VENGA AEROSPACE SYSTEMS INC.

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2007
Venga Aerospace Systems Inc.
(Incorporated under the laws of the Province of Ontario)

Consolidated Balance Sheets as at September 30, 2007

(With Comparative Figures for the Year Ended December 31, 2006)
____________________________________________________________________________________________

September 30, 2007 December 31, 2006

(Unaudited) (Audited)
ASSETS
Current Assets
Cash $ 36,052 $ 207,679
Accounts receivable and sundry assets 6,731 4,830
Inventory ____ 12,885
Deposits on equipment ____ 253,654
Loan receivable ------- 238,720
42,783 717,768
Other Assets
Investment (note 4) 558,830 ---------
Investment in private company (note 5) 50,400 50,400

Total Assets $ 652,013 $ 768,168

LIABILITIES
Current
Accounts payable and accrued liabilities $ 27,677 $ 32,005
Deferred revenue 3,579 5,072
31,256 37,077

SHAREHOLDERS’ EQUITY

Capital stock ( note 7) 16,723,966 16,723,966

Contributed surplus 890,684 890,684

Deficit (16,993,893) (16,883,559)

620,757 731,091
Total Liabilities and Shareholders’ Equity $ 652,013 $ 768,168

Going Concern (note 2)

Approved on behalf of the Board

“ Hirsh Kwinter” Director “Dr. Ezra Franken” Director

See accompanying notes

Venga Aerospace Systems Inc.
Consolidated Statement of Operations and Deficit
for the Three Month Period Ended September 30, 2007
(With Comparative Figures for the Three Month Period Ended September 30, 2006)
UNAUDITED
_____________________________________________________________________________________________

September 30, 2007 September 30, 2006

Sales and Other Income $ 33,964 $ 50,400

Cost of Goods Sold 4,953 ------
Gross Profit 29,011 50,400

Expenses
Professional fees 108 899
General and administrative 44,443 66,047
44,551 66,946
Loss From Operation (15,540) (16,546)
Other Items
Settlement of Litigation ------ (35,000)

Net Loss (15,540) (51,546)

Deficit, Beginning of period (16,978,353) (16,851,982)

Deficit, End of period $ (16,993,893) $ (16,903,528)

Loss Per Common Share $ (0.0001) $ (0.0003)

Venga Aerospace Systems Inc.

Consolidated Statement of Cash Flows

for the Three Month Period Ended September 30, 2007
(With Comparative Figures for the Three Month Period Ended September 30, 2006)
UNAUDITED
____________________________________________________________________________________________

September 30, 2007 September 30, 2006

OPERATING ACTIVITIES
Net loss $ (15,540) $ (51,546)
Adjustments for non-cash items:
Deferred revenue amortization (25,050) (168)
Changes in non-cash assets and liabilities 30,606 (6,290)

Cash Used in Operating Activities (9,984) (58,004)

FINANCING ACTIVITIES
Receipts from related parties. ---- 51,100

Cash Provided By Financing Activities ---- 51,100

NET CHANGE IN CASH (9,984) (6,904)

CASH, Beginning of period $ 46,036 $ 10,366

CASH, End of period $ 36,052 $ 3,462

Venga Aerospace Systems Inc.
Consolidated Statement of Operations and Deficit
for the Nine Month Period Ended September 30, 2007
(With Comparative Figures for the Nine Month Period Ended September 30, 2006)
UNAUDITED
_____________________________________________________________________________________________

September 30, 2007 September 30, 2006

Sales and Other Income $ 33,964 $ 51,826

Cost of Goods Sold 4,953 ------
Gross Profit 29,011 51,826

Expenses
Professional fees 15,425 34,964
General and administrative 123,920 219,844
139,345 254,808
Loss From Operation (110,334) (202,982)
Other Items
Settlement of Litigation ------ (35,000)

Net Loss (110,334) (237,982)

Deficit, Beginning of year (16,883,559) (16,665,546)

Deficit, End of period $ (16,993,893) $ (16,903,528)

Loss Per Common Share $ (0.0005) $ (0.001)

Venga Aerospace Systems Inc.

Consolidated Statement of Cash Flows

for the Nine Month Period Ended September 30, 2007
(With Comparative Figures for the Nine Month Period Ended September 30, 2006)
UNAUDITED
____________________________________________________________________________________________

September 30, 2007 September 30, 2006

OPERATING ACTIVITIES
Net loss $ (110,334) $ (237,983)
Adjustments for non-cash items:
Deferred revenue amortization (1,493) (817)
Changes in non-cash assets and liabilities (59,800) 147,195

Cash Used in Operating Activities (171,627) (91,605)

FINANCING ACTIVITIES
Receipts from related parties. ---- 87,600

Cash Provided By Financing Activities ---- 87,600

NET CHANGE IN CASH (171,627) (4,005)

CASH, Beginning of year $ 207,679 $ 7,467

CASH, End of period $ 36,052 $ 3,462

Venga Aerospace Systems Inc.
Notes to the Consolidated Financial Statements
for the nine month period ended September 30, 2007

UNAUDITED
__________________________________________________________________________________________

1. THE COMPANY
The Company was incorporated under the Business Corporations Act (Ontario) by certificate of
amalgamation dated April 26, 1979, amalgamating Frodac Mines Ltd., Great Bear Silver Mines Limited and
Silver Monarch Mines Limited to become Frodac Consolidated Energy Resources Ltd. On July 25, 1985, it
changed its name to Global Aerospace Systems Inc. and on November 3, 1987, the Company further
changed its name to Venga Aerospace Systems Inc. (the “Company”).

2. GOING CONCERN
These consolidated interim financial statements have been prepared on the basis of accounting principles
applicable to a going concern, which assumes that the Company will continue in operation for the
foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of
operations.

The Company’s ability to remain as a going concern is dependant upon it successfully implementing its
business plan including, a return to profitable operations and to raise additional capital. Management
believes that steps taken to date and those in process will allow it to continue as a going concern. There
can be no assurance that the Company will be successful in its efforts.

If the going concern assumptions were not appropriate for these consolidated interim financial statements,
then adjustments would be necessary to the carrying values of assets and liabilities, the reported expenses
and losses per share and the balance sheet classifications used.

3. OPERATIONS
a. Aerospace Unit

Venga’s aeronautics division was engaged in the development of a full scale, composite jet drone/aircraft
known as the TG-10 Brushfire. In May of 1998, a full-scale prototype of the Company’s drone/aircraft was
completely destroyed in a fire. Further development of Venga’s composite drone/aircraft program has been
held in abeyance, pending the securing of adequate funding for the program.

On June 17, 2004, the Company entered into a development agreement with Air Combat Warfare
International (“ACWI”) of Ayr, Ontario, wherein both parties agreed to make coordinated efforts to attempt to
exploit ACWI’s existing and potential head and sub-contracts to supply flight and combat support services
for the U.S. military and the military forces of Canada and various other NATO countries. Though the
Company has now extended its development agreement with ACWI to April 3, 2008, the Company is
currently taking no further actions to exploit any potential contracts with or through ACWI.

The Company, in association with ARINC Incorporated (“ARINC”) has made an unsolicited proposal to the
Canadian government to provide replacement jet aircraft for the Canadian Forces’ Snowbirds aerial
demonstration squadron. As a direct result of the continuing delays in the Canadian government’s decision
with respect to selecting a program to replace or upgrade the Snowbirds’ aircraft, the Company is holding
its Snowbirds’ aircraft replacement proposal in abeyance pending receipt of a positive response from the
Canadian government.
 b. 3D Graphics Unit

In November of 2006, the Company entered into a joint venture agreement (the “New JV Agreement”) with
3DP North America, Inc., of Kenner, Louisiana; United Business & Capital Services, LLC of Kenner,
Louisiana; EKG, LLC of Lafayette, Louisiana and Armadillo Photo Supply, Inc. of Houston, Texas, creating
a business venture, the 3DP North America Joint Venture (the “New JV”), to provide a range of advanced
3D products and print services for both commercial and consumer markets. The Company has a 30%
ownership interest in the New JV with 3DP North America, Inc., who will act as the managing venturer of
the New JV, owning the remaining 70% of the business venture. Pursuant to the terms of the New JV
Agreement, the Company advanced $600,000 USD of capital to the New JV and upon termination of the
New JV, the Company is entitled to receive back its capital investment from the New JV’s assets. The
Company has no management rights or further funding requirements or obligations with respect to the New
JV. The Company’s participation in the management and operation of the New JV is limited to the
Company’s right to receive 30% of the New JV’s new profits as and when such profits are distributed to the
joint venturers in accordance with the terms and provisions of the New JV Agreement. The New JV has
entered into a purchase agreement to acquire two 3D print / processors and subject to the terms of this
purchase agreement has paid deposits towards the purchase of this print / processing equipment. In June
of 2007, the New JV began to process 3D film orders that had been previously forwarded to the Company’s
CLIK 3D business unit (see: www.clik3d.com) for print processing.

c. Mining and Resource Unit

The Company initially acquired a 3% interest, together with an option to acquire up to an additional 15%
interest, in Global Mineral Investments, LLC (“GMI”), a private U.S. corporation that proposes to lease and
develop gold mining concessions in West Africa. On August 31, 2007, GMI was awarded four Class B
Gold Mining Licences by the Ministry of Lands, Mines and Energy of the Republic of Liberia for four,
separate concessions located in the Sanquin Mining Zone, Sinoe County in the Republic of Liberia. In
consideration of services that the Company rendered GMI, on September 6, 2007, the Company’s
ownership interest in GMI was increased from 3% to 4%.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Principles of Consolidation

These consolidated interim financial statements include the accounts of the Company and its subsidiaries,
which include, its wholly-owned subsidiary, Venga Joint Ventures Ltd. As opposed to previous financial
statements prepared by the Company, wherein management employed the proportionate consolidation
method in reporting its investment and participation in the New JV, in these interim financial statements, the
Company’s investment in the New JV employs the cost method. This change in accounting policy affecting
the presentation of the Company’s investment in the New JV has no impact on the numbers reported in
previous financial statements.

b. Basis of Presentation

The accompanying unaudited financial statements have been prepared by management in accordance with
Generally Accepted Accounting Principles (GAAP). They have been prepared on a basis consistent with
those followed in the most recent audited financial statements. These unaudited interim financial
statements do not include all of the information and footnotes required by GAAP for annual statements and
therefore should be read in conjunction with the audited financial statements and notes included in the
Company’s Annual Report for the year ended December 31, 2006. These interim financial statements were
not examined by the Company’s auditors.

The Company’s investment and participation in the New JV is being reported using the cost accounting
method and said investment will be adjusted for any impairment in value. The New JV Agreement provides
that the Company will participate in 30% of the profits generated through the New JV’s business
operations. The Company has no management rights or ongoing funding requirements with respect to the
New JV. The Company is only liable to the extent of its investment and is indemnified from the other joint
venturers for any excess losses and liabilities.
c. Use of Estimates

The preparation of these consolidated financial statements, in conformity with Canadian GAAP, requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities
at the date of the financial statements and the reported amounts of revenue and expenses during the
reporting period. Actual results could differ from these estimates. Significant estimates include prepaid
expenses and certain accrued liabilities.

d. Financial Instruments

The Company’s financial instruments, if applicable, consist of cash, accounts receivable, loans receivable,
accounts payable, accrued liabilities and loans payable. It is the opinion of management that the Company
is not exposed to significant interest, foreign exchange and credit risks arising from its financial instruments.
The fair values of these financial instruments approximate their carrying values, unless otherwise noted.

Credit Risk: The Company does not have a direct, significant exposure to any individual customer or
counter party.

Foreign Currency Risk: Consulting contracts billed in U.S. dollars by the Company are recorded at the
exchange rate in effect at the time of sales and are collected on standard trade payable terms. Excess
U.S. dollar balances are converted to Canadian dollars on a regular basis. The Company does not enter
into foreign currency hedges. Further devaluation in the U.S. dollar, relative to the Canadian dollar, could
affect the Company’s ability to continue at current sales growth rates and attain cash – positive operations
as substantially all of the sales contracts are denominated in U.S. dollars.

e. Income Tax

The Company uses the asset and liability method of accounting for income taxes under which, future tax
assets and liabilities are recognized for differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases. Future tax assets and liabilities are measured
using substantively enacted tax rates in effect in the year in which, those temporary differences are
expected to be recovered or settled. The effect on future tax assets and liabilities of a change in tax rates
is recognized as part of the provision for income taxes in the year that includes the enactment date. A
valuation allowance is recorded to the extent there is uncertainty regarding realization of future tax assets.

f. Translation of Foreign Currencies

Monetary assets and liabilities are translated at the current period-end exchange rate. All other assets and
liabilities are translated at the exchange rates in effect at the dates of the transactions. Revenue and
expense items are translated at the monthly average exchange rate for the year. Exchange gains and
losses are charged to income.

g. Long-term Investments

Long-term investments are recorded at cost. Gains and losses are recognized when investments are sold.
Income is recognized only to the extent dividends are received.

h. Impairment of Long-lived Assets

Long-lived assets, including capital assets, are amortized over their useful lives. The Company reviews
long-lived assets for impairment when events or changes in circumstances indicate that the carrying
amount may not be recoverable. If the sum of the undiscounted cash flows expected to result from the use
and eventual disposition of a group of assets is less than its carrying amount, it is considered impaired. An
impairment loss is measured as the amount by which the carrying amount of the group of assets exceeds
its fair value. At September 30, 2007, no such impairment has occurred.
 i. Basic and Diluted Loss Per Share.

The Canadian Institute of Chartered Accountants (“CICA”) recommends the use of the treasury stock
method in computing earnings/loss per share. Under this method, basic loss per share is computed by
dividing earnings available to common shareholders by the weighted average number of common shares
outstanding during the year. In computing the loss per share on a fully diluted basis, the treasury stock
method assumes that proceeds received from in-the-money stock options are used to repurchase common
shares at the prevailing market rate.

The weighted average number of common shares outstanding as of September 30, 2007, was 228,271,893
(September 30, 2006 - 201,184,633).

j. Revenue Recognition

The Company recognizes revenue when the sale or service is completed.

k. Comparative Figures

The Company has re-classified the comparative figures, where necessary, to conform to the current
period’s presentation.

5. INVESTMENT IN PRIVATE COMPANY

The Company, through a shares for debt conversion which satisfied a debt of $50,400.00 CDN that GMI
owed the Company, received an immediate 3% interest and an option to acquire up to an additional 15%
interest in GMI. GMI is a private, U.S. corporation, engaged in the leasing and development of gold mining
concessions in West Africa. On August 31, 2007, GMI was awarded four, Class B Gold Mining Licences by
the Ministry of Lands, Mines and Energy of the Republic of Liberia for four, separate concessions located in
the Sanquin Mining Zone, Sinoe County in the Republic of Liberia. On September 6, 2007, the Company
increased its ownership interest in GMI from 3% to 4%. The Company’s transaction with GMI is arms-
length as GMI is not a related party to the Company.

6. CAPITAL STOCK

Authorized: Unlimited common and special shares without par value

September 30, 2007 December 31, 2006

Issued Common Shares: 228,271,893 228,271,893
Value: $ 16,723,966 $ 16,723,966

7. INCOME TAXES

The Company has accumulated losses for income tax purposes totalling approximately $1,108,437 for which the
tax benefits have not been recognized in the financial statements. These losses can be deducted from future
years' taxable income and expire as follows:

$
2007 60,000
2008 120,000
2009 60,000
2013 198,000
2014 451,000
2026 219,473
1,108,473