The Octopus Group, have been successfully investing in property in the Canary Islands since the late 1990's, and now have on-going projects in those islands valued at well in excess of 10,000,000 (ten million) euros.

The company can attest that no completed project has shown a net return to its investors of less than 24% and on average all completed projects have returned over 34%.

In 2003 Octopus began investigating the many property opportunities in Bulgaria and found the growth potential significant.

As a result of these early, and in depth, investigations, the group have, in the past 12 months contracted to purchase in the region of 30 pre-release properties in major holiday resorts, and residential development land for in excess of 200 apartments, or 60 villas,

The profit on these projects alone is estimated to be in excess of £2,500,000 (two and a half million pounds sterling). (Full feasibility studies are available to intending investors)

Most of the pre-release properties have been advantageously purchased in the major holiday resorts of sunny beach, Elinite and Nessebar, whilst the land has been purchased in the inland areas around Yambol and Bourgas.

To continue our rapid and successful growth, the Octopus group, have investigated other popular areas of Bulgaria, such as the ski resorts of Bansko, Borovets and Pamparovo. The results of our investigations, our analysis, and our pre-project feasibility studies, have been a decision to form a new company which will be operated by the existing, and provably successful management team, specialising initially in Bulgaria, but with the intention of seriously investigating other overseas property hotspots such as Cyprus, Cape Verde and the other Balkan states.

The Octopus group invites private investors to join us by offering 5,000,000 ordinary shares of £1 nominal value to investors.

THIS DOCUMENT IS IMPORTANT. IF YOU ARE IN ANY DOUBT ABOUT THE CONTENTS OF THIS DOCUMENT, YOU SHOULD CONSULT YOUR BANK MANAGER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER QUALIFIED TO ADVISE YOU ON INVESTMENTS

This document is issued in the United Kingdom by OCTOPUS OPERATIONS BULGARIA LIMITED, (OOB-UK) a company incorporated in the United Kingdom, under Registration No: 5572092 on behalf of both OCTOPUS DEVELOPMENTS IN BULGARIA LIMITED - (ODB-NEVIS) a company incorporated in NEVIS under Registration No. C26257 and OCTOPUS PROPERTIES LIMITED (OBL-BULGARIA).

This invitation is promoted by Barry J. Eades, chairman of the Octopus Group and to the best of the knowledge and belief of the Promoter (who has taken all reasonable care to ensure that such is the case) the information contained in this document is in accordance with the facts and does not omit anything likely to affect the import of such information. The Promoter accepts responsibility accordingly.

The contents of this document, for which the Promoter of (OBO-UK), (ODB-NEVIS) and (OPL-BULGARIA) is responsible have been drafted after consultation with the company's UK Bulgarian legal advisors, (the full details of whom are available on application), are acting for the OCTOPUS GROUP in this regard and will not be responsible to any person other than OCTOPUS GROUP. Prospective investors should not treat any part of this document as constituting advice to them on taxation, legal, investment or other matters, and should consult their own professional advisers concerning investment in OOB in any of its jurisdictions.

In considering the detailed information contained in this document, including the risk factors set out in pages 21/22 respectively, prospective investors should be aware that both OOB-(UK), ODB-(NEVIS), and OPL (BULGARIA) are private companies, and the ordinary shares in either company are not traded on any recognised market, and may not become so traded. In consequence it may be difficult for an investor to quickly realise his investment outside of the specific projects or terms contained herein, or to obtain reliable information about either the value of his investment or the extent of the risks to which an investment by OOB-UK or ODB-NEVIS may be exposed. The value of ordinary shares in OOB-UK and by association in 0DB-NEVIS or OPL – BULGARIA, may go down as well as up, and an investor should apply to invest in OOB ONLY TO THE EXTENT THAT THEY ARE ABLE AND WILLING TO ACCEPT THE HIGHER DEGREE OF RISK CONNECTED WITH AN UNQUOTED INVESTMENT AND THE SUBSEQUENT POTENTIAL OF THE SUBSTANTIALLY HIGHER REWARDS.

This document does not constitute, and may not be used for the purposes of, an offer, or solicitation to anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such a solicitation.

As OOB-UK, ODB-NEVIS and OPL-BULGARIA are private companies, the protections provided to investors by the United Kingdom regulatory system established under the Financial Services Act 1986 do not apply to an investment in the shares of OOB and in particular, prospective investors will not be eligible for compensation from the Investors Compensation Scheme established by the Financial Services Authority.