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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended January 31, 2010

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

COMMISSION FILE NUMBER 000-51261

CALECO PHARMA CORP.(Exact name of registrant as specified in its charter)

|NEVADA                                                               | 20-1147435                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)
|                                                                     |                                     
|103 East Holly Street, #410, National Bank Building                  |                                     
|Bellingham, WA                                                       | 98225                               
|(Address of principal executive officers)                            | (Zip Code)                          

(360) 306-1133(Registrant's telephone
number, including area code)

Not Applicable(Former name, former
address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. [X]Yes[   ] No

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T(s. 232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant wasrequired to submit and
post such files). [   ]Yes    [   ]
No

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a
smaller reporting company. See the definitions of large accelerated filer,
accelerated filer and smallerreporting company in Rule 12b-2 of the
Exchange Act.

|Large accelerated filer [   ] |                                               | Accelerated
      filer                     [ 
       ]
|----------------------------- | --------------------------------------------- | -------------------------------------------------------
|Non-accelerated filer   [   ] | (Do not check if a smaller reporting company) | Smaller reporting company [X]                          

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). [   ] Yes [X]No

Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable date:
As of March 15, 2010, the Issuer had 88,259,674 shares of common stock
outstanding.

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

The accompanying unaudited financial statements have been
prepared in accordance with the instructions to Form 10-Q and Rule 8-03 of
Regulation S-X, and, therefore, do not include all information and footnotes
necessary for a complete presentation of financial position, results of
operations, cash flows, and stockholders' equity in conformity with generally
accepted accounting principles. In the opinion of management, all adjustments
considered necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a normal
recurring nature. Operating results for the three months ended January 31, 2010
are not necessarily indicative of the results that can be expected for the year
ending October 31, 2010.

As used in this Quarterly Report on Form 10-Q, the terms "we,
"us, "our, Caleco and the Company mean Caleco Pharma Corp. All dollar
amounts in this Quarterly Report are in U.S. dollars unless otherwise stated.

2

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CALECO PHARMA CORP.

(formerly Blackstone Lake Minerals Inc.)

(A Development Stage Company)

CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars)

January 31, 2010(Unaudited)

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|CALECO PHARMA CORP.                                                                                                   |   |             |   |   |             |  
|--------------------------------------------------------------------------------------------------------------------- | - | ----------- | - | - | ----------- | -
|(formerly Blackstone Lake Minerals Inc.)                                                                              |   |             |   |   |             |  
|(A Development Stage Company)                                                                                         |   |             |   |   |             |  
|CONSOLIDATED BALANCE SHEETS                                                                                           |   |             |   |   |             |  
|(Expressed in U.S. Dollars)                                                                                           |   |             |   |   |             |  
|(Unaudited)                                                                                                           |   |             |   |   |             |  
|                                                                                                                      |   |             |   |   |             |  
|                                                                                                                      |   |             |   |   |             |  
|                                                                                                                      |   | January 31, |   |   | October 31, |  
|                                                                                                                      |   | 2010        |   |   | 2009        |  
|                                                                                                                      |   |             |   |   |             |  
|ASSETS                                                                                                                |   |             |   |   |             |  
|                                                                                                                      |   |             |   |   |             |  
|Current Assets                                                                                                        |   |             |   |   |             |  
|Cash and cash
      equivalents                                                                                       | $ | 67,005      |   | $ | 271,106     |  
|Deferred tax asset, less valuation allowance of $1,864,631 (2009
      -$1,806,741)                                   |   | -           |   |   | -           |  
|Total Current Assets                                                                                                  |   | 67,005      |   |   | 271,106     |  
|                                                                                                                      |   |             |   |   |             |  
|Investment (Note 4)                                                                                                   |   | 491         |   |   | -           |  
|Mineral property (Note 5)                                                                                             |   | -           |   |   | -           |  
|Intangibles (Note 6)                                                                                                  |   | 691,331     |   |   | 691,331     |  
|Total
      Assets                                                                                                    | $ | 758,827     |   | $ | 962,437     |  
|                                                                                                                      |   |             |   |   |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                  |   |             |   |   |             |  
|                                                                                                                      |   |             |   |   |             |  
|Current Liabilities                                                                                                   |   |             |   |   |             |  
|Accounts payable and
      accrued liabilities                                                                        | $ | 241,867     |   | $ | 447,488     |  
|Accounts payable and accrued
      liabilities related parties (Note 8)                                              |   | 103,621     |   |   | 149,987     |  
|Loans Payable (Note 7)                                                                                                |   | 258,422     |   |   | 326,210     |  
|Total Current
      Liabilities                                                                                       |   | 603,910     |   |   | 923,685     |  
|                                                                                                                      |   |             |   |   |             |  
|Commitments and Contractual Obligations (Note 10, 11,
      12)                                                       |   |             |   |   |             |  
|                                                                                                                      |   |             |   |   |             |  
|Stockholders Equity                                                                                                  |   |             |   |   |             |  
|Common stock (Note 9)                                                                                                 |   |             |   |   |             |  
|Authorized                                                                                                            |   |             |   |   |             |  
|975,000,000 common shares, par value $0.001                                                                           |   |             |   |   |             |  
|Issued and
      outstanding                                                                                          |   |             |   |   |             |  
|January 31, 2010 -87,454,674                                                                                          |   |             |   |   |             |  
|October 31, 2009 -83,073,744                                                                                          |   | 87,455      |   |   | 83,074      |  
|Additional paid-in
      capital                                                                                      |   | 5,990,788   |   |   | 5,557,076   |  
|Subscriptions received                                                                                                |   | 9,000       |   |   | 160,663     |  
|Accumulated other
      comprehensive loss: 
                Foreign
      currency cumulative translation adjustment |   | (174,074    | ) |   | (174,074    | )
|Deficit                                                                                                               |   | (718,605    | ) |   | (718,605    | )
|Deficit accumulated during the
      development stage                                                                |   | (5,039,647  | ) |   | (4,869,382  | )
|Total
      Stockholders Equity                                                                                      |   | 154,917     |   |   | 38,752      |  
|                                                                                                                      |   |             |   |   |             |  
|Total
      Liabilities and Stockholders Equity                                                                      | $ | 758,827     |   | $ | 962,437     |  

The accompanying notes are an integral part of these
  consolidated financial statements.

F-2

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CALECO PHARMA CORP.(formerly Blackstone Lake Minerals Inc.)(A Development Stage Company)CONSOLIDATED STATEMENTS OF OPERATIONS AND
        COMPREHENSIVE LOSS(Expressed in U.S. Dollars)(Unaudited)CumulativeAmountsFrom October 19,
      
      
      Three
      
      
      Three2007 (start of the
      
      
      Months
      
      
      Monthsdevelopment stage)
      
      
      Ended
      
      
      Endedto January 31,
      
      
      January 31,
      
      
      January 31,2010
      
      
      2010
      
      
      2009EXPENSESManagement fees
      $
      92,002
      
      $
      10,500
      
      $
      7,500Mineral exploration costs
      
      13,710
      
      
      -
      
      
      -Professional fees
      
      502,728
      
      
      100,046
      
      
      68,842Other operating expenses
      
      339,421
      
      
      72,056
      
      
      176,551Foreign currency loss (gain)
      
      59,503
      
      
      (14,651
      )
      
      (7,775
      )LOSS BEFORE OTHER ITEMS AND INCOME
        TAXES
      
      1,007,364
      
      
      167,951
      
      
      245,118Interest expense
      
      97,412
      
      
      2,805
      
      
      12,733Write off of mineral property
      
      200,000
      
      
      -
      
      
      -Write off of account
        payable
      
      (45,743
      )
      
      -
      
      
      -Grant of license
      
      (491
      )
      
      (491
      )
      
      -LOSS BEFORE INCOME TAXES
      
      1,258,542
      
      
      170,265
      
      
      257,851Provision for income taxes
      
      -
      
      
      -
      
      
      -LOSS FROM CONTINUING OPERATIONS
      
      1,258,542
      
      
      170,265
      
      
      257,851Discontinued operations
      
      3,781,105
      
      
      -
      
      
      -NET LOSS
      
      5,039,647
      
      
      170,265
      
      
      257,851OTHER COMPREHENSIVE LOSSForeign currency translation
        adjustment
      
      151,900
      
      
      -
      
      
      -COMPREHENSIVE LOSS
      $
      5,191,547
      
      $
      170,265
      
      $
      257,851BASIC AND DILUTED NET LOSS FROM CONTINUINGOPERATIONS PER SHARE
      
      
      
      $
      (0.00
      )
      $
      (0.00
      )WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
      
      
      85,120,749
      
      
      70,200,000


The accompanying notes are an integral part of these
  consolidated financial statements.

F-3

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|CALECO PHARMA CORP.                                                                    |        |                    |   |   |             |   |   |             |  
|-------------------------------------------------------------------------------------- | ------ | ------------------ | - | - | ----------- | - | - | ----------- | -
|(formerly Blackstone Lake Minerals Inc.)                                               |        |                    |   |   |             |   |   |             |  
|(A Development Stage Company)                                                          |        |                    |   |   |             |   |   |             |  
|CONSOLIDATED STATEMENTS OF CASH FLOWS                                                  |        |                    |   |   |             |   |   |             |  
|(Expressed in U.S. Dollars)                                                            |        |                    |   |   |             |   |   |             |  
|(Unaudited)                                                                            |        |                    |   |   |             |   |   |             |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|                                                                                       |        | Cumulative         |   |   |             |   |   |             |  
|                                                                                       |        | Amounts            |   |   |             |   |   |             |  
|                                                                                       |        | From October 19,   |   |   | Three       |   |   | Three       |  
|                                                                                       |        | 2007(start of the  |   |   | Months      |   |   | Months      |  
|                                                                                       |        | development stage) |   |   | Ended       |   |   | Ended       |  
|                                                                                       |        | to January 31,     |   |   | January 31, |   |   | January 31, |  
|                                                                                       |        | 2010               |   |   | 2010        |   |   | 2009        |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|CASH FLOWS FROM OPERATING ACTIVITIES                                                   |        |                    |   |   |             |   |   |             |  
|Net loss from continuing operations                                                    | $      | (1,258,542         | ) | $ | (170,265    | ) | $ | (257,851    | )
|Adjustments to reconcile net loss to cash used in operating
      activities:          |        |                    |   |   |             |   |   |             |  
|Write off of mineral
      property                                                    |        | 200,000            |   |   | -           |   |   | -           |  
|Write off of accounts payable                                                          |        | (45,743            | ) |   | -           |   |   | -           |  
|Issuance of capital
      stock for services                                           |        | 10,800             |   |   | -           |   |   | -           |  
|Grant of license                                                                       |        | (491               | ) |   | (491        | ) |   | -           |  
|Change in operating assets and liabilities:                                            |        |                    |   |   |             |   |   |             |  
|Increase (decrease) in accounts payable
      and accrued liabilities                  |        | (101,364           | ) |   | (184,621    | ) |   | 767,138     |  
|Increase
      (decrease) in accounts payable and accrued liabilities related parties |        | 98,266             |   |   | (46,366     | ) |   | 5,247       |  
|Increase (decrease) in accrued interest
      payable                                  |        | 41,328             |   |   | (32,549     | ) |   | 10,233      |  
|Net cash used in operating activities
      of discontinued operations                 |        | (103,029           | ) |   | -           |   |   | -           |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|Net cash used in operating activities                                                  |        | (1,158,775         | ) |   | (434,292    | ) |   | 524,767     |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                                   |        |                    |   |   |             |   |   |             |  
|Acquisition of mineral property                                                        |        | (200,000           | ) |   | -           |   |   | -           |  
|Acquisition of intangibles                                                             |        | (22,500            | ) |   | -           |   |   | (697,331    | )
|                                                                                       |        |                    |   |   |             |   |   |             |  
|Net cash used in investing activities                                                  |        | (222,500           | ) |   | -           |   |   | (697,331    | )
|                                                                                       |        |                    |   |   |             |   |   |             |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                                   |        |                    |   |   |             |   |   |             |  
|Proceeds from / (repayments to) loans
      payable, net                               |        | (26,209            | ) |   | (20,239     | ) |   | 71,500      |  
|Issuance of capital
      stock for cash                                               |        | 1,141,743          |   |   | 402,093     |   |   | -           |  
|Subscriptions received                                                                 |        | 9,000              |   |   | (151,663    | ) |   | 102,000     |  
|Net cash provided by financing activities of
      discontinued operations             | 74,379 |                    |   | - |             |   | - |            
|                                                                                       |        |                    |   |   |             |   |   |             |  
|Net cash provided by financing
      activities                                        |        | 1,198,913          |   |   | 230,191     |   |   | 173,500     |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|EFFECT OF FOREIGN CURRENCY TRANSLATION
      ON                                        |        |                    |   |   |             |   |   |             |  
|CASH DURING THE
      PERIOD                                                           |        | 3,755              |   |   | -           |   |   | -           |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|NET INCREASE
      (DECREASE) IN CASH                                                  |        | (178,607           | ) |   | (204,101    | ) |   | 936         |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|CASH, BEGINNING
      OF PERIOD                                                        |        | 245,612            |   |   | 271,106     |   |   | 52          |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|CASH, END OF
      PERIOD                                                              | $      | 67,005             |   | $ | 67,005      |   | $ | 988         |  
|                                                                                       |        |                    |   |   |             |   |   |             |  
|CASH
      DISCONTINUED OPERATIONS                                                    | $      | -                  |   | $ | -           |   | $ | -           |  
|CASH CONTINUING OPERATIONS                                                            | $      | 67,005             |   | $ | 67,005      |   | $ | 988         |  

Supplemental Disclosure with Respect to Cash Flows (Note
  13)

The accompanying notes are an integral part of these
  consolidated financial statements.

F-4

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|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|1. | HISTORY AND ORGANIZATION OF THE
      COMPANY
|-- | ---------------------------------------------

Caleco Pharma Corp. (formerly
  Blackstone Lake Minerals Inc.) (the Company) was incorporated on May 18, 2004,
  under the laws of the State of Nevada and was in the business of exploring
  mineral properties. Effective April 19, 2006, the Company acquired 100% of the
  issued and outstanding shares of Skyflyer Technology GmbH (Skyflyer
  Technology), a company engaged in the development and commercialization of a
  one or two person, recreation flying device. On October 18, 2007, the Company
  acquired a 100% interest in a mineral claim (the Blackstone Lake Property) in
  Saskatchewan, Canada. The Company was focusing its resources on the development
  and exploration of the Blackstone Lake Property and on April 11, 2008, the
  Company sold its interest in Skyflyer Technology. On January 27, 2009, pursuant
  to a technology purchase agreement with NY Financial (International) Corp. (NY
  Financial), the Companys former wholly-owned subsidiary, Caleco Pharma Corp.
  (Caleco-Sub), acquired a proprietary technology and the intellectual property
  related thereto for the treatment of liver disease and other ailments,
  particularly resulting from viral infections such as the Hepatitis C virus
  infection (the Technology) (Note 10). The Company has also developed or is in
  the process of developing food supplements, hair and dermatological products,
  energy drinks and chewing gum that derive their formulations from the
  Technology. These products are being developed to provide enhancement to an
  individuals immune system. On March 12, 2010, the Company entered into an
  exclusive license agreement with Natac Biotech S.L. (Natac), a Spanish
  biotechnology corporation engaged in the research and development of health
  related products, whereby Natac has granted the Company the exclusive right to
  develop, commercialize, market and distribute five compounds (AOF, AH-FLO, JHF,
  HGF, NB-VAL40) derived from plant extracts throughout North and South America
  (Note 14). On November 22, 2009, the Company allowed the Blackstone Lake
  Property to lapse and as a result, the Company wrote down the mineral property
  to $Nil at October 31, 2009. The Company is considered to be a development stage
  company, as it has not generated significant revenues from operations.

The consolidated financial statements
  of the Company from up until July 31, 2009 included the accounts of the Company
  and its former wholly-owned subsidiary, Caleco-Sub. All significant
  inter-company balances and transactions were eliminated on consolidation.
  Effective August 31, 2009, the Company changed its name to Caleco Pharma Corp.
  To effect the name change, the Company completed a merger of Caleco-Sub, with
  and into the company, with the Company continuing as the sole surviving
  entity.

These unaudited financial statements
  have been prepared in conformity with generally accepted accounting principles
  in the United States of America for interim financial information. The
  accompanying unaudited financial statements do not include all information and
  footnote disclosures required for an annual set of financial statements prepared
  under United States of America generally accepted accounting principles. In the
  opinion of management, all adjustments (consisting solely of normal recurring
  accruals) considered necessary for a fair presentation of financial position,
  results of operations and cash flows as at January 31, 2010 and for all periods
  presented, have been included. Interim results for the period ended January 31,
  2010 are not necessarily indicative of the results that may be expected for the
  fiscal year as a whole.

F-5

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|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|2. | GOING CONCERN                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | These financial statements have been prepared with the
      on-going assumption that the Company will be able to realize its assets
      and discharge its liabilities in the normal course of business. However,
      certain conditions noted below raise substantial doubt about the Companys
      ability to continue as a going concern. These financial statements do not
      include any adjustments to the amounts and classifications of assets and
      liabilities that might be necessary should the Company be unable to
      continue as a going concern.                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The operations of the Company have primarily been funded
      by the sale of common stock and loans received. Continued operations of
      the Company are dependent on the Companys ability to complete equity
      financings or generate profitable operations in the future. Managements
      plan in this regard is to secure additional funds through future equity
      financings. Such financings may not be available or may not be available
      on reasonable terms to the Company.                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|3. | SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The financial statements of the Company have been
      prepared in conformity with generally accepted accounting principles in
      the United States of America and are stated in U.S. dollars. The
      significant accounting policies adopted by the Company are as
      follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The preparation of financial statements in conformity
      with generally accepted accounting principles in the United States
      requires management to make estimates and assumptions that affect the
      reported amounts of assets and liabilities and the disclosure of
      contingent assets and liabilities at the date of the financial statements
      and the reported amount of revenues and expenses during the reporting
      period. Actual results could differ from these estimates.                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The functional currency of the Company is the U.S.
      dollar. The Companys former subsidiary, Caleco-Sub, used the U.S. dollar
      as its functional currency. The Companys former subsidiary, Skyflyer
      Technology, used the Euro as its functional currency. Accordingly,
      monetary assets and liabilities denominated in a foreign currency were
      translated at the exchange rate in effect at the balance sheet date while
      non-monetary assets and liabilities were translated at historical rates.
      Revenue and expense items denominated in a foreign currency were
      translated at exchange rates prevailing when such items are recognized in
      the statement of operations. Exchange gains and losses arising on
      translation of foreign currency items are included in the statement of
      operations.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company followed the current rate method of
      translation to U.S. dollars with respect to its former foreign subsidiary.
      Accordingly, assets and liabilities were translated into U.S. dollars at
      the year-end exchange rates while revenue and expenses were translated at
      the average exchange rates during the year. Related exchange gains and
      losses are included in a separate component of stockholders equity as
      accumulated other comprehensive loss.                                                                                                                                                                                                                                                                                                                                                            

F-6

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|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|3. | SIGNIFICANT ACCOUNTING POLICIES
      (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Company considers cash held at banks and all highly
      liquid investments with original maturities of three months or less to be
      cash and cash equivalents. At January 31, 2010 and October 31, 2009, the
      Company had no cash equivalents.                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Company accounts for investments in companies subject
      to significant influence (generally those companies in which interests
      ranging from 20% to 50% are held) on the equity basis. Investments in
      companies that the Company is unable to significantly influence are
      carried at cost.                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | Investments in which the Company holds a 51% or greater
      interest are consolidated, unless control does not exist due to the
      Companys inability to determine the investees strategic operating,
      financing and investing policies.                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (e)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | Intangibles are recorded at cost. Capitalized amounts
      relate to purchase costs and legal, consulting and advisory costs incurred
      in registration of the patents and intellectual property. Depreciation is
      calculated using the straight-line method over the useful lives of the
      assets. No depreciation is provided for as the patents have not yet been
      awarded and/or begun to generate revenues. No depreciation is provided for
      the intellectual property as they have indefinite lives.                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (f)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Company reviews all long-lived assets for impairment
      whenever events or changes in circumstances indicate that the carrying
      amount of an asset may not be recoverable. Recoverability of assets to be
      held and used is measured by a comparison of the carrying amount of an
      asset to future net cash flows expected to be generated by the asset. If
      such assets are considered to be impaired, the impairment recognized is
      measured by the amount by which the carrying amount of the assets exceeds
      the fair value of the assets. Assets to be disposed of are reported at the
      lower of the carrying amount or fair value less costs to sell.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (g)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | A deferred tax asset or liability is recorded for all
      temporary differences between financial and tax reporting and net
      operating loss carryforwards. Deferred tax expenses (benefit) result from
      the net change during the period of deferred tax assets and
      liabilities.                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | Deferred tax assets are reduced by a valuation allowance
      when, in the opinion of management, it is more likely than not that some
      portion or all of the deferred tax assets will not be realized. Deferred
      tax assets and liabilities are adjusted for the effects of changes in tax
      laws and rates on the date of enactment.                                                                                                                                                                                                                                                                                                                                                

F-7

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|3. | SIGNIFICANT ACCOUNTING POLICIES
      (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (h)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Company's financial instruments consist of cash and
      cash equivalents, accounts payable and accrued liabilities, accounts
      payable and accrued liabilities related parties, and loans payable.
      Unless otherwise noted, it is management's opinion that the Company is not
      exposed to significant interest, currency or credit risks arising from
      these financial instruments. The fair value of these financial instruments
      approximates their carrying values, unless otherwise noted.                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (i)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Company accounts for share-based compensation under
      the provisions of ASC 718, Compensation-Stock Compensation. Under the
      fair value recognition provisions, stock-based compensation expense is
      measured at the grant date for all stock-based awards to employees and
      directors and is recognized as an expense over the requisite service
      period, which is generally the vesting period. The Black-Scholes option
      valuation model is used to calculate fair value.                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Company accounts for stock compensation arrangements
      with non-employees in accordance with ASC 718 which require that such
      equity instruments are recorded at their fair value on the measurement
      date. The measurement of stock-based compensation is subject to periodic
      adjustment as the underlying equity instruments vest. Nonemployee
      stock-based compensation charges are amortized over the vesting period on
      a straight-line basis. For stock options granted to non-employees, the
      fair value of the stock options is estimated using a Black-Scholes
      valuation model.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (j)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | Basic net loss per share is computed by dividing the net
      loss for the year by the weighted average number of shares of common stock
      outstanding during the year. Diluted earnings per share takes into
      consideration shares of common stock outstanding (computed under basic
      earnings per share) and potentially dilutive shares of common stock. As of
      January 31, 2010 and 2009, there were no potentially dilutive securities
      outstanding.                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | (k)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Company has adopted Accounting Standards
      Codificiation (ASC) 220-10 formerly SFAS 130, Reporting of
        Comprehensive Income,which establishes guidelines for the reporting
      and display of comprehensive loss/and its components in financial
      statements. Comprehensive loss includes foreign currency translation
      adjustments.                                                                                                                                                                                                                                                                  

F-8

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|3. | SIGNIFICANT ACCOUNTING POLICIES
      (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (l)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company is a development stage company as defined by
      ASC 205-915-20 formerly SFAS 7, Accountingand Reporting by
        Development Stage Enterprises,as it is devoting substantially all of
      its efforts to establish a new business and planned principal operations
      have not commenced.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|
|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (m)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Cash is the only financial instrument that potentially
      subjects the Company to concentration of credit risk. The Company
      maintains cash in bank accounts that, at times, may exceed federally
      insured limits. The Company has not experienced any losses in such
      accounts and believes it is not exposed to any significant risks on its
      cash in bank accounts.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (n)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | During the third quarter of 2009, the Company adopted the
      Financial Accounting Standards Board (FASB) Accounting Standards
      Codification and the Hierarchy of Generally Accepted Accounting Principles
      in accordance with FASB ASC Topic 105,Generally Accepted Accounting
      Principles(the Codification). The Codification has become the source of
      authoritative U.S. generally accepted accounting principles (GAAP)
      recognized by the FASB to be applied by nongovernmental entities. Rules
      and interpretive releases of the Securities and Exchange Commission (SEC)
      under authority of federal securities laws are also sources of
      authoritative GAAP for SEC registrants. Effective with the Companys
      adoption on July 1, 2009, the Codification has superseded all prior
      non-SEC accounting and reporting standards. All other non- grandfathered
      non-SEC accounting literature not included in the Codification has become
      non-authoritative. As the adoption of the Codification only affected how
      specific references to GAAP literature have been disclosed in the notes to
      the Companys financial statements, it did not result in any impact on the
      Companys results of operations, financial condition, or cash
      flows.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | In September 2009, the FASB issued authoritative guidance
      regarding multiple-deliverable revenue arrangements. This guidance
      addresses how to separate deliverables and how to measure and allocate
      consideration to one or more units of accounting. Specifically, the
      guidance requires that consideration be allocated among multiple
      deliverables based on relative selling prices. The guidance establishes a
      selling price hierarchy of (1) vendor-specific objective evidence, (2)
      third-party evidence and (3) estimated selling price. This guidance is
      effective for annual periods beginning after June 15, 2010 but may be
      early adopted as of the beginning of an annual period. The Company is
      currently evaluating the effect that this guidance will have on its
      financial position and results of operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | ASC 855-10-20, Subsequent Events establishes accounting
      and reporting standards for events that occur after the balance sheet date
      but before financial statements are issued or are available to be issued
      and requires the disclosure of the date through which a company has
      evaluated subsequent events. This statement is effective for the Companys
      third quarter ended May 31, 2009 and the adoption did not have an impact
      on the financial statements. See Note14 for the required
      disclosures.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            

F-9

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|3. | SIGNIFICANT ACCOUNTING POLICIES
      (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | (n)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | In April 2009, the FASB issued ASC 820-10-65 formerly
      FASB Staff Position FAS 157-4, Determining Fair Value When the Volume and
      Level of Activity for the Asset or Liability Have Significantly Decreased
      and Identifying Transactions That Are Not Orderly (FSP 157-4). This
      provides significant guidance for determining when a market has become
      inactive as well as guidance for determining whether transactions are not
      orderly. It also provides guidance on the use of valuation techniques and
      the use of broker quotes and pricing services. It reiterates that fair
      value is based on an exit price and also that fair value is market-driven
      and not entity-specific. The accounting standard of codification applies
      to all assets and liabilities within thescope of ASC 820 and is effective
      for all interim and annual periods ending after June 15, 2009. The
      adoption of ASC 820-10-65 did not have a material effect on the Companys
      results of operations, financial position, and cash flows.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | In April 2009, the FASB issued ASC 320-10-65, formerly
      FASB Staff Position FAS 115-2, FAS 124-2 and EITF 99-20-2, Recognition
      and Presentation of Other-Than-Temporary Impairments (FSP 115-2). This
      accounting standard provides guidance related to determining the amount of
      an other-than-temporary impairment (OTTI) of debt securities and
      prescribes the method to be used to present information about an OTTI in
      the financial statements. It is effective for all interim and annual
      periods ending after June 15, 2009. The adoption of ASC 320-10-65 did not
      have a material effect on the Companys results of operations, financial
      position, and cash flows.                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | In April 2009, the FASB issued ASC 825-10-65, formerly
      FASB Staff Position FAS 107-1 and APB 28-1, Interim Disclosures about
      Fair Value of Financial Instruments (FSP 107-1), which increases the
      frequency of fair value disclosures to a quarterly basis instead of an
      annual basis. The guidance relates to fair value disclosures for any
      financial instruments that are not currently reflected on the balance
      sheet at fair value. This ASC is effective for interim and annual periods
      ending after June 15, 2009. The adoption of ASC 825-10-65 did not have a
      material effect on the Companys results of operations, financial
      position, and cash flows.                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | (o)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Certain amounts reported in the prior period have been
      reclassified to conform to the current periods
      presentation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

F-10

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|4. | INVESTMENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | On November 1, 2009 the Company acquired 334 shares,
      representing a 10% interest, in Caleco Pharma Europe S.L. (SL), a Spanish
      Corporation, pursuant to a license agreement (see Note 12). The Company
      recorded an investment cost of Euro 334 (US $491). SL is accounted for at
      cost as the Company is unable to exercise significant influence.                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|5. | MINERAL PROPERTY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | On October 18, 2007, the Company completed the
      acquisition of a mineral property (the Blackstone Lake Property) under
      the terms of a purchase agreement entered into by the Company on October
      3, 2007. The Blackstone Lake Property consisted of two mineral claims
      located in Saskatchewan, Canada. The mineral claims were in good standing
      until August 22, 2009 and as of November 22, 2009, the claims officially
      lapsed. Accordingly, the Company wrote off all associated costs to
      operations during the year ended October 31, 2009.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|6. | INTANGIBLES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

| |                                 |   | January 31, |  |   | October 31, | 
| | ------------------------------- | - | ----------- |  | - | ----------- | 
| |                                 |   | 2010        |  |   | 2009        | 
| |                                 |   |             |  |   |             | 
| | Patents (Note 11)               | $ | 80,000      |  | $ | 80,000      | 
| | Intellectual property (Note 11) |   | 611,331     |  |   | 611,331     | 
| |                                 |   | 691,331     |  |   | 691,331     | 
| | Accumulated amortization        |   | -           |  |   | -           | 
| |                                 |   |             |  |   |             | 
| | Net book value                  | $ | 691,331     |  | $ | 691,331     | 

During the period ended January 31,
  2010, the Company did not amortize $80,000 and $611,311 of its patents and
  intellectual property as the patents have not yet been awarded and/or they have
  not begun to generate revenues and the intellectual property has an indefinite
  life. Capitalized amounts relate to purchase costs and legal, consulting and
  advisory costs incurred in registration of the patents and intellectual
  property.

F-11

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|7. | LOANS PAYABLE
|-- | -------------

During the year ended October 31, 2009,
  Euro 112,000 (US $155,211) in accounts payable was reclassified to loans
  payable. The loans are non-interest bearing. One loan of Euro 56,000 (US
  $77,606) was due February 1, 2010 and has not been paid. The second loan of Euro
  56,000 (US $77,605) is due June 1, 2010.

During the year ended October 31, 2009,
  a loan was granted from a third party totaling $15,000. The loan is non-interest
  bearing and is due on demand. On January 15, 2010, the loan of $15,000 was
  settled for shares of the Companys common stock.

During the year ended October 31, 2009,
  a loan was granted from a third party company for $1,200. The loan bore interest
  at 10% per annum and was due on demand. On October 5, 2009, the loan of $1,200
  was settled for shares of the Companys common stock.

During the year ended October 31, 2009,
  a loan was granted from NY Financial totaling $77,500 of which $74,159 was
  repaid in the same period. The loan bears interest at 10% per annum, compounded
  monthly, beginning January 31, 2009 and is due on demand (Note 11). Interest
  expense included in the statement of operations for the three months ended
  January 31, 2010 totaled $86.

During the year ended October 31, 2008,
  several loans were granted from a third party company totaling $47,000. The
  loans bore interest at 10% per annum and were due on demand. On October 5, 2009,
  the loans and accrued interest totaling $53,907 was settled for shares of the
  Companys common stock. Interest expense included in the statement of operations
  for the three months ended January 31, 2009 totaled $987.

During the year ended October 31, 2008,
  several loans were granted from a third party company totaling $28,000. The
  loans bore interest at 10% per annum and were due on demand. On October 5, 2009,
  the loans and accrued interest totaling $32,339 was settled for shares of the
  Companys common stock. Interest expense included in the statement of operations
  for the three months ended January 31, 2009 totaled $564.

During the year ended October 31, 2008,
  several loans were granted from a third party company totaling $18,100. The
  loans bear interest at 10% per annum and are due on demand. On October 5, 2009,
  the loans and accrued interest totaling $21,203 was settled for shares of the
  Companys common stock. Interest expense included in the statement of operations
  for the three months ended January 31, 2009 totaled $456.

During the year ended October 31, 2007,
  several loans were granted from a third party company totaling $290,000. Loans
  totaling $280,000 bear interest at 8% per annum, are compounded annually, and
  were due April 30, 2009. The loans were verbally extended with the same terms
  and were due on demand. A loan of $10,000 was non-interest bearing and had no
  specific terms of repayment. On October 1, 2007, the Company agreed to begin
  paying interest on this loan at 8% per annum and agreed to repay the loan on
  demand. On October 5, 2009, the loans and accrued interest totaling $335,114 was
  settled for shares of the Companys common stock. Interest expense included in
  the statement of operations for the three months ended January 31, 2009 totaled
  $6,316.

F-12

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|7. | LOANS PAYABLE (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | During the year ended October 31, 2006, two loans were
      granted from a third party company for $50,000 and $100,000. The loans
      bear interest at 8% per annum, are compounded annually, and were due May
      16, 2008 and June 19, 2008 respectively. On each of the loans due dates,
      the loans were verbally extended with the same terms and are due on
      demand. During the year ended October 31, 2009, $41,111 of principal and
      $16,389 of accrued interest was paid. During the three months ended
      January 31, 2009, $9,646 of principal and $35,354 of accrued interest was
      paid. Interest expense included in the statement of operations for the
      three months ended January 31, 2010 and 2009 totaled $2,719 and $4,410,
      respectively.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|8. | RELATED PARTY TRANSACTIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | At January 31, 2010 and October 31, 2009, included in
      accounts payable and accrued liabilities related parties is $20,758 owed
      to a former director and officer of the Company for management fees and
      reimbursement of expenses. Amounts due to and from officers and directors
      are unsecured, non-interest bearing and due on demand.                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | At January 31, 2010 and October 31, 2009, included in
      accounts payable and accrued liabilities related parties is Euro 5,000
      (US $6,929) and Euro 5,000 (US $7,380), respectively, owed to a company
      owned by a former officer and director of the Company for management fees.
      Amounts due to and from officers and directors are unsecured, non-interest
      bearing and due on demand. The consulting fees are included in
      professional fees on the statement of operations.                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | At January 31, 2010 and October 31, 2009, included in
      accounts payable and accrued liabilities related parties is $18,934 and
      $64,849, respectively, owed to officers and/or directors of the Company
      for management fees and reimbursement of expenses. Consulting fees paid to
      an officer and director of the Company for the three months ended January
      31, 2010 and 2009 totaled $10,500 and $7,500, respectively. Amounts due to
      and from officers and directors are unsecured, non-interest bearing and
      due on demand. The consulting fees are included in professional fees on
      the statement of operations.                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | At January 31, 2010 and October 31, 2009 included in
      accounts payable and accrued liabilities related parties is $57,000 owed
      to a company owned by a director of the Company for consulting fees. The
      consulting fees are included in professional fees on the statement of
      operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

F-13

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|9. | COMMON STOCK
|-- | ------------

The Companys articles of incorporation
  allow it to issue up to 975,000,000 shares of common stock, par value $0.001.
  Effective September 30, 2005, the Company effected a stock split of its common
  stock by issuing thirteen new shares for each old share. Except as otherwise
  stated to the contrary in these financial statements, all references to shares
  and prices per shares have been adjusted to give retroactive effect to the stock
  split.

On June 14, 2004, the Company issued
  39,000,000 shares of its common stock at $0.001 per share in a private placement
  transaction.

On July 4, 2004, the Company issued
  16,250,000 shares of its common stock at $0.01 per share in a private placement
  transaction.

On October 25, 2004, the Company issued
  14,950,000 shares of its common stock at $0.05 per share in a private placement
  transaction.

On April 19, 2006, the Company acquired
  all the issued and outstanding stock of Skyflyer Technology, which was accounted
  for as a recapitalization of the Company (Note 1) in exchange for 33,000,000
  shares of common stock. The issued number of shares of common stock was that of
  the Company with adjustments made for differences in par value between the
  Company and Skyflyer Technology. On April 11, 2008, the Company completed a
  share exchange agreement with Inventa and Skyflyer Technology, whereby the
  Company sold to Inventa all of the issued and outstanding shares of Skyflyer
  Technology in exchange for the surrender of 33,000,000 shares of the Companys
  common stock for cancellation. On April 11, 2008, the Company cancelled the
  33,000,000 shares of its common stock.

On September 21, 2009, the Company
  issued 5,936,500 shares of its common stock at $0.10 per share for total
  proceeds of $593,651 in a private placement transaction. The Company also issued
  5,117,244 shares of its common stock at $0.10 per share for settlement of
  accounts payable and loans payable with an aggregate value totaling
  $511,724.

On October 5, 2009, the Company issued
  750,000 shares of its common stock at $0.10 per share for total proceeds of
  $75,000 in a private placement transaction. The Company also issued 300,000
  shares of its common stock at $0.10 per share for settlement of accounts payable
  with an aggregate value totaling $30,000.

On October 5, 2009, the Company issued
  710,000 shares of its common stock at $0.10 per share for total proceeds of
  $71,000 in a private placement transaction.

On October 6, 2009, the Company issued
  60,000 shares of its common stock at $0.18 per share for consulting services
  with an aggregate value of $10,800. The consulting services are included in
  professional fees on the statement of operations.

On November 10, 2009, the Company
  issued 1,338,630 shares of its common stock at $0.10 per share for total
  proceeds of $133,863 in a private placement transaction.

F-14

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|9.  | COMMON STOCK (continued)                                                                                                                                                                                                                                                                                                                                                                                                                          
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | On December 22, 2009, the Company issued 1,145,000 shares
      of its common stock at $0.10 per share for total proceeds of $114,500 in a
      private placement transaction. The Company also issued 100,000 shares of
      its common stock at $0.10 per share for settlement of accounts payable
      with an aggregate value totaling $10,000.                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | On January 15, 2010, the Company issued 337,300 shares of
      its common stock at $0.10 per share for total proceeds of
      $33,730.                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | On January 15, 2010, the Company issued 200,000 shares of
      its common stock at $0.10 per share for total proceeds of $20,000 in a
      private placement transaction. The Company also issued 260,000 shares of
      its common stock at $0.10 per share for settlement of accounts payable
      with an aggregate value totaling $11,000 and loans payable with an
      aggregate value totaling $15,000.                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | On January 19, 2010, the Company issued 1,000,000 shares
      of its common stock at $0.10 per share for total proceeds of $100,000 in a
      private placement transaction.                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|10. | COMMITMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | On October 1, 2008, the Company entered into a management
      consulting agreement with a director and officer of the Company with an
      effective date of October 1, 2008 to pay monthly consulting fees of $2,500
      per month. The agreement may be cancelled by either party with 60 days
      notice, in writing.                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | On October 27, 2009, the Company entered into a
      consulting agreement with an effective date of November 1, 2009 to pay
      monthly consulting fees of $1,000 per month and $600 per hour for any
      additional services provided. The agreement is for a period of one year
      and automatically renews for an additional year unless notice of
      termination is provided by either party with 60 days notice, in
      writing.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | On December 17, 2009, the Company entered into a
      consulting agreement to pay monthly consulting fees of $5,000 per month.
      The agreement expires on April 30, 2010 and automatically renews for an
      additional six months unless terminated by the Company without notice or
      notice of termination is provided by the consultant with 30 days notice,
      in writing.                                                     

F-15

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|11. | TECHNOLOGY PURCHASE AGREEMENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | On January 27, 2009, pursuant to a technology purchase
      agreement, the Companys former subsidiary, Caleco- Sub, acquired a
      proprietary technology and the intellectual property related thereto for
      the treatment of liver disease and other ailments, particularly resulting
      from viral infections such as the Hepatitis C virus infection (the
      Technology) from NY Financial.                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | As consideration for the Technology, the Company and
      Caleco-Sub agreed to:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | (1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | (2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | As further consideration, an officer and director of the
      Company transferred 32,000,000 shares of the Companys common stock to NY
      Financial on closing.                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | Caleco-Sub has also agreed to reimburse the documented
      costs related to the Technology totaling Euro 432,000 (US $598,670) and
      $66,500. As at January 31, 2010, the Company has paid Euro 265,311 (US
      $367,670) and $18,250 in cash, has issued promissory notes for accounts
      payable totaling Euro 112,000 (US $155,211) and has issued 300,000 shares
      of its common stock at $0.10 per share for settlement of accounts payable
      with an aggregate value totaling $30,000. One promissory note of Euro
      56,000 (US $77,606) was due February 1, 2010 and has not been
      paid.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|12. | LICENSE AGREEMENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | On November 1, 2009, the Company entered into a license
      agreement (the Europe License Agreement) with Caleco Pharma Europe S.L.
      (SL), a Spanish Corporation, whereby the Company granted SL an exclusive
      license in the European Continent to market and exploit certain products
      the Company has developed or is developing.                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | In consideration of the grant of the exclusive license,
      SL has agreed to pay and issue the following:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

| | (a) | issue to the Company such number of shares of SL that
      equals 10% of SLs outstanding share capital (the SL Shares). The
      Companys 10% interest in the share capital of SL is non-dilutive as long
      as SLs outstanding share capital is 1,000,000 Euros or less. If SLs
      share capital is above 1,000,000 Euros and it offers to issue additional
      shares, the Company will have a right to purchase 10% of the offered
      shares.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

F-16

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|12. | LICENSE AGREEMENT (continued)                           
|--- | --------------------------------------------------------
|    |                                                         
|    | (b)                                                     
|    |                                                         
|    |                                                         
|    |                                                         
|13. | SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH
      FLOWS

|               |   | Cumulative         |  |   |             |  |   |             | 
|-------------- | - | ------------------ |  | - | ----------- |  | - | ----------- | 
|               |   | Amounts from       |  |   |             |  |   |             | 
|               |   | October 19, 2007   |  |   | Three       |  |   | Three       | 
|               |   | (start of the      |  |   | Months      |  |   | Months      | 
|               |   | development stage) |  |   | Ended       |  |   | Ended       | 
|               |   | to January 31,     |  |   | January 31, |  |   | January 31, | 
|               |   | 2010               |  |   | 2010        |  |   | 2009        | 
|               |   |                    |  |   |             |  |   |             | 
|Cash paid for: |   |                    |  |   |             |  |   |             | 
|Interest       | $ | 59,064             |  | $ | 35,354      |  | $ | 2,500       | 
|Income taxes   | $ | -                  |  | $ | -           |  | $ | -           | 
|               |   |                    |  |   |             |  |   |             | 

Non-cash Transactions

Investing and financing activities that do not have an impact
  on current cash flows are excluded from the statement of cash flows.

During the three months ended January 31, 2010, $21,000 in
  accounts payable was settled by the issuance of 210,000 shares of the Companys
  common stock.

During the three months ended January 31, 2010, $15,000 in
  loans payable was settled by the issuance of 150,000 shares of the Companys
  common stock.

F-17

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|14. | SUBSEQUENT EVENTS
|--- | -----------------
|    |                  
|    | i)               
|    |                  
|    | ii)              
|    |                  
|    | iii)             
|    |                  
|    |                  
|    |                  
|    |                  
|    |                  
|    |                  
|    |                  
|    |                  

F-18

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|14. | SUBSEQUENT EVENTS (continued)
|--- | -----------------------------
|    |                              
|    | iv)                          
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    |                              
|    | v)                           
|    |                              
|    | vi)                          

F-19

---

|CALECO PHARMA CORP.                           
|----------------------------------------------
|(formerly Blackstone Lake Minerals Inc.)      
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|January 31, 2010                              
|(Unaudited)                                   

|14. | SUBSEQUENT EVENTS (continued)                                       
|--- | --------------------------------------------------------------------
|    |                                                                     
|    | vii)                                                                
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    |                                                                     
|    | As of March 16, 2010, there were no further subsequent
      events.

F-20

---

ITEM
2.           MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this Quarterly Report
constitute "forward-looking statements. These statements, identified by words
such as plan, anticipate, believe, estimate, should, expect and
similar expressions include our expectations and objectives regarding our future
financial position, operating results and business strategy. These statements
reflect the current views of management with respect to future events and are
subject to risks, uncertainties and other factors that may cause our actual
results, performance or achievements, or industry results, to be materially
different from those described in the forward-looking statements. Such risks and
uncertainties include those set forth under the caption "Part II  Item 1A. Risk
Factors" and elsewhere in this Quarterly Report. We advise you to carefully
review the reports and documents, particularly our Annual Reports, Quarterly
Reports and Current Reports, that we file from time to time with the United
States Securities and Exchange Commission (the SEC).

CORPORATE OVERVIEW

We were incorporated on May 18, 2004 under the laws of the
State of Nevada.

We are a company engaged in the acquisition and development of
over-the-counter medication and Food and Drug Administration (FDA) approved
pharmaceuticals. We currently own a proprietary technology designed to benefit
people suffering from moderate to severe liver maladies, such as elevated liver
enzymes and Hepatitis C viral infection, by lowering liver enzymes and reducing
viral loads (the Liver Health Formula). We have developed or are in the
process of developing food supplements, hair and dermatological products, energy
drinks and chewing gum that derive their formulations from our Liver Health
Formula. These products are being developed to provide enhancement to an
individual's immune system. The details of our Liver Health Formula and our
products are set out below under the heading Principal Products."

On March 12, 2010, we entered into an exclusive license
agreement with Natac Biotech S.L. (Natac), a Spanish biotechnology corporation
engaged in the research and development of health related products, whereby
Natac has granted us the exclusive right to develop, commercialize, market and
distribute five compounds (AOF, AH-FLO, JHF, HGF, NB-VAL40) derived from plant
extracts throughout North and South America. The details of the License
Agreement are set out below under the heading Principal Products  Natac and
Health Related Products.

RECENT CORPORATE DEVELOPMENTS

We experienced the following corporate developments since the
filing of our Annual Report on Form 10-K for the year ended October 31, 2009 on
February 9, 2010:

|1. | On February 9, 2010, we entered into a designated
      sponsorship agreement with ICF Kursmakler AG (ICF Kursmakler), a German
      investment bank that is a designated sponsor on Frankfurt Stock Exchanges
      Xetra trading platform, whereby ICF Kursmakler will act as our sponsor on
      the Frankfurt Stock Exchange. As our sponsor, ICF Kursmakler has agreed to
      provide additional liquidity of our shares on the Xetra trading system in
      accordance with the regulations of the Frankfurt Stock Exchange. In
      consideration of these services, we agreed to pay an annual fee of 30,000
      Euros to ICF Kursmakler. The term of the Sponsorship Agreement commences
      on March 1, 2010. Either party may terminate the Sponsorship Agreement
      without cause at the end of each quarter on six weeks notice. Neither
      party may terminate the Sponsorship Agreement prior to March 1,
    2011.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|2. | Also on February 9, 2010, we entered into a consulting
      agreement, dated for reference February 1, 2010, with BlueWater Advisory
      Group, LLC (BlueWater) whereby BlueWater has agreed to provide us with
      investor relations services. The investor relations services to be
      provided by BlueWater include, among other things: the development of our
      investor relation strategies; preparation of executive summaries and
      corporate profiles; assisting in the preparation of news releases;
      assisting in incorporating our investor relations strategy in our
      corporate website, and other steps to enhance our visibility among
  investors, analysts and portfolio managers.                                                                                                                                                                                                                     

3

---

|   | In consideration of these services, we agreed to pay
      BlueWater $3,500 per month, reimburse BlueWater for all out-of-pocket
      expenses incurred in connection with this agreement and issue to BlueWater
      300,000 restricted shares of our common stock pursuant to Rule 506 of
      Regulation D of the Securities Act of 1933, as amended (the "Securities
      Act"). Either party may terminate the consulting agreement upon five days
      written notice.                                                                                                                                                   
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|3. | On February 10, 2010, we entered into a share purchase
      agreement (the Share Purchase Agreement) with Natac and the principal
      stockholders of Natac (the Principal Stockholders) The details of the
      Share Purchase Agreement are set out below under the heading Principal
      Products  Natac and Health Related Products.                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|4. | On February 18, 2010, we entered into a lab facilities
      and service agreement (the Lab Facilities and Service Agreement) with
      Natac whereby we will have access to Natacs laboratory facility and
      procure certain laboratory services from Natac. The details of the Lab
      Facilities and Services Agreement are set out below under the heading
      Principal Products  Natac and Health Related Products.                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|5. | Also on February 18, 2010, we completed the final tranche
      of our $1.6 million foreign private placement by issuing 365,000 shares at
      a price of $0.10 per share for total proceeds of $36,500. The issuances
      were completed pursuant to the provisions of Regulation S of the
      Securities Act. We did not engage in a distribution of this offering in
      the United States. Each of the subscribers represented that they were not
      US persons as defined in Regulation S of the Securities Act and that
      they were not acquiring the shares for the account or benefit of a US
      person.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | To date, we have issued a total of 15,999,674 shares of our common stock for cash proceeds of $1,078,244 and to settle outstanding indebtedness of $521,724 under the foreign private placement.  The foreign private placement is now closed.                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|6. | Also on February 18, 2010, we completed the final tranche
      of our U.S. private placement by issuing 140,000 shares at a price of
      $0.10 per share for cash proceeds of $14,000. The issuances were completed
      pursuant to the provisions of Rule 506 of Regulation D of the Securities
      Act. Each subscriber represented that they were an accredited investor as
      defined under Regulation D.                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | To date, we have issued a total of 1,700,000 shares of our common stock for cash proceeds of $114,000 and to settle outstanding indebtedness of $56,000 under the U.S. private placement.  This represents an over-allotment of 50,000 shares from the number of shares approved by our directors for the U.S. private placement offering.  To account for the over-allotment, the directors approved an increase to the number of shares being offering under the U.S. private placement to 1,700,000 shares.  The U.S. private placement is now closed.                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|7. | On, March 12, 2010, we entered into the License Agreement
      with Natac whereby Natac granted us an exclusive license to certain
      compounds derived from plant extracts through North and South America. The
      details of the license agreement are set out below under the heading
      Principal Products  Natac and Health Related
Products.                                                                                                                                                                                                                                                                     

PRINCIPAL PRODUCTS

Liver Heath Formula

We acquired the Liver Health Formula pursuant to the terms and
conditions of a technology purchase agreement dated December 19, 2008 (the
Technology Purchase Agreement) among NY Financial (International) Corp. (NY
Financial), the Company, Caleco Pharma Corp., formerly our wholly owned
subsidiary, and John Boschert, our sole executive officer and a director. Under
the terms of the Technology Purchase Agreement, NY Financial assigned and
transferred the Liver Health Formula to us in consideration of which we:

|(a) | paid $22,500 in cash to NY Financial;
  and
|--- | -------------------------------------------

4

---

|(b) | issued a non-interest bearing promissory note in the
      amount of $77,500 to NY Financial. On January 31, 2009, we became in
      default of the promissory note as we were unable to pay the $77,500. As a
      result, the unpaid portion of the promissory note bears interest at a rate
      of ten per cent (10%) per annum. As at January 31, 2010, we have repaid
      $74,159, with a balance of $3,479 remaining.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

As further consideration, Mr. Boschert transferred 32,000,000
shares of our common stock held by him to NY Financial, which resulted in a
change in control. We also appointed F. Javier Benedi Garcia, the sole director
of NY Financial, to our Board of Directors.

Following closing, we agreed to reimburse the documented costs
related to the recording of the patent applications and the filing of the
European Drug Master File applications, which amount is not to exceed 590,000
EUR. Subsequent to the entry into the Technology Purchase Agreement, we
determined that the reimbursable expenses amounted to 432,000 Euros
(approximately $598,670) and $66,500. As at January 31, 2010, of the 432,000 EUR
to be reimbursed, we have paid 265,311 EUR (approximately $367,670) and $18,250
in cash, and issued a promissory note of 56,000 EUR (approximately $77,606) due
on February 1, 2010 (which amount has not been paid) and a promissory note of
56,000 EUR (approximately $77,605) due on June 1, 2010. Of the $66,500 to be
reimbursed, we have settled the $30,000 indebtedness through the issuance of our
common stock. In addition, the parties also agreed that:

|(a) | we will use our best efforts to raise financing of
      $2,500,000. In connection with this financing, we have agreed that we will
      not issue more than 20,000,000 shares of our common stock unless we obtain
      NY Financials consent; and
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                       
|(b) | we are restricted from assigning or transferring the
      Liver Health Formula until January 1, 2011. Notwithstanding this
      restriction, we will have the right to license the Liver Health
      Formula.                                      

Our Liver Health Formula is designed to benefit people suffering
  from moderate to severe liver maladies, such as elevated liver enzymes and Hepatitis
  C viral infection, by lowering liver enzymes and reducing viral loads (which
  are a measure of the severity of a viral infection). To date, we have filed
  patent applications in the United States, Canada and Europe and obtained four
  European Drug Master File applications which will allow us to market our Liver
  Health Formula in Europe, while protecting the confidential material of our
  intellectual property. Our ability to further develop, market and manufacture
  our Liver Health Formula as an over-the-counter product or an FDA approved pharmaceutical
  is subject to our obtaining substantial financing, of which there is no assurance.

Using the formulations of our Liver Health Formula, we have
developed or are in the process of developing food supplements, hair and
dermatological products, energy drinks and chewing gum. These products are being
designed to provide enhancement to an individual's immune system. A description
of the products are set out below.

Product Group
    Name of Products
    Description of ProductsFood Supplements
    Lamiridosin
    A dietary supplement that we are in the process
      of developing and designed to enhance an individual's immune system.Natural Hair Care Products
    Lamiri Shampoo, LamiriHair
      Conditioner and Lamiri Hair Tonic
    Hair care products that promote healthy scalp
      and hair.Natural Skin Care Products
    LamiriGel and LamiriCreme
    Skincare products that promote healthy skin.Energy Drinks
    KTKin
    An energy drink designed to enhance an
      individual's immune system.Chewing Gum
    KTK Chewing Gum and KTKids
      Children Chewing Gum
    Chewing gum designed to enhance an individual's
      immune system.


5

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Engagement of Cosmetic Project Management

In connection with the development of our products, we engaged
Cosmetic Project Management, a Spanish corporation engaged in the business of
the formulating, developing and commercializing cosmetic products, to assist us
in formulating, developing and commercializing our Natural Hair Care Products
and Natural Skin Care Products. In particular, Cosmetic Project Management has
agreed to do the following:

|(a) | produce samples for each of our Natural Hair Care
      Products and Natural Skin Care Products;                                        
|--- | ----------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                         
|(b) | provide us with a feasibility study on our Natural Hair
      Care Products and Natural Skin Care Products;                             
|    |                                                                                                                                         
|(c) | design product packaging and develop an advertising plan
      for our Natural Hair Care Products and Natural Skin Care
  Products;     
|    |                                                                                                                                         
|(d) | assist us in selecting a manufacturer in order to ensure
      good manufacturing practice guidelines are met; and                      
|    |                                                                                                                                         
|(e) | assist us in preparing and filing a product dossier for
      each of our Natural Hair Care Products and Natural Skin Care
    Products.

In consideration for these services, we agreed to pay EUR
20,100 (approximately $27,855) to Cosmetic Project Management, of which EUR
10,500 (approximately $14,551) has already been paid as a deposit. The balance
of the payment is to be paid immediately prior to the production of the
samples.

We anticipate that we will use the samples of our Natural Hair
Care Products and Natural Skin Care Products for clinical studies purposes.
These clinical studies will assist us in determining whether there are any
dermatological health benefits for hair and skin through the use of our Natural
Hair Care Products and Natural Skin Care Products.

Grant of European License to Caleco Pharma Europe S.L.

On November 1, 2009, we entered into a license agreement (the
Europe License Agreement) with Caleco Pharma Europe S.L. (SL), a Spanish
corporation, whereby we granted SL an exclusive license to market and exploit in
the European continent certain products we have developed or are developing.
These products include Lamiridosin, LamiriShampoo, LamiriHair Conditioner,
LarimiHair Tonic, LamiriGel, LamiriCreme, KTKin, KTK Chewing Gum and KTKids
Children Chewing Gum (collectively, the Licensed Products). In consideration
of the grant of the exclusive license, SL issued and granted to us:

|(a) | such number of shares of SL that equals 10% of SLs
      outstanding share capital (the SL Shares). Our 10% interest in the share
      capital of SL is non-dilutive as long as SLs outstanding share capital is
      1,000,000 Euros or less. If SLs share capital is above 1,000,000 Euros
      and it offers to issue additional shares, we will have a right to purchase
      10% of the offered shares; and
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                          
|(b) | a royalty of five percent (5%) of its gross sales of the
      Licensed Products.                                                                                                                                                                                                                                                                                                                                        

In addition to SLs exclusive license, SL will have the right
to sub-license the Licensed Products in the European continent. Each party will
also have the right to assign its entire interest in the Europe License
Agreement subject to the mutual agreement of the parties. Any refusal by the
parties will not be considered reasonable if the transaction that is the subject
of the refusal is in accordance with internationally accepted standards for the
licensing of products.

Under the Europe License Agreement, we have the right to select
the manufacturer to manufacture the Licensed Products in the European continent.
Once a manufacturer has been selected by us, SL will be responsible for all
payments to the manufacturer.

The term of the exclusive license is for a period of twenty
(20) years. We may terminate the Europe License Agreement if SL does not achieve
the following annual gross revenues from the sale of the Licensed Products:

|(a) | $3,000,000 during the period of July 31, 2012 to July 30,
      2013;
|--- | ---------------------------------------------------------------------

6

---

|(b) | $5,000,000 during the period of July 31, 2013 to July 30,
      2014; and
|--- | -------------------------------------------------------------------------
|(c) | $12,000,000 during the period of July 31, 2014 to July
      30, 2015.   

Under the Europe License Agreement, SL was required to provide
a development plan for the development of the Licensed Products. As of the date
of this Quarterly Report, we have yet to receive an acceptable development plan
and are currently in discussions with SL to resolve this matter.

Natac and Health Related Products

Share Purchase Agreement

On February 10, 2010, we entered into a share purchase
agreement (the Share Purchase Agreement) with Natac and the Principal
Stockholders. Under the terms of the Share Purchase Agreement, we agreed to
acquire eighteen percent (18%) of the share capital of Natac from the Principal
Stockholders (the Natac Shares). In consideration of the Natac Shares, we
agreed to issue an aggregate of 4,300,000 shares of our common stock to the
Principal Stockholders.

The closing of the Share Purchase Agreement is expected to
occur on or before March 19, 2010 and is subject to a number of customary
conditions, including:

|(a) | the closing of a research and licensing agreement whereby
      we will acquire an exclusive license to certain probiotic strains for the
      countries located in North and South America;        
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                      
|(b) | the closing of an exclusive licensing agreement whereby
      we will acquire an exclusive license to certain health related products
      for the countries located in North and South America; and
|    |                                                                                                                                                                                                      
|(c) | the closing of a lab facilities and services agreement
      whereby Natac shall provide certain services and laboratory access to
      us.                                                         

Following closing of the Share Purchase Agreement, Natac has
agreed to appoint a nominee of the Company to the Board of Directors of Natac.
In addition, we have also agreed to appoint a nominee of Natac to our Board of
Directors.

There is no assurance that we will complete our acquisition of
the Natac Shares.

Lab Facilities and Service Agreement

On February 18, 2010, we entered into a lab facilities and
service agreement (the Lab Facilities and Service Agreement) with Natac
whereby we will have access to Natacs laboratory facility and procure certain
laboratory services from Natac in consideration of the following:

|(a) | 20,000 Euros (approximately $27,716) (which amount has
      been paid on February 10, 2010);                                                                                                      
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                    
|(b) | issuance of a promissory note in the amount of 130,000
      Euros (approximately $180,155) payable on or before March 19, 2010 (which
      promissory note has been issued on February 10, 2010);
|    |                                                                                                                                                                                                    
|(c) | 100,000 Euros (approximately $138,581) on or before March
      31, 2010, June 30, 2010, September 30, 2010 and December 31, 2010;
    and                                                         
|    |                                                                                                                                                                                                    
|(d) | 125,000 Euros (approximately $173,226) on or
    before:                                                                                                                                           
|    | (i)                                                                                                                                                                                                
|    | (ii)                                                                                                                                                                                               

The closing of the Lab Facilities and Service Agreement is
expected to occur on or before March 19, 2010 and is subject to a number of
customary conditions, including:

|(a) | the closing of a research and licensing agreement whereby
      we will acquire an exclusive license to certain probiotic strains for the
      countries located in North and South America; and
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

7

---

|(b) | the closing of an exclusive licensing agreement whereby
      we will acquire an exclusive license to certain health related products
      for the countries located in North and South
America.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

There is no assurance that we will be able to complete the
closing of the Lab Facilities and Services Agreement.

License Agreement  Health Related Compounds

On, March 12, 2010, we entered into an exclusive license
agreement (the License Agreement) with Natac whereby Natac has granted us the
exclusive right to develop, commercialize, market and distribute five compounds
(AOF, AH-FLO, JHF, HGF, NBVAL40) derived from plant extracts throughout North
and South America.

In consideration of the exclusive license, we have agreed to
pay a royalty of five percent (5%) of the net sales of the compounds in North
and South America. Under the terms of the License Agreement, we are also
required to:

|(a) | purchase the products from Natac in accordance with the
      terms of the License Agreement;                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                  
|(b) | complete our first commercial sale of the products by
      March 31, 2011;                                                                                      
|    |                                                                                                                                                                  
|(c) | purchase a minimum of 300,000 units, each unit being 10
      grams, of the products from Natac by the end of 2011; and                                          
|    |                                                                                                                                                                  
|(d) | within one year of entering into the License Agreement,
      complete a clinical trial(s) for the purpose of supporting the
      effectiveness of the products.

The License Agreement also provides that we will have the right
to sub-license the five compounds in North and South America. We will also have
the right to assign our entire interest in the License Agreement subject to the
following:

|(a) | if the assignment is for cash consideration only, we will
      be entitled to retain 90% of the cash payment and Natac will be entitled
      to 10% of the cash payment; and                                         
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                        
|(b) | if the assignment is for a combination of a cash payment
      and royalties, we will be entitled to retain 90% of the cash payment and
      royalty with 10% of the cash payment and royalty being paid to
    Natac.

The term of the License Agreement is for a period of twenty
years.

PLAN OF OPERATION

Over the next twelve months, our plan is to continue to develop
our over-the-counter pipeline of products and, if warranted, develop our Liver
Health Formula as an FDA approved pharmaceutical. We also plan to continue to
acquire and license additional products and technology to add to our current
product pipeline. In order to complete our plan of operation we will require
substantial financing of which there is no assurance.

|a) | Over-the-Counter Medication Development                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Oral Supplement: We plan to develop, market and
      manufacture a formulation of our Liver Health Formula as an
      over-the-counter oral supplement. In developing the formulation of our
      Liver Health Formula, we plan to conduct a clinical trial in the first
      half of 2010. We anticipate that this formulation will be derived from our
      proprietary compound called HP-201. The HP-201 compound is designed to
      support liver health and provide general immune status benefits. We
      anticipate that the costs related to the development and marketing of the
      oral supplement will be $700,000 in 2010.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Dermatologic Application: We also plan to initiate
      research, development and pre-commercial activities related to the HP-201
      over-the-counter franchise line extension formulations, including
      dermatologic applications. We anticipate that the costs related to the
      dermatological line will be $450,000 in 2010.                                                                                                                                                                                                                                                                                                        

8

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|b) | Pharmaceutical Development                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | HP-201 Compound: We plan to continue pre-clinical
      work related to the HP-201 prescription pharmaceutical pathway.
      Pre-clinical work will include the identification and synthetic structural
      modification of compounds derived from HP-201. We anticipate that the
      costs related to the HP-201 New Drug Application pathway will be $300,000
      in 2010.                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | HP-202 Compound: We also plan to initiate
      pre-clinical work related to discover a second antiviral New Drug
      Application pipeline product referred to as HP-202. This pre-clinical work
      will include anti-viral and cytotoxicity assays. We anticipate that the
      costs related to the HP-202 New Drug Application pathway will be $200,000
      in 2010.                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|c) | Product Pipeline                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | We plan to accelerate our in-licensing activities
      targeted at identifying new, over-the-counter and prescription product
      development candidates that are synergistic with our current product
      pipelines as well as our research, development and commercialization skill
      sets and overall business model. There is no assurance that we will
      identify and secure rights to license additional products in 2010. We
      anticipate that the costs related to identifying new product development
      opportunities will be $250,000 in 2010.

In addition to the amounts described above, we anticipate that
we will require an additional $800,000 for general and administrative purposes,
including consulting fees in connection with the operation of our business and
legal and accounting fees in connection with meeting our ongoing reporting
obligations under the Exchange Act. As a result, we anticipate that the costs of
implementing our plan of operation and meeting our ongoing operating costs will
be $2,700,000. Accordingly, we will require substantial financing in order to
carry out our plan of operation and to meet our operating costs over the next
twelve months. There is no assurance that we will be able to obtain financing in
the amounts required to implement our plan of operation or to meet our ongoing
operating costs. If we are not successful in raising sufficient financing, our
business may fail and our shareholders may lose all or part of their investment

RESULTS OF OPERATIONS

|Three Months Summary |   |                  |   |   |                  |   |  |                       | 
|-------------------- | - | ---------------- | - | - | ---------------- | - |  | --------------------- | 
|                     |   | Three Months     |   |   | Three Months     |   |  |                       | 
|                     |   | Ended            |   |   | Ended            |   |  | Percentage            | 
|                     |   | January 31, 2010 |   |   | January 31, 2009 |   |  | Increase / (Decrease) | 
|Revenue              | $ | -                |   | $ | -                |   |  | n/a                   | 
|Expenses             |   | (167,951         | ) |   | (245,118         | ) |  | (31.5)%               | 
|Interest Expense     |   | (2,805           | ) |   | (12,733          | ) |  | (78.0)%               | 
|Grant of License     |   | 491              |   |   | -                |   |  | n/a                   | 
|Net (Loss)           | $ | (170,265         | ) | $ | (257,851         | ) |  | (34.0)%               | 

Revenues

We have not earned any revenues since our inception and we do
not anticipate earning revenues in the foreseeable future. Our ability to earn
revenues in the future is dependent upon: (i) the development and manufacturing
of our Liver Health Formula as an over-the-counter medication; and (ii) the
development and manufacture of our naturally sourced products. There is no
assurance that we will be able to develop and manufacture our Liver Health
Formula as an over-the-counter medication, that we will be able to manufacture
and develop our naturally sourced products.

9

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|Expenses                     |   |                  |   |   |                  |   |  |                       | 
|---------------------------- | - | ---------------- | - | - | ---------------- | - |  | --------------------- | 
|                             |   | Three Months     |   |   | Three Months     |   |  |                       | 
|                             |   | Ended            |   |   | Ended            |   |  | Percentage            | 
|                             |   | January 31, 2010 |   |   | January 31, 2009 |   |  | Increase / (Decrease) | 
|Management fees              | $ | 10,500           |   | $ | 7,500            |   |  | 40.0%                 | 
|Professional fees            |   | 100,046          |   |   | 68,842           |   |  | 45.3%                 | 
|Other operating expenses     |   | 72,056           |   |   | 176,551          |   |  | (59.2)%               | 
|Foreign currency loss (gain) |   | (14,651          | ) |   | (7,775           | ) |  | 88.4%                 | 
|Total Expenses               | $ | 167,951          |   | $ | 245,118          |   |  | (31.5)%               | 

Our expenses decreased from $245,118, during the three months
ended January 31, 2009, to $167,951, during the three months ended January 31,
2010. The decrease in our expenses is primarily attributable to an decrease in
other operating expenses and an increase in a foreign currency gain. These
amounts were partially offset by increases in professional fees and management
fees.

Management fees include amounts paid as compensation to our
officers and directors. During the three months January 31, 2010, we incurred
management fees of $2,500 per month to our sole executive officer and $1,000 to
a member of our Board of Directors.

Professional fees consisted of: (i) legal fees related to our
proposed transactions with Natac and meeting our reporting requirements under
the Exchange Act; (ii) accounting and audit fees related to meeting our
reporting requirements under the Exchange Act; and (iii) consulting fees related
to payments to consultants regarding product development. The additional
professional fees during three months ended January 31, 2010 are primarily a
result of our proposed transactions with Natac and consulting fees related to
product development.

Other operating expenses primarily consisted of travel, office
and website development expenses.

The increase in foreign currency gain primarily relates to
favorable exchange rates in connection with our outstanding accounts payable and
loans payable.

If we are able to obtain sufficient financing to undertake our
proposed business plan for our over-the-counter and pharmaceutical business, our
expenses are anticipated to increase significantly.

LIQUIDITY AND CAPITAL RESOURCES

|Working Capital         |   |                           |   |   |                           |   |  |                       | 
|----------------------- | - | ------------------------- | - | - | ------------------------- | - |  | --------------------- | 
|                        |   |                           |   |   |                           |   |  | Percentage            | 
|                        |   | At
      January 31, 2010 |   |   | At
      October 31, 2009 |   |  | Increase / (Decrease) | 
|Current Assets          | $ | 67,005                    |   | $ | 271,106                   |   |  | (75.3)%               | 
|Current Liabilities     |   | (603,910                  | ) |   | (923,685                  | ) |  | (34.6)%               | 
|Working Capital Deficit | $ | (536,905                  | ) | $ | (652,579                  | ) |  | (17.7)%               | 

|Cash Flows                                                  |   |                    |   |   |                    |  
|----------------------------------------------------------- | - | ------------------ | - | - | ------------------ | -
|                                                            |   | Three Months Ended |   |   | Three Months Ended |  
|                                                            |   | January 31, 2010   |   |   | January 31, 2009   |  
|Cash Flows used in (provided
      by) Operating Activities | $ | (434,292           | ) | $ | 524,767            |  
|Cash Flows used in Investing Activities                     |   | -                  |   |   | (697,331           | )
|Cash Flows from Financing
      Activities                  |   | 230,191            |   |   | 173,500            |  
|Effect of Foreign Currency Translations                     |   | -                  |   |   | -                  |  
|Net Decrease in Cash During
      Period                    | $ | (204,101           | ) | $ | 936                |  

10

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Our working capital deficit decreased from $652,579, as at
October 31, 2009, to $536,905, as at January 31, 2010. The decrease in our
working capital deficit is due to a decrease in accounts payable and the
repayment of a portion of our loans payable.

During the quarter ended January 31, 2010, we completed the
following equity financings:

|(a) | we issued 3,870,930 shares of our common stock for cash
      proceeds of $377,093 and to settle outstanding indebtedness of $10,000
      under our Foreign Private Placement; and
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                    
|(b) | we issued 510,000 shares of our common stock for cash
      proceeds of $25,000 and to settle outstanding indebtedness of $26,000
      under our U.S. Private Placement.          

Subsequent to our quarter ended January 31, 2010, we completed
the following equity financings:

|(a) | we issued 365,000 shares of our common stock for cash
      proceeds of $36,500 under our Foreign Private Placement; and
|--- | ------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                         
|(b) | we issued 140,000 shares of our common stock for cash
      proceeds of $14,000 under our U.S. Private
Placement.       

Future Financings

As at January 31, 2010, we had cash on hand of $67,005.
Currently, we do not have sufficient financial resources to complete our plan of
operation for the next twelve months. We have not earned any revenues to date
and we do not anticipate earning revenues in the near future. As such, our
ability to complete our plan of operation is dependent upon our ability to
obtain substantial financing in the near term. Any future financing that we
obtain is expected to be in the form of sales of our equity securities. If we
are successful in completing any equity financings, of which there is no
assurance, our existing shareholders will experience a dilution of their
interest in our company. There is a substantial doubt that we will be able to
obtain financing in an amount that is sufficient to enable us to complete our
proposed plan of operation. If we are not successful in raising sufficient
financing, we will not be able to complete our plan of operation. We do not have
any specific alternatives to our current plan of operation and have not planned
for any such contingency. If we are not successful in raising sufficient
financing, our business may fail and our shareholders may lose all or part of
their investment.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have
or are reasonably likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with
generally accepted accounting principles requires our management to make
estimates and assumptions that affect the reported amount of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
Our management routinely makes judgments and estimates about the effects of
matters that are inherently uncertain.

Our significant accounting policies are described in Note 3 to
our interim financial statements for the period ended January 31, 2010 included
in this Quarterly Report on Form 10-Q.

11

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ITEM
3.           QUANTITATIVE AND
QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable.

ITEM
4T.         CONTROLS AND
PROCEDURES.

We carried out an evaluation of the effectiveness of our
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) as of January 31, 2010 (the Evaluation Date). This evaluation
was carried out under the supervision and with the participation of our Chief
Executive Officer and Chief Financial Officer. Based upon that evaluation, our
Chief Executive Officer and Chief Financial Officer concluded that our
disclosure controls and procedures were not effective as of the Evaluation Date
as a result of the material weaknesses in internal control over financial
reporting discussed in our Annual Report on Form 10-K for our year ended October
31, 2009 (the 2009 Annual Report).

Disclosure controls and procedures are those controls and
procedures that are designed to ensure that information required to be disclosed
in our reports filed or submitted under the Exchange Act are recorded,
processed, summarized and reported within the time periods specified in the
SEC's rules and forms. Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that information required
to be disclosed in our reports filed under the Exchange Act is accumulated and
communicated to management, including our Chief Executive Officer and Chief
Financial Officer, to allow timely decisions regarding required disclosure.

Notwithstanding the assessment that our internal control over
financial reporting was not effective and that there were material weaknesses as
identified in our 2009 Annual Report, we believe that our financial statements
contained in our Quarterly Report on Form 10-Q for the quarter ended January 31,
2010 fairly present our financial condition, results of operations and cash
flows in all material respects.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial
reporting that occurred during the quarter ended January 31, 2010 that have
materially affected, or that are reasonably likely to materially affect, our
internal control over financial reporting.

12

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PART II - OTHER INFORMATION

ITEM
1.           LEGAL
PROCEEDINGS.

None.

ITEM 1A.       
 RISK FACTORS.

The following are some of the important factors that could
affect our financial performance or could cause actual results to differ
materially from estimates contained in our forward-looking statements. We may
encounter risks in addition to those described below. Additional risks and
uncertainties not currently known to us, or that we currently deem to be
immaterial, may also impair or adversely affect our business, financial
condition or results of operation.

We require additional financing.

To date our operations have not been profitable. We have not
earned any revenues to date and there is no assurance that we will be able to do
so in the near future. In addition, there is no assurance that our ongoing
expenditures will exceed our estimates over the next twelve months. We may never
be able to achieve profitability.

We do not currently have the financial resources to complete
our plan of operation for the next twelve months. We anticipate that we will
require substantial financing over the next twelve months in order to complete
our business plan. However, there is no assurance that we will be able to obtain
additional financing. If further financing is not available or obtainable, our
ability to meet our financial obligations and pursue our plan of operation will
be substantially limited and investors may lose a substantial portion or all of
their investment.

Our inability to complete our product development activities
successfully may severely limit our ability to operate and finance
operations.

The development of our technology as an over-the-counter
medication and a FDA approved pharmaceutical will require significant financing
and additional research and development as well as substantial clinical trials.
We believe that the United States, Europe and Canada will be the principal
markets for our technology, as will any country in the world where the need for
the treatment of liver diseases, including the Hepatitis C virus, exists. We may
not be able to successfully complete development of our technology, or
successfully market our technology. We, and any of our potential collaborators,
may encounter problems and delays relating to research and development,
regulatory approval and intellectual property rights of our technology. Our
research and development programs may not be successful. Our technology may not
prove to be safe and efficacious in clinical trials, and we may not obtain the
intended regulatory approvals for our technology. Whether or not any of these
events occur, we may not have adequate resources to continue operations for the
period required to resolve the issue delaying development and we may not be able
to raise capital to finance our operation during the period required for
resolution of that issue.

We may lose our competitiveness if we are not able to
protect our proprietary technology and intellectual property rights against
infringement, and any related litigation may be time-consuming and costly.

Our success and ability to compete depends to a significant
degree on our proprietary technology. If any of our competitors copy or
otherwise gain access to our proprietary technology or develop similar
technologies independently, we may not be able to compete as effectively. The
measures we have implemented to protect our proprietary technology and other
intellectual property rights are currently based upon patent applications filed
in the United States, Europe and Canada and European Drug Master File
applications. This, however, may not be adequate to prevent the unauthorized use
of our proprietary technology and our other intellectual property rights.
Further, the laws of foreign countries may provide inadequate protection of such
intellectual property rights. We may need to bring legal claims to enforce or
protect such intellectual property rights. Any litigation, whether successful or
unsuccessful, may result in substantial costs and a diversion of our company's
resources. In addition, notwithstanding our rights to our intellectual property,
other persons may bring claims against us alleging that we have infringed on
their intellectual property rights or claims that our intellectual property
rights are not valid. Any claims against us, with or without merit,
could be time consuming and costly to defend or litigate, divert our attention
and resources, result in the loss of goodwill associated with our business or
require us to make changes to our technology.

13

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We may become subject to intellectual property litigation
which may harm our business.

Our success depends in part on our ability to develop
commercially viable products without infringing the proprietary rights of
others. Although we have not been subject to any filed infringement claims,
other patents or patent applications could exist or could be filed which may
prohibit or limit our ability to market our products or maintain a competitive
position. In the event of an intellectual property dispute, we may be forced to
litigate. Intellectual property litigation may divert management's attention
from developing our technology and may force us to incur substantial costs
regardless of whether we are successful. An adverse outcome could subject us to
significant liabilities to third parties, and force us to curtail or cease the
development and commercialization of our technology.

If we commercialize or test our technology, we will be
subject to potential product liability claims which may affect our financial
condition.

We face an inherent business risk of exposure to product
liability claims in the event that the use of our technology during research and
development efforts, including clinical trials, or after commercialization,
results in adverse affects. As a result, we may incur significant product
liability exposure, which may exceed any insurance coverage that we obtain in
the future. Even if we elect to purchase such issuance in the future, we may not
be able to maintain adequate levels of insurance at reasonable cost and/or
reasonable terms. Excessive insurance costs or uninsured claims may increase our
operating loss and affect our financial condition.

If we fail to effectively manage the growth of our company
and the commercialization or licensing of our technology, our future business
results could be harmed and our managerial and operational resources may be
strained.

As we proceed with the development of our technology and the
expansion of our marketing and commercialization efforts, we expect to
experience significant growth in the scope and complexity of our business. We
will need to add staff to manage operations, handle business development efforts
and perform finance and accounting functions. We anticipate that we will be
required to hire a broad range of additional personnel in order to successfully
advance our operations. This growth is likely to place a strain on our
management and operational resources. The failure to develop and implement
effective systems, or to hire and retain sufficient personnel for the
performance of all of the functions necessary to effectively service and manage
our potential business, or the failure to manage growth effectively, could have
a material adverse effect on our business and financial condition.

Failure to obtain and maintain required regulatory approvals
will severely limit our ability to commercialize our technology.

We will need to obtain the approval of the FDA before we
commence commercialization of our technology as a pharmaceutical in the United
States. We may also be required to obtain additional approvals from foreign
regulatory authorities to apply for any sales activities we may carry out in
those jurisdictions. If we cannot demonstrate the safety, reliability and
efficacy of our technology, the FDA or other regulatory authorities could delay
or withhold regulatory approval of our technology.

Even if we obtain regulatory approval of our technology, that
approval may be subject to limitations on the indicated uses for which it may be
marketed. Even after granting regulatory approval, the FDA and other regulatory
agencies and governments in other countries will continue to review and inspect
any future marketed products as well as any manufacturing facilities that we may
establish in the future. Later discovery of previously unknown problems with a
product or facility may result in restrictions on the product, including a
withdrawal of the product from the market. Further, governmental regulatory
agencies may establish additional regulations which could prevent or delay
regulatory approval of our technology.

14

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Even if we obtain regulatory approval to commercialize our
products, lack of commercial acceptance may impair our business.

Our product development efforts are primarily directed toward
obtaining regulatory approval for our liver disease product treatments. Our
products may not be employed in all potential applications being investigated,
and any reduction in applications may limit the market acceptance of our
products and our potential revenues. As a result, even if our products are
developed into marketable products and we obtain all required regulatory
approvals, we cannot be certain that our products will be adopted at a level
that would allow us to operate profitably.

If we do not keep pace with our competitors, technological
advancements and market changes, our technology may become obsolete and our
business may suffer.

The market for our technology is very competitive, is subject
to rapid technological changes and varies for different individual products. We
believe that there are potentially many competitive approaches being pursued
that compete with our technology, including some by private companies for which
information is difficult to obtain.

Many of our competitors have significantly greater resources
and have developed products and processes that directly compete with our
technology. Our competitors may develop, or may in the future develop, new
technologies that directly compete with our technology or even render our
technology obsolete. Our technology is designed to benefit people suffering from
moderate to severe liver maladies, such as elevated liver enzymes and the
Hepatitis C viral infection. Even if we are able to demonstrate improved or
equivalent results from our technology, researchers and practitioners may not
use our technology and we may suffer a competitive disadvantage. Finally, to the
extent that others develop new technologies that address the targeted
application for our current technology, our business will suffer.

If we are unable to hire and retain key personnel, then we
may not be able to implement our business plan.

We depend on the services of our senior management and key
technical personnel. In particular, our future success will depend on the
continued efforts of John Boschert, our sole executive officer and a member of
our Board of Directors, James Sandino, a member of our Board of Directors, and
F. Javier Benedi Garcia, a member of our Board of Directors. We also rely on
consulting from Professor Harry H.S. Fong, Jim Metropoulos and Peter Kitzinski.
The loss of the services of any of the gentlemen mentioned above and the further
erosion of staff could have an adverse effect on our business, financial
condition and results of operations.

The quotation price of our common stock may be volatile,
with the result that an investor may not be able to sell any shares acquired at
a price equal to or greater than the price paid by the investor.

Our common shares are quoted on the OTC Bulletin Board.
Companies quoted on the OTC Bulletin Board have traditionally experienced
extreme price and volume fluctuations. In addition, our stock price may be
adversely affected by factors that are unrelated or disproportionate to our
operating performance. Market fluctuations, as well as general economic,
political and market conditions such as recessions, interest rates or
international currency fluctuations may adversely affect the market price of our
common stock. In addition, to date, the trading volume for our shares on the OTC
Bulletin Board has been limited. As a result of this potential volatility and
potential lack of a trading market, an investor may not be able to sell any of
our common stock that they acquire that a price equal or greater than the price
paid by the investor.

We may conduct further offerings of our equity securities in
the future, in which case your shareholdings will be diluted.

Since our inception, we have been reliant upon sales of our
common stock to fund our operations. We may conduct further equity offerings in
the future to finance our current projects or to finance subsequent projects
that we decide to undertake. If common stock is issued in return for additional
funds, the price per share could be lower than that paid by our current
stockholders. We anticipate continuing to rely on equity sales of our common
stock in order to fund our business operations. If we issue additional stock,
investors' percentage interest in us will be diluted.

15

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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. (REMOVED AND RESERVED).

Not Applicable.

ITEM 5. OTHER INFORMATION.

Entry Into a Material Definitive Agreement

On, March 12, 2010, we entered into an exclusive license
agreement with Natac Biotech, S.L. (Natac) whereby Natac has granted us the
exclusive right to develop, commercialize, market and distribute five compounds
derived from plant extracts throughout North and South America. In consideration
of the exclusive license for the compounds (AOF, AH-FLO, JHF, HGF, NB-VAL40), we
have agreed to pay a royalty of five percent (5%) of the net sales of the
compounds in North and South America. Under the terms of the License Agreement,
we are also required to:

|(a) | purchase the products from Natac in accordance with the
      terms of the License Agreement;                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                  
|(b) | complete its first commercial sale of the products by
      March 31, 2011;                                                                                      
|    |                                                                                                                                                                  
|(c) | purchase a minimum of 300,000 units, each unit being 10
      grams, of the products from Natac by the end of 2011; and                                          
|    |                                                                                                                                                                  
|(d) | within one year of entering into the License Agreement,
      complete a clinical trial(s) for the purpose of supporting the
      effectiveness of the products.

The License Agreement also provides that we will have the right
to sub-license the five compounds in North and South America. We will also have
the right to assign its entire interest in the License Agreement subject to the
following:

|(a) | if the assignment is for cash consideration only, we will
      be entitled to retain 90% of the cash payment and Natac will be entitled
      to 10% of the cash payment; and                                         
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                        
|(b) | if the assignment is for a combination of a cash payment
      and royalties, we will be entitled to retain 90% of the cash payment and
      royalty with 10% of the cash payment and royalty being paid to
    Natac.

The term of the License Agreement is for a period of twenty
years.

ITEM 6. EXHIBITS.

|Exhibit |                                                                                                                                                                           
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                                   
|        |                                                                                                                                                                           
|2.1     | Agreement and Plan of Merger dated July 24, 2009 between
      the Company (as parent surviving company) and Caleco Pharma Corp. (as
      subsidiary merging entity).(20)
|        |                                                                                                                                                                           
|3.1     | Articles of Incorporation.(1)                                                                                                                                             

16

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|Exhibit |                                                                                                                                                                                                                                     
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                                                                                             
|        |                                                                                                                                                                                                                                     
|3.2     | Certificate of Change  13-for-1 Stock Split effective
      September 30, 2005.(7)                                                                                                                                                 
|        |                                                                                                                                                                                                                                     
|3.3     | Certificate of Amendment to Articles  Name Change from
      Triton Resources, Inc. to Skyflyer Inc. effective October 17,
      2006.(7)                                                                                          
|        |                                                                                                                                                                                                                                     
|3.4     | Certificate of Amendment to Articles of Incorporation 
      Name Change from Skyflyer Inc. to Blackstone Lake Minerals Inc. effective
      January 23, 2008.(10)                                                                 
|        |                                                                                                                                                                                                                                     
|3.5     | Certificate of Merger.(20)                                                                                                                                                                                                          
|        |                                                                                                                                                                                                                                     
|3.6     | Articles of Merger between the Company (as surviving
      entity) and Caleco Pharma Corp. (as merging entity), with surviving entity
      changing its name to Caleco Pharma Corp.(20)                                            
|        |                                                                                                                                                                                                                                     
|3.7     | Bylaws.(1)                                                                                                                                                                                                                          
|        |                                                                                                                                                                                                                                     
|10.1    | Share Purchase Agreement among the Company, Inventa
      Holding GmbH, Skyflyer Technology GmbH and Perry Augustson, dated for
      reference the 31stday of March, 2006.(3)                                                      
|        |                                                                                                                                                                                                                                     
|10.2    | Agreement and Deed of Transfer between Inventa Holding
      GmbH and the Company dated for reference as of the 19thday of
      April, 2006.(4)                                                                                    
|        |                                                                                                                                                                                                                                     
|10.3    | Patent Transfer Agreement between Dieter Wagels and
      Skyflyer Technology GmbH, dated effective as of April 17,
      2006.(4)                                                                                                  
|        |                                                                                                                                                                                                                                     
|10.4    | Loan Agreement between Dast GmbH and Skyflyer Technology
      GmbH dated December 8, 2006.(5)                                                                                                                                      
|        |                                                                                                                                                                                                                                     
|10.5    | Employment contract between Skyflyer Technology GmbH and
      Dr. Manfred Sappok, dated for reference as of June 1, 2005 (translated
      from German to English).(6)                                                             
|        |                                                                                                                                                                                                                                     
|10.6    | Employment contract between Skyflyer Technology GmbH and
      Dieter Wagels, dated for reference as of January 1, 2006 (translated from
      German to English).(6)                                                               
|        |                                                                                                                                                                                                                                     
|10.7    | Purchase Agreement dated October 3, 2007 between American
      Yellowcake Resources Inc. and Skyflyer Inc.(8)                                                                                                                      
|        |                                                                                                                                                                                                                                     
|10.8    | Loan Agreement dated October 17, 2007 between the Company
      and Black Pointe Holdings Inc.(9)                                                                                                                                   
|        |                                                                                                                                                                                                                                     
|10.9    | Extension to Loan Agreement between Dast GmbH and
      Skyflyer Technology GmbH, dated July 30, 2007 (translated from German to
      English).(12)                                                                                
|        |                                                                                                                                                                                                                                     
|10.10   | Second Extension to Loan Agreement between Dast GmbH and
      Skyflyer Technology GmbH, dated December 31, 2007 (translated from German
      to English).(12)                                                                     
|        |                                                                                                                                                                                                                                     
|10.11   | Loan Agreement between Dast GmbH and Skyflyer Technology
      GmbH dated November 28, 2007 (translated from German to
      English).(12)                                                                                          
|        |                                                                                                                                                                                                                                     
|10.12   | Loan Agreement between Dast GmbH and Skyflyer Technology
      GmbH dated December 6, 2007 (translated from German to
      English).(12)                                                                                           
|        |                                                                                                                                                                                                                                     
|10.13   | Loan Agreement between Dast GmbH and Skyflyer Technology
      GmbH dated December 7, 2007 (translated from German to
      English).(12)                                                                                           
|        |                                                                                                                                                                                                                                     
|10.14   | Management Consultant Agreement dated March 1, 2008
      between the Company and Dr. Rudolf Mauer.(11)                                                                                                                             
|        |                                                                                                                                                                                                                                     
|10.15   | Share Exchange Agreement dated for reference as of March
      31, 2008 among Blackstone Lake Minerals Inc., Inventa Holding GmbH and
      Skyflyer Technology GmbH.(13)                                                           
|        |                                                                                                                                                                                                                                     
|10.16   | Management Consultant Agreement dated October 1, 2008
      between the Company and John Boschert.(14)                                                                                                                              
|        |                                                                                                                                                                                                                                     
|10.17   | Technology Purchase Agreement dated October 16, 2008
      among the Company, NY Financial (International) Corp., Caleco Pharma Corp.
      (our former wholly owned subsidiary) and John Boschert.(15)                             
|        |                                                                                                                                                                                                                                     
|10.18   | Amendment Agreement to Technology Purchase Agreement
      dated October 16, 2008 among the Company, NY Financial (International)
      Corp., Caleco Pharma Corp. (our former wholly owned subsidiary) and John
      Boschert.(16)
|        |                                                                                                                                                                                                                                     
|10.19   | Technology Purchase Agreement dated December 19, 2008
      among the Company, NY Financial (International) Corp., Caleco Pharma Corp.
      (our former wholly owned subsidiary) and John Boschert.(17)                            

17

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|Exhibit |                                                                                                                                                                 
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                         
|        |                                                                                                                                                                 
|10.20   | Promissory Note
        between Caleco Pharma Corp. (our former wholly owned subsidiary) and NY
        Financial (International) Inc.(18)                      
|        |                                                                                                                                                                 
|10.21   | Investor Relations
        Service Agreement between the Company and Evergreen Marketing, Inc. dated
        October 6, 2009.(21)                               
|        |                                                                                                                                                                 
|10.22   | Consulting Agreement
        dated October 27, 2009 between the Company and Professor Harry H.S. Fong.(22)                                                      
|        |                                                                                                                                                                 
|10.23   | License Agreement
        dated November 1, 2009 between the Company and Caleco Pharma S.L.(23)                                                                 
|        |                                                                                                                                                                 
|10.24   | Consulting Agreement
        dated December 17, 2009 between the Company and Peter Kitzinski.(24)                                                               
|        |                                                                                                                                                                 
|10.25   | Consulting Agreement
        dated for reference February 1, 2010 between the Company and BlueWater
        Advisory Group, LLC.(25)                            
|        |                                                                                                                                                                 
|10.26   | Designated Sponsor
        Agreement dated February 9, 2010 between the Company and ICF Kursmackler
        AG.(25)                                             
|        |                                                                                                                                                                 
|10.27   | Share Purchase
        Agreement dated February 10, 2010 among the Company, Natac Biotech S.L.,
        and the principal shareholders of Natac Biotech S.L.(25)
|        |                                                                                                                                                                 
|10.28   | Letter Agreement
        dated February 10, 2010 between the Company and Natac Biotech S.L.(25)                                                                 
|        |                                                                                                                                                                 
|10.29   | Promissory Note
        dated February 10, 2010 between the Company and Natac Biotech S.L.(25)                                                                  
|        |                                                                                                                                                                 
|10.30   | Lab Facilities
        and Service Agreement dated for reference February 18, 2010 between the
        Company and Natac Biotech S.L.(26)                       
|        |                                                                                                                                                                 
|10.31   | License Agreement
    dated March 12, 2010 between the Company and Natac Biotech S.L.                                                                           
|        |                                                                                                                                                                 
|14.1    | Code of Ethics.(2)                                                                                                                                              
|        |                                                                                                                                                                 
|31.1    | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 302 of the Sarbanes-Oxley Act of 2002.      
|        |                                                                                                                                                                 
|32.1    | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 906 of the Sarbanes-Oxley Act of 2002.      

|Notes: |                                                                                                                       
|------ | ----------------------------------------------------------------------------------------------------------------------
|(1)    | Filed as an exhibit to our Registration Statement on Form
      SB-2 originally filed on January 14, 2005, as amended.
|(2)    | Filed as an exhibit to our Annual Report on Form 10-KSB
      filed on January 30, 2006.                              
|(3)    | Filed as an exhibit to our Current Report on Form 8-K
      filed on April 10, 2006.                                  
|(4)    | Filed as an exhibit to our Current Report on Form 8-K
      filed on April 26, 2006.                                  
|(5)    | Filed as an exhibit to our Current Report on Form 8-K
      filed on December 15, 2006.                               
|(6)    | Filed as an exhibit to our Annual Report on Form 10-KSB
      filed on January 30, 2007.                              
|(7)    | Filed as an exhibit to our Quarterly Report on Form
      10-QSB filed on September 19, 2007.                         
|(8)    | Filed as an exhibit to our Current Report on Form 8-K
      filed on October 11, 2007.                                
|(9)    | Filed as an exhibit to our Current Report on Form 8-K
      filed on October 23, 2007.                                
|(10)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on January 25, 2008.                                
|(11)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on March 13, 2008.                                  
|(12)   | Filed as an exhibit to our Quarterly Report on Form
      10-QSB filed on March 21, 2008.                             
|(13)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on April 8, 2008.                                   
|(14)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on October 7, 2008.                                 
|(15)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on October 22, 2008.                                
|(16)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on December 2, 2008.                                
|(17)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on December 29, 2008.                               
|(18)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on January 27, 2009.                                
|(19)   | Filed as an exhibit to our Annual Report on Form 10-K
      filed on February 13, 2009.                               
|(20)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on September 4, 2009.                               
|(21)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on October 9, 2009.                                 
|(22)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on November 2, 2009.                                
|(23)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on November 5, 2009.                                
|(24)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on December 23, 2009.                               
|(25)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on February 16, 2010.                               
|(26)   | Filed as an exhibit to our Current Report on Form 8-K
      filed on February 22, 2010.                               

18

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

CALECO PHARMA CORP.Date:
    March
      17, 2010
    By:/s/ John BoschertJOHN BOSCHERTChief Executive Officer, Chief
      Financial Officer,President, Secretary &
      Treasurer(Principal Executive Officerand Principal Accounting Officer)


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