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    Meridian Gold Inc.

9670 Gateway Drive

Suite 200

Reno, Nevada 89521-8953

(775) 850-3777

(775) 850-3733 Fax

October 7, 2005

United States Securities and Exchange Commission

Division of Corporate Finance

Washington, D.C. 20549-0405

    Re:

    Meridian Gold, Inc.

Form 40-F for Fiscal Year Ended December 31, 2004

Filed March 28, 2005

Response Letter Dated May 25, 2005

Response Letter Dated August 5, 2005

File No. 1-12003

     We received your letter dated August 30, 2005 concerning our annual report
on Form 40-F for the year ended December 31, 2004. We have prepared the following
responses to your comments. The Staff’s comments are shown in bold.

40-F
for the Fiscal Year Ended December 31, 2004

Narrative Description of the Business

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

    1.

    We have read your response to prior comment number one and are unable
to agree with your conclusions. We note that at the time you purchased Brancote
Holding PLC it held properties that were classified as in the mining development
stage as a result of its determination of proven and probable reserves as evidenced
by a final feasibility study and appears to have begun its principal operations.
Refer to Example 4, Scenario 5 of EITF 98-3 for US GAAP. Please contact us at your
earliest convenience.

     As we discussed with the staff, when we acquired Brancote Holding PLC
(“Brancote”), we purchased a company that held development stage mineral properties. At
the time of the acquisition, Brancote had completed drill programs on the Esquel mineral
property that were sufficient to provide Brancote with an inferred resource, and a
scoping study had been completed on the project. Subsequent to acquisition, we enhanced
this project by commissioning a significant exploration program to bring this inferred
resource to a reserve level. Additionally, we completed a series of technical reports
which culminated in the

application for environmental permits thru the EIS process. A technical report dated March
31, 2003 was filed with the Canadian securities regulatory authorities (on www.sedar.com) on April
11, 2003.

     In your August 30, 2005 letter, you referred us to EITF 98-3 Example 4, Scenario 5. We believe
EITF 98-3 Example 4, Scenario 4 better represents our situation at the time of the acquisition, as
we acquired early-stage mineral properties with a completed scoping study, but insufficient data
was available at the time of the acquisition to justify making a production decision. Therefore we
respectfully submit to the staff that no change in the accounting of the acquisition should occur.

Esquel, page 20

    2.

    We have read your response to prior comment number two and continue to be
uncertain as to how you are able to conclude that you have established legal
feasibility.

    Please expand your disclosures and/or address each of the following:

    •

    (#1) explain the extent to which you have made progress toward
acquiring
the necessary permits,

    •

    (#2) explain the extent to which you have considered and made progress
on
alternative methods to develop the property that are currently permitted
under local and federal law,

    •

    (#3) describe your plans to legally defend yourself,

    •

    (#4) identify the estimated cost of the litigation,

    •

    (#5) identify elapsed time estimate,

    •

    (#6) identify additional personnel needed to guide this process,

    •

    (#7) describe the board of directors’ involvement regarding this matter

    •

    (#8) explain how this will affect your business provided you prevail or
do not
prevail,

    •

    (#9) include your estimate of the time delay in the development of the
mine,
the cost of the delay, and if you do not prevail, what the impairment of assets
would expect to be, and

    •

    (#10) provide us with your impairment analysis and assumptions that you
used to determine that this asset was not impaired.

     #1 and #2: As we discussed with the staff we have never been denied a permit to operate
a mine in Argentina. Under Argentine law, when a permit request is filed, it must be denied
within 90 days or the permit is automatically granted. Late in 2002, we filed a request for a
permit with the provincial government. However, subsequent to the non-binding referendum passed
in early 2003 that indicated the residents of Esquel disapproval of the mine development, we agreed
to pause the project until we were able to understand and respond to the community’s concern.
Subsequently, the Chubut government passed law 5001 which prohibits open pit mining and the use of
cyanide except in designated areas in Chubut province.

     We have discussed the concepts of responsible mining with the national and provincial
governments. The provincial government is in the processes of developing a provincial mining code
to supplement the national mining code. When the provincial mining code is released, we believe it
will supersede law 5001. We believe our new underground mine plan is likely to meet the
requirements of the provincial mining code being discussed.

     #3, #4, #5 and #6: We are currently not a defendant in a lawsuit regarding our rights to our
Argentine project; therefore, we do not have plans to legally defend ourselves. Currently, we also
do not anticipate the requirement to litigate to protect our rights.

     #7: We review the status of our Argentine mineral properties with the board of directors
regularly. In addition to direct access to our executive management team, the board has been
provided direct access to our Argentine legal counsel and other project team members and advisors.

     #8: If we prevail and are able to begin production of our Argentine mineral properties we will
generate economic returns and cash flows. Regardless of whether our Argentine mineral properties
are developed, we will continue as a viable company. Our El Penon mine in Chile is one of the most
profitable gold mines in the world and is projected to be in production for many years. Our cash
flow from operations has been in excess of $62 million in each of the last three fiscal years and
apart from Esquel we have a thriving exploration and business development program that we hope will
extend our mineral reserves and resources and production.

     #9: As we discussed with the staff it is difficult to estimate the time required to achieve
our objective of obtaining permits for our Argentine project and initiate construction of the mine.
We are actively discussing concepts of responsible mining with the national and provincial
governments and expect this to lead to favorable outcome.

     The current carrying cost of our Argentine project is minimal considering the size of the
Company.

     If we are not able to develop our Argentine mineral properties, we will reduce the carrying
value of the assets to their estimated fair market value. We currently expect the fair value would
be a nominal amount. The net carrying value of our investment in Argentina is approximately $350
million.

     #10: An impairment analysis was performed following the non-binding referendum and a review of
the carrying value of our mineral properties has been and continues to be performed at each
reporting period, in accordance with Canadian GAAP. Our financial models indicate the economic
feasibility of our Argentine mineral properties based on expected future cash flows, both as an
open pit mine and as an underground mine, and sensitivity analyses are prepared that consider
changes in capital costs, gold prices, reserve ounces and operating costs. Our review also takes
into account factors such as political, legal and environmental regulations and social aspects of
our project.

Financial Statements

Statement
of Operations, page 26

    2.

    We have reviewed your response to prior comment number three and are unable to agree
with your conclusion. We believe that it is important to disclose to US

    investors how your measurement of cost of goods sold, as reported on the face of
your statements of operations differs from cost of goods sold as defined in US GAAP. As
previously requested, please expand your disclosure to explain this reporting difference to
avoid US investor confusion.

     As we discussed with the staff we will expand our Canadian/US GAAP reconciliation note to
identify this difference in future filings.

Statement of Cash Flows. page 28

    3.

    We have reviewed your response to prior comment number four and are unable to agree
with your conclusion. As previously noted, the Illustrative example in CICA 1540 presents a
subtotal that does not include net income or loss; it only includes “items not effecting
cash.” Accordingly, we reissue our prior comment in its entirety.

    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.

     As we discussed with the staff, although we continue to believe the subtotal in question
is permitted under CICA 1540, we will remove the subtotal from the cash flow statement in future
filings.

     We believe we have adequately responded to your comments. If you should have any additional
questions after reviewing our responses, please contact us.

Sincerely,

/s/ Peter C. Dougherty

Peter C. Dougherty

Vice President, Finance and Chief Financial Officer

Meridian Gold Inc.