SecProbe.io

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      June 23, 2005

Mail Stop 4561

VIA U.S. MAIL AND FAX (604) 628-4628

Mr. Hans Boge
President
Klondike Star Mineral Corporation
1031 Ten Mile Road
Whitehorse, YK
Canada  1YA 7A2

      Re:	Klondike Star Mineral Corporation
      Form 10-KSB for the year ended February 28, 2005
      Filed June 15, 2005
      File No. 000-30965

Dear Mr. Boge:

      We have reviewed your filing and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  Where indicated, we think you should
revise your document in response to these comments.  If you
disagree,
we will consider your explanation as to why our comment is
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation.  In some of our comments, we may
ask
you to provide us with information so we may better understand
your
disclosure.  After reviewing this information, we may raise
additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form 10-KSB for the year ended February 28, 2005

Financial Statements and Notes

Report of Independent Registered Public Accounting Firm

1. Please have your auditors revise their report to make reference
to
each period for which audited financial statements are required.
Refer to Rule 2-02 of Regulation S-X.

Note 7, Stock-Based Compensation and Stock Options

2. Please advise us of, and revise your disclosure in future
filings
to clarify, the terms of your stock options granted during the
year
ended February 28, 2005.  For instance, we note inconsistencies in
your disclosure here and under Item 5 and Item 10 with respect to
the
exercise price of stock options granted during the year.  In your
response please tell us the following for each grant date, (1)
grant
date, (2) number of options or shares granted, (3) exercise price,
(4) vesting period, (5) fair value of your common stock on the
date
of grant, and (6) estimated fair value of your options.

3. We note that you assumed an expected volatility between 12% and
20.2% when estimating the fair value of stock options using a
Black-
Scholes option-pricing model. Estimated expected long-term future
volatility generally begins with calculating historical volatility
for a similar long-term period and then considering the effects of
ways in which the future is reasonably expected to differ from the
past.  Due to your lack of history trading in a public market and
significant volatility in the OTC Bulletin Board, please tell us
your
basis for estimating your volatility in that range.  Refer to
paragraphs 284 - 285 of SFAS 123.

Item 13. Exhibits

4. Please revise your certification filed as Exhibit 31 to reflect
the language exactly as set forth in Item 601(b)(31) of Regulation
S-
B.  Likewise, please revise Item 8A to state whether you evaluated
the effectiveness of disclosure controls and procedures as of the
end
of the period as required by Item 307 of Regulation S-B.

*  *  *  *

	As appropriate, please amend your filing and respond to these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested information.  Detailed cover letters
greatly
facilitate our review.  Please understand that we may have
additional
comments after reviewing your amendment and responses to our
comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.

	You may contact Josh Forgione, at (202) 551-3431, or me, at
(202) 551-3403, if you have questions.

								Sincerely,

      Steven Jacobs
      Accounting Branch Chief

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Mr. Hans Boge
Klondike Star Mineral Corporation
June 23, 2005
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