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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 40-F
 ANNUAL REPORT PURSUANT TO SECTION 13(a) or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended 31 December 2007
    
    Commission file number: 1-14228
 CAMECO CORPORATION
  CANADA
  1090
 2121  11th Street West, Saskatoon, Saskatchewan, Canada, S7M 1J3, Telephone: (306) 956-6200
 Scott Melbye, Cameco Inc., One Southwest Crossing, Suite 210, 11095 Viking Drive
Eden Prairie, Minnesota, USA 55344, Telephone: (952) 941-9078
  Common Shares, no par value.
 New York Stock Exchange
 None
 None
  þ þ
 
 344,398,698 Common Shares outstanding as of 31 December 2007
  o þ
  þ o




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CERTIFICATIONS AND DISCLOSURE REGARDING
CONTROLS AND PROCEDURES
 (a)
    
    Certifications.See Exhibits 99.6 and 99.7.(b)
    
    Evaluation of disclosure controls and procedures. As of the end of the period covered
by this report, an evaluation of the effectiveness of Cameco Corporations disclosure
controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) of the
United States Securities Exchange Act of 1934 (the Exchange Act)) was carried out by
Cameco Corporations Chief Executive Officer (CEO) and Chief Financial Officer (CFO).
Based on that evaluation, the CEO and CFO have concluded that as of such date Cameco
Corporations disclosure controls and procedures are effective to ensure that information
required to be disclosed by Cameco Corporation in reports that it files or submits under
the Exchange Act is recorded, processed, summarized and reported within the time periods
specified in United States Securities and Exchange Commission rules and forms.It should be noted that while the CEO and CFO believe that Cameco Corporations disclosure
controls and procedures provide a reasonable level of assurance that they are effective,
they do not expect that the disclosure controls and procedures or internal control over
financial reporting to be capable of preventing all errors and fraud. A control system, no
matter how well conceived or operated, can provide only reasonable, not absolute, assurance
that the objectives of the control system are met.(c)
    
    Managements annual report on internal control over financial reporting.Management,
including Cameco Corporations CEO and CFO, is responsible for establishing and maintaining
adequate internal control over financial reporting (as that term is defined in Rule 13 a 
15(f) and 15d -15(f) of the Exchange Act) for Cameco Corporation. Management conducted an
evaluation of the effectiveness of internal control over financial reporting based on the
Internal Control  Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Based on this evaluation, management concluded
that Cameco Corporations internal control over financial reporting was effective as of
December 31, 2007.(d)
    
    Attestation report of the registered public accounting firm.The effectiveness of
Cameco Corporations internal control over financial reporting as of December 31, 2007, was
audited by KPMG, LLP, an independent registered public accounting firm, as stated in their
report in Exhibit No. 99.2  2007 Consolidated Audited Financial Statements and their
report in Exhibit No. 99.19.(e)
    
    Changes in Internal Control Over Financial Reporting. During the fiscal year ended
December 31, 2007, there were no changes in Cameco Corporations internal control over
financial reporting that have materially affected, or are reasonably likely to materially
affect, Cameco Corporations internal control over financial reporting.
 Audit Committee Financial Expert
 Code of Ethics www.cameco.com




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Principal Accountant Fees and Services
 Off-Balance Sheet Arrangements.
 1.
    
    Financial assurances in MDA disclosed at 2007 Nuclear Electricity Generation
Business, Liquidity and Capital Resources, and Risks and Risk Management
and disclosed in notes 8, 9, 25 and 27 of the Consolidated Audited Financial Statements.2.
    
    Long-term product purchase contracts in MDA disclosed at Uranium Business and
Liquidity and Capital Resources and disclosed in note 25 of the Consolidated Audited
Financial Statements.
 Tabular Disclosure of Contractual Obligations Liquidity and Capital
Resources
 Identification of the Audit Committee.
 Disclosure Pursuant to the Requirements of the New York Stock Exchange
 Presiding Director at Meetings of Non-Management Directors
 www.cameco.com
 Communication with Non-Management Directors
  Corporate Governance Guidelines




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www.cameco.com
 Independent Directors
  Audited Annual Financial Statements




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Exhibit No.
    
    Description99.1
    
    Annual Information Form of Cameco Corporation dated March 28,
200899.2
    
    2007 Consolidated Audited Financial Statements99.3
    
    2007 Managements Discussion and Analysis99.4
    
    Principal Accountant Fees and Services99.5
    
    Consent of Auditors99.6
    
    Certification of Chief Executive Officer pursuant to Rule 13a
-15(e) or 15d  15(e) of the Securities Exchange Act of 193499.7
    
    Certification of Chief Financial Officer pursuant to Rule 13a
 15(e) or 15d  15 (e) of the Securities Exchange Act of
193499.8
    
    Certification of Chief Executive Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 200299.9
    
    Certification of Chief Financial Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 200299.10
    
    Consent of Expert99.11
    
    Consent of Expert99.12
    
    Consent of Expert99.13
    
    Consent of Expert99.14
    
    Consent of Expert99.15
    
    Consent of Expert99.16
    
    Consent of Expert99.17
    
    Consent of Expert




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Exhibit No.
    
    Description99.18
    
    Consent of Expert99.19
    
    Report of Independent Registered Public Accounting Firm99.20
    
    Reconciliation to United States GAAP99.21
    
    Consent of Expert99.22
    
    Consent of Expert99.23
    
    Consent of Expert




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UNDERTAKING
  CONSENT TO SERVICE OF PROCESS
   SIGNATURES
   CAMECO CORPORATIONPer:
    /s/ O. Kim GoheenO. Kim GoheenChief Financial Officer