Exhibit 99.23

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED FIRST QUARTER

INTERIM FINANCIAL STATEMENTS

(UNAUDITED)

February 28, 2007 and 2006

INTER-CITIC MINERALS INC.

Suite 501, 60 Columbia Way

Markham, Ontario

CANADA L3R 0C9

April 12, 2007

To the shareholders of Inter-Citic Minerals Inc.:

The accompanying unaudited interim financial statements of Inter-Citic Minerals Inc. (the “Company”) have been prepared by and are the responsibility of the management of the Company.

The Company’s independent auditor has not performed a review of these financial statements in accordance with the standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity’s auditor.

Sincerely,

“James J. Moore”	“Lou Pasubio”
James J. Moore	Lou Pasubio, C.A.
President & CEO	Vice-President, Finance & CFO

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED BALANCE SHEETS

(All figures in Canadian dollars)

	February 28, 2007			November 30, 2006
ASSETS
Current
Cash and cash equivalents	$	2,659,428		$	2,258,967
Amounts receivable		214,639			184,929
Prepaid expenses		25,702			38,969
		2,899,769			2,482,865
Restricted cash (Note 3)		1,578,568			2,055,977
Investments (Note 4)		17,715			17,755
Investment in associated company (Note 5)		1			1
Resource properties (Note 6, 12)		12,524,831			12,302,216
Property, plant and equipment (Note 7)		1,187,435			1,257,251
	$	18,208,319		$	18,116,065
LIABILITIES
Current
Accounts payable and accrued liabilities	$	385,309		$	1,026,000
		385,309			1,026,000
Future income taxes (Note 11)		1,948,000			1,904,000
		2,333,309			2,930,000
SHAREHOLDERS’ EQUITY
Share capital (Note 10 (b))		41,734,760			40,118,632
Share-purchase warrants (Note 10 (c))		1,638,686			1,928,784
Contributed surplus (Note 10 (e))		3,791,719			3,657,769
Deficit		(31,290,155	)		(30,519,120	)
		15,875,010			15,186,065
	$	18,208,319		$	18,116,065

COMMITMENTS (Note 6, 10)

Approved by the Board of Directors:

“Mark R. Frederick”	“James J. Moore”
Mark R. Frederick	James J. Moore
Director	Director

The accompanying Notes to Financial Statements are an integral part of these financial statements.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT

(All figures in Canadian dollars)

	For the three months ended February 28, 2007			For the three months ended February 28, 2006
Expenses
Executive compensation	$	230,710		$	95,042
Stock-based compensation (Note 10 (d))		133,950			64,900
Corporate relations		95,307			28,268
Office and rent		93,826			62,911
Travel and accommodation		76,723			78,539
Depreciation and amortization		70,922			52,152
Professional fees		48,765			31,462
Salaries and benefits		26,800			39,313
Foreign exchange		11,718			51
Consulting		6,000			10,500
		794,721			463,138
Other expenses (income)
Other loss (income), net (Note 12 (c))		49			13,454
Unrealized loss on marketable securities (Note 4)		40			—
Interest		(23,775	)		(723	)
		(23,686	)		12,731
Loss for the period		771,035			475,869
Deficit, beginning of period		30,519,120			27,639,352
Deficit, end of period	$	31,290,155		$	28,115,221
Net loss per share—basic and diluted	$	0.014		$	0.011
Weighted average common shares outstanding		56,464,860			43,604,751

The accompanying Notes to Financial Statements are an integral part of these financial statements.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(All figures in Canadian dollars)

	For the three months ended			For the three months ended
	February 28, 2007			February 28, 2006
Operating activities
Loss for the period	$	(771,035	)	$	(475,869	)
Adjustments for:
Depreciation and amortization		70,922			52,152
Stock-based compensation (Note 10 (d))		133,950			64,900
Unrealized loss on marketable securities (Note 4)		40			—
		(566,123	)		(358,817	)
Changes in non-cash working capital balances		(657,134	)		(231,778	)
		(1,223,257	)		(590,595	)
Financing activities
Issuance of shares and warrants (Note 10)		1,326,030			344,000
		1,326,030			344,000
Investing activities
Restricted cash (Note 3)		477,409			6,000
Resource properties (Note 6, 12)		(178,615	)		(131,903	)
Property, plant and equipment		(1,106	)		—
		297,688			(125,903	)
Increase/(decrease) in cash for the period		400,461			(372,498	)
Cash and cash equivalents, beginning of period		2,258,967			417,731
Cash and cash equivalents, end of period	$	2,659,428		$	45,233
Supplemental Information:
Income taxes paid during the period	$	—		$	—
Interest paid during the period	$	—		$	—

The accompanying Notes to Financial Statements are an integral part of these financial statements.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

1. Nature of Operations and Basis of Presentation

Inter-Citic Minerals Inc. (the “Company”), is a development stage company engaged in the acquisition, exploration and development of exploration-stage mineral properties. The Company has entered into joint venture agreements to acquire two exploration properties, the Dachang Gold Project in the Province of Qinghai, and the Zalantun Gold Project in the Inner Mongolia Autonomous Region, in the People’s Republic of China (“China” or the “PRC”). To date the Company has not found any proven reserves or engaged in any production on any of its properties, and there is no guarantee that this will occur in the future.

These financial statements have been prepared using Canadian generally accepted accounting principles (“Canadian GAAP”) applicable to a going concern, which assumes continuity of operations and realization of assets and settlement of liabilities in the normal course of business. However, the Company is in the development stage and is subject to the risks and challenges similar to other companies in a comparable stage of development. These risks include, but are not limited to, dependence on key individuals, successful development and the ability to secure adequate financing to meet the minimum capital required to successfully develop economically recoverable reserves, complete the project and continue as a going concern.

There is no assurance that these initiatives will be successful and as a result there may be substantial doubt regarding the going concern assumption. These financial statements do not reflect the adjustments to the carrying values of assets and liabilities and the reported expenses and balance sheet classifications that would be necessary were the going concern assumption inappropriate. These adjustments could be material.

2. Summary of Significant Accounting Policies

Principles of Consolidation

These consolidated financial statements include the accounts of the Company and its subsidiaries as follows:

(a) Inter-Citic Holdings Ltd. (100% owned), a company incorporated in the Cayman Islands

(b) Techmat Inc. (100% owned), a company incorporated in the Republic of Mauritius

(c) TechMat (USA) Corporation (100% owned), a company incorporated in Nevada, USA

(d) Bay Roberts Resources Ltd. (98% owned), a company incorporated in British Columbia, Canada

(e) Yangzhong Zhonghai Techmat Co., Ltd. (80% owned), a company incorporated in the People’s Republic of China

All material inter-company transactions and balances have been eliminated.

The consolidated financial statements of the Company have been prepared by management in accordance with Canadian generally accepted accounting principles. The preparation of financial statements in conformity with Canadian generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets, liabilities, revenues and expenses and the disclosure of contingent liabilities as at the date of the consolidated financial statements. Actual results could differ from those estimates.

Foreign Currency Translation

All of the Company’s balances and transactions are translated into the Company’s measurement currency, the Canadian dollar, as follows. Monetary assets and liabilities are translated at the exchange rates in effect at the balance sheet dates; non-monetary assets and liabilities are translated at rates prevailing at the respective transaction dates. Revenues and expenses are translated at average rates prevailing during the year, except for depreciation and amortization related to assets, which are translated at historical exchange rates. Translation gains and losses are reflected in the consolidated statements of operations and deficit.

Cash and Cash Equivalents

Cash and cash equivalents comprise cash, term deposits and other interest bearing instruments with original maturity dates of less than 90 days.

Investments

Investments are recorded at cost less a write-down for a decline in value that is other than temporary.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

Financial Instruments

The Company’s financial instruments consist of cash and cash equivalents, amounts receivable, restricted cash, investments, and accounts payable and accrued liabilities. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments and the fair value of these financial instruments, unless otherwise noted, approximates their carrying values due to their short term nature.

Resource Properties

The Company considers its exploration costs to have the characteristics of property, plant and equipment. Costs associated with acquisition, direct exploration and development of resource properties are capitalized pending commencement of production, at which time they will be amortized. If capitalized expenditures on individual resource properties exceed the estimated net recoverable amount, the properties are written down to the estimated fair value. Costs relating to properties abandoned are written off when the decision to abandon is made.

The Company is in the process of exploring its property interests. Amounts reflected in the financial statements reflect cost to date and may not represent future value to the Company. No mineral reserves have been determined to exist on these properties. Therefore, the recoverability of the amounts reflected is dependent on future successful exploration and development of the properties.

Property, Plant and Equipment

Property, plant and equipment are recorded at cost less depreciation and amortization calculated as follows:

Leasehold improvements	Three years, straight-line
Buildings	5% reducing-balance
Equipment	10%-33% reducing-balance
Exploration equipment	20%-30% reducing-balance

The Company has a long-term land lease in China that has been prepaid but was written down to $1 during 2003 (Note 13).

Income Taxes

Future income tax assets and liabilities are established where the accounting net book value of assets and liabilities differs from the corresponding tax basis. The benefit of future income tax assets is only recognized where their realization is judged to be more likely than not. Future income taxes are recognized for the future income tax consequences attributable to differences between the carrying values of assets and liabilities and their respective income tax bases. Future income tax liabilities are measured using substantively enacted income tax rates expected to apply to taxable income in the years in which temporary differences are expected to be recovered or settled. The effect on future income tax liabilities of a change in rates is included in the period that includes the substantively enacted dates.

Stock-based Compensation Plan

The Company has one stock-based compensation plan, which is described in Note 10 (d). The Company accounts for stock-based compensation in accordance with CICA 3870 (Stock-based Compensation and Other Stock-based Payments) and has chosen to recognize stock-based compensation based on the fair value method of accounting. Under this method, the fair value of stock-based compensation is determined based on the Black-Scholes valuation model and is recognized based on vesting of options granted under the stock option plan. Amounts recognized are credited to Contributed Surplus. Consideration paid on exercise of stock options is credited to Share Capital.

Per Share Amounts

Net loss per share has been computed by dividing net loss applicable to common shareholders by the weighted-average number of common shares outstanding during the respective periods.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

3. Restricted Cash

Restricted cash relates to advances held in China and committed to continuing exploration of the Dachang Gold Project (Note 6).

4. Investments

The Company holds marketable securities in the form of common shares as follows:

		February 28, 2007				November 30, 2006
		Market		Book		Market		Book
	Number	Value		Value		Value		Value
Pearl River Holdings Ltd.	374,625	$	41,209	$	14,985	$	67,433	$	14,985
Jaguar Nickel Inc.	10,000		2,600		2,100		2,650		2,100
Talware Networx Inc.	100,000		550		550		550		550
Persifal Holdings Inc.	2,000		80		80		120		120
		$	44,439	$	17,715	$	70,753	$	17,755

During the quarter, the Company recorded an unrealized loss of $40 (year ended November 30, 2006—$910) to reflect a decline in value of marketable securities held.

It is the Company’s intention to hold the marketable securities for greater than one year.

5. Investment in Associated Company

Investment in associated company is carried on an equity basis.

	February 28, 2007			November 30, 2006
Ideal e-Commerce Limited
Equity—50% ownership (a)	$	1		$	1
Shareholder loan (b)		250,000			250,000
Accumulated equity in net loss		(250,000	)		(250,000	)
	$	1		$	1

(a) Investment in associated company represents the Company’s 50% interest in Ideal e-Commerce Limited, a Hong Kong company formed in a 50/50 joint venture between the Company and Henderson China Holdings Ltd., of Hong Kong, in March, 2000 for the development of a business-to-business online metals trading portal through its 48% ownership in China Metals Net Company Ltd. (“China Metals Net”), of Hong Kong.

52% of the shares of China Metals Net are owned by China National Non-Ferrous Industrial Trading Group Company (“CNIT”), formerly Minmetals International Non-Ferrous Metals Trading Company, of Beijing. CNIT has agreed to utilize the services of China Metals Net on an exclusive basis to conduct all of its non-ferrous metals trading business activities through the business-to-business online metals trading portal.

The Company does not plan to make any further investment in this enterprise for the foreseeable future.

(b) The Hong Kong dollar denominated shareholder loan (HK$1,224,999; 2005—HK$1,224,999) is unsecured, bears no interest and has no terms of repayment.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

6. Resource Properties

The Company is involved in exploration in China through earn-in agreements in the form of joint venture contracts whereby it provides 100% of the funding in order to earn a controlling interest in certain projects. As at February 28, 2007, the Company had entered into two such agreements, as follows:

(a) The Dachang Gold Project

On November 14, 2003, the Company entered into an agreement with the Qinghai Geological Survey Institute regarding the Dachang Gold Project in the Province of Qinghai, China. Under the terms of this joint venture agreement, the Company can earn an 83% interest in the joint venture by contributing the equivalent of approximately $5,162,500 (Renminbi 32,830,000) over three years and making a cash payment of the equivalent of approximately $1,572,327 (Renminbi 10,000,000) upon the issuance of a mining license required to bring the project into production. As at February 28, 2007, the Company has advanced $5,162,500 (Renminbi 32,830,000) of this amount.

The Company also has the option to acquire an additional 7% interest in the joint venture based on the valuation of any potential mining project contained in a pre-feasibility report, for a total interest of 90%. The Qinghai Geological Survey Institute will retain a carried interest in the joint venture. As part of the agreement, the Company also has a right of first refusal on any mineral exploration project for which the Qinghai Geological Survey Institute seeks foreign investment.

(b) The Zalantun Gold Project

On October 30, 2003, the Company entered into an agreement with the Beijing Institute of Geology for Mineral Resources regarding the Zalantun Gold Project in the Autonomous Region of Inner Mongolia, China. Under the terms of this joint venture agreement, the Company can earn an 85% interest in the joint venture by contributing the equivalent of approximately $2,253,376 (Renminbi 15,002,500) over three years. Minimum contributions are staged as to the equivalent of approximately $600,800 (Renminbi 4,000,000) within 30 days of the organization of the joint venture; the equivalent of approximately $600,800 (Renminbi 4,000,000) within seven to twelve months of the date of the first contribution; the equivalent of approximately $600,800 (Renminbi 4,000,000) within thirteen to eighteen months of the date of the first contribution; and the equivalent of approximately $450,976 (Renminbi 3,002,500) within nineteen to twenty-four months of the date of the first contribution. To date, the Company has not made any capital contributions, pending the organization of the joint venture. The Company also has the ability to acquire an additional 5% interest in the joint venture for the equivalent of approximately $265,103 (Renminbi 1,765,000), for a total interest of 90%. The Beijing Institute of Geology for Mineral Resources will retain a carried interest in the joint venture. As part of this agreement, the Company also has a right of first refusal on any mineral exploration project for which Beijing Institute of Geology for Mineral Resources seeks foreign investment. To date, the Company has not made any financial contributions relating to this joint venture agreement.

7. Property, Plant and Equipment

	February 28, 2007							November 30, 2006
	Cost		Accumulated Depreciation and Amortization			Net Book Value		Cost		Accumulated Depreciation and Amortization			Net Book Value
Prepaid land lease	$	1	$	—		$	1	$	1	$	—		$	1
Buildings		1		—			1		1		—			1
Rare earth processing equipment		1		—			1		1		—			1
Leasehold improvements		37,000		(27,234	)		9,766		37,000		(24,151	)		12,849
Office equipment		75,774		(47,428	)		28,346		74,668		(45,268	)		29,400
Exploration equipment		1,715,195		(565,875	)		1,149,320		1,715,195		(500,196	)		1,214,999
Total	$	1,827,972	$	(640,537	)	$	1,187,435	$	1,826,866	$	(569,615	)	$	1,257,251

Prepaid land lease, buildings and rare earth processing equipment are held through the Company’s 80% interest in Yangzhong Zhonghai Techmat Co., Ltd., in China.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

8. Related Party Transactions

The Company paid or accrued management compensation to three directors of $190,710 during the quarter (2006—$55,042). This compensation is in the normal course of operations and is measured at the exchange amount, which is the amount of consideration established and agreed to by the parties.

9. Lease Commitment

The Company has entered into a lease for office space to the year 2009 with minimum lease payments as follows:

2007	$	64,766
2008	$	86,355
2009	$	21,589

10. Share Capital, Share-Purchase Warrants, Stock-based Compensation Plan and Contributed Surplus

(a) Authorized

98,500,000 common shares, without par value.

(b) Issued and Outstanding

	February 28, 2007					November 30, 2006
	Shares		Amount			Shares		Amount
Balance—beginning of period	59,637,682		$	40,251,655		46,669,174		$	30,992,036
Issued by private placement	—			—		12,284,975			8,545,898
Exercise of share-purchase warrants	1,598,613			1,616,128		333,333			294,692
Exercise of options	—			—		350,200			419,029
	61,236,295			41,867,783		59,637,682			40,251,655
Investment in own shares	(116,500	)		(133,023	)	(116,500	)		(133,023	)
Balance—end of period	61,119,795		$	41,734,760		59,521,182		$	40,118,632

(i) Private Placement (March, 2006)

On March 22, 2006, the Company completed a brokered private placement financing for gross proceeds of $11,056,478, made up of 12,284,975 special warrants of the Company (the “Special Warrants”) issued at a price of $0.90 per Special Warrant. Each Special Warrant entitled the holder thereof, upon exercise or deemed exercise of the Special Warrants and without payment of any additional consideration, to receive one common share of the Company (the “Special Warrant Shares”) and one-half of one share-purchase warrant (the “Underlying Warrants”). Each whole Underlying Warrant entitled the holder to purchase one additional common share of the Company (the “Underlying Warrant Shares”) at a price of $1.20 until March 22, 2008.

The Company paid a cash commission of $663,389 and issued 737,098 share-purchase warrants to brokers (the “Brokers’ Special Warrants”) in connection with this financing. Each Broker’s Special Warrant entitled the holder thereof, upon exercise or deemed exercise of the Brokers’ Special Warrants and without payment of any additional consideration, to receive one share-purchase warrant of the Company (the “Brokers’ Warrants”). Each Broker’s Warrant entitled the holder to purchase one additional common share of the Company (the “Brokers’ Warrant Shares”) at a price of $1.00 until March 22, 2008.

The Special Warrants were issued under and were governed by an indenture dated March 22, 2006 between the Company and Computershare Trust Company of Canada. The Company agreed to use its best efforts to obtain a decision document in respect of a prospectus (the “Decision Document”), which definitively evidenced that the Special Warrant Shares, Underlying Warrant Shares and Brokers’ Warrant Shares to be issued upon the exercise or deemed exercise of the Special Warrants, the Underlying Warrants or Brokers’ Warrants have been qualified for the purposes of distribution in the provinces of Canada within which the holders of the Special Warrants, the Underlying Warrants or Brokers’ Warrants are resident on or before April 30, 2006. The Company was successful in obtaining the Decision Document on April 28, 2006 and all of the Special Warrants and the Brokers’ Special warrants were deemed to have been exercised at that time.

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

The Company evaluated the fair value of the Underlying Warrants and the Brokers’ Warrants using the Black-Scholes model with the following valuation assumptions: expected life—24 months, expected volatility—69.10%, risk-free interest rate—3.95%, dividend rate—0%.

Consideration received, after fees and commissions of $881,539 and the estimated fair value of Brokers’ Warrants of $257,984, has been allocated to common shares and the Underlying Warrants in the amounts of $8,074,209 and $1,371,057, respectively.

(c) Share-Purchase Warrants

The following is a summary of the Company’s outstanding share-purchase warrants:

	February 28, 2007							November 30, 2006
	Number		Value			Weighted- average Exercise Price		Number		Value			Weighted- average Exercise Price
Balance—beginning of period	8,556,251		$	1,928,784		$	1.12	4,856,499		$	1,387,890		$	0.99
Issued	—			—			—	6,879,585			1,629,041			1.18
Exercised	(1,598,613	)		(290,098	)		0.83	(333,333	)		(94,692	)		0.60
Expired	—			—			—	(2,846,500	)		(993,455	)		1.10
Balance—end of period	6,957,638		$	1,638,686		$	1.19	8,556,251		$	1,928,784		$	1.12

The weighted-average remaining contractual life is 1.04 years (November 30, 2006—1.09 years).

(d) Stock-based Compensation Plan

The Company has one stock-based compensation plan as at November 30, 2006, a common share-purchase option plan for directors, officers, employees and consultants of the Company (the “Plan”). Options under the Plan are typically granted in such numbers as to reflect the level of responsibility of the particular optionee and his or her contribution to the business and activities of the Company, typically vest immediately and have a five-year term. Except in specified circumstances, options are not assignable and terminate upon the optionee ceasing to be employed by or associated with the Company.

On August 3, 2006, the Company’s common shares were listed on the Toronto Stock Exchange (prior to August 3, 2006, the Company’s common shares were listed on the TSX Ventures Exchange) and are traded in Canadian dollars. The following is a summary of the Company’s outstanding stock options:

	February 28, 2007				November 30, 2006
	Number		Weighted- average Exercise Price		Number		Weighted- average Exercise Price
Options outstanding—beginning of period	3,310,000		$	0.92	3,735,200		$	0.87
Options granted	285,000			0.88	535,000			0.92
Options exercised	—			—	(350,200	)		0.71
Options expired	(165,000	)		0.92	(550,000	)		0.76
Options terminated	—			—	(60,000	)		0.80
Options outstanding—end of period	3,430,000		$	0.92	3,310,000		$	0.92
Exercisable options	3,430,000		$	0.92	3,310,000		$	0.92

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

	Number outstanding February 28, 2007	Weighted average remaining contractual life	Weighted average exercise price		Number outstanding November 30, 2006	Weighted average remaining contractual life	Weighted average exercise price
Price range per option
Less than $0.60	100,000	1.08	$	0.58	100,000	1.32	$	0.58
From $0.61 to $0.80	585,000	1.63	$	0.73	585,000	1.87	$	0.73
From $0.81 to $1.00	2,620,000	2.89	$	0.96	2,500,000	2.72	$	0.97
From $1.01 to $1.15	125,000	2.76	$	1.15	125,000	3.01	$	1.15
Overall	3,430,000	2.62	$	0.92	3,310,000	2.54	$	0.92

Prior to listing its shares on the Toronto Stock Exchange, the Company occasionally issued options with an exercise price that was below the market price of the stock on the grant date, as was permitted by the TSX Ventures Exchange. In addition, the Company may issue options with an exercise price that is higher than the market price of the stock on the grant date. The following is a summary of weighted average exercise prices and weighted average fair values for options whose exercise price equals, exceeds or is less than the market price of the stock on the grant date.

	February 28, 2007					November 30, 2006
	Number Outstanding	Weighted average exercise price		Weighted average fair value		Number Outstanding	Weighted average exercise price		Weighted average fair value
Exercise Price Exceeds Market	485,000	$	0.88	$	0.36	200,000	$	0.88	$	0.19
Exercise Price Equals Market	2,235,000	$	0.96	$	0.58	2,400,000	$	0.96	$	0.58
Exercise Price is Below Market	710,000	$	0.81	$	0.63	710,000	$	0.81	$	0.63
	3,430,000	$	0.92	$	0.57	3,310,000	$	0.92	$	0.57

During the quarter the Company recognized $133,950 (2006—$64,900) as stock-based compensation expense and included this amount in Contributed Surplus.

The fair value of options issued was estimated on the date of grant using the Black-Scholes option pricing model based on the following weighted-average valuation assumptions for each period:

	February 28, 2007		November 30, 2006
Expected life:	5.0-years		3.9-years
Expected volatility:	72.30	%	70.57	%
Risk-free interest rate:	3.80	%	4.09	%
Dividend rate:	0	%	0	%

Under these assumptions, the fair value of options issued during these periods was $0.47 and $0.44, respectively.

(e) Contributed Surplus

The following is a summary of transactions in the Contributed Surplus account:

	February 28,		November 30,
	2007		2006
Balance—beginning of period	$	3,657,769	$	2,599,577
Stock-based compensation		133,950		236,150
Stock-options exercised		—		(171,413	)
Share-purchase warrants expired		—		993,455
Balance—end of period	$	3,791,719	$	3,657,769

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

11. Income Taxes

Significant components of the Company’s future income tax assets and liabilities as at February 28, 2007 and November 30, 2006 are as follows:

	February 28, 2007			November 30, 2006
Future income tax assets:
Capital assets	$	393,000		$	393,000
Non-capital losses carried forward		4,780,000			4,780,000
Share issue costs		1,098,000			1,098,000
Other temporary differences		28,000			28,000
Gross future income tax asset		6,299,000			6,299,000
Valuation allowance		(6,299,000	)		(6,299,000	)
Net future income tax asset		—			—
Future income tax liability:
Deferred acquisition and exploration costs		1,948,000			1,904,000
Gross future income tax liability		1,948,000			1,904,000
Net future income tax liability	$	1,948,000		$	1,904,000

The Company recorded full valuation allowances in respect of its Canadian losses and other attributes as at February 28, 2007 because management believes that future income tax assets have not met the “more likely than not” recognition threshold. For certain payments in relation to mineral property interests the Company records a future income tax liability and a corresponding adjustment to the related asset carrying amounts. During the quarter the Company recorded a future income tax liability and corresponding adjustment to resource properties of $44,000 (2006—$35,000).

The Company has available losses of approximately $14,484,000 that may be carried forward to reduce future years’ income for tax purposes, as follows:

2007	$	664,000
2008	$	925,000
2009	$	1,252,000
2010	$	3,185,000
2014	$	3,037,000
2015	$	1,767,000
2026	$	3,654,000

12. Segmented Information

The Company’s activities are in one reportable operating segment, being acquisition of exploration stage resource properties and exploration and development of those properties.

(a) Resource Properties and Property, Plant and Equipment by Geographic Region

	February 28, 2007		November 30, 2006
China	$	13,674,154	$	13,517,218
Canada		38,112		42,249
	$	13,712,266	$	13,559,467

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

(b) Acquisition and Exploration Costs by Resource Property

	For the quarter ended February 28, 2007
	Balance as at November 30, 2006		Additions during the year		Expensed during the year			Balance as at February 28, 2007
(i) Dachang Gold Project
Acquisition:
Consulting	$	131,732	$	—	$	—		$	131,732
Professional fees		112,204		—		—			112,204
Dues and fees		17,909		—		—			17,909
Administrative and other		15,573		—		—			15,573
Travel and accommodation		5,311		—		—			5,311
		282,729		—		—			282,729
Exploration and other:
Drilling		4,201,254		2,779		—			4,204,033
Consulting		1,385,968		111,635		—			1,497,603
Camp		959,353		18,609		—			977,962
Trenching		799,845		—		—			799,845
Assays and metallurgy		691,556		2,500		—			694,056
Travel and accommodation		549,656		560		(560	)		549,656
Geochemical		312,567		—		—			312,567
Administrative and other		255,880		34,514		(522	)		289,872
Depreciation		270,221		—		—			270,221
Geophysical		253,986		—		—			253,986
Mapping		176,983		9,100		—			186,083
Professional fees		166,393		—		—			166,393
		10,023,662		179,697		(1,082	)		10,202,277
Future tax liability (Note 11)		1,904,000		44,000		—			1,948,000
		12,210,391		223,697		(1,082	)		12,433,006
(ii) Zalantun Gold Project
Acquisition:
Professional fees		13,860		—		—			13,860
		13,860		—		—			13,860
Exploration and other:
Consulting		51,800		—		—			51,800
Travel and accommodation		15,003		—		—			15,003
Mapping		10,921		—		—			10,921
Administrative and other		241		—		—			241
		77,965		—		—			77,965
		91,825		—		—			91,825
All resource properties	$	12,302,216	$	223,697	$	(1,082	)	$	12,524,831

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

	For the quarter ended February 28, 2006
	Balance as at November 30, 2005		Additions during the year		Expensed during the year			Balance as at February 28, 2006
(iii) Dachang Gold Project
Acquisition:
Consulting	$	131,732	$	—	$	—		$	131,732
Professional fees		112,204		—		—			112,204
Dues and fees		17,909		—		—			17,909
Administrative and other		15,573		—		—			15,573
Travel and accommodation		5,311		—		—			5,311
		282,729		—		—			282,729
Exploration and other:
Drilling		1,840,423		17,242		—			1,857,665
Consulting		755,684		85,414		—			841,098
Camp		485,295		1,030		—			486,325
Travel and accommodation		416,328		2,915		(2,318	)		416,925
Trenching		389,360		—		—			389,360
Geochemical		268,320		—		—			268,320
Assays and metallurgy		265,807		5,289		—			271,096
Geophysical		253,986		—		—			253,986
Mapping		137,543		11,620		—			149,163
Depreciation		134,276		—		—			134,276
Professional fees		92,369		8,640		—			101,009
Administrative and other		40,271		8,071		(6,000	)		42,342
		5,079,662		140,221		(8,318	)		5,211,565
Future tax liability		1,042,000		35,000		—			1,077,000
		6,404,391		175,221		(8,318	)		6,571,294
(iv) Zalantun Gold Project
Acquisition:
Professional fees		13,860		—		—			13,860
		13,860		—		—			13,860
Exploration and other:
Consulting		51,800		—		—			51,800
Travel and accommodation		15,003		—		—			15,003
Mapping		10,921		—		—			10,921
Administrative and other		241		—		—			241
		77,965		—		—			77,965
		91,825		—		—			91,825
All resource properties	$	6,496,216	$	175,221	$	(8,318	)	$	6,663,119

INTER-CITIC MINERALS INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FIRST QUARTER ENDED FEBRUARY 28, 2007

(c) Other Loss (Income), Net

The Company continues to incur expenses associated with security and maintenance of land, buildings and rare earth processing equipment in China. During the quarter, the net amount of these costs were $49 (2006—$13,454) and are net of recovery of bad debts, sale of inventory previously written off, liquidation of property, plant and equipment, exchange gains and losses for the period and other related income or expenses as applicable.

13. Comparative Figures

Certain comparative figures have been reclassified to conform with the presentation of the current year.