NOTICE TO SHAREHOLDERS

FOR THE THREE AND NINE

MONTHS ENDED
FEBRUARY 28, 2007
CADILLAC VENTURES INC.
(INCORPORATED UNDER THE LAWS OF ONTARIO)
(A DEVELOPMENT STAGE COMPANY)
(FORMERLY BLUE POWER ENERGY CORPORATION)

Responsibility for Consolidated Financial Statements

The accompanying unaudited consolidated financial statements for Cadillac Ventures Inc. (formerly Blue Power
Energy Corporation) have been prepared by management in accordance with Canadian generally accepted
accounting principles consistently applied. The most significant of these accounting principles have been set out in
the May 31, 2006 audited consolidated financial statements. Only changes in accounting policies have been
disclosed in these unaudited consolidated financial statements. These unaudited statements are presented on the
accrual basis of accounting. Accordingly, a precise determination of many assets and liabilities is dependent upon
future events. Therefore, estimates and approximations have been made using careful judgment. Recognizing that
the Company is responsible for both the integrity and objectivity of the consolidated financial statements,
management is satisfied that these unaudited consolidated financial statements have been fairly presented.

Auditor involvement

The independent auditor of Cadillac Ventures Inc. (formerly Blue Power Energy Corporation) has not performed a
review of the unaudited consolidated financial statements for the three and nine months ended February 28, 2007
and February 28, 2006.

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
Consolidated Balance Sheets
(Prepared By Management)
February 28, May 31,
(Unaudited) 2007 2006

ASSETS

Current
Cash (Note 3) $ 877,754 $ 123,717
GST receivable 3,404 7,461
Due from Billiken Management Services Inc. 11,500 -
Accounts receivable 44,485 -
Prepaids 1,000 458
Quebec refundable tax credits and mining duty refunds 2,436 2,436
940,579 134,072
Mineral property 541,496 277,842
$ 1,482,075 $ 411,914

LIABILITIES

Current
Accounts payable and accrued liabilities $ 42,368 $ 91,977

SHAREHOLDERS' DEFICIT

Share capital (Note 4(b)) 3,157,461 2,394,498

Warrants (Note 4(c)) 332,585 25,425
Contributed surplus (Note 8) 86,050 1,035
Deficit (2,136,389) (2,101,021)
1,439,707 319,937
$ 1,482,075 $ 411,914

Going Concern (Note 1)

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
Consolidated Statements of Operations and Deficit
(Prepared By Management)
Cumulative
Three Months Nine Months since inception of
Ended Ended the development
February 28, February 28, stage
(Unaudited) 2007 2006 2007 2006 (April 28, 2006)

Expenses
Accounting and corporate services $ 11,060 $ 8,600 $ 25,383 $ 20,673 $ 29,030
Consulting fees - - 15,000 - 15,000
Legal and audit 12,570 3,433 63,562 4,283 74,861
Management fees 42,500 - 76,600 6,000 76,600
Stock-based compensation (Note 4(d)) 85,000 - 85,000 - 85,000
Office and general 1,933 3,042 7,501 4,198 7,505
Flow-through tax expense 7,752 - 7,752 - 7,752
Shareholder relations 11,239 2,642 41,814 14,435 43,096
172,054 17,717 322,612 49,589 338,844

Net loss for the period before the following (172,054) (17,717) (322,612) (49,589) (338,844)
Future income tax recovery (Note 7) (287,244) (61,020) (287,244) (61,020) (348,467)
Net (loss) income for the period 115,190 43,303 (35,368) 11,431 9,623
DEFICIT, beginning of period (2,251,579) (2,094,424) (2,101,021) (2,053,112) (2,135,104)
Restructuring cost - - - (9,440) (10,908)
DEFICIT, end of period $(2,136,389) $(2,051,121) $(2,136,389) $(2,051,121) $(2,136,389)

Income (loss) per share (Note 5) $ 0.01 $ 0.01 $ (0.00) $ 0.00

Weighted average common shares 21,086,596 7,583,666 17,251,296 3,616,216

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
Consolidated Statements of Cash Flows
(Prepared By Management)
Cumulative
Three Months Nine Months since inception of
Ended Ended the development
February 28, February 28, stage
(Unaudited) 2007 2006 2007 2006 (April 28, 2006)

OPERATING ACTIVITIES
Net (loss) income for the period $ 115,190 $ 43,303 $ (35,368) $ 11,431 $ 9,623
Stock-based compensation (Note 4(d)) 85,000 - 85,000 - 85,000
Future income tax recovery (Note 7) (287,244) (61,020) (287,244) (61,020) (348,467)
Changes in non-cash working capital
GST receivable 1,016 (1,963) 4,057 (3,839) 1,881
Accounts receivable and prepaids (21,336) - (45,027) - (45,027)
Accounts payable and accrued liabilities (22,542) 6,766 (49,609) 43,059 (70,124)
Due to a related party - - - 4,000 -
Effect on non-cash working capital as a
result of acquisition of subsidiary - - - - (5,885)
(129,916) (12,914) (328,191) (6,369) (372,999)
INVESTING ACTIVITIES
Expenditures on mineral property (198,724) - (263,654) - (514,036)
Due from Billiken Management Services
Inc. 29,977 - (11,500) - (11,500)
Cash acquired on acquisition of subsidiary - - - - 10,363
Costs of acquisition of subsidiary - (4,017) - (4,017) (30,357)
Effect on mining interests as a result of
acquisition of subsidiary - - - - 275,879
(168,747) (4,017) (275,154) (4,017) (269,651)
FINANCING ACTIVITIES
Proceeds from issuance of common shares 885,950 169,500 1,383,450 169,500 1,383,450
Restructuring costs - - - (9,440) -
Cost of share capital issuance (20,068) - (26,068) - (26,068)
865,882 169,500 1,357,382 160,060 1,357,382
CHANGE IN CASH DURING THE PERIOD 567,219 152,569 754,037 149,674 714,732
CASH, beginning of period 310,535 94 123,717 2,989 163,022
CASH, end of period $ 877,754 $ 152,663 $ 877,754 $ 152,663 $ 877,754

SUPPLEMENT SCHEDULE OF NON-CASH

TRANSACTIONS
Share issuance for the acquisition of Chilly-Bin $ - $ - $ - $ - $ 250,000

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
Consolidated Statement of Mineral Property
(Prepared By Management)
Cumulative
Three Months Nine Months since inception of
Ended Ended the development
February 28, February 28, stage
(Unaudited) 2007 2006 2007 2006 (April 28, 2006)

New Alger Property, Quebec (1)

Balance, beginning of period $ 342,772 $ - $ 277,842 $ - $ -

Acquisition cost - - - - 75,000

Assays - - 202 - 202
Claim maintenance 10,091 - 13,129 - 13,129
IP Surveys 111,722 - 136,722 - 136,722
Geological 75,000 - 75,000 - 75,000
Consulting 1,658 - 1,658 - 1,658
Line cutting - - 30,690 - 30,690
Taxes - - - - 10,686
Goodwill - - - - 183,419
Management fees - - 3,089 - 3,089
Other 253 - 3,164 - 14,337

Total expenditures 198,724 - 263,654 - 543,932

Less: Quebec refundable tax credits

and mining duty refunds - - - - (2,436)

Balance, end of period $ 541,496 $ - $ 541,496 $ - $ 541,496

(1) For a description of this property, refer to Note 4 of the audited consolidated financial statements for the year
ended May 31, 2006.

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
1. ACCOUNTING POLICIES, NATURE OF OPERATIONS AND GOING CONCERN

INCORPORATION

Blue Power Energy Corporation was incorporated under the laws of the Province of Ontario by articles of
incorporation dated April 1, 1996. Pursuant to articles of amendment dated April 20, 2006, the name of the
Company was changed to "Cadillac Ventures Inc." ("the Company").

NATURE OF OPERATIONS

The Company is a development stage enterprise in the business of mineral exploration and the continued
operations of the Company and the recoverability of amounts shown for mineral resource properties is
dependent upon the existence of a deposit and upon future profitable production, or alternatively, upon the
Company's ability to recover its costs through a disposition of its interest. The amounts shown for mineral
resource properties represent costs to date, less amounts written off, and do not necessarily represent the
future value. Changes in future conditions could require a material change in the amount recorded for mineral
resource properties.

GOING CONCERN ASSUMPTION

These unaudited consolidated financial statements are prepared using Canadian generally accepted
accounting principles that are applicable to a going concern which assumes the Company will continue to
operate throughout the next twelve months subsequent to February 28, 2007. The use of these principles
may be inappropriate since there is significant doubt regarding the appropriateness of this assumption.
Significant doubt exists because there has been substantial operating losses in the current and prior periods
and the Company has no operating assets. The future of the Company is currently dependent upon its ability
to obtain sufficient cash from external financing, and/or related parties to fund the Company's ongoing
operations and expenditures on the property.

These statements do not include any adjustments which would be necessary if the going concern assumption
was not used.

ACCOUNTING POLICIES

The unaudited consolidated financial statements have been prepared in accordance with Canadian generally
accepted accounting principles for interim financial information. Accordingly, they do not include all of the
information and notes to the consolidated financial statements required by Canadian generally accepted
accounting principles for annual consolidated financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been
included. Operating results for the three and nine months ended February 28, 2007 may not necessarily be
indicative of the results that may be expected for the year ending May 31, 2007.

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
1. ACCOUNTING POLICIES, NATURE OF OPERATIONS AND GOING CONCERN (Continued)

ACCOUNTING POLICIES (Continued)

The balance sheet at May 31, 2006 has been derived from the audited consolidated financial statements at
that date but does not include all of the information and footnotes required by Canadian generally accepted
accounting principles for complete financial statements. The interim consolidated financial statements have
been prepared by management in accordance with the accounting policies described in the Company's
annual consolidated financial statements for the year ended May 31, 2006. For further information, refer to
the consolidated financial statements and notes thereto included in the Company's annual financial
statements for the year ended May 31, 2006.

2. NEW ACCOUNTING PRONOUNCEMENTS

In January 2005, the Canadian Institute of Chartered Accountants issued four new accounting standards:
Handbook Section 1530, Comprehensive Income, Handbook Section 3251, Equity, Handbook Section 3855,
Financial Instruments - Recognition and Measurement, and Handbook Section 3865, Hedges. These
standards are effective for interim and annual financial statements for the Company's reporting period
beginning June 1, 2007.

3. CASH RESTRICTED FOR FLOW-THROUGH EXPENDITURES

Flow through common shares require the Company to pay an amount equivalent to the proceeds of the issue
on prescribed resource expenditures. If the Company does not incur the committed resource expenditures, it
will be required to indemnify the holders of the shares for any tax and other costs payable by them as a result
of the Company not making the required resource expenditures.

Pursuant to the terms of the flow-through share agreements, the Company is in the process of complying with
its flow-through contractual obligations with subscribers with respect to the Income Tax Act (Canada)
requirements for the look-back rule. The look-back rule requires the Company to incur qualifying exploration
expenditures in Canada ("CEE") within 12 months from the effective date of renunciation (December 31,
2006). As at February 28, 2007, the Company is committed to incur $795,250 in CEE by December 31, 2007
arising from the flow-through offerings disclosed in Note 4(b)(2)(4).

4. SHARE CAPITAL

(a) AUTHORIZED

Unlimited number of non-participating, redeemable, voting Class B preference shares

Unlimited number of Class C preference shares, issuable in series
Unlimited number of common shares

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
4. SHARE CAPITAL (Continued)

(b) COMMON SHARES ISSUED

NUMBER OF STATED
SHARES VALUE

Balance, May 31, 2006 13,164,280 $ 2,394,498

Private placement (1) 1,562,500 125,000
Warrants issued - cost of private placement (1) - (84,375)
Private placement - flow-through shares (2) 2,400,000 144,000
Shares issuance on exercise of warrants (5) 564,665 84,700
Valuation of exercised warrants - 25,410
Private placement (3) 2,523,331 378,500
Warrants issued - cost of private placement (3) - (80,746)
Private placement - flow-through (4) 1,860,714 651,250
Warrants issued - cost of private placement (4) - (167,464)
Effect of flow-through renunciation (2)(4) - (287,244)
Cost of issue - cash - (26,068)

Balance, February 28, 2007 22,075,490 $ 3,157,461

(1) On June 14, 2006, the Company completed a private placement financing under which it issued
1,562,500 units of the Company at a price of $0.08 per unit for aggregate gross proceeds of $125,000. Each
unit consists of one common share and one common share purchase warrant exercisable for 2 years at
$0.10.

The fair value of the warrants was estimated using the Black Scholes pricing option model. The assumptions
used for the valuation of the respective warrants were: dividend yield 0%, expected volatility 147%, risk free
interest rate of 4.22% and an expected life of two years. Value assigned to 1,562,500 warrants was $84,375.

(2) On October 4, 2006, the Company completed a private placement financing under which it issued
2,400,000 flow through shares of the Company at a price of $0.06 per share for aggregate gross proceeds of
$144,000.

Exploration expenditures of $144,000 were renounced during the nine months ended February 28, 2007,
creating a future income tax liability of approximately $52,013, which was allocated as a cost of issuing the
flow-through shares.

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
4. SHARE CAPITAL (Continued)

(3) On December 5, 2006 and December 8, 2006, the Company completed two private placements totalling
$378,500. Pursuant to the private placements, the Company issued 2,523,331 units at a price of $0.15 per
share, with each unit comprised of one common share of the Company and one common share purchase
warrant which entitles the holder thereof to purchase one common share of the Company at a price of $0.20
for a period of 24 months from the date of closing.

The fair value of the warrants was estimated using the Black Scholes pricing option model. The assumptions
used for the valuation of the respective warrants were: dividend yield 0%, expected volatility 152%, risk free
interest rate of 3.82% and an expected life of 24 months. Value assigned to 2,523,331 warrants was $80,746.

(4) On December 29, 2006, the Company completed a private placement of 1,860,714 flow-through units in
the Company, for proceeds of $651,250. The flow-through units were priced at $0.35 per flow-through unit,
with each unit entitling the purchaser to one flow-through common share, and one purchase warrant. Each
purchase warrant is exercisable for a period of two years from closing into one additional common share in
the capital of the Company at a price of $0.45 per additional common share.

The fair value of the warrants was estimated using the Black Scholes pricing option model. The assumptions
used for the valuation of the respective warrants were: dividend yield 0%, expected volatility 162%, risk free
interest rate of 4.02% and an expected life of 2 years. Value assigned to 1,860,714 warrants was $167,464.

Exploration expenditures of $651,250 were renounced during the nine months ended February 28, 2007,
creating a future income tax liability of approximately $235,231, which was allocated as a cost of issuing the
flow-through shares.

(5) The Company received a total of $84,700 resulting from the exercise of 564,665 common share purchase
warrants with an expiry date of December 30, 2006. The remaining 333 warrants expired unexercised.

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
4. SHARE CAPITAL (Continued)

(c) WARRANTS
The following is a continuity of warrants for the period:
WEIGHTED
AVERAGE
NUMBER OF EXERCISE
WARRANTS PRICE

Balance, May 31, 2006 564,998 $ 0.15

Issued as a part of private placement (Note 4(b)(1)) 1,562,500 0.10
Issued as a part of private placement (Note 4(b)(3)) 2,523,331 0.20
Issued as a part of private placement (Note 4(b)(4)) 1,860,714 0.45
Exercised (Note 4(b)(5)) (564,665) 0.15
Expired (Note 4(b)(5)) (333) 0.15

Balance, February 28, 2007 5,946,545 $ 0.25

As at February 28, 2007, the following warrants were outstanding:

NUMBER OF EXERCISE BLACK-SCHOLES
EXPIRY DATE WARRANTS PRICE ($) VALUE

June 14, 2008 1,562,500 0.10 $ 84,375

December 5, 2008 2,256,664 0.20 72,213
December 8, 2008 266,667 0.20 8,533
December 29, 2008 1,860,714 0.45 167,464

5,946,545 $ 332,585

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
4. SHARE CAPITAL (Continued)

(d) OPTIONS

The continuity of outstanding options for the purchase of common shares of the Company is as follows:

WEIGHTED
AVERAGE
NUMBER OF EXERCISE
OPTIONS PRICE

Balance, May 31, 2006 - $ -

Granted (1) 1,700,000 0.10

Balance, February 28, 2007 1,700,000 $ 0.10

(1) On December 4, 2006, the Company issued incentive stock options to directors and consultants of the
Company, totaling 1,700,000 options at $0.10 and expire on December 4, 2011. For the purposes of the
1,700,000 options, the fair value of each option was estimated on the date of grant using the Black-Scholes
option pricing model with the following assumptions: dividend yield of 0%; expected volatility of 132%; risk-
free interest rate of 3.75% and an expected life of 5 years. The options vest immediately on the date of grant.
The impact on 2007 earnings is $85,000.

As of February 28, 2007, the following stock options were outstanding:

NUMBER OF EXERCISE BLACK-SCHOLES

EXPIRY DATE OPTIONS PRICE ($) VALUE

December 4, 2011 1,700,000 0.10 $ 85,000

5. INCOME (LOSS) PER SHARE

Basic and diluted income (loss) per share figures are calculated using the weighted monthly average number
of common shares outstanding during the period. The options and warrants were not included in the
computation of diluted income (loss) per share as their inclusion would be anti-dilutive.

The prior period income (loss) per share and the weighted average number of shares reflects the 1 for 5
consolidation of shares as disclosed in Note 6(a)(iv) of the May 31, 2006 consolidated financial statements
and therefore the income (loss) per share has been restated from $0.00 to $0.00 for the nine months ended
February 28, 2006 and $0.00 to $0.01 for the three months ended February 28, 2006.

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
6. RELATED PARTY TRANSACTIONS

The Company was previously paying $2,000 per month to Harper Capital Inc. ("Harper") (a company owned
by the spouse of the former promoter of the Company) for managing and supervising the Company's
activities. Since August 2005, the Company has no longer required Harper's services. During the nine
months ended February 28, 2006 the Company was charged the sum of $6,000 as management fees for
services provided by Harper.

As at February 28, 2007, pursuant to the financing disclosed in Note 4(b)(1), the following related parties of
the Company participated in the private placement by purchasing offered units: Nominex Ltd. (of which Neil
Novak, a director of the Company, is the President) - 62,500 units; Nicole Brewster, the Secretary and a
director of the Company - 62,500 units; Jim Voisin, the President and a director of the Company - 62,500
units; and Norm Brewster, an insider of the Company - 250,000 units.

The Company has paid Billiken Management Services Inc., a private company, in which partial ownership is
held by a spouse of one of the directors of the Company, to manage the New Alger Property. This company
charges a fee of 10% of expenses incurred on behalf of the Company. The fee totaled $3,089 (2006 - $nil) for
the nine months ended February 28, 2007.

For the nine months ended February 28, 2007, management and consulting fees for directors, officers and
insiders of the Company were paid or accrued for an aggregate total of $142,600. Management fees were
paid or accrued as follows: Jim Voisin, the President and a director of the Company - $31,000; and Nicole
Brewster, the Secretary and a director of the Company - $21,600. Consulting fees were paid or accrued as
follows: Norm Brewster - $90,000.

These transactions have been measured at the exchange amount.

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
7. PROVISION FOR INCOME TAXES

The components of income tax expense or recovery is presented in the table below:

Three months
ended
February 28,
2007

Tax benefits on flow-through shares (a) $ (287,244)

Future income tax recovery $ (287,244)

(a) The Company renounced the flow-through offerings that occurred in Note 4(b)(2)(4). Pursuant to the
terms of the flow-through share agreements, the tax attributes of the related expenditures are renounced to
subscribers. As a result, the Company recognized a foregone tax benefit of $287,244 on the date of
renouncement.

8. CONTRIBUTED SURPLUS

The changes in contributed surplus is presented in the table below:

Three months
ended
February 28,
2007

Balance, May 31, 2006 $ 1,035

Stock-based compensation (Note 4(d)) 85,000
Expired warrants 15

Balance, February 28, 2007 $ 86,050

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CADILLAC VENTURES INC.
(Formerly Blue Power Energy Corporation)
(Incorporated under the laws of Ontario)
(A Development Stage Company)
(Prepared By Management)
Notes to Consolidated Financial Statements
(Unaudited)
Three and Nine Months Ended February 28, 2007
9. SUBSEQUENT EVENTS

(i) On March 15, 2007, the Company announced that it has submitted a listing application to the CNQ to allow
securities of the Company to trade on the CNQ Exchange.

(ii) On April 4, 2007, the Company announced it has acquired the joint-venture agreement on the Burnt Hill
tungsten and molybdenum project in New Brunswick. This property is wholly owned by Noront Resources
Inc. (“Noront”), the joint venture with Noront has been acquired from a private Ontario company. The
Company is assuming the obligations under this joint venture for the right to earn into an initial 51% interest.
These obligations include the payment of $100,000 in cash to Noront, the issuance of 2,500,000 shares in
the capital of the Company to Noront, and a work commitment of $1,500,000, all of these obligations must be
met prior to October 27, 2009. The joint venture has been acquired for a cash payment of $75,000 to the
private Ontario company which reimburses its expenses incurred in respect of the joint venture.

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