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    Meridian Gold Inc.

9670 Gateway Drive

Suite 200

Reno, Nevada 89521-8953

(775) 850-3777

(775) 850-3733 Fax

May 25, 2005

United States Securities and Exchange Commission

Division of Corporate Finance

Washington, D.C. 20549-0405

    Re:

    Meridian Gold Inc. (the “Company”)

    Form 40-F for the year ended December 31, 2004

    File No. 1-12003

          We received your letter dated April 27, 2005 concerning your comments on our financial
statements and the related disclosures in Management’s Discussion and Analysis included as an
exhibit to our annual report on Form 40-F for the year ended December 31, 2004. We have prepared
the following responses to your comments.

Narrative Description of the Business

Accounting for the Impairment of Long-Lived Assets, page 12

1. We note that you have accounted for the purchase of Brancote Holdings PLC using the purchase
method of accounting. In doing so, you state that you have allocated the purchase price and
associated deferred tax assets into two categories: “first, based on proven and probable reserves
and second, based upon future potential resource enhancement at the site.” Please tell us how you
came to the conclusion to allocate the purchase price in this manner and explain why no amounts
were allocated to goodwill as a result of the purchase. In your response, specifically cite the
literature you believe applies to this accounting. Address both US and Canadian GAAP in your
response.

     When we purchased the shares of Brancote Holdings PLC (“Brancote”), we effectively
purchased the net assets of Brancote because, at the time of the acquisition, Brancote did not
meet the definition of a business under EIC 124 “Definition of a Business” in Canada and EITF
98-3 “Determining Whether a Nonmonetary Transaction Involves Receipt of Productive Assets or
of a Business” in the US. EIC 124 states, “A business is a self-sustaining integrated set of
activities and assets conducted and managed for the purpose of providing a return to
investors. A business consists of: (a) inputs; (b) processes applied to those inputs; and (c)
resulting outputs that are used to generate revenues. For a transferred set of activities and
assets to be a business, it must contain all of the inputs and processes necessary for it to
continue to conduct normal operations after the transferred set is separated from the
transferor, which includes the ability to sustain a revenue stream by providing its outputs to
customers.” Based on our application of EIC 124, the
acquisition of shares of Brancote was not a purchase of a business because substantially
all of the net assets of Brancote consisted of developmental stage mineral properties that did
not have processes and outputs. Application of EITF 98-3 results in the same conclusions as
those reached under EIC 124.

     Because Brancote did not meet the definition of a business, we did not allocate any of the
overall purchase price to goodwill as may have otherwise been required under CICA HB 1581
“Business Combinations” and FAS 141 “Business Combinations”. Accordingly, the total
consideration given (i.e. the purchase price) was allocated to the various net assets of
Brancote acquired based on management’s estimate of the fair value of each asset acquired and
liability assumed. The majority of the purchase price was allocated to the Esquel mineral
property, based on the proven and probable mineral reserves identified at Esquel, while a
lesser amount was allocated to the other mineral properties acquired, based on only having
mineral resources identified on those properties. We believe

proven and probable reserves and
mineral resources, which were determined through evaluation of assays and the preparation of a
feasibility study, are the best factors to estimate the value of a mineral property for the
allocation of the purchase price to the acquired assets. This is consistent with the concepts
of “proven and probable reserves” and “value beyond proven and probable reserves” in EITF 04-3
“Mining Assets: Impairment and Business Combinations” and the application of the purchase
consideration to mineral properties acquired is consistent with the conclusions reached by
application of the guidance in Issue 1(a) of EITF 04-3.

Esquel, page 20

2. We understand that the exploration and development activities of the Esquel project have been
“put on hold after local opposition to the mine led to a non-binding referendum wherein a majority
of Esquel’s citizens voted against the mine.” Explain how you were able to conclude economic
feasibility of the project given continued local opposition. Please tell also us how you have
determined that the assets associated with this project are not impaired, and that there are proven
and probable reserves.

     The Esquel project is economically feasible based not only on the initial feasibility
study and subsequent project reviews (that contemplated open-pit mining methods), but also on
alternative project designs developed subsequent to the non-binding referendum to address the
concerns of the community (that contemplate underground mining methods or a combination of
underground and open-pit mining methods). We and our technical advisors believe sufficient
drilling, testing and analysis has been completed to support the mineral resources at Esquel
being classified as proven and probable reserves.

     Although there continues to be local opposition to the project, we believe the Esquel
project assets are not impaired. The project is financially economical and we believe it is
reasonable that we will be able to secure the necessary permits. Mining permits in Argentina
are issued by the provincial government (not the local municipality) and are based on
established law. The mine plans developed in our
original feasibility study meet or exceed the requirements under existing regulations and
we have not had our permit applications denied. As noted above, we are developing alternative
designs to address the concerns of the community. Once these plans are complete, we intend to
submit them to the appropriate agencies in compliance with existing Argentine law to obtain the
permits necessary to proceed with the construction of the mine.

Legal Proceedings, page 30

3. We note that you have recorded an environmental liability for the implementation of programs
proposed in the closure plan of the Royal Mountain King mine. Please explain how you have
determined that the amounts accrued are sufficient. Tell us the assumptions used to estimate the
recorded liability and range of probable loss.

     We regularly review the estimated closure costs at all of our mineral properties,
including the Royal Mountain King (“RMK”) mine. The closure plan and estimated closure costs
for RMK were prepared and certified by a third party under a closure scenario given to the
Regional Water Quality Control Board (“RWQCB”). The proposed closure scenario follows the
direction outlined by the State Water Resources Control Board (“SWRCB”) order WQO 2004-0007 and
is based on our review of our legal responsibilities and our expected outcome of matters
discussed with the RWQCB and SWRCB. The proposed scenario and estimated costs were filed with
the RWQCB and SWRCB and are pending comment from the RWQCB. The amount accrued represents the
net present value of the expected closure liability, calculated in accordance with the guidance
in CICA Handbook section 3110 “Asset Retirement Obligations” which, for purposes of this
analysis, are consistent with those in FAS 143 “Accounting for Asset Retirement Obligations”.

     We believe our estimated closure liability fairly presents the estimated costs to
complete the closure activities. However, if the proposed closure plan is not accepted by
the Regional and State Water Quality Control Boards, and we are unable to reach an agreeable
alternative plan, the actual liability we ultimately incur may differ from the accrued
liability. The extent of any shortfall cannot be determined before occurrence. However,
because of this uncertainty, additional disclosure of this matter was made in the Company’s
Annual Report on Form 40-F.

Management’s Discussion and Analysis

4. We understand that you recognize the sale of silver as a by-product reducing operating costs
when the metal is sold. Please disclose the amount credited to cost of sales for each of the years
presented. Additionally, please expand your MD&A to indicate the impact by-product sales have on
the profitability of the business and the trend levels of production you expect to experience in
future periods.

     For 2004, the silver by-product sales credited to cost of sales was $28.3 million (4.8
million ounces of silver at the $5.89 average realized silver price) and was $20.8 million (4.3
million ounces of silver at the $4.87 average realized silver price) for 2003. Although the
amount credited to costs of sales each year for silver by-product
sales is not specifically disclosed in the MD&A, the silver ounces produced each year are
included in the statistical table on page 17 and in the MD&A in the second paragraph under the
heading “Discussion of Properties – El Penon” and the average realized silver price each year
is included in the MD&A in the fourth paragraph under the heading “Results of Operations”.
Accordingly, we believe the silver by-product sales is readily determinable from the
information disclosed, although, in light of your comment, we will provide silver by-product
sales in the MD&A in future filings.

     In the eighth paragraph under the heading “Discussion of Properties – El Penon” in the
MD&A, we state “For 2005, the Company expects El Penon to produce 300,000 ounces of gold at a
cash cost of $50-$60 per ounce.” The cash cost includes the silver by-product sales and
therefore, we have indirectly disclosed the expected effect of the silver credits for 2005.

Financial Statements

Statement of Operations, page 26

5. We note that you have reported a separate line item for depreciation, depletion and amortization
on the face of your statement of operations. If the amount reported as cost of goods sold is
exclusive of depreciation, depletion and amortization, expand your disclosure under the cost of
goods sold caption and elsewhere in the document where you present cost of sales to comply with the
guidance in SAB Topic 11:B.

     As you have noted, we report “cost of sales” and “depreciation, depletion and
amortization” separately on our statement of operations as required under paragraph 1520.03(f)
of the CICA Handbook (cost of sales does not include depreciation, depletion and amortization).
We did not include the presentation recommended under SAB Topic 11:B because as a Canadian
company that files on Form 40-F, we are eligible to prepare our financial statements, including
disclosures, in accordance with Canadian GAAP, and provide a reconciliation, in accordance with
Item 17 to Form 20-F, as supplemented by guidance in Topic 6(VI) of the Division of Corporation
Finance Accounting Disclosure Rules and Practices manual and SAB Topic 1D, of material
measurement differences to the amounts of net income and balance sheet line items that would be
reported under US GAAP. Accordingly, as SAB Topic 11:B does not form part of Canadian GAAP, we
do not believe that we are required to comply with its requirements.

Statement of Cash Flows, page 28

6. We note in your reconciliation of net earnings to net cash provided by operating activities
that you present a subtotal of net income and various charges and credits above total net cash
from operating activities. Support your disclosure of this subtotal under Canadian GAAP as there
does not appear to be a provision within CICA 1540 for this presentation.

     We presented a subtotal in the statement of cash flows to show cash flow from operations
before changes in non-cash working capital and other items, in accordance with the indirect
method described in paragraph 1540.22 of the CICA Handbook and as illustrated in Example 1 to
CICA Handbook section 1540. Consistent with our
comments in response to your comment 5, we do not believe that this presentation
represents a material measurement difference between Canadian and US GAAP that, in accordance
with the Commission’s policies, we are required to reconcile. However, in light of your
comment, we will consider adding additional comments to our Item 17 GAAP reconciliation in
future filings.

Note 1- Significant Accounting Policies

(e) Cash, Short-Term Investments, and Long-Term Investments, page 29

7. We note that your investments include taxable auction rate securities. Expand your disclosure
to clarify how you account for and where these investments are classified on the balance sheet.
Please expand your disclosure to define what an auction rate security is, how its value is
determined, and where the change in value is recorded in the financial statements. Address your
accounting for both US and Canadian GAAP.

     Our investments in auction rate securities as at December 31, 2004 were classified based
on the effective maturity date of the security, being the next auction date. Based on
paragraph .08 of CICA 1540 “Cash Flow Statements”, we classified auction rate securities with
an effective maturity date of three months or less as cash equivalents, as we believed these
instruments were available to meet our short-term cash commitments, are easily converted to a
known amount of cash and are subject to an insignificant amount of risk. The auction rate
securities classified as cash equivalents were $55.9 million. As at December 31, 2004, we
also held auction rate securities with effective maturity dates beyond three months and less
than 1 year, which we classified as short-term investments. The auction rate securities
classified as short-term investments were $17.9 million as at December 31, 2004. All auction
rate securities are reported on the balance sheet at cost, plus accrued interest.

     We have noted Staff’s position on the accounting for auction rate securities, as
articulated in the “Current Accounting and Disclosure Issues in the Division of Corporate
Finance” dated March 4, 2005. In light of this statement, we will classify all auction rate
securities that: (a) we do not hold a “put” right on; or (b) do not otherwise mature within
three months of the date of acquisition, as short-term investments in future filings. In
addition, we will expand our disclosure for these instruments in future filings, for both
Canadian and US GAAP.

(f) Inventory, page 29

8. We understand that you value inventory of stockpiled ore using the lower of the average
production cost using the LIFO method or net realizable value. Please expand your disclosure to
include the nature of cost elements and determination of amounts included in cost of goods sold.

     Stockpiled ore is currently being carried at average production cost per tonne using the
LIFO method, as that cost is lower than net realizable value after an allowance for
additional processing costs. The cost of stockpiled ore includes all costs of extracting the
ore from the mine. However, no depreciation is allocated to stockpiled ore inventory as the
Company uses third party contractors to extract the
ore and the mining equipment in use is owned by the contractors. Accordingly,

depreciation of mining equipment used in the extraction process is included in production
costs as part of the costs billed from the contractor. The Company does not include any
indirect costs in stockpiled ore inventory, as the amounts involved would not be significant.
Costs associated with stockpiled ore are charged to cost of goods sold based on tonnes
removed from inventory and processed through the mill. In light of your comment, we will
expand the disclosure in the accounting policy note 1(f) to include the nature of the cost
elements and basis of c