – Fees

Part 2 – Separately Managed Accounts AnnualFinancial Report

Direct Client Service Fee (Up to 0.825% p.a.)

Part 3 – Adviser and Nominated Representative

Given names

Surname

Postcode

Street address

Town or suburb State

Signature Date

I/we direct BlackRock to deduct the fees set out below from my/ourapplication monies or Account and pay them to my/our financialadviser in accordance with the terms and conditions of the PDS (feesstated must include GST).

Please tick if you would like to receive a copy of the SeparatelyManaged Accounts Annual Financial Report

Dealer Group

Adviser Code/Number

Account number (Office use only)

Part 5 - Dividends

Pay out Dividends

Please tick if you would like your dividends to be paid into yourlinked bank account.

6 Application Form

Part 6 – Declaration and signature

Individual applications should be signed personally or under power ofattorney. In the case of companies or trusts, the Application Formshould be signed by two Directors, one Director and a Secretary orSole Director, or by the Trustee(s) personally.

If this is a joint application, all applicants must sign here. Allsubsequent instructions, including withdrawal requests, must includeall signatories.

� This application is made upon and subject to the terms andconditions of the PDS dated 17/09/2010 which I/we have read.

� I/we agree to be bound by the Constitution as it may be amendedfrom time to time and by the terms and conditions as set out inthis PDS.

� I/we appoint the person named in Part 3 as Adviser, as theNominated Representative in relation to my/our investment in theWestpac BlueChip20. I/we agree to be bound by the terms andconditions of the appointment of a Nominated Representative asset out in the PDS.

� I/we acknowledge that BT Securities Limited will forward mypersonal details in the Margin Lending Application Form toBlackRock for the purposes of investing in the Westpac BlueChip20.

Company seal

Signature Date

Title (Directory/Secretary/Sole Director/Trustee) mandatory

Name

Signature Date

Title (Directory/Secretary/Sole Director/Trustee) mandatory

Name

Tax File Number Notification or Exemption

First Investor

Please complete the details below.

Collection of Tax File Number information is authorised and its useand disclosure are strictly regulated by the tax laws and Privacy Act.

It is not an offence if you choose not to quote your Tax File Numberhowever, if you do not, tax at the highest marginal rate plus theMedicare levy will be deducted from income credited to your Account.

If you carry on an enterprise of investing and are entitled to quote yourABN as an alternative, you may quote your ABN instead.

Only one Tax File Number should be provided unless the Account isheld in joint names in which case all individuals should provide theirTax File Numbers.

Note – All applicants must be Australian residents for tax purposes.

Name/Company/Partnership

Tax File Number/ABN

If an exemption is to be quoted, please complete the box below.

Reason for exemption

Second Investor

Name/Company/Partnership

Tax File Number/ABN

If an exemption is to be quoted, please complete the box below.

Reason for exemption

Note for corporate investors, this formmust be signed by either: (a) under Seal;(b) by two Directors or a Director andCompany Secretary; or (c) by the SoleDirector (where applicable).

If this is a joint application, all applicantsmust sign here. All subsequentinstructions, including withdrawalrequests, must include all signatories.

Application Form 7

Before you send us your Application Form, please checkthat you have completed the following checklist. It identifiesinformation that must be provided by you under law and thesections you must complete before an application can beprocessed. Ensuring that all information is provided will assist ina smooth application process. For further information on eachpart of the Application Form please see the section “ApplicationProcess”.

Have you read the Westpac BlueChip20 Product DisclosureStatement? Please keep this document for your reference.

Are you aged 18 years or over? Parents or guardians mayinvest as trustee for a child.

Have you provided your Tax File Number notification orexemption? If not you will be taxed at the highest marginaltax rate, as well as the Medicare levy.

Have you agreed to the fees in the Application Form?

Have you fully completed the Application Form? Pleaseremember to sign and date the Application Form.

Have signed and dated the Investment ApplicationForm in Part 6?

Has your financial adviser signed the ApplicationForm in Part 3?

Have you completed the Margin Lending documentswhich may be found on the Westpac BlueChip20website?

Investor checklist

8 Application Form

Account or BlueChip20 Account means your interests in theSMA that are issued under this PDS.

ASIC means the Australian Securities & Investment Commission.

BlackRock Index – Top 20 Model Portfolio is the Model appliedunder the Westpac BlueChip20 which seeks to match the returnof the S&P/ASX 20 Accumulation Index.

BlackRock, us, our or we means BlackRock InvestmentManagement (Australia) Limited ABN 13 006 165 975, theResponsible Entity of the SMA.

BT Margin Lending document means the document containingthe terms and conditions of the Loan provided by BT.

BT Securities Limited or BT means BT Securities LimitedABN 84 000 720 114 which provides the Loan.

Business Day means an ASX trading day.

Initial Contribution means the amount you specify in yourMargin Lending Application as your initial investmentcontribution to your BlueChip20 Account. This amount cannotbe less than $5,000 total.

Loan means your linked margin lending investment facilityon the terms provided by BT in connection with yourBlueChip20 Account.

Margin Lending documents means the relevant MarginLending documents required by the margin lender to provideyour margin loan.

Models or Model Portfolios means the investment modelsoffered under the SMA that are applied to particular Accountsand, for the purposes of Westpac BlueChip20, means theBlackRock Index – Top 20 Model Portfolio.

Model Portfolio Manager means the person that is responsiblefor providing and administering the relevant Model and, for theWestpac BlueChip20, BlackRock provides and administersBlackRock Index – Top 20 Model Portfolio in respect of thoseAccounts.

Nominated Representative means the person nominated byyou on your application form as your nominated representativeand who is authorised by you to provide instructions to us andreceive certain information and communications from us onyour behalf.

PDS means this Product Disclosure Statement.

Rebalancing Date generally each Business Day.

SMA means the registered managed investment schemewhich is known as the Separately Managed AccountsARSN 114 818 530.

Top 20 means the securities quoted on ASX which areincluded from time to time in the BlackRock Index –Top 20 Model Portfolio.

Westpac means Westpac Banking Corporation(ABN 33 007 457 141) which markets and distributes theWestpac BlueChip20.

Westpac BlueChip20 means the Accounts in the SMA offeredunder this PDS.

Glossary

Important information

Issued by BlackRock Investment Management (Australia) Limited ABN 13 006 165 975 AFS Licence No 230523 (BlackRock).

Melbourne

Level 18,120 Collins Street,Melbourne Vic 3000

Sydney

Level 43, Grosvenor Place,225 George Street,Sydney NSW 2000

Brisbane

Level 2, Waterfront Place,1 Eagle Street,Brisbane QLD 4000

Perth

Level 3, Suite 4,1292 Hay Street,West Perth WA 6005

Client Services Centre 1300 366 100Website www.blackrock.com/au

CONTACTS

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