LABRADOR TECHNOLOGIES INC. THREE MONTHS ENDED JANUARY 31, 2013 MANAGEMENT S DISCUSSION & ANALYSIS

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1 LABRADOR TECHNOLOGIES INC. THREE MONTHS ENDED JANUARY 31, 2013 MANAGEMENT S DISCUSSION & ANALYSIS The following Management s Discussion and Analysis ( MD&A ) is prepared in accordance with National Instrument F1, and should be read in conjunction with the unaudited financial statements of Labrador Technologies Inc. ( LTI or the Corporation ) for three months ended January 31, Additional information with respect to LTI can be found on the Corporation s website at or on SEDAR at Certain statements in the MD&A constitute forward-looking statements that involve various risks and uncertainties. These risks and uncertainties include, but are not restricted to, the Corporation s continuing ability to promote and license its products, the Corportion s ability to attract and retain key employees, and the Corporation s ability to raise capital on acceptable terms when needed. These uncertainties may cause actual results to differ from information contained herein. There can be no assurance that such statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. These forward-looking statements are based on the estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Forward looking Information Certain information included in this MD&A is forward-looking. Forward-looking information includes statements that are not statements of historical fact and which address activities, events or developments that the Corporation expects or anticipates will or may occur in the future. This includes such things as the development plans and status of the Corporation s software development projects, the Corporation s intentions, results of operations, levels of activity, future capital and other expenditures, including the amount, nature and sources of funding thereof, business prospects and opportunities, research and development timetable, and future growth and performance. When used in this MD&A, statements to the effect that the Corporation or its management believes, expects, plans, may, will, projects, anticipates, predicts, intends or similar statements, including potential, opportunity, or variations thereof are not statements of historical fact and should be construed as forward-looking information. These statements reflect management s current beliefs with respect to future events and are based on information currently available to the management of the Corporation. The Corporation believes that the expectations reflected in such forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. With respect to the forward-looking information contained in this MD&A, we have made assumptions regarding the following: - Future software license sales - The continued ability of the Corporation to raise operating capital - Ability to continue current development and new product development - Ability to retain and recruit qualified staff

2 Forward-looking information is not a guarantee of future performance and involves a number of risks and uncertainties, only some of which are describe herein. Many factors could cause the Corporation s actual results, performance or achievements, or future events or developments, to differ materially from those expressed or implied by the forward-looking information including, without limitation, the following factors: - Economic conditions in the oil and gas industry - Reliance on key partner - Increased competition - Reliance on employees with specialized skills and knowledge - Protection of proprietary rights Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forwardlooking statements prove incorrect, actual results, performance or achievement may vary materially from those expressed or implied by the forward-looking information contained in this MD&A. These factors should be carefully considered and readers are cautioned not to place undue reliance on forward-looking information, which speaks only as of the date of the MD&A. This MD&A is dated as of April 9, 2013.

3 Overall Performance CEO S REPORT TO SHAREHOLDERS Win by Changing the Game Despite etriever being a world class data browsing tool, sales traction over the last few years has been minimal. The lack of sales success is partly attributable to the fact that mobile devices are only now gaining traction in the Oil & gas Industry, particularly the ipad on which etriever excels. Apple products, previously, were simply not a staple in the Oil & Gas business. Lack of sales have also been attributable to the fact that a distribution model is unsuited to a ground-breaking product such as etriever, where its selling process must be the Number One Priority, instead of being one of many products where etriever s relatively cheap cost was not an incentive to a quota-based sales program. Thus, when something is broken, it is management s job to fix it and the recent expiration of the etriever distribution agreement gave management the right opportunity to dramatically change LTI s approach to selling etriever functionality that has proven to be first class. Consequently, the Corporation has embarked on streamlining and repackaging etriever with initial focus on the Oil & Gas Industry s well data, under the banner of ewells. This effort is leveraging the six years of etriever development by cherry-picking the best apps, reports and graphs of etriever and making them available to all IHS data consumers on a pay-as-you-go basis. The business model is not novel. In fact, Amazon and itunes have had extraordinary success selling books and songs respectively by providing Freemium content as an incentive to visit a website and then selling the products on a transaction basis, offering the consumer the opportunity to buy from time to time based on need, as opposed to an upfront obligation. In addition, the Corporation is entering into a new agreement that provides the Corporation with direct control over marketing, selling and support of the ewells bundled data and software product offering. For more information, please see Win by Reducing Expenses Importantly, and in addition to the repackaging of etriever, the Corporation has achieved significant strides in 2013 to reduce its monthly expenses. The 2013 average monthly expenses is expected to be 40% less than 2012, which has been realized through the reduction of General & Administrative expenses and the exploitation of a much more efficient Marketing & Sales Model. Financing Complete & Closed On April 5, 2013, the Corporation announced that it had completed a second tranche closing of 13,000,000 units of the Corporation in conjunction with the non-brokered private placement originally announced on January 28, 2013 for gross proceeds of $130,000. The aggregate gross proceeds received by the Corporation in conjunction with the Private Placement totaled $236,500 for the issuance of 23,650,000 Units of Labrador at a price of $0.01 per unit. Each Unit consists of one common share (a "Common Share") and one-half (½) of a Common Share purchase warrant (a "Warrant") with each whole Warrant entitling the holder to acquire one additional Common Share of the Corporation at a price of $0.05 per share for a period of 12 months from the date of issuance of the Unit. The Private Placement is being conducted in accordance with the TSX Venture Exchange "Temporary Relief Measures", and proceeds will be allocated to the following: audits and accounting expenses; legal expenses; federal and provincial payments; operating loans; programming expenses; and other miscellaneous fees owing.

4 The Common Shares and Warrants are subject to a four month hold period in accordance with applicable securities law. Respectfully, H. Ronald Sterne President & C.E.O.

5 Results of Operations Revenue The Corporation generated revenue of $10,659 during the three months ended January 31, 2013 from the sale of software license fees ( $15,317). This revenue is recognized ratably over the contract period, which ranges from four months to twelve months. The Corporation is continuing to dedicate its resources to further sales and marketing strategies to increase license fees revenues to sustainable levels. Currently, the Corporation has no significant ongoing sources of revenue. The Corporation, however, has received US$240,000 for data modeling, in connection with a distribution agreement with IHS, of which a portion has been recorded as deferred revenue. On November 10, 2009, the Corporation announced a global strategic agreement with IHS Inc. ( IHS ) to distribute Labrador s etriever web application bundled with IHS Canadian Oil and Gas Critical Information. In connection with this agreement, the Corporation received a US$240,000 payment for data modeling services to ensure etriever compatibility with the IHS Canadian Oil and Gas data. This amount is being deferred and recognized ratably over the three year term of the agreement as there is an on-going commitment to provide product upgrades and maintenance. Financial Summary Three months ended January 31, 2013 January 31, 2012 Revenue License fees $ 10,659 $ 15,317 Data modeling 1,197 20,942 11,856 36,259 Expenses General and adminstration 76, ,156 Development and related costs 3, ,212 Other expenses 19,389 74,337 99, ,705 Operating Loss (87,946) (264,446) Financing costs 9,724 6,796 Net loss & comprehansive loss $ (97,670) $ (271,242) Net loss per share (0.00) (0.01) Outstanding shares 72,926,137 72,926,137 Expenses General and administrative This category of expenses is comprised primarily of office rent, office equipment rentals, administrative salaries, corporate expenses related to shareholder reporting, and professional fees. General and administrative expenses for the three month period ended January 31, 2013 were $76,605 compared to $106,156 for the three month period ended January 31, 2012, a decrease of $29,551. The decrease is primarily due to decreased professional fees.

6 Development and related costs Computer and related costs include programmers salaries, software costs, and telecommunication costs. This category of expenses totaled $3,808 for the three month period ended January 31, 2013 compared to $120,212 for the three month period ended January 31, 2012, a decrease of $116,404. The decrease is primarily due to a reduction in programmer/consultant and related costs. Other Expenses Other expenses include expenses for sales and support salaries/consulting fees, and promotion/advertising. For the three month period ended January 31, 2013, other expenses were $19,389 compared to $74,337 for the three month period ended January 31, 2012, a decrease of $54,948. The decrease is primarily due to the reduction of sales department general expenses. Financing Costs Financing costs includes mainly interest paid on loans advanced to the Corporation by its directors as well as non-deductible interest. For the three months ended January 31, 2013, interest expense was $9,724 compared to $6,796 for 2012, an increase of $2,928. The increase is primarily due to additional loan financing required during the year. Stock-based compensation LTI issued no stock options during the three month period ended January 31, 2013 (2012 nil). Amortization Amortization expense for the three month period ended January 31, 2013 was $858 compared to $1,785 for the three month period ended January 31, There were no additions to property and equipment in the period. Working capital At January 31, 2013, LTI had cash of $4,958, no long-term debt, and working capital deficiency of $1,267,637. The Corporation has not had any sources of ongoing revenue for many years as it has been developing its etriever web application. As a result, the Corporation s ability to maintain its operations in the future is dependent on its ability to generate sufficient revenue, and/or raise sufficient capital to continue to fund its strategic business plan. The Corporation has recently received $236,500 from the issuance of 23,600,000 Units in connection with a Private Placement that closed April 4, Summary of Quarterly Results Fiscal QTR 2-QTR 3-QTR 4-QTR Revenue License fees 10,659 N/A N/A N/A Data modeling 1,197 N/A N/A N/A 11,856 N/A N/A N/A Expenses General and administration 76,605 N/A N/A N/A Development and related costs 3,808 N/A N/A N/A Other expenses 19,389 N/A N/A N/A 99,802 N/A N/A N/A Operating Loss (87,946) N/A N/A N/A Financing costs 9,724 N/A N/A N/A

7 Net loss & comprehensive loss $ (97,607) N/A N/A N/A Net loss per share, basic and diluted $ (0.00) N/A N/A N/A Outstanding shares 72,926,137 N/A N/A N/A Total assets $ 17,753 N/A N/A N/A Liquidity and Capital Resources At January 31, 2013, the Corporation had cash of $4,958, no long term debt and a working capital deficiency of $1,267,638. To date, the Corporation has had minimal revenue and is now, in the short term, dependent on the raising of sufficient capital and/or generating sufficient revenue from the licensing of its etriever software, which is expected to occur primarily through the corporation s agreement with IHS Inc., to discharge its obligations, including the working capital deficiency of $1.3 million as at January 31, During the period ended January 31, 2013, the Corporation incurred a net loss of $ 97,670 ( $271,242) and generated cash from operations totalling $3,353 (2012 used $359,059). In the future, the Corporation s use of cash in operations per quarter will be dependent on many variables, including primarily (i) the rate of sales of licences of its etriever software through its global strategic agreement with IHS Inc. ( IHS ) to distribute Labrador s etriever web application bundled with IHS Canadian Oil and Gas Critical Information; and (ii) the level of staff and support infrastructure necessary to support those etriever software sales and any new development and sales initiatives. While management and the Board of Directors are considering all possible options in order to have sufficient cash to discharge its obligations in the normal course of operations for the foreseeable future, future operations are entirely dependent upon the raising of sufficient capital in the short-term and/or generating sufficient revenue from the licensing of its etriever software, which is expected to occur primarily through the Corporation s agreement with IHS. In addition, future operations in the longer term will be dependent on the development and marketing of the Corporation s Web-based data retrieval technology and the corresponding generation of future cash flows, and the raising of capital, as required. Financial Instruments As of the date of this MD&A, the Corporation had no financial instruments other than cash, accounts receivable and accounts payable. Loans Payable and Related Party Transactions As at January 31, 2013, the Corporation had $349,950 ( $169,000) of loans payable to certain officers, directors, former directors, and shareholders. These loans bear interest at 12% per year, are unsecured and due on demand. Total interest accrued and payable as at January 31, 2013 was $62,205 ( $27,600). During the three months ended January 31, 2013 additional advances on these loans of $54,866 ( $55,000) were made to the Corporation. The fair value of these loans and transactions approximated their carrying values due to the short term nature of these items.

8 Outstanding Share Data As of January 31, LTI had 72,926,137 common shares, 22,330,000 warrants and 5,390,000 options to acquire common shares outstanding. Subsequent Events Subsequent to the period end, the Corporation completed the closing of the non-brokered private placement originally announced on January 28, Gross proceeds received by the Corporation in conjunction with the Private Placement totaled $236,500 for the issuance of 23,650,000 Units of Labrador at a price of $0.01 per unit. Each Unit consists of one common share (a "Common Share") and one-half (½) of a Common Share purchase warrant (a "Warrant") with each whole Warrant entitling the holder to acquire one additional Common Share of the Company at a price of $0.05 per share for a period of 12 months from the date of issuance of the Unit. The Private Placement is being conducted in accordance with the TSX Venture Exchange "Temporary Relief Measures", and proceeds will be allocated to the following: audits and accounting expenses; legal expenses; federal and provincial payments; operating loans; programming expenses; and other miscellaneous fees owing. H. Ronald Sterne Jeffrey Howe signed President & Chief Executive Officer Labrador Technologies Inc. signed Chief Financial Officer Labrador Technologies Inc.