UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 144

NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
ATTENTION:  Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker

WORK LOCATION

1   (a)   NAME OF ISSUER   (Please type or print)

ENERTOPIA CORP.

(b) IRS IDENT. NO.

(c) S.E.C. FILE NO.

000-51866

1(d)ADDRESS OF ISSUER 

#950 – 1130 West Pender Street, Vancouver, British Columbia, Canada V6E 4A4

(e)TELEPHONE

AREA CODE

604

NUMBER

602-1675

2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD

MATHEW T. CHADWICK (shares held indirectly through 0984329 BC Ltd.)

(b)  RELATIONSHIP TO ISSUER

Director/Officer

(d) ADDRESS  

22308 Dewdney Trunk Road
Maple Ridge, BC  V2X 3J2

INSTRUCTION: The person filing this notice should contact the issuer to obtain the IRS identification Number and the S.E.C. File Number.

3(a)  Title of the Class of Securities To Be Sold

(b)  Name and Address of Each Broker Through Whom the Securities Are To Be Offered or Each Market Maker who Is Acquiring the Securities

(c) Number of Shares or Other Units To Be Sold See instr. 3(c))

(d) Aggregate Market Value (See instr. 3(d))

(e) Number of Shares or Other Units Outstanding
(See instr. 3(e))

(f) Approximate Date of Sale
(See instr. 3(f))
(MO/DAYYR.)

(g) Name of Each Securities Exchange (See instr. 3(g))

Broker-Dealer File Number

 CANACCORD GENUITY CORP.
2200 – 609 Granville Street
Vancouver, BC  V7Y 1H2

872,713

$218,178.25

87,271,369

05/08/2014

OTCQB / CSE

1. (a) Name of issuer
    (b) Issuer's IRS Identification Number
     (c) Issuer's SEC file number, if any
     (d) Issuer's address, including zip code
     (e) Issuer's telephone number, including area code

2.  (a) Name of person for whose account the securities are to be sold
    (b) Such person's relationship to the issuer (e.g., officer, director, 10%
          stockholder, or member of immediate family of any of the foregoing)
      (c) Such person's address, including zip code

3.  (a) Title of the class of securities to be sold

(b) Name and Address of each broker through whom the securities are intended to be sold
(c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
(d) Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
(e) Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer
(f)   Approximate date on which the securities are to be sold
(g) Name of each securities exchange, if any, on which the securities are intended to be sold

TABLE I — SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the securities to be sold
and with respect to the payment of all or any part of the purchase price or other consideration therefor:

Title of the Class

Date you Acquired

(MO/DAY/YR.)

Nature of Acquisition Transaction

Name of Person from Whom Acquired
(if gift, also give date donor acquired)

Amount of Securities Acquired

Date of Payment

(MO/DAY/YR.)

Nature of Payment

11/01/2013

PRIVATE TRANSACTION

ISSUER

10,000,000

11/01/13

ISSUED IN CONSIDERATION FOR ENTERING INTO A LETTER OF INTENT BETWEEN THE ISSUER AND 0984329 BC LTD.

INSTRUCTIONS:

If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

TABLE II — SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish the following information as to all securities of the issuer sold
during the past 3 months by the person for whose account the securities are to be sold.

Name and Address of Seller

Title of Securities Sold

Date of Sale

Amount of Securities Sold

Gross Proceeds

N/A

NONE

N/A

NONE

N/A

REMARKS:

INSTRUCTIONS:
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed.  If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

DATE OF NOTICE

(SIGNATURE)

Date of Plan Adoption or Giving of Instruction, if relying on Rule 10b5-1

The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed.
Any copies not manually signed shall bear typed or printed signatures

ATTENTION:  Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)