EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 Bridgeport Venture Inc.: Exhibit 99.1 - Filed by newsfilecorp.com

Exhibit 99.1

BRIDGEPORT VENTURES INC.
CONDENSED CONSOLIDATED INTERIM FINANCIAL
STATEMENTS
FOR THE THREE AND SIX MONTHS ENDED
OCTOBER 31, 2011
(EXPRESSED IN CANADIAN DOLLARS)
(UNAUDITED)



Management's Responsibility for
Condensed Consolidated Interim Financial Statements

The accompanying unaudited condensed consolidated interim financial statements of Bridgeport Ventures Inc. (the "Company") are the responsibility of management and the Board of Directors.

The unaudited condensed consolidated interim financial statements have been prepared by management, on behalf of the Board of Directors, in accordance with the accounting policies disclosed in the notes to the unaudited condensed consolidated interim financial statements. Where necessary, management has made informed judgments and estimates in accounting for transactions which were not complete at the statement of financial position date. In the opinion of management, the unaudited condensed consolidated interim financial statements have been prepared within acceptable limits of materiality and are in accordance with International Accounting Standard 34-Interim Financial Reporting using accounting policies consistent with International Financial Reporting Standards appropriate in the circumstances.

Management has established systems of internal control over the financial reporting process, which are designed to provide reasonable assurance that relevant and reliable financial information is produced.

The Board of Directors is responsible for reviewing and approving the unaudited condensed consolidated interim financial statements together with other financial information of the Company and for ensuring that management fulfills its financial reporting responsibilities. An Audit Committee assists the Board of Directors in fulfilling this responsibility. The Audit Committee meets with management to review the financial reporting process and the unaudited condensed consolidated interim financial statements together with other financial information of the Company. The Audit Committee reports its findings to the Board of Directors for its consideration in approving the unaudited condensed consolidated interim financial statements together with other financial information of the Company for issuance to the shareholders.

Management recognizes its responsibility for conducting the Company’s affairs in compliance with established financial standards, and applicable laws and regulations, and for maintaining proper standards of conduct for its activities.

(signed) "Shastri Ramnath" (signed) "Carmelo Marrelli"
Shastri Ramnath Carmelo Marrelli
President and Chief Executive Officer Chief Financial Officer
   
Toronto, Canada  
December 8, 2011  

- 1 -



Bridgeport Venture Inc.
Condensed Consolidated Interim Statements of Financial Position
(Expressed in Canadian dollars)
(Unaudited)

    As at     As at  
    October 31,     April 30,  
    2011     2011  
          (note 18)
             

ASSETS

           

 

           

Current assets

           

       Cash and cash equivalents (note 6)

$  18,732,662   $  22,870,894  

       Amounts receivable and other assets (note 7)

  119,019     328,637  

       Available-for-sale investment (note 8)

  10,500     280,000  

 

  18,862,181     23,479,531  

 

           

Interest in exploration properties and deferred exploration expenditures (note 8)

  9,366,085     7,578,011  

Equipment (note 9)

  37,315     42,902  

Total assets

$  28,265,581   $  31,100,444  

 

           

EQUITY AND LIABILITIES

           

 

           

Current liabilities

           

       Amounts payable and other liabilities (notes 10 and 16)

$  167,861   $  1,046,868  

 

           

Equity

           

     Share capital (note 11)

  31,364,501     31,364,501  

     Reserves

  8,386,921     7,999,728  

     Accumulated other comprehensive income

  375     175,000  

     Accumulated deficit

  (11,654,077 )   (9,485,653 )

Total equity

  28,097,720     30,053,576  

Total equity and liabilities

$  28,265,581   $  31,100,444  

The accompanying notes to the unaudited condensed consolidated interim financial statements are an integral part of these statements.

Nature of operations and going concern (note 1)

 

Approved on behalf of the Board:
(Signed) "Hugh Snyder", Director
(Signed) "Graham Clow", Director

- 2 -



Bridgeport Ventures Inc.
Condensed Consolidated Interim Statements of Loss and Comprehensive Loss
(Expressed in Canadian dollars)
(Unaudited)

    Three Months Ended     Six Months Ended  
    October 31,     October 31,  
    2011     2010     2011     2010  
          (note 18)         (note 18)

 

                       

Operating expenses

                       

       General and administrative (note 15)

$  504,070   $  878,372   $  1,171,419   $  1,573,454  

 

  (504,070 )   (878,372 )   (1,171,419 )   (1,573,454 )

       Interest income

  75,665     19,535     147,304     37,229  

       Gain on sale of available-for-sale investment

  111,182     -     111,182     -  

       Foreign exchange gain (loss)

  (51,902 )   16,479     (150,152 )   22,806  

       Write-off of exploration property interests and related receivables

  (10,327 )   (564,472 )   (1,084,899 )   (564,472 )

Net loss before tax

  (379,452 )   (1,406,830 )   (2,147,984 )   (2,077,891 )

       Deferred income tax expense

  25,000     -     25,000     -  

Net loss for the period

  (404,452 )   (1,406,830 )   (2,172,984 )   (2,077,891 )

       Reclassification of net realized gain on available-for-sale investment net of tax of $25,000

  (175,000 )   -     (175,000 )   -  

       Unrealized gain on available-for-sale investment

  375     -     375     -  

Net loss and comprehensive loss for the period

  (579,077 )   (1,406,830 )   $ (2,347,609 )   $ (2,077,891 )

Basic and diluted net loss per share (note 12)

  $ (0.01 )   $ (0.05 )   $ (0.04 )   $ (0.07 )

Weighted average number of common shares outstanding

  50,579,600     28,041,965     50,579,600     28,040,423  

The accompanying notes to the unaudited condensed consolidated interim financial statements are an integral part of these statements.

- 3 -



Bridgeport Ventures Inc.
Condensed Consolidated Interim Statements of Cash Flows
(Expressed in Canadian dollars)
(Unaudited)

    Six Months Ended     Six Months Ended  
    October 31, 2011     October 31, 2010  
          (note 18)
             
Operating activities            
Net loss for the period $  (2,172,984 ) $  (2,077,891 )
Adjustments for:            
       Amortization   5,587     3,492  
       Share-based payments   391,753     650,189  
       Gain on sale of investment   (111,182 )   -  
       Deferred income tax expense   25,000     -  
       Write-off of exploration property interests and related receivables   1,084,899     564,472  
Non-cash working capital items:            
       Amounts receivable and other assets   100,444     (117,848 )
       Amounts payable and other liabilities   (106,282 )   (203,032 )
Net cash used in operating activities   (782,765 )   (1,180,618 )
             
Investing activities            
Expenditure on exploration properties   (3,546,649 )   (1,013,826 )
Proceeds from sale of investments   191,182     -  
Option payment received   -     20,000  
Additions to equipment   -     (3,678 )
Net cash used in investing activities   (3,355,467 )   (997,504 )
             
Financing activities            
Issue of securities   -     3,700  
Net cash provided by financing activities   -     3,700  
             
Net change in cash and cash equivalents   (4,138,232 )   (2,174,422 )
Cash and cash equivalents, beginning of period   22,870,894     11,137,382  
Cash and cash equivalents, end of period $  18,732,662   $  8,962,960  
             
Common shares received for interest in exploration property (note 8)   10,125     80,000  

The accompanying notes to the unaudited condensed consolidated interim financial statements are an integral part of these statements.

- 4 -



Bridgeport Ventures Inc.
Condensed Consolidated Interim Statement of Changes in Equity
(Expressed in Canadian dollars)
(Unaudited)

Equity attributable to shareholders                                    
                                     
          Reserves                    
                      Accumulated              
    Share           Contributed     other     Accumulated        
    capital     Warrants     surplus     comprehensive income     deficit     Total  

 

                                   

       Balance, May 1, 2010

$  11,798,967   $  3,679,500   $  1,017,759   $  -   $  (2,111,303 ) $  14,384,923  

               Exercise of warrants

  3,700     -     -     -     -     3,700  

               Fair value of warrants exercised

  470     (470 )   -     -     -     -  

               Share-based payments

                                   

                     Officers and directors

  -     -     391,127     -     -     391,127  

                     Employee

  -     -     11,380     -     -     11,380  

                     Consultants

  -     -     247,682     -     -     247,682  

               Net loss for the period

  -     -     -     -     (2,077,891 )   (2,077,891 )

 

                                   

       Balance, October 31, 2010

  11,803,137     3,679,030     1,667,948     -     (4,189,194 )   12,960,921  

               Public offering, net of costs

  13,885,090     2,003,127     -     -     -     15,888,217  

               Exercise of warrants

  448,900     -     -     -     -     448,900  

               Fair value of warrants exercised

  99,674     (99,674 )   -     -     -     -  

               Warrants expired

  -     (25,772 )   25,772     -     -     -  

               Acquisition of exploration properties

  5,175,000     -     -     -     -     5,175,000  

               Step-up warrants issued

  (47,300 )   47,300     -     -     -     -  

               Share-based payments

                                   

                     Officers and directors

  -     -     641,373     -     -     641,373  

                     Employee

  -     -     18,701     -     -     18,701  

                     Consultants

  -     -     41,923     -     -     41,923  

               Unrealized gain on available-for-sale securities, net of tax of $25,000

  -     -     -     175,000     -     175,000  

               Net loss for the period

  -     -     -     -     (5,296,459 )   (5,296,459 )

 

                                   

       Balance, April 30, 2011

$  31,364,501   $  5,604,011   $  2,395,717   $  175,000   $  (9,485,653 ) $  30,053,576  

The accompanying notes to the unaudited condensed consolidated interim financial statements are an integral part of these statements.

- 5 -



Bridgeport Ventures Inc.
Condensed Consolidated Interim Statement of Changes in Equity (continued)
(Expressed in Canadian dollars)
(Unaudited)

Equity attributable to shareholders            
             
Reserves
        Accumulated    
  Share   Contributed other Accumulated  
  capital Warrants surplus comprehensive income deficit Total
             

       Balance, April 30, 2011

$  31,364,501   $  5,604,011   $  2,395,717   $  175,000   $  (9,485,653 ) $  30,053,576  

               Share-based payments

           

                     Officers and directors

  -     -     445,462     -     -     445,462  

                     Employee

- - 34,766 - - 34,766

                     Consultants

  -     -     (88,475 )   -     -     (88,475 )

               Stock options expired

- - (4,560 ) - 4,560 -

               Loss on available-for-sale securities

  -     -     -     (174,625 )   -     (174,625 )

               Net loss for the period

- - - - (2,172,984 ) (2,172,984 )

 

                                   

       Balance, October 31, 2011

$  31,364,501 $  5,604,011 $  2,782,910 $  375 $  (11,654,077 ) $  28,097,720

The accompanying notes to the unaudited condensed consolidated interim financial statements are an integral part of these statements.

- 6 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

1. Nature of operations and going concern

Bridgeport Ventures Inc. (the “Company” or "Bridgeport") was incorporated under the laws of the Province of Ontario, Canada by Articles of Incorporation dated May 10, 2007. The Company is engaged in the acquisition, exploration and development of properties for the mining of precious and base metals. Bridgeport has operations in Latin America, the United States and Canada. The Company is in the process of exploring its exploration properties for mineral resources and has not determined whether the properties contain economically recoverable reserves. The primary office of the Company is located at 36 Toronto St. Suite 1000, Toronto, ON. M5C 2C5.

The unaudited condensed consolidated interim financial statements of the Company for the three and six months ended October 31, 2011 were reviewed by the Audit Committee and approved and authorized for issue by the Board of Directors on December 8, 2011.

These unaudited condensed consolidated interim financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assume that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due. The Company has incurred losses in the current and prior periods, with a net loss of $2,172,984 for the six months ended October 31, 2011 and has an accumulated deficit of $11,654,077 to October 31, 2011 (April 30, 2011 -$9,485,653). In addition, the Company had working capital of $18,694,320 at October 31, 2011 (April 30, 2011 - working capital of $22,432,663). These circumstances cast doubt as to the Company's ability to continue as a going concern and, accordingly, the ultimate use of accounting principles applicable to a going concern. The Company’s ability to continue as a going concern is dependent upon its obtaining additional financing and eventually achieving profitable production in the future. The Company is currently evaluating various options in order to address its financing needs. There can be no assurance that the Company's financing activities will continue to be successful or sufficient.

These unaudited condensed consolidated interim financial statements do not reflect the adjustments to the carrying values of assets and liabilities and the reported expenses and condensed consolidated interim statement of financial position classifications that would be necessary if the Company were unable to realize its assets and settle its liabilities as a going concern in the normal course of operations. Such adjustments could be material.

2. Significant accounting policies

(a) Statement of compliance

These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting ("IAS 34"). Accordingly, they do not include all of the information required for full annual financial statements required by IFRS as issued by the International Accounting Standards Board (“IASB”) and interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”) and should be read in conjunction with the consolidated financial statements of the Company for the year ended April 30, 2011 and the Company’s condensed consolidated interim financial statements as at and for the three months ended July 31, 2011.

The accounting policies have been applied consistently to all periods presented in these unaudited condensed interim consolidated financial statements.

These unaudited condensed consolidated interim financial statements are the Company's second unaudited condensed consolidated interim financial statements prepared in accordance with IFRS as issued by IASB and have been prepared on the basis of IFRS standards that are expected to be effective or available for early adoption by the Company on April 30, 2012, the Company's first annual reporting date under IFRS. The Company has made certain assumptions about the accounting policies expected to be adopted when the first IFRS annual financial statements are prepared for the year ended April 30, 2012.

- 7 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

2. Significant accounting policies (continued)
   
(a) Statement of compliance (continued)

These condensed consolidated interim financial statements should be read in conjunction with the Company’s annual financial statements for the year ended April 30, 2011 and in consideration of the IFRS transition disclosures included in note 18 to these financial statements and the additional annual disclosures required under IFRS included in the Company’s condensed consolidated interim financial statements as at and for the three months ended July 31, 2011.

(b) New accounting standards and interpretations

Certain pronouncements were issued by the IASB ("International Accounting Standard Board") or the IFRIC ("International Financial Reporting Interpretation Committee") that are mandatory for accounting periods after December 31, 2010 or later periods. Many are not applicable or do not have a significant impact to the Company and have been excluded from the table below. The following have not yet been adopted and are being evaluated to determine their impact on the Company.

(i) IFRS 9 – Financial instruments (“IFRS 9”) was issued by the IASB in October 2010 and will replace IAS 39 Financial Instruments: Recognition and Measurement (“IAS 39”). IFRS 9 uses a single approach to determine whether a financial asset is measured at amortized cost or fair value, replacing the multiple rules in IAS 39. The approach in IFRS 9 is based on how an entity manages its financial instruments in the context of its business model and the contractual cash flow characteristics of the financial assets. Most of the requirements in IAS 39 for classification and measurement of financial liabilities were carried forward unchanged to IFRS 9. The new standard also requires a single impairment method to be used, replacing the multiple impairment methods in IAS 39. IFRS 9 is effective for annual periods beginning on or after January 1, 2013. IASB has proposed to move the effective date of IFRS 9 to January 1, 2015.

(ii) IFRS 10 – Consolidated financial statements (“IFRS 10”) was issued by the IASB in May 2011. IFRS 10 is a new standard which identifies the concept of control as the determining factor in assessing whether an entity should be included in the consolidated financial statements of the parent company. Control is comprised of three elements: power over an investee; exposure to variable returns from an investee; and the ability to use power to affect the reporting entity’s returns. IFRS 10 is effective for annual periods beginning on or after January 1, 2013. Earlier adoption is permitted.

(iii) IFRS 11 – Joint arrangements (“IFRS 11”) was issued by the IASB in May 2011. IFRS 11 is a new standard which focuses on classifying joint arrangements by their rights and obligations rather than their legal form. Entities are classified into two groups: parties having rights to the assets and obligations for the liabilities of an arrangement, and rights to the net assets of an arrangement. Entities in the former case account for assets, liabilities, revenues and expenses in accordance with the arrangement, whereas entities in the latter case account for the arrangement using the equity method. IFRS 11 is effective for annual periods beginning on or after January 1, 2013. Earlier application is permitted.

(iv) IFRS 12 – Disclosure of interests in other entities (“IFRS 12”) was issued by the IASB in May 2011. IFRS 12 is a new standard which provides disclosure requirements for entities reporting interests in other entities, including joint arrangements, special purpose vehicles, and off balance sheet vehicles. IFRS 12 is effective for annual periods beginning on or after January 1, 2013. Earlier application is permitted.

- 8 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

2. Significant accounting policies (continued)
   
(b) New accounting standards and interpretations (continued)

(v) IFRS 13 – Fair value measurement (“IFRS 13”) was issued by the IASB in May 2011. IFRS 13 is a new standard which provides a precise definition of fair value and a single source of fair value measurement considerations for use across IFRSs. The key points of IFRS 13 are as follows:

  • fair value is measured using the price in a principal market for the asset or liability, or in the absence of a principal market, the most advantageous market;
  • financial assets and liabilities with offsetting positions in market risks or counterparty credit risks can be measured on the basis of an entity’s net risk exposure;
  • disclosures regarding the fair value hierarchy has been moved from IFRS 7 to IFRS 13, and further guidance has been added to the determination of classes of assets and liabilities;
  • a quantitative sensitivity analysis must be provided for financial instruments measured at fair value;
  • a narrative must be provided discussing the sensitivity of fair value measurements categorised under Level 3 of the fair value hierarchy to significant unobservable inputs;
  • and information must be provided on an entity’s valuation processes for fair value measurements categorized under Level 3 of the fair value hierarchy.

IFRS 13 is effective for annual periods beginning on or after January 1, 2013. Earlier application is permitted.

(vi) IAS 1 – Presentation of financial statements (“IAS 1”) was amended by the IASB in June 2011 in order to align the presentation of items in other comprehensive income with US GAAP standards. Items in other comprehensive income will be required to be presented in two categories: items that will be reclassified into profit or loss and those that will not be reclassified. The flexibility to present a statement of comprehensive income as one statement or two separate statements of profit and loss and other comprehensive income remains unchanged. The amendments to IAS 1 are effective for annual periods beginning on or after July 1, 2012.

3. Capital risk management

The Company manages its capital with the following objectives:

  • to ensure sufficient financial flexibility to achieve the ongoing business objectives including funding of future growth opportunities, and pursuit of accretive acquisitions; and
  • to maximize shareholder return through enhancing the share value.

The Company monitors its capital structure and actively makes adjustments according to market conditions in an effort to meet its objectives given the current outlook of the business and industry in general. The Company may manage its capital structure by issuing new shares, repurchasing outstanding shares, adjusting capital spending, or disposing of assets. The capital structure is reviewed by management and the Board of Directors on an ongoing basis. As discussed in Note 1, the Company's ability to continue to carry out its planned exploration activities is uncertain and dependent upon the continued financial support of its shareholders and securing additional financing.

The Company manages capital through its financial and operational forecasting processes. The Company reviews its working capital and forecasts its future cash flows based on operating expenditures, and other investing and financing activities. The forecast is updated based on activities related to its mineral properties. Relevant information is provided to the Board of Directors of the Company. The Company’s capital management objectives, policies and processes have remained unchanged during the three and six months ended October 31, 2011.

The Company is not subject to any capital requirements imposed by a lending institution.

- 9 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

4. Financial risk management

The Company's activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk (including interest rate, foreign currency risk and commodity and equity price risk). Financial risk management is carried out by the Company's management team with guidance from the Audit Committee and Board of Directors. There have been no changes in the risks, objectives, policies and procedures from the previous period.

(i) Credit risk

The Company's credit risk is primarily attributable to cash and cash equivalents and amounts receivable. Cash and cash equivalents consist of cash, high interest savings accounts and certificates of deposit at select Canadian financial institutions, from which management believes the risk of loss to be remote. Financial assets included in amounts receivable consist of goods and services tax and harmonized sales tax due from the Government of Canada and deposits with service providers. Amounts receivable are in good standing as of October 31, 2011. Management believes that the credit risk concentration with respect to the financial instruments included in cash and cash equivalents and amounts receivable is remote.

(ii) Liquidity risk

Liquidity risk is the risk that the Company will not have sufficient cash resources to meet its financial obligations as they come due. The Company’s liquidity and operating results may be adversely affected if its access to the capital market is hindered, whether as a result of a downturn in stock market conditions generally or matters specific to the Company. The Company generates cash flow primarily from its financing activities. As at October 31, 2011, the Company had cash and cash equivalents of $18,732,662 (April 30, 2011 - $22,870,894) to settle current liabilities of $167,861 (April 30, 2011 - $1,046,868). All of the Company's financial liabilities have contractual maturities of less than 30 days and are subject to normal trade terms. The Company regularly evaluates its cash position to ensure preservation and security of capital as well as liquidity. As discussed on Note 1, the Company’s ability to continually meet its obligations and carry out its planned exploration activities is uncertain and dependent upon the continued financial support of its shareholders and securing additional financing.

(iii) Market risk

Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates and commodity and equity prices.

(a) Interest rate risk

The Company has cash and cash equivalents and no interest-bearing debt. The Company's current policy is to invest excess cash in high interest savings accounts and investment-grade certificates of deposit issued by its Canadian financial institutions. The Company periodically monitors the investments it makes and is satisfied with the credit ratings of its Canadian financial institutions. Currently, the Company does not hedge against interest rate risk.

(b) Foreign currency risk

The Company's functional and reporting currency is the Canadian dollar and purchases are transacted in Canadian and US dollars and Chilean pesos. The Company funds certain operations, exploration and administrative expenses in Chile and the United States on a cash call basis using US dollar currency converted from select bank accounts held in Canada. The Company maintains US dollar bank accounts in Canada, the United Sates and Chile, and Chilean peso bank accounts in Chile. The Company is subject to gains and losses from fluctuations in the US dollar and Chilean peso against the Canadian dollar. The Company had the following significant balances in foreign currencies:

- 10 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

4. Financial risk management (continued)
   
(iii) Market risk (continued)
 
  (b) Foreign currency risk (continued)  

    October 31     April 30  
    2011     2011  
             
             
Unites States Dollars            
     Cash (Bank indebtedness) $  69,837 (1) $  (375,361 )(1)
     Amounts receivable and prepaids $  15,000  (1) $  1,082 (1)
     Accounts payable and accrued liabilities $  2,019 (1) $  20,196 (1)
             
             
Chilean Peso            
     Amounts receivable and other assets   (2)   112,182,936 (2)
     Amounts payable and other liabilities   66,051,814 (2)   199,755,213 (2)

(1) Denoted in United States Dollars: (October 31, 2011 - 1 United States Dollar = 0.9967 Canadian Dollars); (April 30, 2011 - 1 United States Dollar = 0.9464 Canadian Dollars); and
(2) Denoted in Chilean Peso: (October 31, 2011 - 1 Chilean Peso = 0.00203 Canadian Dollars); (April 30, 2011 - 1 Chilean Peso = 0.00206 Canadian Dollars).

  (c) Price risk
   
  The Company is exposed to price risk with respect to commodity and equity prices. Equity price risk is defined as the potential adverse impact on the Company's earnings due to movements in individual equity prices or general movements in the level of the stock market. Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatilities. The Company closely monitors commodity prices, as they relate to gold and copper, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company. As the Company's mineral properties are in the exploration stage, the Company does not hedge against commodity price risk. The Company's available-for-sale investment in Gondwana Gold Inc. ("Gondwana") (formerly "China Opportunity Inc.") is subject to fair value fluctuations arising from changes in the equity and commodity markets.
   
  Sensitivity analysis
   
  Based on management's knowledge and experience of the financial markets, the Company believes the following movements are reasonably possible over a six month period:
   
  (i) Cash equivalents are subject to floating interest rates. As at October 31, 2011, if interest rates had decreased/increased by 1% with all other variables held constant, the loss for the six months ended October 31, 2011 would have been approximately $93,000 higher/lower, as a result of lower/higher interest income from cash equivalents.

- 11 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

4. Financial risk management (continued)
   
  (iii) Market risk (continued)
   
  Sensitivity analysis (continued)
   
(ii) The Company is exposed to foreign currency risk on fluctuations of financial instruments that are denominated in US dollars and the Chilean peso related to cash balances, amounts receivable and accounts payable and accrued liabilities. As at October 31, 2011, a plus or minus 5% change in the foreign exchange rate with all other variables held constant would not have a significant impact on the loss for the six months ended October 31, 2011 and the reported equity as at October 31, 2011.
   
(iii) The Company's available-for-sale investment in the common shares of Gondwana is subject to fair value fluctuations. As at October 31, 2011, a plus or minus 10% change in the bid price of the common shares of Gondwana with all other variables held constant would not have a significant impact on the comprehensive loss for the six months ended October 31, 2011 and the reported equity as at October 31, 2011.
   
5. Categories of financial instruments

      As at     As at  
      October 31,     April 30,  
      2011     2011  
Financial assets:            
       Loans and receivables            
               Cash and cash equivalents $  18,732,662   $  22,870,894  
               Amounts receivable   299     -  
       Available for sale financial asset   10,500     280,000  
Financial liabilities:            
       Other financial liabilities            
               Amounts payable and other liabilities $  167,861   $  1,046,868  
             
As at October 31, 2011 and April 30, 2011, the fair value of all the Company's financial instruments, other than available for sale financial asset which is carried at fair value, approximates the carrying value, due to their short-term nature.  
               
6. Cash and cash equivalents            
      As at     As at  
      October 31,     April 30,  
      2011     2011  
               
Cash (bank indebtedness) $  180,894   $  (365,965 )
Cash equivalents   18,551,768     23,236,859  
Total $  18,732,662   $  22,870,894  

- 12 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

7. Amounts receivable and other assets

    As at     As at  
    October 31,     April 30,  
    2011     2011  
             
             
Sales tax receivable - (Canada) $  89,202   $  48,787  
                                                                                     
Sales tax receivable - (Chile) (1)   -     230,784  
Amounts receivable   299     -  
Prepaid expenses   29,518     49,066  
  $  119,019   $  328,637  

(1) Pursuant to the write off of the property in Chile, the Company has determined that there is uncertainty related to the recovery of the Chilean sales tax receivable. As a result of this uncertainty, management has established an allowance for the entire amount of the Chilean sales tax receivable totaling $247,167 as at October 31, 2011.

8. Interest in exploration properties and deferred exploration expenditures

Six months ended October 31, 2011                        
                         
    Nevada     McCart     Rosario        
    Properties     Township     Properties        
    (USA)     (Canada)     (Chile)        
    (f)     (a)     (b)(c)(d)(e)     Total  
                         
Opening balance $  6,430,690   $  171,596   $  975,725   $  7,578,011  
Acquisition   -     -     (94,071 )   (94,071 )
Exploration   2,768,906     351     (43,922 )   2,725,335  
Salaries and benefits   -     4,667     -     4,667  
Option payment received   -     (10,125 )   -     (10,125 )
Write-off of exploration properties   -     -     (837,732 )   (837,732 )
                         
Ending balance $  9,199,596   $  166,489   $  -   $  9,366,085  
                         
                         
Six months ended October 31, 2010                        
                         
          McCart     Rosario        
          Township     Properties        
          (Canada)     (Chile)        
          (a)     (b)(c)(d)(e)     Total  
                         
Opening balance       $  263,860   $  3,152,411   $  3,416,271  
Acquisition         -     114,744     114,744  
Exploration         5,300     893,782     899,082  
Option payment received         (100,000 )   -     (100,000 )
Write-off of Soesmi property         -     (564,472 )   (564,472 )
                         
Ending balance       $  169,160   $  3,596,465   $  3,765,625  

- 13 -



Bridgeport Ventures Inc.
Notes to the Condensed Consolidated Interim Financial Statements
October 31, 2011 and 2010
(Expressed in Canadian dollars)
(Unaudited)

8. Interest in exploration properties and deferred exploration expenditures (continued)
   
(a) McCart Township
   
On November 11, 2008, the Company entered into an agreement to acquire a 100% interest in two mining claims (the “Claims”) located near McCart Township, Ontario. The Claims are subject to a 2% net smelter royalty (“NSR”). To acquire this interest, the Company is required to:
   
  •  
  • Make a cash payment of $5,000 (paid); and
  •  
  • Issue 150,000 common shares of the Company (issued and valued at $19,500).
       
    Effective July 29, 2009, the Company issued an aggregate of 150,000 common shares in partial satisfaction of its obligations to acquire 100% interest in the McCart Township Claims. The value of the 150,000 common shares was calculated by applying the unit price of $0.13 pursuant to the initial public offering of the Company.
       
    At anytime after the commencement of commercial production, the Company has the right to purchase 1% of the 2% NSR for $1,000,000.
       
    During the year ended April 30, 2010, the Company acquired three additional mining claims located in the same Township subject to a 1% NSR (50% of which the Company has the right to purchase for $1,000,000), for cash consideration of $nil. Subsequent to the April 30, 2011, these three claims were cancelled.
       
    On August 24, 2010, Bridgeport granted to Gondwana an option to acquire up to a 70% interest in the McCart Property. Gondwana may earn an initial 50% interest in the McCart Property by satisfying the following commitments (the "Commitments"):
       

    (i) making an initial cash payment to Bridgeport in the amount of $20,000 (received);

    (ii) issuing an aggregate of 1,050,000 common shares (400,000 issued) to Bridgeport in tranches over a three year period; and

    (iii) incurring an aggregate of $400,000 in exploration expenditures on the McCart Property in tranches over a three year period.

       
    Gondwana may earn an additional 20% interest in the McCart Property (for a total 70% interest) in the event it completes a bankable feasibility study within three years of earning its 50% interest.
       
    On August 24, 2010, Bridgeport received $20,000 cash and 400,000 common shares of Gondwana in accordance with the terms of the Agreement. The 400,000 common shares received were valued at $80,000 on August 24, 2010. During the three and six months ended October 31, 2011, the 400,000 common shares of Gondwana were sold for cash proceeds of $191,182 resulting in a gain on disposal of $111,182.
       
    On August 17, 2011, the Company signed an amending letter agreement (the "Amending Agreement") with Gondwana to extend the time by which the Commitments must be satisfied until February 20, 2012 in exchange for an additional 25,000 Gondwana shares to be issued to Bridgeport.
       
    On October 25, 2011, Bridgeport received the 25,000 common shares of Gondwana in accordance with the terms of the Amending Agreement. The 25,000 common shares received were valued at $10,125 on October 25, 2011 based on the bid price on October 25, 2011. As of October 31, 2011, the bid price of Gondwana was $0.42 resulting in a unrealized gain of $375 which was recorded in other comprehensive loss for the three and six months ended October 31, 2011. At October 31, 2011, the shares of Gondwana were valued at $10,500 using the bid price of the security.

    - 14 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    8. Interest in exploration properties and deferred exploration expenditures (continued)

    (b) Trillador Property

    On July 5, 2010, the Company executed a letter of intent which provides that the Company would enter into an option agreement with an arm's length party to acquire a 100% interest in the Trillador property through its subsidiary, Rio Condor Resources S.A. ("Rio Condor"). The closing of the option agreement was to take place following a due diligence period. Under the terms of the proposed agreement with the property owners, the Company would be required to pay US$1.5 million over five years in order to acquire a 100% interest in the Trillador property. This acquisition was royalty free.

    On August 27, 2010, the Trillador letter of intent was modified, whereby US$25,000 was required on signing (paid) as an advance payment of the first installment of the option agreement price. This amendment allowed Rio Condor a 120 business day grace period. As of January 31, 2011 (“Date of Closing”) the option agreement was executed and payment of US$25,000 was made (completing the total amount of the first installment of US$50,000). The option agreement was subsequently finalized. Cash payments in the aggregate of US$1.5 million are due as follows:

              US$      
                                   
        Date of Closing   $  25,000   (paid)(1)
        January 17, 2011     25,000   (paid)(1)
        January 31, 2012     50,000      
        January 31, 2013     60,000      
        January 31, 2014     250,000      
        January 31, 2015     1,090,000      
                     
            $  1,500,000      

    (1) US$50,000 Canadian equivalent equals $51,795.

    During the six months ended October 31, 2011, the Company decided to terminate the Trillador Property and Tamara Property option agreements and as a result, a total of $1,084,899 of exploration properties and deferred exploration expenditures and related receivables were written off during the six months ended October 31, 2011.

    (c) SOESMI Property

    Pursuant to an agreement entered into on December 3, 2009, Rio Condor would have paid US$1,000,000 over three years to acquire a 100% interest in the SOESMI mining concessions, which are contiguous to the concessions comprising the Rosario Property. The SOESMI claim group was subject to a 2% NSR that could be purchased for US$1,000,000. US$75,000 ($79,020) was paid on closing. In addition, in accordance with the payment terms, a further US$50,000 ($52,590) was paid on June 3, 2010. Cash payments in the aggregate of US$1,000,000 were due as follows:

            US$      
                     
        Date of signing the agreement   $  75,000   (paid)  
        June 3, 2010     50,000   (paid)  
        December 3, 2010     50,000   (not paid)  
        June 3, 2011     100,000   (not paid)  
        December 3, 2011     150,000      
        December 3, 2012     575,000      
                     
            $  1,000,000      

    - 15 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    8. Interest in exploration properties and deferred exploration expenditures (continued)

    (c) SOESMI Property (continued)

    During the year ended April 30, 2011, the Company determined not to make the next option payment due in respect of the SOESMI property, and to allow its rights in respect of such property to lapse. As a result, the Company wrote off all costs associated with this project in the amount of $611,352.

    (d) Simonetta Property

    Subsequent to Bridgeport’s acquisition of Rio Condor, pursuant to an agreement entered into on January 23, 2010, Rio Condor would have paid US$1,000,000 over four years to acquire a 100% interest in the Simonetta mining concessions, which are contiguous to the concessions comprising the Rosario Property. This acquisition was royalty free. US$30,000 ($30,782) was paid on closing. Cash payments in the aggregate of US$1,000,000 were due as follows:

              US$      
                     
      Date of signing the agreement   $  30,000   (paid)  
      July 23, 2010     10,000   (paid)  
      January 23, 2011     65,000   (not paid)  
      January 23, 2012     150,000      
      January 23, 2013     245,000      
      January 23, 2014     500,000      
                     
            $  1,000,000      

    The Company paid $10,359 (US$10,000) during the year ended April 30, 2011 relating to the Simonetta option agreement. Subsequent to the payment, through a letter and a public deed, both dated on February 7, 2011, Rio Condor provided notice to the owner of the Simonetta property that the payment due January 23, 2011 (US$65,000) would not be made. As a result, Rio Condor's rights in respect of such property have been forfeited and costs of $554,473 associated with the project were written off during the year ended April 30, 2011.

    (e) Rosario Project

    The Company had an option to pay US$10.4 million over a four year period to acquire a 100% interest in the properties known as the Rosario property (which includes the concessions known as the Rosario, Julia, Eliana I, Eliana II and Eliana III mining concessions) and the Tamara property. The Rosario property is subject to a 2% NSR which may be purchased for US$2 million. Tamara is royalty free. The Company was required to pay a total commission or management fee of US$500,000 over the same four year period. The vendors of Rosario and Eliana I were entitled to excavate a total of 6,000 tons per month from the property until the last payment is made.

    The Company has focused its exploration efforts on the Rosario property, and based on the assay results, style of copper mineralization, and discontinuity of the zones, management has decided that the property does not have the size potential for the Company to make a significant copper-gold discovery of 100 million tonnes or more. Accordingly, Bridgeport has determined to terminate its rights to the Rosario, Eliana I, II and III, and Julia mining concessions, which decision was carried out by not making the November 5, 2010 property payment of US $720,000. As a result, Rio Condor's rights in respect of such properties have been forfeited and costs of $3,309,120 associated with the project have been written-off during the year ended April 30, 2011.

    The Company had retained its rights to the Tamara property. During the year ended April 30, 2011, the Company paid $56,111 (US$50,000) pursuant to the agreement relating to the Tamara property. The Company was entitled to maintain its rights to the Tamara property by making the following cash payments:

    - 16 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    8. Interest in exploration properties and deferred exploration expenditures (continued)

    (e) Rosario Project (continued)

              Cash payments (US$)  
                     
        November 5, 2009   $  15,000   (paid)  
        November 5, 2010     35,000   (paid)  
        November 5, 2011     50,000      
        November 5, 2012     70,000      
        November 5, 2013     230,000      
                     
            $  400,000      

    During the six months ended October 31, 2011, the Company decided to terminate the Trillador Property and Tamara Property option agreements and as a result, a total of $1,084,899 of exploration properties and deferred exploration expenditures and a receivable related to Chile was written off for the six months ended October 31, 2011. As a result, the payment due subsequent to October 31, 2011 and payable on November 5, 2011 was not made.

    (f) Nevada Portfolio

    On November 16, 2010, Bridgeport acquired from Fronteer Gold Inc. (“Fronteer”) a 100% interest in certain mineral properties and a 50% leasehold interest in one property, in Nevada, USA. The properties are subject to a net smelter return royalty of up to 3%. On November 16, 2010, Bridgeport issued to Fronteer 4.5 million common shares (valued at approximately $5.2 million (see note 11(b)(ii)) in consideration of the acquisition. In addition to the properties acquired from Fronteer, Bridgeport has staked additional claims adjacent to the properties and intends to continue with its land acquisition effort.

    (g) Option Agreement with Orsa Ventures Corp.

    On July 19, 2011, the Company entered into an option agreement (the "Option Agreement") with Orsa Ventures Corp. (“Orsa”) whereby Orsa can earn a 51% interest in Bridgeport’s Ashby Gold Property in Nevada through phased exploration expenditures, share payments and a cash payment to Bridgeport. Pursuant to the terms of the Option Agreement, Orsa has the option (the "First Option") to earn up to a 49% interest in the Ashby Property by:

    a.

     issuing to Bridgeport or its nominee an aggregate of 100,000 common shares of Orsa within three business days of receipt by Orsa of the approval by the TSX Venture Exchange of the Option Agreement;

       
    b.

     incurring an aggregate of $150,000 of exploration expenditures on the Ashby Property within one year of the date of the Option Agreement; and

       
    c.

     incurring $300,000 of cumulative exploration expenditures on the Ashby Property within two years of the date of the Option Agreement.

    If Orsa exercises the First Option and acquires a 49% interest in the Ashby Property, it will have the option (the "Second Option") to acquire a further 2% interest in the Ashby Property (for an aggregate 51% interest) by paying Bridgeport $100,000 in cash and issuing to Bridgeport common shares having an aggregate value of $100,000 within a 90 day period.

    Following the exercise of the First Option, and if applicable, the Second Option, Orsa and Bridgeport will form a joint venture for further exploration and development of the Ashby Property. If Orsa has exercised the Second Option, it will hold a 51% interest in the joint venture and will be the operator of the joint venture. If Orsa has not exercised the Second Option, Orsa will hold a 49% interest in the joint venture and Bridgeport will become the operator.

    - 17 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    8. Interest in exploration properties and deferred exploration expenditures (continued)

    (g) Option Agreement with Orsa Ventures Corp. (continued)

    On November 21, 2011, the Option Agreement with Orsa Ventures Corp. was approved by TSX Venture Exchange and on December 7, 2011, 100,000 common shares of Orsa were received (see note 19).

    9. Equipment

        Computer           Office           Machinery and        
    Cost   equipment     Software     equipment     Structures     equipment     Total  
    Balance, May 1, 2010 $  7,852   $  -   $  336   $  13,754   $  5,056   $  26,998  
    Additions (Disposal)   1,213     318     320     1,826     1     3,678  
    Balance, October 31, 2010   9,065     318     656     15,580     5,057     30,676  
    Additions (Disposal)   21,169     (3 )   1,132     (13 )   -     22,285  
    Balance, April 30, 2011   30,234     315     1,788     15,567     5,057     52,961  
    Balance, October 31, 2011 $  30,234   $  315   $  1,788   $  15,567   $  5,057   $  52,961  
                                         
        Computer           Office           Machinery and        
    Accumulated amortization   equipment     Software     equipment     Structures     equipment     Total  
    Balance, May 1, 2010 $  450   $  -   $  8   $  344   $  189   $  991  
    Amortization   1,200     79     49     1,433     731     3,492  
    Balance, October 31, 2010   1,650     79     57     1,777     920     4,483  
    Amortization   3,175     79     162     1,430     730     5,576  
    Balance, April 30, 2011   4,825     158     219     3,207     1,650     10,059  
    Amortization   3,668     69     153     1,205     492     5,587  
    Balance, October 31, 2011 $  8,493   $  227   $  372   $  4,412   $  2,142   $  15,646  
                                         
        Computer           Office           Machinery and        
    Carrying value   equipment     Software     equipment     Structures     equipment     Total  
    Balance, May 1, 2010 $  7,402   $  -   $  328   $  13,410   $  4,867   $  26,007  
    Balance, October 31, 2010 $  7,415   $  239   $  599   $  13,803   $  4,137   $  26,193  
    Balance, April 30, 2011 $  25,409   $  157   $  1,569   $  12,360   $  3,407   $  42,902  
    Balance, October 31, 2011 $  21,741   $  88   $  1,416   $  11,155   $  2,915   $  37,315  

    10. Amounts payable and other liabilities

        As at     As at  
        October 31,     April 30,  
        2011     2011  
                 
    Falling due within the year            
           Trade payables $  67,761   $  857,529  
           Accrued liabilities   100,100     189,339  
      $  167,861   $  1,046,868  

    - 18 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    11. Share capital

    a) Authorized share capital

    The authorized share capital consisted of unlimited number of common shares. The common shares do not have a par value. All issued shares are fully paid.

    b) Common shares issued

    The change in issued share capital for the periods ended October 31, 2011 and 2010 were as follows:

        Number of        
        common        
        shares     Amount  
                 
    Balance, May 1, 2010   28,036,000   $  11,798,967  
    Exercise of warrants   6,200     3,700  
    Value of warrants exercised   -     470  
    Balance, October 31, 2010   28,042,200     11,803,137  
    Public offering, net of costs (i)   17,250,000     13,885,090  
    Acquisition of mineral properties (ii)   4,500,000     5,175,000  
    Exercise of warrants   787,400     448,900  
    Value of warrants exercised   -     99,674  
    Step-up warrants issued (note 13)   -     (47,300 )
    Balance, April 30, 2011 and October 31, 2011   50,579,600   $  31,364,501  

    (i) On December 20, 2010 and January 7, 2011, the Company closed a public offering (the "Offering") and over allotment of 15,000,000 and 2,250,000 units ("Units"), respectively, of the Company at a price of $1.00 per Unit for cash consideration of $17,250,000. In connection with the Offering, the underwriters were paid a 6% agency fee totaling $1,035,000. Share issuance costs of $326,783 were incurred in relation to the Offering. Each Unit consisted of one common share of the Company and one-half of one common share purchase warrant (each whole such common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one additional common share of the Company at an exercise price of $1.40 until December 20, 2012.

    The grant date fair value of $1,805,000 was assigned to the 8,625,000 Warrants issued as part of Offering as estimated by using a fair value market technique incorporating the Black-Scholes option valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 66%, risk-free rate of return of 1.62% and an expected maturity of 2 years. In addition, 1,035,000 compensation warrants ("Compensation Warrants") were issued to the underwriters. Each Compensation Warrant is exercisable into a unit for $1.00 with each unit comprised of one common share and one-half of one Warrant. The grant date fair value of $380,428 was assigned to the Compensation Warrants using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 66%, risk-free rate of return of 1.62% and an expected maturity of 2 years.

    (ii) On November 15, 2010, Bridgeport issued to Fronteer 4.5 million common shares at $1.15 per share based on the market value of the shares at the time of issue, in consideration of the acquisition of certain Nevada properties (note 8 (f)).

    - 19 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    12. Net loss per common share

    The calculation of basic and diluted loss per share for the three and six months ended October 31, 2011 was based on the loss attributable to common shareholders of $404,452 and $2,172,984 and the weighted average number of common shares outstanding of 50,579,600. Diluted loss per share did not include the effect of 28,825,000 warrants and 5,040,834 stock options as they are anti-dilutive.

    13. Warrants

    The following table reflects the continuity of warrants for the periods ended October 31, 2011 and 2010:

        Number of        
        warrants     Amount  
    Balance, May 1, 2010   19,690,200   $  3,679,500  
    Exercised   (6,200 )   (470 )
    Balance, October 31, 2010   19,684,000     3,679,030  
    Granted (note 11(b)(i))   9,660,000     2,003,127  
    Step-up warrants issued (i)(ii)(iii)   420,000     47,300  
    Exercised   (787,400 )   (99,674 )
    Expired   (151,600 )   (25,772 )
    Balance, April 30, 2011 and October 31, 2011   28,825,000   $  5,604,011  

    (i) On January 31, 2011, 210,000 warrants with an exercise price of $0.20 and expiry date of April 7, 2011 were exercised into common shares and warrants for cash proceeds of $42,000. As a result, 210,000 additional warrants were issued with an exercise price of $0.50 and an expiry date of October 7, 2014. The grant date fair value of $24,100 was assigned to the 210,000 warrants as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 73%, risk-free rate of return of of 1.84% and an expected maturity of 3.68 years.

    (ii) On February 24, 2011, 100,000 broker warrants with an exercise price of $0.20 and expiry date of April 7, 2011 were exercised into common shares and warrants for cash proceeds of $20,000. As a result, 100,000 additional warrants were issued from the step up feature of the units with an exercise price of $0.50 and expiry date of October 7, 2014. The grant date fair value of $11,300 was assigned to the 100,000 warrants as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 74%, risk-free rate of return of 2.36% and an expected maturity of 3.62 years.

    (iii) On April 6, 2011, 110,000 broker warrants with an exercise price of $0.20 per unit and expiry date of April 7, 2011 were exercised into common shares and warrants for cash proceeds of $22,000. As a result, 110,000 warrants were issued from the step up feature of the units with an exercise price of $0.50 and expiry date of October 7, 2014. The grant date fair value of $11,900 was assigned to the 110,000 warrants as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 74%, risk-free rate of return of 2.51% and an expected maturity of 3.51 years.

    - 20 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    13. Warrants (continued)

    The following table reflects the actual warrants issued and outstanding as of October 31, 2011:

      Number of          
      Warrants   Grant date ($)      
      Outstanding   fair value Exercise Price ($) Expiry Date  
                 
      6,575,000   374,925 0.50 October 7, 2014  
      12,590,000   3,225,959 1.50 December 1, 2012  
      8,625,000   1,622,699 1.40 December 20, 2012  
      1,035,000  (1) 380,428 1.00 December 20, 2012  
                 
      28,825,000   5,604,011 1.22    

    (1) Each exercisable to acquire one unit, each unit consisting of one common share and one-half of one warrant with each whole warrant exercisable to acquire one additional common share at an exercise price of $1.40 until December 20, 2012.

    14. Stock options

    The shareholders of the Company approved the stock option plan on December 18, 2007. Up to such number of common shares as is equal to 10% of the aggregate number of common shares issued and outstanding from time to time may be reserved for issue upon the exercise of options granted pursuant to the stock option plan.

    The purpose of the stock option plan is to attract, retain and motivate directors, officers, employees and other service providers by providing them with the opportunity, through share options, to acquire a proprietary interest in the Company and benefit from its growth. The options are non-assignable and may be granted for a term not exceeding five years.

    Stock options may be granted under the stock option plan only to directors, officers, employees and other service providers subject to the rules and regulations of applicable regulatory authorities and any Canadian stock exchange upon which the common shares may be listed or may trade from time to time. The total number of common shares which may be reserved for issuance to any one individual under the stock option plan within any one year period shall not exceed 5% of the outstanding issue. The maximum number of common shares which may be reserved for issuance to insiders under the stock option plan, any other employer stock option plans or options for services, shall be 10% of the common shares issued and outstanding at the time of the grant (on a non-diluted basis).

    - 21 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    14. Stock options (continued)

    The maximum number of common shares which may be issued to insiders under the stock option plan, together with any other previously established or proposed share compensation arrangements, within any one year period shall be 10% of the outstanding issue. The maximum number of common shares which may be issued to any one insider and his or her associates under the stock option plan, together with any other previously established or proposed share compensation arrangements, within a one year period shall be 5% of the common shares outstanding at the time of the grant (on a non-diluted basis).

    The maximum number of stock options which may be granted to any one consultant under the stock option plan, any other employer stock options plans or options for services, within any 12 month period, must not exceed 2% of the common shares issued and outstanding at the time of the grant (on a non-diluted basis). The maximum number of stock options which may be granted to any persons performing investor relations services under the stock option plan, any other employer stock options plans or options for services, within any 12 month period must not exceed, in the aggregate, 2% of the common shares issued and outstanding at the time of the grant (on a non-diluted basis).

    The exercise price of options issued may not be less than the fair market value of the common shares at the time the option is granted, less any allowable discounts.

    The following reflects the continuity of stock options for the period ended October 31, 2011:

              Weighted Average  
        Number of     Exercise Price  
        Stock Options     ($)  
           Balance, May 1, 2010   2,400,000     1.21  
           Granted (9)   400,000     1.05  
           Balance, October 31, 2010   2,800,000     1.19  
           Granted (10)(11)(12)(13)   1,940,000     1.00  
           Forfeited (4)(6)(8)   (108,333 )   2.19  
           Expired (6)   (66,667 )   2.40  
    Balance, April 30, 2011   4,565,000     1.06  
           Granted (15)(16)(17)   687,500     0.53  
           Forfeited (4)(13)   (196,666 )   1.34  
           Expired (13)   (15,000 )   1.00  
           Balance, October 31, 2011   5,040,834     0.98  

    - 22 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    14. Stock options (continued)

    (1) On November 12, 2009, the Company granted 200,000 stock options to a director of the Company pursuant to the Company's stock option plan, exercisable for one common share each at a price of $1.20 per share for a five-year period expiring on November 12, 2014. The options vest as to one-third on the date of grant and one-third each on the first and second anniversaries of the date of grant. The grant date fair value of $172,000 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 93%, risk-free rate of return of 2.7% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $7,226 and $14,452 respectively (three and six months ended October 31, 2010 - $21,677 and $43,353) was expensed to share-based payments.

    (2) On November 17, 2009, the Company granted 250,000 stock options to a consultant of the Company pursuant to the Company's stock option plan, exercisable for one common share each at a price of $1.20 per share for a period of five years expiring on November 17, 2014. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $205,000 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 93%, risk-free rate of return of 2.6% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $8,612 and $17,224 respectively (three and six months ended October 31, 2010 -$25,835 and $51,671) was expensed to share-based payments.

    (3) On December 8, 2009, the Company granted 300,000 options to a director of the Company pursuant to the Company's stock option plan, exercisable for one common share each at a price of $1.40 per share for a period of five years expiring on December 7, 2014. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $300,000 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 92%, risk-free rate of return of 2.5% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $12,603 and $25,206 respectively (three and six months ended October 31, 2010 -$37,808 and $75,616) was expensed to share-based payments.

    (4) On December 8, 2009, the Company granted 525,000 options to consultants of the Company pursuant to the Company's stock option plan, exercisable for one common share each at a price of $1.40 per share for a period of five years expiring on December 7, 2014. During the year ended April 30, 2011, 25,000 of these options were forfeited and during the six months ended October 31, 2011, 166,666 options were forfeited. As of October 31, 2011, 333,334 options remain outstanding, 166,667 of which expire on November 30, 2011 and the remaining 166,667 expire on December 12, 2011. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $525,000 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 92%, risk-free rate of return of 2.5% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, ($136,302) and ($115,297) respectively (three and six months ended October 31, 2010 -$66,164 and $132,329) was credited to share-based payments as a result of the forfeiture.

    - 23 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    14. Stock options (continued)

    (5) On January 11, 2010, the Company granted 250,000 stock options to a director pursuant to the Company's stock option plan, exercisable for one common share each at a price of $2.15 per share for a period of five years expiring on January 11, 2015. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $379,750 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 90%, risk-free rate of return of 2.7% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $15,953 and $31,906 respectively (three and six months ended October 31, 2010 - $47,859 and $95,718) was expensed to share-based payments.

    (6) On January 25, 2010, the Company granted 100,000 stock options to a consultant pursuant to the Company's stock option plan, exercisable for one common share each at a price of $2.40 per share for a period of five years expiring on January 25, 2015. During the year ended April 30, 2011, 66,667 of these stock options expired and 33,333 of these stock options were forfeited and as of October 31, 2011, nil options remain outstanding. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $167,900 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 89%, risk-free rate of return of 2.5% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $nil (three and six months ended October 31, 2010 - $21,160 and $42,320) was expensed to share-based payments.

    (7) On February 1, 2010, the Company granted 25,000 stock options to an employee pursuant to the Company's stock option plan, exercisable for one common share each at a price of $2.40 per share for a period of five years expiring on February 1, 2015. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $45,150 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 89%, risk-free rate of return of 2.47% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $1,897 and $3,794 respectively (three and six months ended October 31, 2010 - $5,690 and $11,380) was expensed to share-based payments.

    (8) On March 10, 2010, the Company granted 50,000 stock options to a consultant pursuant to the Company's stock option plan, exercisable for one common share each at a price of $2.45 per share for a period of five years expiring on March 10, 2015. During the year ended April 30, 2011, all of these stock options were forfeited and as of October 31, 2011, nil options remain outstanding. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $84,750 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 87%, risk-free rate of return of 2.81% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $nil (three and six months ended October 31, 2010 - $10,681 and $21,362) was expensed to share-based payments.

    (9) On September 23, 2010, the Company granted 400,000 stock options to an officer pursuant to the Company's stock option plan, exercisable for one common share each at a price of $1.05 per share for a period of five years expiring on September 23, 2015. The options vest as to one-third on the date of grant and one-third on each of the first and second anniversaries of the date of grant. The grant date fair value of $273,600 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 81%, risk-free rate of return of 2.11% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $24,139 and $58,023 respectively (three and six months ended October 31, 2010 - $105,565) was expensed to share-based payments.

    - 24 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    14. Stock options (continued)

    (10) On December 21, 2010, the Company granted 1,600,000 stock options to an officer pursuant to the Company's stock option plan, exercisable for one common share each at a price of $1.00 per share for a period of five years expiring on December 21, 2015. The options vest as to one-third on the date of grant and one-third on each of the first and second anniversaries of the date of grant. The grant date fair value of $940,800 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 77%, risk-free rate of return of 2.17% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $118,513 and $237,026 (three and six months ended October 31, 2010 - $nil) was expensed to share-based payments.

    (11) On January 7, 2011, the Company granted 250,000 stock options to a director pursuant to the Company's stock option plan, exercisable for one common share each at a price of $1.00 per share for a period of five years expiring on January 7, 2016. The options vest as to one-third on the date of grant and one-third on the first and second anniversaries of the date of grant. The grant date fair value of $116,500 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 76%, risk-free rate of return of 2.24% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $14,675 and $29,350 respectively (three and six months ended October 31, 2010 - $nil) was expensed to share-based payments.

    (12) On March 15, 2011, the Company granted 35,000 options exercisable at $0.85 to an employee of the Company with an expiry date of March 15, 2016. The options vest as to on-third on the date of grant and one-third after the first and second anniversaries of the date of grant. The grant date fair value of $11,375 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 74%, risk-free rate of return of 2.22% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $1,432 and $2,865 (three and six months ended October 31, 2010 - $nil) was expensed to share-based payments.

    (13) On March 15, 2011, the Company granted 55,000 options exercisable at $1.00 to employees of the Company with an expiry date of March 15, 2016. During the six months ended October 31, 2011, 30,000 options were forfeited and 15,000 expired unexercised on September 14, 2011. As at October 31, 2011, 10,000 options remaining outstanding. The options vest as to one-third on the date of grant and one-third after the first and second anniversaries of the date of grant. The grant date fair value of $16,720 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 74%, risk-free rate of return of 2.22% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, ($2,202) and ($96) respectively (three and six months ended October 31, 2010 - $nil) was credited to share-based payments as a result of the forfeiture.

    (14) During the year ended April 30, 2011, the expiry date of 200,000 fully vested options granted on August 20, 2009 to a former director was modified. The expiry date changed from August 20, 2014 to January 7, 2012. The former director resigned and became a consultant to the Company.

    (15) On June 8, 2011, the Company granted 55,000 options exercisable at $0.85 to an employee and a consultant of the Company with an expiry date of June 8, 2016. The options vest as to one-third on the date of grant and one-third after the first and second anniversaries of the date of grant. The grant date fair value of $11,550 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 72%, risk-free rate of return of 2.05% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $1,454 and $6,142 respectively (three and six months ended October 31, 2010 - $nil) was expensed to share-based payments.

    - 25 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    14. Stock options (continued)

    (16) On July 26, 2011, the Company granted 417,500 options exercisable at $0.50 to certain directors, officers, employees and consultants of the Company with an expiry date of July 26, 2016. The options vest as to one-third on the date of grant and one-third after the first and second anniversaries of the date of grant. The grant date fair value of $119,823 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 71%, risk-free rate of return of 1.93% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $15,094 and $55,855 respectively (three and six months ended October 31, 2010 - $nil) was expensed to share-based payments.

    (17) On September 6, 2011, the Company granted 215,000 options exercisable at $0.50 to certain employees of the Company with an expiry date of September 6, 2016. The options vest as to one-third on the date of grant and one-third after the first and second anniversaries of the date of grant. The grant date fair value of $61,920 was assigned to the stock options as estimated by using the Black-Scholes valuation model with the following assumptions: expected dividend yield of 0%, expected volatility of 70%, risk-free rate of return of 1.24% and an expected maturity of 5 years. For the three and six months ended October 31, 2011, $25,303 (three and six months ended October 31, 2010 - $nil) was expensed to share-based payments.

    Details of the stock options outstanding at October 31, 2011 are as follows:

          Weighted average    
          remaining contractual    
    Number of Exercisable   life (years) for Weighted average  
    stock stock Exercise        number of stock grant date fair Expiry
    options options price ($) options granted value per option ($) date
               
    200,000 200,000 0.35 0.19 0.08 January 7, 2012
    500,000 500,000 0.35 2.81 0.08 August 20, 2014
    200,000 133,333 1.20 3.04 0.86 November 12, 2014
    250,000 166,667 1.20 3.05 0.82 November 17, 2014
    300,000 200,000 1.40 3.11 1.00 December 7, 2014
    166,667 111,111 1.40 0.08 1.00 November 30, 2011
    166,667 111,111 1.40 0.12 1.00 December 12, 2011
    250,000 166,667 2.15 3.20 1.52 January 11, 2015
    25,000 16,667 2.40 3.26 1.81 February 1, 2015
    400,000 266,667 1.05 3.90 0.68 September 23, 2015
    1,600,000 533,333 1.00 4.15 0.59 December 21, 2015
    250,000 83,333 1.00 4.19 0.47 January 7, 2016
    35,000 11,667 0.85 4.38 0.33 March 15, 2016
    10,000 3,333 1.00 4.38 0.30 March 15, 2016
    55,000 18,333 0.85 4.61 0.21 June 8, 2016
    417,500 139,167 0.50 4.74 0.29 July 26, 2016
    215,000 71,667 0.50 4.86 0.29 September 6, 2016
               
    5,040,834 2,733,056 0.98 3.44 0.60  

    The weighted average exercise price of exercisable stock options as at October 31, 2011 is $0.94 (April 30, 2011 - $1.02) .

    - 26 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    15. General and administrative

        Three Months Ended     Six Months Ended  
        October 31,     October 31,  
        2011     2010     2011     2010  
    Share-based payments $  108,397   $  413,314   $  391,753   $  650,189  
    Salaries and benefits   58,887     44,067     201,011     103,586  
    Professional fees   87,530     170,884     149,851     395,703  
    Insurance   13,647     15,465     58,484     23,430  
    Rent   34,336     24,500     68,240     47,526  
    Administrative and general   33,895     33,610     66,993     45,327  
    Investor relations   13,924     -     42,211     -  
    Reporting issuer costs   16,819     29,971     41,365     51,816  
    Business development   131,204     79,894     137,251     153,576  
    Travel   458     59,293     4,938     90,346  
    Amortization   2,690     1,767     5,587     3,492  
    Meals and accommodation   2,283     5,607     3,735     8,463  
      $  504,070   $  878,372   $  1,171,419   $  1,573,454  

    16. Related party balances and transactions

    Related parties include the Board of Directors, close family members and enterprises that are controlled by these individuals as well as certain persons performing similar functions.

    Related party transactions conducted in the normal course of operations are measured at the exchange value (the amount established and agreed to by the related parties). The amounts due to related parties are unsecured, non-interest bearing and due on demand.

    (a) the Company entered into the following transactions with related parties:

            Three Months Ended     Six Months Ended  
     

      Notes

        October 31,      October 31,    
            2011     2010     2011     2010  
    Marrelli Support Services Inc.("MSSI") (i)   $
     13,028
      $  12,000   $  26,127   $ 25,600  
    DSA Corporate Services Inc. ("DSA") (ii)   $
     2,629
      $ 3,081   $  5,294   $ 5,316  
    H.R. Snyder Consultants (iii)   $
     18,799
      $  18,750   $ 44,310   $ 37,500  

    (i) The Chief Financial Officer ("CFO") of the Company is the president of MSSI. Fees relate to accounting services provided by MSSI. These costs are reflected in professional fees in the condensed consolidated interim statements of loss. As at October 31, 2011, MSSI was owed $17,896 (April 30, 2011 - $12,562) and the amount was included in amounts payable and other liabilities.

    (ii) The CFO of the Company is an officer of DSA. Fees relate to corporate secretarial services provided by DSA. These costs are reflected in professional fees in the condensed consolidated interim statements of loss. As at October 31, 2011, DSA was owed $989 (April 30, 2011 - $989) and the amount was included in amounts payable and other liabilities.

    (iii) Fees were paid to H.R. Snyder Consultants for Hugh Snyder to act as Chairman of the Company. H.R. Snyder Consultants is controlled by Hugh Snyder. These costs are reflected in salaries and benefits in the condensed consolidated interim statements of loss.

    - 27 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    16. Related party balances and transactions (continued)

    (b) Remuneration of Directors and key management personnel of the Company was as follows:

        Three Months Ended     Six Months Ended  
        October 31,     October 31,  
        2011     2010     2011     2010  
       $        
                             
                                                                                 
    Salaries and benefits (1)   63,950     20,000     127,450     45,000  
    Share based payments   206,484     212,908     445,462     320,252  

    (1) The board of directors and select officers do not have employment or service contracts with the Company. Directors are entitled to director fees and stock options for their services and officers are entitled to stock options and cash remuneration for their services.

    17. Segmented information

    October 31, 2011

      Canada     Chile     United States     Total  

     

                           

    Cash and cash equivalents

    $  18,704,909   $  1,381   $  26,372   $  18,732,662  

    Amounts receivable and other assets

      104,068     -     14,951     119,019  

    Available-for-sale investment

      10,500     -     -     10,500  

     

                           

     

      18,819,477     1,381     41,323     18,862,181  

    Interest in exploration properties and deferred exploration expenditures


    166,489

    -

    9,199,596

    9,366,085

    Equipment

      19,934     17,381     -     37,315  

     

                           

     

    $  19,005,900   $  18,762   $  9,240,919   $  28,265,581  

     

                           

     

                           

    April 30, 2011

      Canada     Chile     United States     Total  

     

                           

    Cash and cash equivalents

    $  22,861,023   $  (1,828 ) $  11,699   $  22,870,894  

    Amounts receivable and other assets

      82,633     231,808     14,196     328,637  

    Available-for-sale investment

      280,000     -     -     280,000  

     

                           

     

      23,223,656     229,980     25,895     23,479,531  

    Interest in exploration properties and deferred exploration expenditures


    171,596

    975,725

    6,430,690

    7,578,011

    Equipment

      23,297     19,605     -     42,902  

     

                           

     

    $  23,418,549   $  1,225,310   $  6,456,585   $  31,100,444  

    - 28 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    18. Conversion to IFRS
       
    (i) Overview

    As stated in significant accounting policies (note 2), these are the Company’s second unaudited condensed consolidated interim financial statements prepared in accordance with IFRS as issued by the IASB.

    The policies set out in the significant accounting policies section in the condensed consolidated interim financial statements for the three months ended July 31, 2011 have been applied in preparing the financial statements for the three and six months ended October 31, 2011 and in the preparation of an opening IFRS statement of financial position at May 1, 2010 (the "Transition Date").

    (ii) First-time adoption of IFRS

    The adoption of IFRS requires the application of IFRS 1, which provides guidance for an entity’s initial adoption of IFRS. IFRS 1 generally requires retrospective application of IFRS as effective at the end of its first annual IFRS reporting period. However, IFRS 1 also provides certain optional exemptions and mandatory exceptions to this retrospective treatment.

    The Company has elected to apply the following optional exemption in its preparation of an opening IFRS statement of financial position as at May 1, 2010.

    • To apply IFRS 3 Business Combination only to past business combinations that occurred after the date of transition to IFRS (May 1, 2010).
    • To apply IFRS 2 Share-based Payments only to equity instruments that were issued after November 7, 2002 and had not vested by the Transition Date.

    IFRS 1 does not permit changes to estimates that have been made previously. Accordingly, estimates used in the preparation of the Company’s opening IFRS statement of financial position as at the Transition Date are consistent with those that were made under Canadian GAAP.

    (iii) Changes to accounting policies

    The Company has changed certain accounting policies in accordance with IFRS. The policies applied in these condensed consolidated interim financial statements are based on IFRS issued and outstanding as of December 8, 2011. Any subsequent changes to IFRS that are given effect in the Company's first annual financial statements for the year ending April 30, 2012 could result in a restatement of these unaudited condensed consolidated interim financial statements. The changes to its accounting policies have resulted in certain changes to the recognition and measurement of assets, liabilities, equity, and expenses within its financial statements.

    The following summarizes the significant changes to the Company’s accounting policies on adoption of IFRS.

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    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    18. Conversion to IFRS (continued)
       
    (iii) Changes to accounting policies (continued)
       
    (a) Impairment of non-financial assets

    IFRS requires a write down of assets if the higher of the fair market value and the value in use of a group of assets is less than its carrying value. Value in use is determined using discounted estimated future cash flows. Current Canadian GAAP requires a write down to estimated fair value only if the undiscounted estimated future cash flows of a group of assets are less than its carrying value.

    The Company's accounting policies related to impairment of non-financial assets have been changed to reflect these differences. There was no impact on the unaudited condensed consolidated interim financial statements as there were no impairment indicators on the Transition Date or as at October 31, 2010.

    (b) Decommissioning Liabilities (Asset Retirement Obligations)

    IFRS requires the recognition of a decommissioning liability for legal or constructive obligations, while current Canadian GAAP only requires the recognition of such liabilities for legal obligations. A constructive obligation exists when an entity has created reasonable expectations that it will take certain actions.

    The Company's accounting policies related to decommissioning liabilities have been changed to reflect these differences. There is no impact on the unaudited condensed consolidated interim financial statements as there was no legal or constructive obligation on the Transition Date or as at October 31, 2010.

    (c) Income Taxes

    Under Canadian GAAP, the Company has recognized deferred tax on temporary differences arising on the acquisition of assets where the carrying amount of the assets acquired exceeded the tax base.

    IFRS provides for a specific exemption from recording a deferred tax liability on initial recognition when the transaction is not a business combination and at the time of the transaction, affects neither accounting profit/loss nor tax profit/loss. As the acquisition of certain interests in exploration properties meet the IFRS exemption criteria, the recognition of deferred tax liabilities in relation to these assets acquired under Canadian GAAP is reversed under IFRS.

    (iv) Presentation

    Certain amounts in the unaudited condensed consolidated interim statements of financial position, statements of loss and comprehensive loss and statements of cash flows have been reclassified to conform to the presentation adopted under IFRS.

    - 30 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    18. Conversion to IFRS (continued)
       
    (v) Reconciliation between IFRS and Canadian GAAP (continued)

    The October 31, 2010 Canadian GAAP balance sheet has been reconciled to IFRS as follows:

              October 31, 2010        
                       
              Effect of        
        Canadian     transition to        
        GAAP     IFRS     IFRS  
                       
    ASSETS                  
                       
    Current assets                  
           Cash and cash equivalents $  8,962,960   $  -   $  8,962,960  
           Amounts receivable and other assets   248,190     -     248,190  
           Short term investment   80,000     -     80,000  
        9,291,150     -     9,291,150  
                       
    Interest in exploration properties and deferred exploration expenditures (note 18 (iii)(c))   4,142,934     (377,309 )   3,765,625  
    Equipment   26,193     -     26,193  
      $  13,460,277   $  (377,309 ) $  13,082,968  
                       
    EQUITY AND LIABILITIES                  
                       
    Current liabilities                  
           Amounts payable and other liabilities $  122,047   $  -   $  122,047  
                       
    Future income tax liability (note 18 (iii)(c))   397,900     (397,900 )   -  
        519,947     (397,900 )   122,047  
                       
    Equity                  
         Share capital   11,803,137     -     11,803,137  
         Reserves   5,346,978     -     5,346,978  
         Accumulated deficit (note 18 (iii)(c))   (4,209,785 )   20,591     (4,189,194 )
    Total equity   12,940,330     20,591     12,960,921  
    Total equity and liabilities $  13,460,277   $  (377,309 ) $  13,082,968  

    - 31 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    18. Conversion to IFRS (continued)
       
    (v) Reconciliation between IFRS and Canadian GAAP (continued)

    The Canadian GAAP statement of loss and comprehensive loss for the three months ended October 31, 2010 has been reconciled to IFRS as follows:

        Three months ended October 31, 2010  
                       
              Effect of        
        Canadian     transition to        
        GAAP     IFRS     IFRS  
                       
    Operating expenses                  
           General and administrative (note 15) $  878,372   $  -   $  878,372  
        (878,372 )   -     (878,372 )
           Write-off of exploration property (note 18 (iii)(c))   (611,352 )   46,880     (564,472 )
           Foreign exchange gain   16,479     -     16,479  
           Interest income   19,535     -     19,535  
    Net loss for before tax   (1,453,710 )   46,880     (1,406,830 )
           Future income tax recovery (note 18 (iii)(c))   10,100     (10,100 )   -  
    Net loss and comprehensive loss for the period $  (1,443,610 ) $  36,780   $  (1,406,830 )

    The Canadian GAAP statement of loss and comprehensive loss for the six months ended October 31, 2010 has been reconciled to IFRS as follows:

        Six months ended October 31, 2010  
                       
              Effect of        
        Canadian     transition to        
        GAAP     IFRS     IFRS  
                       
    Operating expenses                  
           General and administrative (note 15) $  1,573,454   $  -   $  1,573,454  
        (1,573,454 )   -     (1,573,454 )
           Write-off of exploration property (note 18 (iii)(c))   (611,352 )   46,880     (564,472 )
           Foreign exchange gain   22,806     -     22,806  
           Interest income   37,229     -     37,229  
    Net loss for before tax   (2,124,771 )   46,880     (2,077,891 )
           Future income tax (recovery) (note 18 (iii)(c))   26,289     (26,289 )   -  
    Net loss and comprehensive loss for the period $  (2,098,482 ) $  20,591   $  (2,077,891 )

    - 32 -



    Bridgeport Ventures Inc.
    Notes to the Condensed Consolidated Interim Financial Statements
    October 31, 2011 and 2010
    (Expressed in Canadian dollars)
    (Unaudited)

    18. Conversion to IFRS (continued)
       
    (v) Reconciliation between IFRS and Canadian GAAP (continued)

    The Canadian GAAP statement of cash flows for the six months ended October 31, 2010 has been reconciled to IFRS as follows:

        Six months ended October 31, 2010  
                       
              Effect of        
        Canadian     transition to        
        GAAP     IFRS     IFRS  
                       
    Operating activities                  
    Net loss for the period $  (2,098,482 ) $  20,591   $  (2,077,891 )
    Adjustment for:                  
           Amortization   3,492     -     3,492  
           Shares-based payments   650,189     -     650,189  
           Write-off of exploration property (note 18 (iii)(c))   611,352     (46,880 )   564,472  
           Future income tax recovery (note 18 (iii)(c))   (26,289 )   26,289     -  
    Non-cash working capital items:                  
           Amounts receivable and other assets   (117,848 )   -     (117,848 )
           Amounts payable and other liabilities   (203,032 )   -     (203,032 )
    Net cash used in operating activities   (1,180,618 )   -     (1,180,618 )
    Investing activities                  
           Expenditures on exploration properties   (1,013,826 )   -     (1,013,826 )
           Option payment received   20,000     -     20,000  
           Additions to equipments   (3,678 )   -     (3,678 )
    Net cash used in investing activities   (997,504 )   -     (997,504 )
    Financing activities                  
           Issue of securities   3,700     -     3,700  
    Net cash provided by financing activities   3,700     -     3,700  
    Net change in cash and cash equivalents   (2,174,422 )   -     (2,174,422 )
    Cash and cash equivalents, beginning of period   11,137,382     -     11,137,382  
    Cash and cash equivalents, end of period $  8,962,960   $  -   $  8,962,960  

    19. Subsequent event

    Subsequent to October 31, 2011, 166,667 stock options with an exercise price of $1.40 expired unexercised on November 30, 2011.

    On November 21, 2011, the Option Agreement with Orsa Ventures Corp. was approved by TSX Venture Exchange and on December 7, 2011, 100,000 common shares of Orsa were received.

    - 33 -