UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934

For the month of March, 2012

Commission File Number: 001-14611

~~----------------------------------------------------~~(formerly known as INTERACTIVE ENTERTAINMENT LIMITED)

(~~Translation~~Exact name of registrant's ~~name~~as ~~into~~specified ~~English)~~in its charter)

BERMUDA

(Jurisdiction of Incorporation)

Floor Six 65 Front Street Hamilton Parish Islands of Bermuda HM12

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F [x ~~X ]~~ Form 40-F ~~[ ]~~o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes [o ] No ~~[ X ]~~x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

SIGNATURES

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

CREATOR CAPITAL LIMITED ~~By: Deborah Fortescue-Merrin Deborah Fortescue-Merrin, President Date: March 22, 2012~~

~~FIREFLIES~~By: ~~ENVIRONMENTAL~~Deborah ~~LIMITED~~Fortescue-Merrin

~~(formerly~~Deborah ~~Creator Capital Limited)~~Fortescue-Merrin,

~~65 Front Street, 6th Floor~~President

~~Hamilton,~~Date: May ~~HM12~~11, ~~Bermuda~~2012

~~March~~EXHIBIT ~~20, 2012~~INDEX

To1. Interim ~~Our~~Financial ~~Shareholders:~~Statements for the Three Months ended March 31, 2012

~~You~~2. Management ~~are~~Discussion ~~cordially~~and ~~invited~~Analysis tofor ~~attend~~ the ~~2011~~Three ~~Annual~~Months ~~General~~ended Meeting of Shareholders of Fireflies Environmental Limited (formerly, Creator Capital Limited), a Bermuda exempted company (the "Company"), which will be held at 10:00 a.m. (Pacific Time) / 1:00 p.m. Eastern Time / 2:00 p.m. (Atlantic Time), on 30 March ~~2012 at 65 Front Street~~31, ~~6th Floor; Hamilton HM 12; Bermuda (the "Annual General Meeting").~~2012

AtCREATOR ~~the~~CAPITAL ~~Annual General Meeting, Shareholders will vote to:~~ LIMITED

~~(i) change~~FINANCIAL ~~the name of the company of the Company from “Fireflies Environmental Limited” back to Creator Capital Limited.~~STATEMENTS

~~(ii) fix~~FOR ~~the~~THE ~~maximum~~INTERIM ~~number~~PERIOD ofTHREE ~~persons~~MONTHS toENDED beMARCH ~~elected to the Board of Directors at ten~~31, ~~to waive the requirements of Bye-law 54(a), to elect three persons to the Board of Directors, and to designate seven positions as casual vacancies and authorize the board to fill same as it sees fit;~~ 2012

~~(iii) consider,~~U.S. ~~and if thought fit, to appoint Saturna Group, Chartered Accountants LLP, as the auditors of the Company;~~ Dollars

~~(iv) receive and consider the financial statements of CCL, together with the auditor's report thereon for the financial year ended December 31st, 2010; and~~ UNAUDITED

~~(v) transact~~NOTICE ~~such~~TO other business as may properly come before the Annual General Meeting. Further information concerning the meeting and the nominees for director can be found in the accompanying Notice and Proxy Statement.READER

WeThese ~~hope~~are ~~that~~the ~~you~~Interim ~~can~~unaudited ~~attend~~Consolidated ~~the~~Financial ~~Annual~~Statements ~~General~~for ~~Meeting~~this ~~and~~First ~~assist~~Financial ~~the~~Quarter ~~Board~~ending ofMarch ~~Directors~~31, by2012, ~~voting~~ for the ~~election~~First ofFinancial ~~directors~~Quarter ~~and~~ended ~~the~~March ~~ratification~~31, of2011 ~~the~~with ~~appointment of~~ the ~~auditors. In~~consolidated ~~the~~statements ~~event~~of ~~that~~operations, ~~you~~deficit ~~are~~and ~~unable~~cash toflows ~~attend~~for ~~this~~those ~~meeting~~periods, ~~we have included a Standing Proxy, which designates~~ and ~~appoints~~with ~~Meridian~~comparatives ~~Fund~~to ~~Services (Bermuda) Limited (~~the ~~“Administrator”)~~year-end asAudited ~~your~~Consolidated ~~lawful~~Financial ~~Proxy~~Statements infor ~~matters~~December ~~which may arise at any meeting of the Shareholders~~31, ~~unless revoked by you in writing~~2011.

~~If,~~These ~~however,~~Interim ~~you~~Unaudited doConsolidated ~~not~~Financial ~~wish to execute a Standing Proxy, we~~ Statements have ~~enclosed~~been aprepared ~~Proxy Form which we ask you to complete and return~~ by ~~either~~Company ~~fax~~management atin ~~(441)~~accordance ~~292~~with ~~8200,~~International ~~courier,~~Financial orReporting ~~post~~Standards ~~to: Fireflies Environmental Limited c/o Meridian Fund Services~~ (~~Bermuda~~“IFRS”) ~~Limited~~, 65as ~~Front~~issued ~~Street, 6th Floor, Hamilton HM 12, Bermuda, or~~ by ~~email attachment to ljohnson@meridian.bm on or before 29 March 2012. If you attend~~ the ~~meeting,~~International ~~you~~Accounting ~~may~~Standards ~~vote~~Board ~~in person, even if you have previously submitted a proxy card~~(“IASB”).

~~Sincerely~~These Interim unaudited Consolidated Financial Statements should be read in conjunction with the year-end Audited Consolidated Financial Statements for December 31, 2011, prepared in accordance with International Financial Reporting Standards (“IFRS”). Note 2 provide IFRS information that is material to understanding these Interim Unaudited Consolidated Financial Statements.

~~“Deborah~~Under ~~Fortescue~~Canada’s National Instrument 51-~~Merrin~~102, “Continuous Disclosure Obligations”, Part 4, subsection 4/3(30)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the interim financial statements have not been reviewed by an auditor. The Company’s external auditors, The Saturna Group, Chartered Accountants, of Vancouver, British Columbia, Canada have not performed a review of these interim financial statements

~~Deborah~~All ~~Fortescue-Merrin~~financial statements and Notes are expressed in United States of America Dollar Currency.

~~Chairman~~Hamilton, ~~of the Board~~Bermuda

2April 9, 2012

~~FIREFLIES~~CREATOR ~~ENVIRONMENTAL~~CAPITAL LIMITED AND SUBSIDIARIES

65CONSOLIDATED ~~Front~~INTERIM ~~Street,~~STATEMENTS ~~6th~~OF ~~Floor;~~FINANCIAL POSITION

~~Hamilton HM 12, Bermuda~~(UNAUDITED)

NOTICE OF 2011 ANNUAL GENERAL MEETING OF SHAREHOLDERS

	March 31			December 31
	2012			2011
ASSETS
Current Assets
Cash and cash equivalents	$	2,182		$	3,036
Accounts receivable		0			0
Prepaid expenses		9,108			2,017
Total current assets		11,291			5,053

Total Assets	$	11,291		$	5,053

LIABILITIES

Current liabilities
Accounts payable and accrued expenses		539,668			499,041
Notes Payable		76,766			73,729
Notes Payable – Related Parties		43,385			41,876
Accrued dividends		4,811,566			4,657,601
Preferred shares – Note 6		2,237,443			2,237,443
Total current liabilities		7,708,828			7,509,690

Total Liabilities	$	7,708,828		$	7,509,690

SHAREHOLDERS' EQUITY

Share Capital		874,673			874,673
Additional paid-in-capital		63,362,764			63,362,764
Stock Option Reserve		320,395			320,395
Deficit		(72,255,369	)		(72,062,469	)
Total Shareholder Equity		(7,697,537	)		(7,504,637	)
Total Liabilities and Shareholders' Equity	$	11,291		$	5,053

TONature BEof ~~HELD~~Operations ONand 30going ~~March~~concern Note ~~2012~~1

~~NOTICE~~Contingencies Note IS HEREBY GIVEN that the 2011 Annual General Meeting of the Shareholders ("Annual General Meeting") of FIREFLIES ENVIRONMENTAL LIMITED, a Bermuda exempted company (the "Company"), will be held at 65 Front Street, 6th Floor; Hamilton HM 12, Bermuda, on 30 March 2012 at the hour of 10:00 a.m. (Pacific Time) / 1:00 p.m. Eastern Time / 2:00 p.m. (Atlantic Time), for the following purposes:6

1.Subsequent events Note 16

ToAPPROVED ~~consider,~~ON ~~and~~BEHALF ifOF ~~thought~~THE ~~fit, to change the name of the Company from “Fireflies Environmental Limited” back to “Creator Capital Limited”;~~BOARD:

2./s/ Deborah Fortescue-Merrin /s/ Anthony P Clements Deborah Fortescue-Merrin Anthony P Clements

ToTHE ~~consider~~ACCOMPANYING ~~and,~~NOTES ifARE ~~thought~~AN ~~fit,~~INTEGRAL toPART ~~fix~~TO ~~the~~THESE ~~maximum~~CONSOLIDATED ~~number~~FINANCIAL of persons to be elected to the Board of Directors at ten, to waive the provisions of Bye-law 54(a), to elect three persons to the Board of Directors, and to designate seven positions as casual vacancies and authorize the board to fill same as it sees fit;STATEMENTS

3.Creator Capital Limited March 31, 2012 Interim Financials Page -5-

ToCREATOR ~~consider,~~CAPITAL ~~and~~LIMITED ifAND ~~thought fit, to appoint Saturna Group, Chartered Accountants LLP, as the auditors of the Company;~~ SUBSIDIARIES

4.CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

~~Receive and consider the financial statements of CCL, together~~ (with ~~the~~comparative ~~auditor's~~figures ~~report~~to ~~thereon for~~ the ~~financial~~Three ~~year~~Months ~~ended~~Ended ~~December~~March ~~31st~~31, ~~2010; and~~ 2011)

5.(UNAUDITED)

To transact such other business as may properly come before the Annual General Meeting. Further information concerning the meeting and the nominees for director can be found in the accompanying Notice and Proxy Statement.

	Three Months Ended March 31,
	2011			2012

Revenue	$	1,750		$	1,750
Operating Expenses
Consulting and contract services		10,500			10,500
General and administrative		13,432			17,747
Foreign Exchange		1,272			4,707
Interest		1,891			3,057
Professional Fees		6,051			4,500
Marketing		174			174
		33,320			40,685

Loss from operations	$	(31,570	)	$	(38,935	)
Other:
Preferred stock dividends		(141,664	)		(153,965	)

Net and comprehensive Income (loss)	$	(173,234	)	$	(192,900	)

BASIC AND DILUTED LOSS PER SHARE
Numerator for basic and diluted loss per share:

Net and comprehensive Income (loss) Gain (loss) to common shareholders		(173,234	)		(192,900	)

Denominator for basic and diluted loss per share:
Weighted average shares outstanding		87,467,288			87,467,288

Net loss per share	$	(0.0020	)	$	(0.0022	)

~~This~~THE ~~Notice~~ACCOMPANYING ~~and~~NOTES ~~Proxy~~ARE ~~Statement~~AN ~~and~~INTEGRAL ~~the~~PART ~~enclosed~~TO ~~form~~THESE ofCONSOLIDATED ~~proxy~~FINANCIAL are being sent only to shareholders of record and beneficial owners of whom the Company is aware as of 19 March 2012. However, all shareholders of record on the date of the meeting are entitled to attend and to vote at the Annual General Meeting. The Company's Form 20-F Annual Report for the year ended December 31st, 2010, including audited financial statements, is included with this Proxy Statement and this Notice.STATEMENTS

WeCreator ~~hope~~Capital ~~you~~Limited ~~will~~March ~~be represented at the Annual General Meeting by signing~~31, ~~dating~~2012 ~~and~~Interim ~~returning~~Financials ~~the~~Page ~~enclosed proxy card as promptly as possible, whether or not you expect to be present in person. Your vote is important~~ -6- ~~as is the vote of every shareholder -- and the Board appreciates the cooperation of shareholders in directing proxies to vote at the meeting.~~

~~Your~~CREATOR ~~proxy~~CAPITAL ~~may~~LIMITED beAND revoked at any time by following the procedures set forth in the accompanying Proxy Statement, and the giving of your proxy will not affect your right to vote in person if you attend the Annual General Meeting.SUBSIDIARIES

ByINTERIM ~~Order~~STATEMENT ofOF ~~the~~CHANGES ~~Board~~IN ~~of Directors~~EQUITY

~~Deborah Fortescue-Merrin~~ (UNAUDITED)

Chairman of the Board

	Share Capital
	Number of Shares		Amount$		Contributed Surplus $		Shareholder Option Reserve$		Deficit $			Total$

Balance, December 31, 2010		87,467,288	$	874,673	$	63,362,764	$	320,395	$	(71,433,612	)	$	(6,675,870	)

Net Loss for the interim period		0		0		0			$	(173,234	)	$	(173,234	)

Balance, March 31, 2011		87,474,288	$	874,673	$	63,362,764	$	320,395	$	(71,606,936	)	$	(7,049,104	)

DATED: March 15th, 2012

	Share Capital
	Number of Shares		Amount$		Contributed Surplus$		Shareholder Option Reserve $		Deficit $			Total$

Balance, December 31, 2011		87,467,126	$	874,673	$	63,362,764	$	320,395	$	(72,062,469	)	$	(7,504,637	)

Current Period’s Activities		0		0

Net Loss for the interim period									$	(192,900	)	$	(192,900	)

Balance, March 31, 2012		87,474,288	$	874,673	$	63,362,764	$	320,395	$	(72,255,369	)	$	(7,697,537	)

3THE ACCOMPANYING NOTES ARE AN INTEGRAL PART TO THESE CONSOLIDATED FINANCIAL STATEMENTS

~~FIREFLIES~~Creator ~~ENVIRONMENTAL~~Capital ~~LIMITED~~Limited March 31, 2012 Interim Financials Page -7-

65CREATOR ~~Front~~CAPITAL ~~Street,~~LIMITED ~~6th~~AND ~~Floor;~~SUBSIDIARIES

~~Hamilton~~INTERIM HMSTATEMENT ~~12,~~OF ~~Bermuda~~CASH FLOWS

~~PROXY~~(with ~~STATEMENT~~comparative figures to the Three Months Ended March 31, 2011)

~~For the 2011 Annual General Meeting of Shareholders~~ (UNAUDITED)

Friday, 30 March 2012

	Three Months Ended March 31, 2011			Three Months Ended March, 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES

Net Income (Loss} for the period	$	(173,234	)	$	(192,900	)

Items not affecting cash:
Accrued dividends payable		141,664			153,965
Foreign Exchange		1,272			4,707
Interest costs		1,891			3,056
		(28,407	)		(31,172	)

Changes in non-cash operating working capital items:

Accounts receivable		0			0
Prepaid expenses		(7,974	)		(7,091	)
Accounts payable and accrued expenses		34,123			40,627
Net cash provided by (used in) operating activities		26,149			33,536

CASH FLOWS FROM INVESTING ACTIVITIES

Investing Activities		0			0
Net cash provided by (used in) investing activities		0			0

CASH FLOWS FROM FINANCING ACTIVITIES
Notes Payable		167			3,037
Notes Payable – Related Parties		0			1,509
Interest		(1,891	)		(3,056	)
Net cash provided by (used in) financing activities		(1,724	)		1,490
FOREIGN EXCHANGE

Effects of exchange rate on financing activities		(1,272	)		(4,707	)
Net cash provided by (used in) financing activities		(1,272	)		(4,707	)

Net increase (decrease) in cash		(5,254	)		(853	)
Cash, beginning of period		9,786			3,036
Cash, end of period	$	4,532		$	2,183

Non Cash investing and financing activities		0			0

Supplemental disclosures Income Taxes paid		0			0

~~This~~THE ~~proxy~~ACCOMPANYING ~~statement~~NOTES isARE ~~being~~AN ~~furnished~~INTEGRAL inPART ~~connection~~TO ~~with~~THESE ~~the~~CONSOLIDATED ~~solicitation~~FINANCIAL of proxies by the Board of Directors (the "Board") of CREATOR CAPITAL LIMITED, a Bermuda exempted company ("the Company" or "CCL"), for use at the Annual General Meeting of the Company to be held at Hamilton, Bermuda, on Friday, 30 March 2012 at 10:00 a.m. (Pacific Time) / 1:00 p.m. (Eastern Time) / 2:00 p.m. (Atlantic Time), and at any adjournments or postponements thereof (the "Annual General Meeting"). Unless the context otherwise requires, references to the Company include CCL and its subsidiaries. The proxy is revocable by (i) filing a written revocation with the Secretary of the Company prior to the voting of such proxy, (ii) giving a later dated proxy, or (iii) attending the Annual General Meeting and voting in person. Shares represented by all properly executed proxies received prior to the Annual General Meeting will be voted at the meeting in the manner specified by the holders thereof. Proxies that do not contain voting instructions will be voted; STATEMENTS

~~(i)~~Creator ~~FOR~~Capital ~~the~~Limited ~~change~~March ~~of the name of the Company; (ii) FOR the election of the nominees approved by the Board; (iii) FOR the appointment of Saturna Group~~31, ~~Chartered~~2012 ~~Accountants~~Interim ~~LLP,~~Financials asPage ~~the~~- Company's auditors; (iv) FOR the granting, and amending of incentive stock options at the discretion of the Board of Directors; and (v) if any other matters properly come before the Annual General Meeting, in accordance with the best judgment of persons designated as proxies.8-

~~The~~CREATOR ~~Board~~CAPITAL has established 19 March 2012 the date used to determine those record holders and beneficial owners of Common Stock to whom notice of the Annual General Meeting will be sent (the "Record Date"). On the Record Date, there were 87,467,288 shares of common stock, par value US$.01 per share (the "Common Stock"), outstanding. The holders of the Common Stock are entitled to one vote for each share of Common Stock held. All matters presented at the Annual General Meeting require approval by a simple majority of votes cast at the meeting. LIMITED

~~The~~NOTES ~~presence,~~TO inUNAUDITED ~~person~~CONSOLIDATED orINTERIM byFINANCIAL proxy, at the Annual General Meeting of at least two shareholders entitled to vote is necessary to constitute a quorum at the Annual General Meeting. This Notice, Proxy Statement and enclosed form of proxy are first being mailed on or about 19 March 2012.STATEMENTS

~~PROPOSAL~~For 1the Three Months Ended March 31, 2012

~~CHANGE~~(Stated OFin ~~COMPANY~~U.S. ~~NAME~~Dollars)

~~The~~Note ~~opportunity~~1 Nature ~~which the company was pursuing,~~ and ~~for~~Continuance which the Company changed its name, did not materialize as anticipated. It is felt that the name is too restrictive for future endeavours. Therefore, management has decided to revert back to the original name of ~~“Creator Capital Limited”.~~Operations

~~PROPOSAL~~Creator 2Capital Limited (the “Company”), a Bermuda exempted company, changed its name from Sky Games International Ltd. to Interactive Entertainment Limited in June 1997. On September 27, 2000 the name changed to Creator Capital Limited. At the 2010 Annual General Meeting the Shareholders approved to change the name of the Company to Fireflies Environmental Limited. At the 2011 Annual General Meeting, held March 30, 2012, the Company received shareholder approval for returning the Company name to Creator Capital Limited.

~~ELECTION~~The OFCompany ~~DIRECTORS~~is publicly quoted on the NASD Over the Counter Bulletin Board in the United States of America.

The ~~Shareholders~~Company ~~may,~~is byengaged ~~passing~~in aproviding ~~resolution at the annual general meeting ("AGM") determine the maximum number of Directors that may be appointed to the Board from time to time subject always to the terms of the bye~~in-~~laws. If~~flight ~~the~~gaming ~~shareholders~~and ~~determine,~~entertainment ~~the~~software ~~maximum number of directors (e.g. ten)~~ and ~~then~~services ~~elect~~by ~~a lesser number (e.g. three)~~developing, aimplementing ~~formal~~and ~~vacancy~~operating ~~arises. The shareholders can fill this formal vacancy(ies) at a general meeting of the Company~~ or ~~they~~licensing ~~can~~computerized ~~pass~~video agaming ~~resolution (i) designating the vacancy as a casual vacancy~~ and ~~(ii)~~other ~~authorizing~~entertainment ~~the~~software ~~Directors to fill such vacancy(ies). So long as a quorum of Directors remains in office~~on, ~~the~~but ~~Board~~not ~~shall~~limited ~~have power at any time and from time~~ to ~~time to appoint any individual to be a Director so as to fill a vacancy designated as a "casual" vacancy by~~ the ~~Shareholders. In~~aircraft ~~this connection, casual vacancy is understood to be a vacancy that arises otherwise than by the expiration~~ of ainternational ~~term~~commercial ofair ~~office~~carriers. ~~Accordingly,~~ Gaming ~~there~~software ~~will~~is bemarketed ausing ~~casual vacancy if~~ the ~~vacancy~~name isSky ~~designated~~Games® asand ~~such by~~ the ~~shareholders,~~entertainment asoftware ~~director, dies, resigns,~~ is ~~removed,~~marketed ~~becomes~~using ~~disqualified~~the ~~from~~name ~~holding~~Sky ~~office and/or any other reason other than that arising by rotation~~Play®.

~~In accordance with the Company's Bye-Laws, specifically bye-law 54(a) the number of Directors shall be ten.~~ The ~~Board~~head ~~recommends the election to the Board of the three nominees whose names appear below. As a result there shall be seven casual vacancies~~office, ~~which~~principal ~~the~~address ~~Board~~and ~~should~~registered ~~be authorized to fill as~~ and ~~when~~records itoffice ~~sees~~is ~~fit. In~~located ~~the~~on ~~absence~~Floor of6, ~~instructions~~65 toFront ~~the~~Street, ~~contrary~~Hamilton, ~~the~~Islands ~~enclosed~~of ~~proxy will be voted FOR the nominees listed below~~Bermuda, HM12.

~~Pursuant~~These toconsolidated ~~the~~financial ~~Bye-Laws~~statements ofhave ~~the~~been ~~Company,~~prepared ~~one~~on ~~director~~a ~~may~~going beconcern ~~appointed~~basis, bywhich ~~Harrah's~~assumes ~~Interactive~~that ~~Investment~~the Company, awill ~~Nevada~~be ~~Corporation~~able ~~("HIIC",~~to ~~and~~meet ~~together~~its ~~with~~obligations ~~its~~and ~~affiliates,~~continue ~~the~~its ~~"HIIC~~operations ~~Entities"),~~for ~~pursuant~~its tonext ~~Bye-Law~~fiscal ~~54B~~year. ~~Bye-Law~~ ~~54B~~Realization ~~provides~~values ~~that~~may ~~during~~be ~~such~~substantially ~~time~~different from carrying values as ~~the~~shown ~~HIIC~~and ~~Entities~~these ~~own~~consolidated ~~10%~~financial orstatements ~~more~~do ofnot ~~the~~give ~~outstanding~~effect ~~voting~~to ~~securities,~~adjustments orthat ~~their~~would ~~equivalents,~~be necessary to the carrying values and classification of assets and liabilities should the Company, onbe unable to continue as a ~~fully-diluted~~going ~~basis~~concern. As at March 31, 2012, the ~~HIIC~~Company ~~Entities~~had ~~will~~not ~~have~~yet ~~the~~achieved ~~ability~~profitable tooperations, ~~appoint~~having a ~~percentage~~working capital deficit of ~~directors~~$7,696,537 (~~rounded~~March to31, ~~the~~2011: ~~nearest 10%~~$7,049,104)~~. This~~ ~~percentage~~has accumulated losses of ~~directors~~$72,255,369 ~~has~~(March ~~the~~31, ~~same~~2011: ~~proportion~~$71,606,936) tosince ~~the~~its ~~size~~inception ofand ~~the~~expects ~~entire~~to ~~Board~~incur asfurther losses in the ~~number~~development of ~~such~~its ~~voting~~business, ~~securities~~all ~~held~~of bywhich ~~the~~cast ~~HIIC~~substantial ~~Entities~~doubt ~~bears~~about to the ~~total~~Company’s ~~number~~ability ofto ~~such~~continue ~~securities,~~as on a ~~fully~~going ~~diluted basis~~concern. The ~~HIIC~~Company ~~Entities~~ will ~~also~~require beadditional ~~entitled~~financing in order to ~~such~~meet ~~proportionate~~its ~~representation~~ongoing onlevels ~~the~~of ~~Executive,~~corporate ~~Compensation~~overhead and ~~Audit~~discharge ~~Committees~~its ofliabilities ~~the~~as ~~Board~~they come due. On While the ~~Record~~Company ~~Date,~~has ~~the~~been ~~HIIC~~successful ~~Entities~~in ~~owned~~securing ~~approximately~~financings 6in the past,~~886,915~~ ofthere ~~the~~is ~~outstanding~~no ~~voting~~assurance ~~securities~~that ~~(7.87%),~~it orwill ~~their~~be ~~equivalents~~able to do so in the future, particularly in light of ~~the~~current ~~Company~~global economic conditions. ~~The~~ ~~HIIC~~Accordingly, ~~Entities~~these ~~have~~consolidated ~~elected~~financial statements do not give effect to ~~exercise~~adjustments, ~~their~~if ~~right~~any, tothat ~~appoint~~would abe ~~member~~necessary toshould the ~~Board~~Company ~~for~~be ~~the~~unable ~~coming~~to ~~year~~continue as a going concern.

~~With~~Note ~~respect~~2 Summary ~~to the nominees for the three members~~ of ~~the~~Significant ~~Board~~Accounting to be elected by the shareholders of the Company at the Annual General Meeting, the following sets forth the name of each nominee and, for each, the period during which the nominee has served as a director, information relating to the nominee's age, principal occupation and business experience during the past five years, any other directorships held by the nominee in publicly held companies and certain other information. Information with respect to the ages of directors is as of March 15, 2012, and information as to their ownership of shares of Common Stock as of that date is provided under the caption "Security Ownership By Directors, Officers and Five Percent (or more) Shareholders”.Policies

2At the date of these consolidated financial statements, the IASB and IFRIC have issued the following new and revised standards, amendments and interpretations which were not yet effective during the year ended 31 December 2011.

~~ANTHONY~~● P.IFRS ~~CLEMENTS,~~9 ~~age~~‘Financial ~~66,~~Instruments: ~~has~~Classification ~~been~~and aMeasurement’ ~~director of the Company since March of 1992. Mr. Clements~~ is an investment banker. From 2002 to the present, Mr. Clements has been the Head of Corporate Finance with ODL Securities, based in London, England. From March 1998 to 2002 Mr. Clements was an investment banker with Yorkton Securities, also based in London, England and from 1994 to 1998, he was an investment banker with T. Hoare & Co. Mr. Clements also served as a ~~director~~new offinancial ~~the~~instruments ~~Company's~~standard ~~operating~~effective ~~subsidiary~~for ~~from~~annual ~~August~~periods ~~10,~~beginning ~~1995 until its amalgamation with the Company~~ on ~~June~~or ~~17th,~~after ~~1997. Prior~~1 toJanuary ~~1994,~~2015 ~~Mr.~~that ~~Clements~~replaces ~~was~~IAS an39 ~~investment~~and ~~banker~~IFRIC ~~for~~9 ~~Rickets & Co., also based in London. Mr. Clements has also managed the North American portfolio of Postel Investment Management (pension fund managers~~ for ~~both~~classification ~~the Post Office~~ and ~~British~~measurement ~~Telecom)~~of ~~from~~financial ~~1973~~assets ~~until 1987,~~ and ~~has~~financial ~~worked in areas of corporate finance since 1987~~liabilities.

~~DEBORAH~~Creator ~~FORTESCUE-MERRIN,~~Capital ~~age~~Limited ~~56,~~March ~~has been a director of the Company since September 10th~~31, ~~1999,~~2012 ~~and~~Interim ~~she~~Financials ~~was~~Page ~~previously a director of the Company from October 1995 to October 1997. Mrs. Merrin is Vice~~-~~President~~ of J. Perot Financial Corp., a private investment management firm located in Vancouver, British Columbia, Canada. Previous to joining J. Perot Financial, Mrs. Merrin was a securities broker for twelve years, and worked in the area of corporate finance from 19899-1992, specializing in special situations concerning medical issues. Mrs. Merrin is the President and a Director of North American Medical Services Inc., also a publicly traded company, and NuCèlle Inc. Mrs. Merrin is also currently the President, and Chairman of Creator Capital Limited

~~Kendrick~~● ~~Lanyi~~IFRS ~~Grunfelt,~~10 ~~age~~‘Consolidated ~~65,~~Financial ~~has~~Statements’ is a ~~vast~~new ~~experience~~standard ineffective ~~management~~for (annual 40periods ~~years)~~beginning aton ~~Argentine,~~or ~~Chilean~~after ~~and~~1 ~~multinational~~January ~~companies~~2013 ~~(manufacturing~~that ~~and~~replaces ~~services~~consolidation ~~companies)~~requirements ~~holding~~in ~~positions~~IAS 27 (as ~~CEO~~amended ~~and~~in ~~General~~2008) ~~Manager, South American Regional Director, Strategic~~ and ~~Marketing Manager, Finance Manager, Supply chain and Exports Manager~~SIC-12. InThe ~~companies~~IASB ~~such~~issued asa ~~Nestle,~~number ~~Carter~~of ~~Holt~~new ~~Harvey(NZ),~~and ~~Bonafide~~revised ~~Group (Buenos Aires~~IASs, ~~Argentina)~~IFRSs, ~~WIICORP,~~amendments atand ~~different~~related ~~industries~~IFRICs aswhich ~~retail,~~are ~~food,~~effective ~~forestry,~~for ~~steel,~~the ~~toiletries~~Company’s ~~and~~financial ~~cosmetics,~~year ~~office~~beginning ~~furniture~~on ~~and~~1 ~~architectural~~January ~~finishing~~2011. ~~for~~For ~~large~~the ~~buildings,~~purpose ~~Financial~~of ~~services~~preparing and ~~Strategic~~presenting &the ~~Marketing~~consolidated ~~Management~~financial ~~and~~statements, ~~Balanced~~the ~~Scorecard~~Company &has ~~Control~~consistently ~~Consultancy. Kendrick~~adopted ~~was~~all ~~co-founder~~these ~~and~~new ~~CEO~~standards &for ~~Chairman of Intexsys SA that became~~ the ~~leader~~years inended ~~Chile~~31 inDecember ~~Office~~2011 ~~furniture~~ and ~~that~~20 ~~was~~● ~~sold~~IFRS to13 a‘Fair ~~large~~Value ~~economic~~Measurement’ ~~group. Today, Kendrick~~ is ~~involved~~a ~~with~~new ~~forestry~~standard ~~exports~~effective tofor ~~USA~~annual ~~and~~periods ~~Strategic~~beginning &on ~~Marketing~~or ~~Management~~after ~~Consulting~~1 asJanuary ~~well~~2013 asthat ~~lecturing~~replaces atfair ~~Business~~value ~~schools~~measurement ofguidance ~~Universidad~~in deother ~~Chile,~~IFRSs. ~~Universidad~~● ~~Andres~~IAS ~~Bello~~1 ~~and Universidad del Desarrollo.~~(~~MBA& Bachelors~~Amendment)~~. Currently,~~ he‘Presentation ~~is member~~ of ~~the~~Financial ~~Commission~~Statements’ ofis ~~Customs~~effective ~~and~~for ~~Trade~~annual ofperiods ~~the~~beginning ~~Chilean~~on ~~chapter~~or ofafter ~~the~~1 ~~International~~July ~~Chamber~~2012 ofand ~~Commerce~~includes ofamendments ~~Paris. Kendrick~~regarding ~~has~~Presentation ~~represented~~of aItems ~~couple~~ of USOther ~~companies~~Comprehensive inIncome. ~~the~~● ~~field~~IAS of27 ~~Forestry,~~(Amendment) IT‘Separate ~~and~~Financial ~~Bio~~Statements’ ~~organic catalysts. Kendrick~~ is aeffective ~~Commercial~~for ~~engineer~~annual ofperiods ~~Universidad~~beginning deon ~~Chile~~or ~~and~~after ~~has~~1 ~~post-graduate~~January ~~degree~~2013 inthat ~~Strategic~~prescribes ~~Management at NYU. Kendrick is~~ the ~~founder~~accounting ofand ~~the~~disclosure ~~Chilean~~requirements ~~offices~~for ofinvestments ~~South~~in ~~American~~subsidiaries, ~~Business~~joint ~~Development~~ventures ~~Corp.~~ and ~~has~~associates ~~been~~when aan ~~Director~~entity ~~for~~prepares ~~the~~separate ~~last~~financial ~~10 years~~statements.

The Company ishas not ~~aware~~early ofadopted ~~any~~these ~~arrangements~~standards, oramendments ~~understandings~~and ~~between~~interpretations ~~any of the individuals named above~~ and ~~any~~anticipates ~~other~~that ~~person~~the ~~pursuant~~application ~~to which any~~ of ~~the~~these ~~individuals~~standards, ~~named~~amendments ~~above were selected as a director~~ and~~/or~~ ~~executive~~interpretations ~~officer. The~~will ~~Company is~~ not ~~aware~~have ofa ~~any~~material ~~family~~impact ~~relationship~~on ~~among~~ the ~~officers~~financial position and ~~directors~~financial ofperformance ~~the Company or its subsidiaries. The only arrangement with respect to members~~ of the ~~Board of which the~~ Company ~~is aware is the right of the HIIC Entities to appoint directors to the Board pursuant to Bye-Law 54B of the Company's Bye-Laws~~.

3Note 2 Summary of Significant Accounting Policies – (cont’d)

~~OTHER~~These ~~INFORMATION~~consolidated ~~ABOUT~~interim ~~THE~~financial ~~BOARD~~statements ~~AND~~are ~~ITS~~presented ~~COMMITTEES~~in the Dollar currency of the United States of America.

~~Meetings:~~These consolidated interim financial statements were authorized for issue by the Board of Directors on May 10, 2011..

The ~~Board~~consolidated ofinterim ~~Directors~~financial ~~did~~statements ~~not~~have, ~~hold~~in ~~any~~management’s ~~formal~~opinion, ~~meetings~~been ~~during~~properly ~~the~~prepared ~~fiscal~~within ~~year~~reasonable ~~ended~~limits ~~December~~of ~~31st~~materiality, ~~2010. Pursuant~~and towithin the ~~Company's~~framework ~~current~~of ~~Bye-Laws,~~ the ~~Board~~significant ~~consists~~accounting ofpolicies ~~three~~summarized ~~directors.~~below:

~~Compensation:~~a) Principles of Consolidation

~~All~~The ofconsolidated ~~the~~financial ~~directors~~statements ofinclude the ~~Company~~accounts ~~are re-imbursed for out-~~of~~-pocket~~ ~~expenses. The directors of~~ the Company ~~receive~~and noits ~~other~~wholly-owned ~~compensation. No stock options were awarded to the directors of the Company during 2010.~~subsidiaries:

~~Executive~~Creator ~~Committee~~Capital (Nevada) Inc., (formerly Sky Games International Corp.) (a Nevada corporation) (Annual Fees were not paid to maintain this Company); and Creator Island Equities Inc. (a British Columbia corporation).

The ~~Executive~~subsidiary ~~Committee~~companies ofare ~~the Board currently consists of Mrs~~inactive. All ~~Fortescue~~material inter-~~Merrin~~company ~~and~~accounts ~~Mr. Tony Clements. The principal functions of the Executive Committee are to exercise the power of the Board in the management of the business~~ and ~~affairs~~transactions ofhave ~~the~~been ~~Company~~eliminated ~~with~~on ~~certain exceptions~~consolidation. ~~The executive committee did not hold any meetings during the fiscal year ended December 31st, 2010.~~

~~Audit Committee~~b) Equipment

~~The~~As ~~Audit~~at ~~Committee of~~ the ~~Board~~end ~~currently consists~~ of ~~Mrs.~~the ~~Fortescue-Merrin,~~current ~~and~~Interim ~~Mr.~~period ~~Tony~~there ~~Clements. The principal functions of the Audit Committee~~ are tono ~~make~~current ~~recommendations~~equipment to the Board regarding: (i) its independent auditors to be nominated for election by the shareholders; (ii) to review the independence of such auditors; (iii) to approve the scope of the annual audit activities of the independent auditors; (iv) to approve the audit fee payable to the independent auditors; (v) and to review such audit resultsassets. ~~The audit committee did not hold any meetings during the fiscal year ended December 31st, 2010.~~

~~Compensation~~Creator ~~Committee~~Capital Limited March 31, 2012 Interim Financials Page - 10-

~~The~~c) Website ~~Compensation~~Development Committee consisted of Ms Mann, and Mr. Tony Clements. The Compensation Committee did not hold any meetings during the fiscal year ended December 31st, 2010. For information on the duties and actions of the Compensation Committee, see "Report on Compensation." Mr. Kendrick Grunfelt will join the Compensation Committee in place of Ms Mann. Costs

4 As at the end of the current interim period there are no current website development costs.

~~SECURITY~~d) Financial ~~OWNERSHIP BY DIRECTORS, OFFICERS AND~~Instruments

~~FIVE~~The ~~PERCENT~~carrying ~~(OR~~value ~~MORE)~~of ~~SHAREHOLDERS~~the Company’s financial instruments, consisting of cash, accounts receivable, accounts payable and accrued liabilities, accrued dividends payable and notes payable approximate their fair value due to the short-term maturity of such instruments. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest or currency risk arising from these financial instruments. For accounts receivable, the Company estimates, on a continuing basis, the probable losses and provides a provision for losses based on the estimated realizable value.

As of December 31st, 2010, based on information supplied to the Company, directors and executive officers, as a group, may be deemed to own beneficially (including shares purchased upon exercise of stock options and warrants, exercisable within 60 dayse) Basic ~~less than 1% of the outstanding shares of Common Stock. To the knowledge of the directors~~ and ~~officers~~Diluted ofLoss ~~the~~Per ~~Company, the following directors and officers of the Company and owners of five percent (or more) of the outstanding Common Stock beneficially own the shares of Common Stock set forth below.~~Share

Name	Amount and Nature Of Beneficial Ownership	Percent of Class (1)
Anthony P. Clements (2) Deborah Fortescue-Merrin (3) Kendrick Lanyi Grunfelt Directors and Officers as a Group (3 individuals) Harrah's Interactive Investment Company (HIIC) (4)	options 1,100,000 options 1,600,000 common shares 48,500 options 0 total 2,748,500 common shares 6,886,915	* * * * * 7.29%

Basic loss per share (“LPS”) is calculated by dividing loss applicable to common shareholders by the weighted average number of common shares outstanding for the year. Diluted LPS reflects the potential dilution that could occur if potentially dilutive securities are exercised or converted to common stock. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method and the effect of convertible securities by the “if converted” method. Fully diluted amounts are not presented when the effect of the computations are anti-dilutive due to the losses incurred. Accordingly, there is no difference in the amounts presented for basic and diluted loss per share.

*Lessf) Revenue ~~than 1%~~Recognition

(1g) Foreign Currency Translation

~~Percent~~The ofCompany’s ~~class~~functional currency is ~~determined~~the byUnited ~~dividing~~States ~~the~~dollar. Monetary ~~number~~assets ofand ~~shares~~liabilities ~~beneficially~~are ~~owned~~translated byinto the ~~outstanding~~functional ~~number~~currency ofat ~~shares~~the exchange rate in effect at the end of the ~~Company,~~year. Non-monetary assets and ~~increased~~liabilities byare ~~options~~translated at the exchange rate prevailing when the assets were acquired or liabilities assumed. Revenues and ~~warrants~~expenses ~~for,6,950,000,~~are ~~which~~translated at the rate approximating the rate of exchange on the transaction date. All exchange gains and losses are ~~currently~~included ~~exercisable~~in the determination of net loss for the year.

(2h) Impairment of Long-lived Assets

~~Includes~~Long-lived ~~options~~assets and intangibles held and used by the Company are reviewed for ~~100~~possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If changes in circumstances indicate that the carrying amount of an asset that an entity expects to hold and use may not be recoverable,~~000~~ ~~shares~~future ~~granted~~cash onflows ~~October~~expected ~~11th~~to result from the use of the asset and its disposition must be estimated. If the undiscounted value of the future cash flows is less than the carrying amount of the asset, ~~2001~~impairment is recognized.

~~(3)~~Creator Capital Limited March 31, 2012 Interim Financials Page - 11-

~~Does not include 1,406,870 shares of Common~~ i) Stock~~, which have been donated to a charitable foundation of which Mrs. Fortescue~~-~~Merrin~~based ~~is a director. Includes options for 100,000 shares granted on October 11, 2001.~~Compensation

~~(4)~~CCL records a compensation cost attributable to all stock options granted at fair value at the grant date,. The Black-Scholes valuation model is used and the cost is expensed over their vesting period, with a corresponding increase to the equity account, Additional Paid-in Capital. Upon exercise of the share purchase options, the consideration paid by the option holder, together with the amount previously recognized in the Additional Paid-in Capital, is recorded as an increase to Share capital.

~~Harrah's~~ The ~~Interactive~~Black ~~Investment~~Scholes ~~Company's~~option ~~address~~valuation ismodel 1requires ~~Harrah’s~~the ~~Court,~~input ~~Las~~of ~~Vegas~~highly subjective assumptions, ~~Nevada~~including price volatility, ~~89119-4312~~if any. Changes in these assumptions can materially affect the fair value estimate.

~~EXECUTIVE~~j) Accounting ~~COMPENSATION~~Standards Issued, But not yet Effective

~~The~~Effective ~~following table sets forth all compensation~~ for ~~services~~annual inperiods ~~all~~beginning ~~capacities~~on toor ~~the~~after ~~Company~~January ~~for~~1, ~~the~~2013 ~~three~~are ~~most recently completed fiscal years in respect of each of~~ the ~~individuals~~New ~~who~~Standard ~~served~~IFRS ~~as the Chief Executive Officer during the last completed fiscal year and those individuals who were~~9, as“Financial ~~of December 31st~~Instruments”, ~~2010,~~New ~~the~~Standard ~~executive~~IFRS ~~officers of the Company whose individual total compensation for the most recently completed financial year exceeded $100~~13,~~000~~”Fair ~~(collectively,~~Value the "Named Executive Officers") including any individual who would have qualified as a Named Executive Officer but for the fact that individual was not serving as such an Officer at the end of the most recently completed financial year:Measurement”.

5IFRS 13 replaces the fair value measurement guidance currently dispersed across different IFRS standards with a single definition of fair value and extensive application guidance. IFRS 13 provides guidance on how to measure fair value and does not introduce new requirements for when fair value is required or permitted. It also establishes disclosure requirements to provide users of the financial statements with more information about fair value measurements.

SUMMARY COMPENSATION TABLE
		Annual Compensation			Long Term Compensation Awards
Name and Principal Position	Fiscal Year Ended	Salary ($)	Bonus ($)	Other Annual Compensation ($)	Restricted Stock Awards (#)	Securities Underlying Options (#)
Deborah Fortescue-Merrin Chairman	12/31/10 12/31/09 12/31/08 12/31/07	US$42,000 US$42,000 US$42,000 US$52,029	NIL NIL NIL NIL	NIL NIL NIL NIL	NIL NIL NIL NIL	1,500,000

The Company has not early adopted these revised standards and is currently assessing the impact that

~~OPTION~~Note ~~GRANTS~~3 Notes ~~IN THE LAST FISCAL YEAR~~Payable

NoIFRS ~~Option~~39 ~~shares~~stipulates ~~were~~that ~~granted~~the toCompany’s ~~directors~~financial ~~and/or~~liabilities ~~consultants~~be ~~during~~measured at ‘amortized cost’. This is defined as the ~~year~~originally ~~ending~~recorded ~~December~~amount: ~~31st~~less any principal repayments; plus or minus the cumulative amortization, ~~2010~~using the ‘effective interest method’ of any difference between the originally recorded amount and the maturity amount. ~~Current~~ The ~~Options~~various ~~outstanding~~loan amounts, represented by the Notes Payable, have been recorded at their principal amount at the date of each loan, which are ~~detailed~~deemed to be fair value. No premium was paid on any of these Notes Payable. No transaction costs were incurred in the ~~table~~borrowing ~~below:~~of these funds. The interest bearing Notes Payable have their interest cost calculated and recorded monthly. Hence, the use of the measurement of value of the Notes Payable at amortized costs would not be materially different from the amounts presented.

Name	No. of Securities Underlying Options Granted (#)	Percent of Total Options Granted to Directors and Officers in Fiscal Year	Exercise or Base Price ($/sh)	Expiration Date	Potential Realizable Value At Assumed Annual Rates of Stock Price Appreciation for Option Term
		March 31, 2012				December 31, 2011
					5%	10%
Unsecured interest bearing at 10% per annum			76,766				73,729
Tony Clements Tony Clements Deborah Merrin Deborah Merrin	100,000(1) 1,000,000(2) 100,000(1) 1,500,000(2)	xx 28.57% xx 42.86%	$0.35 $0.25 $0.35 $0.25	10-11-11 04-06-12 10-11-11 04-06-12	xx xx xx xx	xx xx xx xx
Unsecured interest bearing at 10% per annum, related party,			43,735				41,876
		$	120,501			$	115,605

~~(1)~~These notes are due within one year, therefore are classified as current liabilities.

~~Options~~All ~~granted~~interest incurred on ~~October~~interest ~~11th~~bearing notes of $22,442 ~~2001~~(December 31, 2011: $19,646)

~~(2)~~is included in the Accounts Payable account.

~~Options~~Amount ~~granted~~differences onbetween ~~April~~December ~~6th~~31, ~~2007~~2010 and March 31, 2011 reflect foreign exchange adjustments.

6Creator Capital Limited March 31, 2012 Interim Financials Page - 12-

~~FISCAL~~Note ~~YEAR-END~~4 Capital ~~OPTION VALUES~~Stock

NoThe ~~options~~Class ~~were~~A ~~exercised~~preference byshares are non-voting and are convertible at any time into common shares at the ~~named~~option ~~Executive~~of ~~Officers~~the ~~during~~holder. Dividends on the ~~fiscal~~Class ~~year~~A ~~ended~~preference ~~December~~shares ~~31st,~~are ~~2010~~cumulative and payable quarterly at an annual dividend rate of 9%. The NoCompany, ~~options~~at ~~listed~~its inoption, ~~this~~may ~~table~~redeem ~~were~~the Class A preference shares, in~~-the-money~~ whole or in part, at ~~the~~any ~~end~~time ofand ~~the~~from ~~fiscal~~time ~~year~~to ~~ended~~time, ~~December~~at ~~31st~~a redemption price of $1,000 ~~2010~~per share plus any accrued and unpaid dividends thereon. The Company is not required to redeem the Class A preference shares.

	Number of Securities Underlying Unexercised Options at Fiscal Year End 2010
Name	Exercisable	Unexercisable
Deborah Fortescue-Merrin(1) Deborah Fortescue-Merrin(2)	100,000 1,500,000	NIL NIL

In 1997, the Company exchanged a promissory note in the amount of $2,737,000 for 2,737 Class A preference shares at $1,000 per share. In 1998, the Company redeemed 500 of the Class A preference shares at their redemption price of $1,000 per share. As of December 31, 2010 and as of March 31, 2011, 2,237 Class A Preference Stock remain outstanding.

~~(1)~~Dividends ~~Options~~on ~~granted~~the onClass ~~October~~A ~~11th~~preference shares for the First Fiscal Three Month Quarter ended March 31, ~~2001~~2011 the accrued Dividends recorded was $153,965 (March 31, 2011:$141,664. They remain unpaid and are in arrears.

~~(2)~~During ~~Options~~the ~~granted~~year onended ~~April~~December ~~6th~~31, 2007, CCL restated the presentation of the Class A Preferred shares reclassifying them from Equity to Current Liability of the Class A Preferred Shares, and their paid in capital totaling $2,237,421. On the Balance sheet this has been added to the Current Liability of Accrued dividends. The Preferred shares have the contractual obligation to either delivered a fixed amount or settle the obligation be delivering its out equity instrument. They meet the definition of a financial liability

~~REPORT~~Note ON5 Stock ~~COMPENSATION~~Options

sOn ~~Deborah~~April ~~Fortescue-Merrin~~6, ~~served~~2007, ~~as President & Chairman of~~ the ~~CCL~~Company ~~during~~granted ~~the fiscal year 2010. She was compensated on a consulting basis~~6, ~~and she received US$42~~950,000 ~~during~~stock ~~2010~~options ~~(by~~to ~~way of a company in which she holds a controlling interest)~~directors, ~~compared with US$42~~officers,~~000~~ ~~during~~and ~~2009,~~consultants ~~and~~at ~~US$42,000~~a ~~during~~price ~~2008~~of ~~respectively~~$0. ~~These~~25 ~~amounts~~per ~~owing~~share ~~have~~expiring ~~accrued,~~on ~~not~~April ~~paid~~6, ~~since March 2006~~2012.

The ~~Members~~following oftable summarizes the ~~Board~~continuity of ~~Directors during~~ the ~~Fiscal~~Company’s ~~Year~~stock ~~Ended December 31st, 2010 were~~options:

Anthony P. Clements

	Number of options		Weighted average exercise price $

Outstanding, December 31, 2011		6,950,000		0.25
Activity during the period		0		0.00
Outstanding, March 31, 2012		6,950,000		0.25

~~Deborah~~Additional ~~Fortescue-Merrin~~information regarding stock options outstanding as at March 31, 2012 is as follows:

Anastasia Kostoff-Mann

	Outstanding and exercisable
Range of exercise prices $	Number of shares	Weighted average remaining contractual life (years)	Weighted average exercise price $

0.25	6,950,000	6 days	0.25

~~PROPOSAL~~Creator 3Capital Limited March 31, 2012 Interim Financials Page - 13-

~~APPOINTMENT~~Note OF5 Stock ~~AUDITOR~~Options (continued)

~~Unless~~The ~~otherwise~~fair ~~instructed,~~value ~~the~~of ~~proxies given pursuant to this solicitation will be voted FOR~~ the ~~appointment~~stock ofoptions ~~Saturna~~granted ~~Group,~~during ~~Chartered Accountants LLP, located in Vancouver, B.C., Canada, as~~ the ~~auditor~~year ofended ~~the~~December ~~Company~~31, to2007 ~~hold~~was ~~office~~estimated ~~for~~using the ~~ensuing~~Black-Scholes ~~year,~~option atpricing amodel ~~remuneration~~assuming tono beexpected ~~negotiated~~dividends ~~by management,~~ and ~~approved~~the byfollowing ~~the~~weighted ~~Board.~~average assumptions:

PROPOSAL 4

	2007

Risk-free interest rate		3.43%
Expected life (in years)		5
Expected volatility		184%

~~APPROVAL~~Note ~~OF THE GRANTING OF STOCK OPTIONS~~6 Contingency

~~Unless~~None ~~otherwise~~during ~~instructed,~~ the proxies given pursuant to this solicitation will be voted FOR the approval and ratification of, and amendments to Incentive Stock Options to purchase common shares of Creator Capital Ltd. granted, which have not been previously approved by the shareholders. This proposal also authorizes the directors, in their discretion, to grant stock options, and to amend stock options granted, subject to any regulatory approvals required.Quarter

Note 7 Income Taxes

~~EXECUTIVE~~As ~~OFFICERS~~a ~~AND~~Bermuda ~~SIGNIFICANT~~exempted ~~EMPLOYEES~~company, the Company is exempt from income tax filing requirements in Bermuda. Prior to 1999, the Company operated in the U.S. as a branch of a foreign corporation. Currently, the Company is represented in Canada by a Director who provides Corporate Services.

~~DEBORAH~~The ~~FORTESCUE-MERRIN,~~tax aeffect ~~Director~~(computed ofby ~~the~~applying ~~Company was appointed~~ the ~~Chairman~~Canadian offederal ~~the~~and ~~Board~~provincial ~~and~~statutory ~~President~~rate) atof the ~~Directors~~significant ~~Meeting~~temporary ~~September 11th~~differences, ~~1999. She~~which ~~was~~comprise ~~re-appointed~~future attax ~~the~~assets ~~Directors~~and ~~Meeting~~liabilities, ofare ~~October~~as ~~1, 2010.~~follows:

SOLICITATION OF PROXIES

Year ended December 31	2010 $			2010 $			2009 $

Canadian statutory income tax rate		26.50	%		28.50	%		30.00	%

Income tax recovery at statutory rate		167,000			177,000			155,000

Tax effect of:
Permanent differences and other		–			–			–
Foreign income tax other than Canadian statutory rate		(167,000	)		(177,000	)		(141,000	)
		–			–			-
Change in valuation allowance		--			(20,000	)		(14,000	)

Income tax provision		–			–			–

The ~~cost~~significant components of ~~soliciting~~future ~~proxies~~income ~~will~~tax beassets ~~borne by the Company. Custodians~~ and ~~fiduciaries~~liabilities ~~will~~are beas ~~supplied with proxy materials to forward to beneficial owners of stock and normal handling charges will be paid for such forwarding services.~~follows:

OTHER MATTERS

	2010 $			2009 $

Future income tax assets

Non-capital losses carried forward		116,000			116,000
Valuation allowance		(116,000	)		(116,000	)

Net future income tax asset		–			–

~~Management~~Creator ofCapital ~~the~~Limited ~~Company~~March ~~is not aware of any other matter to come before the meeting other than as set forth in the notice of meeting. If any other matter properly comes before the meeting~~31, it2012 isInterim ~~the~~Financials ~~intention~~Page of- ~~the persons named in the enclosed form of proxy to vote the shares represented thereby in accordance with their best judgment on such matter.~~14-

~~DATED: March~~The 15Company has estimated accumulated non-capital losses of $452,000 ~~2012~~which may be carried forward to reduce taxable income in future years. As at December 31, 2011, the Company is in arrears on filing its statutory corporate income tax returns and the amounts presented above are based on estimates. The actual losses available could differ from these estimates.

Note 8 Related Party Transactions

~~Fireflies~~A ~~Environmental~~company ~~Limited~~controlled by management (the owner being Rex E. Fortescue, the father of the Company’s President) of the Company provides to the Company. During the three months year-to-date period ended March 31, 2012, the Company incurred $10,500 ($10,500 for same period in 2011) in consulting fees and $451 ($451 for the same period in 2010) in expense reimbursements. Included in the Account Payable accounts is $171,573 representing outstanding fees and reimbursements.

~~SHAREHOLDER~~A company controlled by management (the owner being Deborah E. Fortescue-Merrin, the Company’Ss ~~STANDING~~President) ~~PROXY~~of the Company formerly provided the corporate management services of Deborah Fortescue-Merrin and incurred expense reimbursements. Included in the Accounts Payable account is $71,914 representing outstanding fees and reimbursements.

~~I/We~~A company controlled by management (the owners being Rex E. Fortescue, the father of the Company’s President, and Richard E. Fortescue, the brother the Company’s President) of the Company provides accounting and administrative services to the Company. During the three months First Fiscal Quarter period ended March 31, 2012 the Company incurred $6,000 ($6,000 for the same period in 2011) for such accounting and administrative services, and $6,071 ($2,167 for the same period in 2011) in expense reimbursements. Included in the Account Payable accounts is $154,612 representing outstanding fees and reimbursements.

~~Shareholder~~Note ~~Name:~~9 Economic ~~Shareholder Address:~~Dependence

~~the~~During ~~holder(s) of Participating shares in Fireflies Environmental Limited HEREBY APPOINT(S) Meridian Fund Services (Bermuda) Limited (~~the ~~“Administrator”)~~three asmonths ~~my/our agent and standing proxy~~ year-to-date ~~represent~~period ~~me/us~~ended ~~and~~March ~~to vote on my/our behalf at any General Meeting of the Company and any adjournment thereof and~~31, ~~on my/our behalf~~2012, toone ~~consent~~customer toaccounted ~~short~~for ~~notice~~100.0%, of ~~such~~total ~~meeting,~~sales. For ~~excluding~~ the ~~authority~~three months year-to-date ~~execute~~period onended ~~my/our~~March ~~behalf~~31, ~~written~~2011, ~~resolutions~~one ~~being~~customer ~~General~~accounted ~~Meeting~~for ~~resolutions~~ 100.00%of ~~the~~total ~~Company, such agency and proxy to remain effective until revoked in writing or by appearing in person at any general meeting~~sales.

~~Signed~~During ~~Print~~the ~~Name:~~three ~~Title:~~months ~~Date:~~Final Fiscal Quarter period ended December 31, 2010, one customer accounted for 100% of total sales. During the three months Final Fiscal Quarter period ended December 31, 2009, two customers accounted for 77.6% and 22.4%, respectively, of total sales.

~~NOTES~~Note 10 Segmented Information

~~Please~~For ~~see~~the ~~next~~three ~~page~~months year-to-date period ended March 31, 2011 and for ~~important~~the ~~notes~~three ~~regarding~~month ~~this~~Final ~~Standing~~Fiscal ~~Proxy~~Quarter period ended March 31, 2010 the details of identifiable revenues by geographic segments are as follows:

	March 31, 2011		March 31, 2010

Asia	$	0	$	0
Middle East		1,750		1,750

Total Revenues per Quarter Period	$	1,750	$	1,750

~~NOTES~~Creator Capital Limited March 31, 2012 Interim Financials Page - 15-

1.Note 11 Non-cash Transactions

~~Only~~Investing and financing activities that do not have a ~~holder~~direct impact on current cash flows are excluded from the statements of ~~Participating~~cash ~~Shares~~flows. However, isthe ~~entitled~~accrued toDividends ~~attend~~Payable ~~and~~on ~~vote~~the orre-categorized toPreferred ~~appoint~~Shares aare ~~proxy~~included. During the three month Year-to-date ~~attend~~period ~~and~~ended ~~vote~~March in31, ~~his/her~~2011, ~~place~~the atCompany recognized preferred share dividends payable of $141,664 (for the ~~Meeting.~~same period during 2010: $49,653).

2In addition to the regularly calculated preferred share dividends, the agreement calls for the compounding of the dividends payable annually, this is recorded in the fiscal Fourth Quarter. During the Fourth Quarter’s three month period ending December 31, 2010 the Company recognized preferred share dividends payable of $148,320 (2009: $489,098). The 2009 amount included the compounding of the outstanding interest for the 2009 fiscal year of $262,467. It also included an additional amount of $175,875 previously unrecorded for the 2008 fiscal year.

IfNote ~~any~~12 Management ~~proxy other than the Chairman is preferred, strike out the chairman and enter the name and address~~ of ~~the proxy desired and initial the alteration. Completion of the form of proxy does not prevent a member from attending and voting in person.~~ Capital

3The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern, to pursue the development of its business and to maintain a flexible capital structure which optimizes the cost of capital within a framework of acceptable risk. In the management of capital, the Company includes the components of stockholders’ deficiency and preferred shares.

ToThe beCompany ~~valid,~~manages ~~this~~the ~~form~~capital structure and makes adjustments to it in light of ~~proxy~~changes in economic conditions and the ~~power~~risk characteristics of ~~attorney~~the underlying assets. To maintain or ~~other~~adjust ~~authority,~~its ifcapital ~~any~~structure, ~~under~~the ~~which~~Company itmay isissue ~~signed~~new shares, ~~must~~issue benew ~~received~~debt, byacquire or dispose of assets or adjust the ~~Company~~amount noof. As ~~later~~at ~~than~~March ~~one~~31, ~~hour~~2011, ~~before~~with the ~~time~~exception ~~appointed~~of ~~for~~short-term loans, the ~~Meeting~~Company orhas not entered into any ~~adjournment~~debt ~~thereof~~financing.

4The Company is dependent on the related parties’ ability to provide capital and the existing sales to customers as its source of operating capital and the Company’s capital resources are largely determined by the strength of the airline market and by the status of the Company’s projects in relation to these markets, and its ability to compete for investor support of its projects. The Company’s primary target market includes the Asian and Pacific Rim airlines.

InThe ~~the~~Company ~~case~~is ofnot asubject ~~corporation,~~to ~~this~~any ~~form~~external ofcapital ~~proxy must either be executed under its common seal or under the hand of an officer or attorney duly authorized~~requirements.

5.Note 13 Financial Instruments

InForeign ~~the~~Exchange ~~case of joint holders, the vote of the first name in the register who tendered a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of other joint holders.~~ Risk

6Foreign exchange risk is the risk that the fair value of future cash flows will fluctuate as a result of changes in foreign exchange rate. As at March 31, 2011, and as in all past fiscal periods, all of the Company’s cash is held in US dollars, the Company’s functional currency. The Company has no significant currency risk associated with its operations.

~~Any~~Creator ~~alteration~~Capital ~~made~~Limited toMarch ~~the~~31, ~~form~~2012 ofInterim ~~proxy~~Financials ~~(including~~Page ~~the~~- ~~deletion of bracketed choices) must be initialed.~~ 16-

7.Credit Risk

ACredit ~~proxy~~risk ~~need~~is ~~not~~the berisk that one party to a ~~member~~financial ofinstrument will cause a financial loss for the other party by failing to discharge an obligation. The Company’s cash and receivables are exposed to credit risk. The Company reduces its credit risk on cash by placing these instruments with institutions of high credit worthiness. The Company reduces its credit risk on accounts receivables by monitoring all accounts frequently. As at March 31, 2011, the Company is not exposed to any significant credit risk.

8.Interest Rate Risk

AInterest ~~vote~~rate ~~given~~risk byis the ~~duly~~risk ~~authorized~~that ~~representative~~the fair value or future cash flows of a ~~member~~financial ~~shall~~instrument bewill ~~valid,~~fluctuate ~~notwithstanding~~because ~~the~~of ~~previous~~changes ~~termination~~in ofmarket ~~such~~interest ~~authority~~rates. ~~unless~~Included ~~notice~~in the loss for the period in ~~writing~~the offinancial ~~such~~statements ~~termination~~is ~~was~~interest ~~received~~income byon US dollar cash. As at March 31, 2011, the Company’s atcash ~~least~~is ~~one~~subject ~~hour~~to ~~before~~or ~~the~~exposed ~~time~~to ~~appointed~~interest ~~for~~rate ~~holding~~risk, ~~the~~however, ~~Meeting.~~this risk is not significant.

9.Liquidity Risk

~~All~~Liquidity ~~actions~~risk ~~taken~~is by the ~~Company,~~risk that the ~~Administrator~~Company ~~and~~will ~~other~~encounter ~~holders~~difficulty ofin ~~Participating~~meeting ~~Shares~~obligations inassociated ~~connection~~ with ~~the~~financial ~~convening~~liabilities. The ofCompany ~~the~~manages ~~Meeting~~liquidity ~~and~~risk ~~the~~by ~~procedures~~maintaining ~~thereat~~sufficient ~~have~~cash ~~been~~balance ~~taken~~to inenable ~~good~~settlement ~~faith~~of ~~and~~transactions ~~any~~on ~~accidental~~the ~~failure~~due todate. Accounts ~~count~~payable ~~the~~and ~~votes~~accrued ~~cast~~liabilities ~~pursuant~~are tocurrent. Primarily ~~this~~the ~~proxy~~Company onaddresses ~~any~~its ~~resolution~~liquidity ~~passed~~through atits ~~the~~close ~~Meeting~~relationship ~~shall~~with ~~not~~its ~~invalidate~~related ~~the~~parties, ~~Meeting~~and orsecondarily, ~~the~~through ~~passing~~equity orfinancing ~~rejection~~obtained ~~(as~~through the ~~case~~sale ~~may~~of ~~be)~~common ofshares and the ~~resolution~~exercise inof ~~question~~stock options.

10Note 14 Subsequent Events

~~FIREFLIES~~At ~~ENVIRONMENTAL~~the ~~LIMITED~~2011 Annual General Meeting, held March 30, 2012, the Company received shareholder approval for returning the Company name to Creator Capital Limited.

~~Proxy~~● ~~for~~On ~~2011~~6 ~~Annual~~April ~~General~~2012, ~~Meeting~~a total of ~~Shareholders~~6,950,000 onstock options expired unexercised (Note 5).

~~Friday,~~● 30The ~~March~~Company ~~2012~~extended the repayment dates on various loans by an additional year (Note 3).

~~This~~Creator ~~Proxy~~Capital isLimited ~~Solicited~~March on31, ~~Behalf~~2012 ofInterim ~~the~~Financials ~~Board~~Page of- ~~Directors of Creator Capital Limited~~17-

The undersigned hereby appoints Meridian Fiduciary Services (Bermuda) Ltd. with full power of substitution, the undersigned's true and lawful attorneys and proxies to vote the shares of Common Stock of Creator Capital Limited, which the undersigned is entitled to vote at the Annual General Meeting of Shareholders to be held at Hamilton, Bermuda, on Friday, 30 March 2012 at 1:00 p.m. (Eastern Time) / 2:00 p.m. (Atlantic Time) / 10a.m. (Pacific Time), and all adjournments or postponements thereof, with all the powers the undersigned would possess if personally present, as indicated on this card for the proposals described in the Notice and Proxy Statement for such meeting and in their discretion on such other matters as may properly come before the meeting or any adjournments or postponements thereof.

Unless otherwise instructed, this proxy will be voted for the nominees listed in Proposal 2 and for approval of the matters set forth in Proposals 1,2, 3, and 4.

Please mark, sign and mail this proxy promptly in the enclosed envelope.

1. Change of name to Creator Capital Limited.

[_] FOR

[_] AGAINST

[_] ABSTAIN\

approval

2. Election of the following three Director Nominees:

A Clements, D Fortescue-Merrin, K. Grunfelt,

[_] FOR

[_] WITHHELD

[_] FOR, except

nominees

from nominees

vote withheld from

the following nominees

3. FOR the appointment of Saturna Group, Chartered Accountants LLP as the Company's auditor:

[_] FOR

[_] AGAINST

[_] ABSTAIN

approval

4. Approve and ratify incentive Stock Options:

[_] FOR

[_] AGAINST

[_] ABSTAIN

approval

Dated: _____________, 2012

No of Shares:

Signature:

Capacity/Title:

PLACE SHAREHOLDERS ADDRESS

& NO. OF SHARES HELD LABEL HERE

Please sign the exact name of the shareholder as it appears hereon. If acting as administrator, trustee or in other representative capacity, please sign name and title. Please check mark, sign, date, and mail this proxy promptly in the enclosed envelope.

Filing Compare · CREATOR CAPITAL LTD