**EXHIBIT 2**Management Discussion and Analysis**The following discussion is a review of the financial performance and position of ClaudeResources Inc. (“Claude”) for the years ended December 31, 2005, 2004 and 2003. The information inthis management discussion and analysis is current to March 17, 2006. The discussion should be readin conjunction with the Company’s audited financial statements and notes to those statements. Allamounts are expressed in Canadian dollars, except where otherwise indicated.****Overview**Claude Resources Inc. is a gold and oil & gas producer with shares listed on both the TorontoStock Exchange and American Stock Exchange. The Company’s main revenue generating assets are the100% owned Seabee gold mine, located in northern Saskatchewan, and working interests in oil and gaswells, an associated gas plant and gathering lines located in Alberta.The Company’s primary mission is to grow into a 150,000 — 250,000 ounce per year gold producer. Itfollows four principal strategies to optimize its probability of success: maximizing theperformance of its existing assets; aggressive exploration efforts — both advanced and grassroots; acquisition of new properties or mergers with other producers; and maintaining financialcapacity.**Maximization of Existing Assets**Over the summer, the expansion of the Seabee mill was initiated. The increase from 550 tonnesto 1,100 tonnes per day will allow for greater flexibility in mine planning as well as ensureavailable capacity for tonnage from potential gold projects such as the Porky Lake and Santoyproperties.Improved petroleum and natural gas prices over the past two years have led to increased infilldrilling on certain of the Company’s oil properties. The benefits of these expenditures havealready been experienced with improved reserves.**Exploration**The majority of Claude’s gold exploration efforts focus on land positions within truckingdistance of the Seabee mine. In 2005, the Company received the necessary permitting to extract twoseparate bulk samples on its wholly owned Porky Lake and Santoy properties. Success in either ofthese projects could increase production significantly.At the Madsen, Red Lake, Ontario property, located in the prolific Red Lake gold camp, Placer Dome(“Placer”) has met the $8.2 million exploration expenditure required under the option agreementwith Claude. It has until December 2006 to deliver a positive bankable feasibility study to fulfillits obligations and vest in the Madsen Joint Venture with a 55% working interest. Should Placerfail to deliver the feasibility study the property reverts back to Claude in its entirety. Eithercircumstance could have a significant impact on capital requirements and earnings.**Acquisition/Mergers**While its existing asset base does not make Claude dependent on mergers or acquisitions toachieve its objectives, the Company will consider strategically attractive opportunities.**Financial Capacity**The Company must build its cash reserves and maintain access to financial markets to ensurecontinued funding of exploration efforts and expansion of mining projects.
 

 
With expansion of the Seabee mill, funded and aggressive exploration programs, and the Porky,Santoy and Madsen advanced stage exploration properties, Claude is well positioned to realize itsobjectives over the longer term.**2005 Mining Operations**In 2005, the Seabee mine produced 44,600 ounces of gold from 236,400 tonnes of ore at a gradeof 6.32 grams per tonne. This represented a significant improvement over 2004 when the Companyproduced 40,900 ounces from 186,900 tonnes at a grade of 7.15 grams per tonne.Production in the first three quarters of 2005 was below forecast, averaging less than 10,000ounces per quarter. Ore mined increased steadily through the final two quarters of the year,resulting in 15,100 ounces produced in the fourth quarter of 2005. This substantial improvementbrought total production in 2005 to within 3% of the 46,000 ounces forecast.**Operating Statistics**               **2005**  **2004**  **2003** Tonnes Mined  228,900   144,400   189,200 Tonnes Milled  236,400   186,900   208,900 Grade Processed (gpt)  6.32   7.15   7.95 Recovery (%)  92.86   95.21   94.71 Production Volume  44,600   40,900   50,600 Sales Volume  42,200   41,200   50,800 Total mine operating expenditures increased from $15.9 million in 2004 to $18.3 million this year.The 15% increase is attributable to the added costs associated with a 59% and 26% increase intonnes mined and milled, respectively. As well, increased labour costs and general increases inconsumables continue to impact operating margins.Development costs during the year of $7.6 million were historically high, as maintaining millthroughput with stope grades performing at less than reserve estimates required the expediteddevelopment of additional working places. The main decline was developed down to the 790 metrelevel at the end of 2005 and will continue down to the 900 metre level in 2006. Should theunderground drilling program below the No. 5 mine prove successful in laterally extending theSeabee ore body, expectations are that annual development requirements going forward will decrease.2006 production at the Seabee mine is forecast at 48,000 ounces, a return to historic levels.Production is expected from the 2B, 2C and 161 ore bodies at depths between the 325 metre level andthe 850 metre level.In 2006, the Company will examine its mining technique at depth. Due to added ground pressure asthe mine extends lower and the potential for added dilution, a long-hole stope on the 820 metrelevel will be tested. This has the potential to not only mitigate dilution but also reduceoperating costs.Claude is planning in excess of 50,000 metres of underground drilling at Seabee to replace 2006production and expand reserves and resources. This drilling will be focused on extending the Seabeeore body at depth and laterally to the east. Two main diamond drill chambers were completed on the550 level to test the 5-1 and 5-2 structures under the old No. 5 mine workings. Drilling willcommence in the first quarter of 2006.The Seabee mill expansion to 1,100 tonnes per day from 550 tonnes per day was largely completed byyear-end. The expanded mill will accommodate processing of ore expected from satellite depositswithin trucking distance.
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Each year, reserves and resources at the Seabee mine are independently reviewed. At February 1,2006, reserves were at 684,400 tonnes at 6.55 grams per tonne or 144,200 ounces. Resources were1,499,700 tonnes at 8.86 grams per tonne or 427,200 ounces. Over the past 14 years, the Company hassuccessfully upgraded 100% of its posted resources to reserves.**Seabee Mine - Mineable Reserves and Mineral Resources**                                           **2005**          **2004**          **2003**      **Tonnes**  **g/tonne**  **Ounces**  **Tonnes**  **g/tonne**  **Ounces**  **Tonnes**  **g/tonne**  **Ounces** Proven  395,600   6.18   78,600   400,500   6.37   82,000   187,400   7.72   46,500 Probable  288,800   7.07   65,600   332,200   7.53   80,400   487,300   7.39   115,800  Total Mineable Reserves  684,400   6.55   144,200   732,700   6.89   162,400   674,700   7.48   162,300 Inferred Mineral Resources(1)  1,499,700   8.86   427,200   1,406,200   8.16   368,900   1,987,000   8.45   539,800    (1) Mineral resources, all in the inferred category, stated after applyinghistoric mining dilution factors.**Exploration**Claude continued to aggressively pursue its strategy of exploring for gold satellite depositswithin trucking distance of the Seabee mill. Most of this year’s work was undertaken in thevicinity of the Seabee mine area, including the Porky Lake and Santoy Lake properties. Claude alsocompleted work on the Jojay deposit in the La Ronge gold belt, and in the area of Claude’s TartanLake mine in Manitoba.In the area surrounding Seabee mine, 79 holes were drilled for a total of 17,374 metres.**Santoy Lake Area**At Santoy Lake, Claude completed a delineation drilling program at the Santoy 7 and Santoy 8 and 8East zones. The Santoy property is approximately 11 kilometres east of the Seabee mine. The 2005program area included 68 diamond drill holes totaling 15,296 metres. This drilling was carried outto test the north-northwest plunge and dip extensions of the mineralized shear structures outlinedin previous drill campaigns. During the fourth quarter geological data was compiled generating amap covering the area from Santoy Zones 6 and 7 to Zones 8 and 8 East.Mineralization is hosted in siliceous shear zones with sulfide-chlorite-quartz veins and insilicified granitoid sills. It has been confirmed that the Santoy 8 shear zone is at least 380metres long and up to 350 metres wide. The zone plunges to the northeast and is open at depth.Mineralized sections of this zone range in thickness from 1.5 metres to 30 metres. It is possiblethat the 8 zone and the adjacent 150 metre long, 100 metre wide 8 East zone are interconnected.Both zones are still open and more drilling will be conducted during the winter season of 2006 toestablish the dip and strike extents.Inferred Mineral Resources of 910,000 tonnes were outlined at Santoy Lake. The grade of thisInferred Resource is estimated at 6.10 grams per tonne with a top cut of 30 grams per tonne or 8.70grams per tonne without cutting. The cut-off grade used was 3.00 grams per tonne over 1.5 metres(approximately 1.2 metres true width). A specific gravity of 2.8 was used based on Seabee minepractice.In October 2005, the Company received a permit from the necessary regulatory agencies to erect abridge over the Munro crossing and a permit to bulk sample the Santoy 7 zone. Road construction toSantoy commenced in the spring of 2005 but was set back by the delay in obtaining a governmentpermit to build the bridge. The Company expects to complete the Santoy 7 zone bulk sampleextraction during the latter half of 2006. Pending positive results of the bulk sampling, Claudeexpects to mine the Santoy 7 zone deposit in 2007.**Porky Lake Area**Approval to conduct bulk sampling of the Porky West zone was granted in early June and physicalwork has begun at the site with the collaring of the portal. Approximately 880 metres of decline isplanned to the 130 metre level, from which a 5,000 tonne sample will be extracted. The undergroundbulk sampling
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program is underway to confirm grade, continuity and metallurgy of the gold mineralization. Todate, the West zone has an estimated indicated resource of 90,000 tonnes grading 7.33 grams pertonne and an estimated inferred resource of 130,000 tonnes grading 5.00 grams per tonne. At the endof 2005, the ramp had advanced approximately 125 metres with the remainder of the program to becompleted in 2006. Pending positive results of the bulk sampling, Claude expects to mine the PorkyWest deposit in 2007.More than 1.5 million tonnes of resources were added to Claude’s resource inventory in the areabeyond the Seabee mine:                   Porky Lake Area Resources                Zone Category Tonnage Grade (g/t) Grams of Au Troy OuncesWest Indicated  90,000   7.33   659,700   21,200   Inferred  130,000   5.00   650,000   20,900  Main Indicated  160,000   7.50   1,200,000   38,600   Inferred  70,000   10.43   730,100   23,500  Total Indicated & Inferred  450,000   7.20   3,239,800   104,200                    Santoy Lake Area Resources                Zone Category Tonnage Grade (g/t) Grams of Au Troy OuncesSantoy 7 Indicated  190,000   8.42   1,599,800   51,400   Inferred  10,000   10.0   100,000   3,200 Santoy 8/8 East Indicated  —   —   —   —   Inferred  910,000   6.10   5,551,000   178,500  Total Indicated & Inferred  1,110,000   6.53   7,250,800   233,100                     Total Porky & Santoy Resources  1,560,000   6.72   10,490,600   337,300  **Seabee Mine Area**Prospecting and follow up trenching was conducted in the immediate area of the Seabee mine. Goldbearing shear zones were found in a valley just north of the mine’s air strip at Herb Lake andAfghan Lake, respectively. These showings were found by following structures into areas of thickoverburden and bog, stripping the overburden and then blasting a trench in the rock to providesamples. All three areas will be further explored by diamond drilling during 2006.The east-west, metasediment hosted shear zone discovered in a valley just north of the mine’s airstrip is a shear zone about 5 metres wide at surface and composed of sulphides and tourmaline inquartz veins with gold. Samples from trenching indicate a grade of 4.0 grams per tonne of gold overthe 5 metres of shearing. A minimum of 600 metres of drilling is planned for this showing.At Herb Lake, about 1.5 kilometres northwest of the Seabee mine head frame, a 4 metre wide shearzone in gabbro assayed 3.90 grams per tonne of gold over a 1 metre wide section. A mafic band offthe main section of the shear returned two spectacular assays of 129 grams per tonne and 108 gramsper tonne. At Afghan Lake, a 3 metre wide shear zone at the contact between gabbro and dioritecontained a 0.5 metre wide zone grading 3.67 grams per tonne. An 800 metre diamond drill program totest the down dip extension of both the Herb Lake and Afghan Lake shears will begin in 2006.**Madsen**In 2005, Placer delivered its final 2004 exploration report for the Madsen property located nearRed Lake, Ontario. (see March 30, 2005 press release “New High Grade Zones Discovered at Madsen” atwww.clauderesources.com). The property is located at Madsen, Ontario in the prolific Red Lake goldcamp. Placer did not conduct any field exploration on the Madsen property in 2005. By the end of2004, Placer has spent a total of $8.6 million on the property, $400,000 more than required by theoption agreement with Claude. As per the agreement, Placer has until December of 2006 to deliver apositive
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bankable feasibility study to fulfill its obligations and vest in the Madsen Joint Venture with a55% working interest.**Oil & Gas**Claude produces crude oil, natural gas and natural gas liquids (NGLs) from properties inAlberta and Saskatchewan.The Company has various non-operating working interests in oil, NGLs and natural gas in Alberta.These Alberta properties provide 96% of total production. The Nipisi Unit is a 173 well unitizedoil field operated by Canadian Natural Resources Ltd. The Edson Gas Unit has 53 producing gas wellsand an associated gas plant, all operated by Talisman Energy. In addition to these properties, theCompany has interests in producing oil and gas wells at a number of other Alberta locations.In Saskatchewan, the Company has a 75% working interest in six producing vertical oil wells alongwith a 33.75% interest in four producing horizontal wells.Oil and NGLs sales volume for 2005 was 83,000 barrels, 9% lower than the 90,900 barrels sold in2004. Gas volume declines were 16%, with volume levels decreasing from 796 MMCF in 2004 to 669 MMCFin 2005.Operating costs increased 19% from $1.6 million in 2004 to $1.9 million this year. This wasattributable to salt water disposal and emulsions treatment charges on the Zama property.For 2006 the Company expects production decline percentages to improve, especially on the Nipisi,where seven infill wells were drilled in 2005.Each year the Company has its proven and probable oil, NGLs and natural gas reserves evaluatedindependently. Crude oil and NGLs proved and probable reserves increased by 57% from 702,000barrels at the end of 2004 to 1,099,000 at the end of this year. This increase is largelyattributable to successful infill drilling on the Nipisi Unit and improved oil and NGLs prices.Natural gas reserves remained relatively unchanged at 8,900 MMCF. Natural gas reserve declines dueto production were offset by much improved natural gas prices.               **2005**  **2004**  **2003** **Reserves**(1)                         Crude oil and NGLs (mbbl)            Proved            Alberta  806   455   339 Saskatchewan  60   66   44     866   521   383              Probable            Alberta  215   174   131 Saskatchewan  18   7   5     233   181   136  Total  1,099   702   519               Natural gas (MMCF)            Proved            Alberta  7,539   7,167   5,861  Probable            Alberta  1,313   1,775   1,857  Total  8,852   8,942   7,718               Barrels of oil equivalent (mboe)            Proved  2,123   1,716   1,360 Probable  452   477   445  Total  2,575   2,193   1,805  (1) Reserves at December 31, 2005, reviewed by Sproule Associates Limited usingconstant prices. (2) Conversion: 6 mcf = 1 boe
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**Results of Operations**For the year ended December 31, 2005, Claude recorded a net loss of $3.5 million, or $0.05 pershare, compared to a loss of $.6 million, or $0.01 per share, in 2004 and earnings of $1.8 million,or $0.03 per share, in 2003. This year’s increased loss over 2004 was due to a combination ofincreased mine operating costs and non-cash charges, primarily depreciation and depletion, offsetby a gain on the sale of certain investments and an income tax recovery related to the issuance offlow-through shares. The loss in 2004 versus 2003 earnings was due primarily to reduced goldrevenue offset by improvements in mine operating costs.**Revenue***2005 versus 2004*Gross revenue for the year increased 7% from $32.2 million in 2004 to $34.3 million in 2005.The Seabee mine contributed $23.1 million to revenue, a 3% improvement from the $22.5 millionrecorded in 2004. This improvement was largely a result of 1,000 more ounces sold during the year(2005 - 42,200; 2004 - 41,200). An 8% increase in the average US dollar gold price realized wasalmost entirely offset by the strengthening Canadian dollar and resulted in minimal improvement inCanadian dollar prices realized: 2005 - $548 (US $452); 2004 - $545 (US $419).Production of 44,600 ounces for 2005 was 3% below the forecast of 46,000 ounces. This was largelydue to fewer tonnes mined and milled combined with certain stoping blocks not performing toestimated reserve grade, primarily during the first three quarters of the year.Gross oil, NGLs and natural gas revenues totalled $11.1 million in 2005, a 14% improvement from the$9.7 million in 2004. This increase was due to higher averaged realized prices, particularlytowards the latter half of the year, partially offset by normal production declines. Correspondingincreases in both Alberta crown royalties and overriding royalties mitigated the increase in netrevenue.The 2005 oil and NGLs sales volume of 83,000 barrels was 9% lower than the 90,900 barrels sold theprevious year. The average realized price per barrel in Canadian dollar terms improved 6% to CDN$49.55 (US $40.94) in 2005 from CDN $46.92 (US $36.06) last year.Natural gas volumes fell 16% from 796 MMCF in 2004 to 669 MMCF in 2005. The average realized pricein Canadian dollar terms increased by 34% from CDN $6.51 (US $5.00) in 2004 to CDN $8.74 (US $7.22)this year.Also significant is the much improved average Canadian dollar prices realized in January versusDecember of 2005. Oil, NGLs and gas improved from $55.77, $30.63 and $6.78 in January to $66.04,$42.40 and $11.60 in December, respectively.*2004 versus 2003*Gross revenue for the year fell 9% from $35.2 million in 2003 to $32.2 million in 2004.Gold revenues fell 13% year over year from $25.8 million in 2003 to $22.5 million in 2004. Much ofthis was due to a 19% decline in sales volume, from 50,800 ounces in 2003 to 41,200 ounces in 2004.Partially offsetting the volume decline was the 7% improvement in average Canadian dollar goldprice realized: 2004 - $545 (US $419); 2003 - $508 (US $362). Excluding the strengthening Canadianversus US dollar exchange rate, revenue growth would have increased an additional $1.8 million, or$0.03 per share.Production in 2004 was 22% below budget. This was a result of reduced tonnes broken and then milledat grade below the mine’s long-term average. Grade decline was attributed chiefly to drill resultsfrom certain stoping blocks not translating when mined and milled. This led to fewer workplaces andreduced tonnes for mill feed.
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Gross revenues from the Company’s oil, NGLs and natural gas properties improved 4% over 2003. Thiswas largely due to stable production and improved average prices realized year over year. Anincrease in the Alberta properties overriding royalty reduced the gross revenue improvement effectas net oil and gas revenues remained relatively constant.The 2004 oil and NGLs sales volume of 90,900 barrels was relatively unchanged from the 91,200barrels sold in 2003. The minimal decline was due to drilling success at the Nipisi properties. Theaverage realized price per barrel was $46.92 (US $36.06) in 2004 versus of $38.49 (US $27.43) in2003. Excluding the foreign exchange rate impact, oil and NGLs revenue growth would have improvedby an additional 8%.Gas volumes fell less than 1% from 800 MMCF in 2003 to 796 MMCF in 2004. Although the average USdollar price realized improved 8%, the strengthening Canadian dollar resulted in little dollarvalue increase: 2004 — $6.51 (US $5.00); 2003 — $6.48 (US $4.62).**Expenditures***2005 versus 2004*A 59% and 26% increase in tonnes mined and milled for 2005 compared to 2004, resulted in a 15%increase in mine operating costs: 2005 - $18.3 million, 2004 - $15.9 million. As well, the Companyis experiencing the industry-wide effects of increasing labour and consumable costs. Total cashcosts per ounce increased from US $297 in 2004 to US $358 this year. This 21% increase was a resultof the higher operating costs offset by the slightly improved sales volume. The strengtheningCanadian dollar was responsible for US $25, of this year’s US $63 unit cost increase.Oil, NGLs and gas operating costs increased to $1.9 million this year from $1.6 million in 2004.This was a result of salt water disposal and emulsion treatment charges on the Zama property - primarily the Keg River Unit.General and administration expenditures remained relatively unchanged year over year. Interest andother items fell slightly, largely due to interest charges on the $5.0 million dollars borrowed inFebruary 2005.Depreciation and depletion of the Company’s gold assets was $9.7 million in 2005 compared to $6.0million last year. Several factors contributed to the 62% increase: larger asset base used incalculations, more tonnes broken and milled in the year, and slightly declining reserve base. Thesehigher non-cash charges together with the strengthening Canadian dollar led depreciation anddepletion costs per ounce to increase from US $112 in 2004 to US $191 this year.Depreciation and depletion of the Company’s oil and gas assets remained relatively unchanged, aresult of the larger asset base used in the units of production calculation offset by the increasedreserve base.**TotalCash Costs**(1)**  per Gold Ounce Sold**             **Years ended** **2005**  **2004**  **2003** Cashoperating costs (CDN $ millions) $18.3  $15.9  $18.0 Divided by ounces sold  42,200   41,200   50,800  Total cash costs per ounce (CDN$) $434  $386  $355  CDN $ Exchange Rate  1.2116   1.2997   1.4032 Total cash costs per ounce (US$) $358  $297  $253  (1) For an explanation of the use of non-GAAP performance measures refer to page 16.
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*2004 versus 2003*The 12% reduction in mine operating costs from $18.0 million in 2003 to $15.9 million in 2004 waspartially a result of the shaft extension commissioned in November 2003 and the 24% and 11% declinein tonnes mined and milled, respectively. This was due to grade under-performance in certain stopescompared to reserve estimates, resulting in fewer working places and fewer tonnes mined and milled.Lower sales volume and the strengthening Canadian dollar led to in increases in total cashoperating costs per ounce, from US $253 in 2003 to US $297 in 2004. The strengthening Canadiandollar was responsible for US $22 of the 2004 unit cost increase.Oil and gas operating costs increased slightly from $1.3 million in 2003 to $1.6 million in 2004.This was attributed to the higher maintenance costs associated with aging property infrastructures.General and administrative costs increased 8% year over year. Costs associated with the Company’slisting on the American Stock Exchange was a key factor in the increase. Interest and other itemsimproved slightly and the provision for income tax, which represents large capital tax, improveddue to changes in federal tax laws.Depreciation and depletion of Claude’s gold assets was $6.0 million in 2004 compared to $5.4million in 2003, the result of using a larger asset base in the calculation offset by fewer tonnesmined and milled in 2004. Depreciation and depletion costs per ounce in 2004 was US $112 versus US$75 in 2003, largely attributable to fewer ounces sold.Depreciation and depletion of the Company’s oil and gas assets increased 40% from $.5 million in2003 to $.7 million in 2004. This was due to the larger capital asset base used in the calculationoffset by improved reserves.**Other Income**During the year, the Company disposed of a portion of its investment portfolio, realizing again of $1.4 million.**Income Taxes**The income tax recovery of $1.3 million was the estimated income tax benefit arising from theissuance of flow-through shares in 2004 and the subsequent renouncement of those expenditures in2005.**Liquidity and Financial Resources**Cash flow from operations before net change in non-cash working capital items was $4.4 millionin 2005, or $0.07 per share, compared to $6.2 million, or $0.10 per share, in 2004 and $7.7million, or $0.14 per share, in 2003. This year’s 29% decrease over 2004 was due to lowercontributions from the Seabee mine while reduced contributions from both gold and oil and gasassets resulted in the 19% decrease in 2004 over 2003.**Investing**Mineral property expenditures of $17.6 million in 2005 increased from $13.3 million in 2004and $14.9 million in 2003. This year’s expenditures were comprised of the following: Seabee minedevelopment of $7.6 million (2004 — $8.6 million, 2003 — $5.9 million); exploration costs, focusingon the Porky and Santoy Lake bulk sample projects of $4.4 million (2004 — $3.2 million, 2003 — $1.7million); property, plant and equipment charges of $5.0 million (2004 — $.8 million, 2003 $6.2million); Seabee mine tailings project of $.3 million; and the Tartan lake project of $.4 million.2005 property, plant and equipment charges include mill expansion costs of $3.9 million. Theexpanded mill, initiated to mitigate ore grade volatility and accommodate the potential foradditional ore from sources other than the Seabee mine, will be commissioned in 2006.Oil and gas capital expenditures of $2.3 million during the year increased from $2.0 million in2004 and
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$1.8 million in 2003. Similar to last year, $1.3 million relates to drilling on both the Nipisi andEdson Units and $1.0 million relates to infrastructure costs on the Nipisi unit and Edson gasplant.The Company received a promissory note in the amount of $14.0 million as part of the productionroyalty transaction (see Note 8 to consolidated financial statements). The Company sold a similarproduction royalty at the end of 2004 for $7.0 million.During the year, the Company disposed of a portion of its investment in a public company forproceeds of $1.5 million. The Company holds shares in a number of publicly traded entities whichhave a book value of $.5 million and fair market value of $6.7 million at December 31, 2005.**Financing**Financing activities in 2005 included a private placement for the issue of 4,023,100 commonshares at $1.00 per share and 4,547,273 common shares, issued on a flow-through basis for $1.10 pershare, for gross proceeds of $9,025,000; and 1,999,999 common shares, issued on a flow-throughbasis for $1.05 per share, for gross proceeds of $2,100,000.The Royalty Obligation of $14.0 million refers to the royalty payment received related to theproduction royalty transaction (see Note 8 to the consolidated financial statements). The Companysold a similar production royalty at the end of 2004 for $7.1 million.In February 2005, for general working capital purposes and to assist in financing the millexpansion, the Company borrowed $5.0 million in the form of a demand loan bearing interest at5.99%, repayable in monthly principal and interest payments of $96,514 and maturing in February2010. The Company repaid $.7 million during the year.The proceeds from a capital lease obligation relate to a 40-ton ore truck acquired for the Porkyand Santoy Lake bulk samples. Repayments are in respect of this lease as well as an existing leaseobligation relating to a diamond drill leased in 2002.In 2006, the Company expects to meet its operating and capital cash flow requirements through acombination of operating cash flows, sale of portfolio investments and equity issues.**Contractual Obligations**The Company’s contractual and other obligations as at December 31, 2005 are summarized asfollows:                       **Payments/Commitments due by period**       **Less than**  **2-3**  **4-5**  **More than**   **Total**  **1 year**  **years**  **years**  **5 years** **Contractual Obligation**                                         Demand Loan  4,261,000   928,000   3,141,000   192,000   — Interest on Demand Loan  565,000   230,000   333,000   2,000   — Capital Lease Obligation  229,000   83,000   146,000   —   — Office Lease  420,000   120,000   240,000   60,000   — Flow-ThroughExpenditure  5,300,000   5,300,000   —   —   — Royalty Obligation(1)  21,112,000   599,000   2,517,000   2,635,000   15,361,000     31,887,000   7,260,000   6,377,000   2,889,000   15,361,000  (1) To repay this Royalty Obligation, funds are available from the Promissory Note.
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**Contingency**Pursuant to a Notice of Contravention issued by Saskatchewan Labour, Occupational Health andSafety Division, dated March 17, 2003, the Company was ordered to reinstate three workers andreimburse them for lost pay and benefits. The contravention alleges that the Company dismissedthese employees contrary to the Occupational Health and Safety Act. The contravention was appealedto the Executive Director, an adjudicator and subsequently to the Court of Queen’s Bench. InSeptember, 2005, the Court of Queen’s Bench agreed with the Company’s position, allowing the appealand setting aside the contravention. This Court’s decision is currently under appeal by theplaintiffs. The amount of potential loss may involve payment of approximately 18 months in back payto each of the employees and will be recognized in earnings at the time of settlement, if any.Management is of the opinion these claims are without merit.**Derivative Instruments and Hedging Activities**To mitigate the effects of price fluctuations in revenues, Claude may undertake hedgingtransactions, from time to time, in respect of foreign exchange rates and the price of gold.At December 31, 2005, the Company had no outstanding forward gold contracts. At December 31, 2004,the Company had outstanding forward gold contracts related to 2005 production of 4,000 ounces at anaverage price of US $417 per ounce. At December 31, 2003, the Company had outstanding forward goldcontracts related to 2004 production of 6,000 ounces at an average price of US $388 per ounce.At December 31, 2005, the Company had no outstanding foreign exchange contracts. At December 31,2004, the Company had outstanding foreign exchange contracts to sell US $5.5 million at an averageexchange rate of 1.2611 CDN$/US$. At December 31, 2003, the Company had outstanding foreignexchange contracts to sell US $9.8 million at an average exchange rate of 1.3446 CDN$/US$.**Accounting Estimates**Claude’s significant accounting policies are contained in Note 1 to the consolidated financialstatements. The following is a discussion of the accounting estimates that are critical indetermining the Company’s financial results.**Reserves**The Company engages independent professional consultants to evaluate its mineral reserves aswell as its proved and probable oil, NGLs and natural gas reserves. Estimation of reserves involvesthe exercise of judgment. Forecasts are based on geological, geophysical, engineering and economicdata, all of which are subject to many uncertainties and interpretations. The Company expects thatover time reserve estimates may be revised upward or downward based on updated information. Suchinformation may include revisions to geological data or assumptions, a change in economic data, andthe results of drilling and exploration activities. Reserve estimates can have a significant impacton net earnings, as they are a key component in the calculation of depreciation and depletion. Inaddition, changes in reserve estimates, gold or petroleum prices, and future operating and capitalcosts can have a significant impact on the impairment assessments of the assets.**Asset Retirement Obligations**Claude’s mining, exploration and development activities are subject to various levels offederal and provincial law as well as environmental regulations, including requirements for closureand reclamation. Management judgment and estimates are made when estimating reclamation and closurecosts. In some cases, these costs will be incurred many years from the date of estimate. Estimatesmay be revised as a result of changes in government regulations or assumptions.
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**Shrinkage Stope Platform Costs**The Company utilizes shrinkage stoping as its primary mining method to mine the Seabee mineorebody. Under this method, ore used as a working platform to access and mine further ore is valuedat the lower of cost and net realizable value, and recorded as shrinkage stope platform costs onthe balance sheet. This broken ore is reclassified to inventory once removed from the stope andtaken to surface. If actual tonnage and grade vary significantly from estimates or if the price ofgold declines such that the timing of processing the ore is affected, there could be a materialimpact on the profitability of mining operations.**Risk Management**Claude’s profitability is dependent on several factors: the quantity of gold and oil & gasproduced, related commodity prices, operating costs, capital expenditures, exploration levels andenvironmental regulations.**Inherent Exploration and Mining Risks**The exploration for and development of mineral deposits involves significant risks, which eventhe combination of careful evaluation, experience and knowledge may not eliminate. It is impossibleto guarantee that current or future exploration programs on existing mineral properties willestablish reserves. Whether an orebody will continue to be commercially viable depends on a numberof factors. These include particular attributes of the deposit such as size, grade and proximity toinfrastructure, as well as metal prices, which cannot be predicted and have been highly volatile inthe past.**Non-Operator Status of Oil and Gas Properties**All of Claude’s Alberta oil and gas properties are operated by others, as such, the Companyhas little or no control over the operation of these assets. The Company relies on the operators toensure they are following best industry practices and thereby mitigating potential risks. The riskfactors inherent in the Company’s oil and gas operations are similar to those of its goldoperations.**Gold Price Volatility**The economics of developing gold properties is affected by many factors, from cost ofoperations to variations in the grade of ore mined and the price of gold. Depending on the price ofgold, the Company may determine that it is impractical to commence or continue commercialproduction. The price of gold has fluctuated in recent years. During the year ended December 31,2005, the market price for gold ranged from a low of US $411 to a high of US $537, with an averageprice of US $445.Any significant drop in the price of gold adversely impacts Claude’s revenues, profitability andcash flows. Also, sustained low gold prices may cause the cessation of new mining projects;decrease the amount of capital available for exploration activities; reduce existing reserves byrendering blocks with grades marginally above mine cut-off uneconomic; or cause the write-off of anasset whose value is impaired by the low price of gold.**Foreign Exchange Risk**The price of gold and oil & gas is denominated in US dollars and, accordingly, Claude’srevenues from operation of the Seabee mine are denominated and received in US dollars. As a result,fluctuations in the US dollar against the Canadian dollar could result in unanticipated changes inthe Company’s financial results, which are reported in Canadian dollars. During the year endedDecember 31, 2005, CDN$/US$ exchange rate ranged from a low of $1.1507 to a high of $1.2704, withan average of $1.2116.**Ore Reserves and Ore Grade Estimates**Claude has assessed its mineral reserves and mineral resources, and while the Company believesthat the calculation methods used are appropriate, such calculations are estimates. As well,estimates ofmineral reserves and mineral resources are inherently imprecise and depend to some extent on
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statistical inferences drawn from limited drilling, which may prove unreliable. The indicated levelof recovery of gold or other minerals may not be realized. Market price fluctuations of gold orother minerals may render reserves and deposits containing relatively lower grades ofmineralization uneconomic. Moreover, short-term operating factors related to the mineral reserves,such as the need for orderly development of the deposits or the processing of new or differentgrades, may cause mining operations to be unprofitable in any particular period.**Environmental Risk**In connection with its operations and properties, Claude is subject to extensive and changingenvironmental legislation, regulation and actions. The Company cannot predict what environmentallegislation, regulation or policy will be enacted or adopted in the future or how future laws andregulations will be administered or interpreted. The recent trend in environmental legislation andregulation is generally toward stricter standards, a trend that is likely to continue in thefuture. Compliance with more stringent laws and regulations, as well as potentially more vigorousenforcement policies or stricter interpretation of existing laws, may necessitate significantcapital outlays. It may also materially affect Claude’s results of operations and business, orcause material changes or delays in the Company’s intended activities.**Unfavourable Government Regulatory Changes**Claude is affected to varying degrees by government regulations that relate to miningoperations, the acquisition of land, pollution control and environmental protection, safety,production and expropriation of property. Changes in these regulations or in their application arebeyond the control of the Company and may adversely affect its operations, business and results ofoperations. Failure to comply with conditions set out in any permit or failure to comply withapplicable statutes and regulations may result in orders to cease or curtail operations or toinstall additional equipment. The Company may be required to compensate those suffering loss ordamage by reason of its operating or exploration activities.Operations may also be affected by government regulations with respect to restrictions onproduction, price controls, export controls, foreign exchange controls, income taxes, expropriationof property, environmental legislation and mine safety.**Access to Funding**Claude’s ability to continue or expand its production, exploration and development activitiesdepends in part on its ability to generate revenues from its operations or to obtain financingthrough joint ventures, debt financing, equity financing, production sharing arrangements or othermeans.If the Company fails to meet its ongoing obligations on a timely basis it could result in the lossor substantial dilution of its interest (as existing or as proposed to be acquired) in itsproperties. In addition, management estimates that, after the completion of the bulk samples at thePorky and Santoy properties, $2.0 million to $2.5 million is the minimum exploration expenditurerequired to fulfill Claude’s intended exploration programs.As a result of two flow-through share agreements entered into in 2005, the Company is required toexpend $7.1 million in qualifying Canadian Exploration Expenses, as defined by the Canadian IncomeTax Act, prior to December 31, 2006. At December 31, 2005, $5.3 million remains to be incurred.For general working capital purposes and to finance the mill expansion, the Company raised $5.0million via a demand loan during the first quarter of 2005. In December, the Company leased a 40ton haul truck to be used on the Porky and Santoy Lake property bulk samples.**Industry Competition**Claude’s business is intensely competitive. The Company necessarily competes with other mining
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companies, some of which have greater resources and experience. Competition in the precious metalsmining industry is primarily for mineral-rich properties that can be developed and producedeconomically. There is also competition for the technical expertise to find, develop and producesuch properties; the labour to operate them; and the capital to finance their development.If the Company is unable to compete with other mining companies for these mineral deposits, itcould have a material adverse effect on Claude’s results of operations and business.**Title to Company Properties**Acquisition of title to mineral properties is a very detailed and time-consuming process.Claude has investigated title to all of its mineral dispositions and has obtained title opinionswith respect to its most significant properties. To the best of the Company’s knowledge, titles toall properties are in good standing. For the Madsen properties, Claude has searched title recordsfor any and all encumbrances. For the Seabee property, the Company has examined disposition searchabstracts from Saskatchewan Industry & Resources as well as made inquiries and reviewed lease filesfrom the department. It has also received confirmation from Saskatchewan Environment.The title to the Company’s properties could be challenged or impugned. The properties may have beenacquired in error from parties who did not possess transferable title, may be subject to priorunregistered agreements or transfers, and title may be affected by undetected defects.**Insurance**In the course of exploration, development and production of mineral properties, certain risksmay occur, in particular, unexpected or unusual operating conditions such as rock bursts, cave-ins,fire, flooding and earthquakes. It is not always possible to fully insure against such risks andClaude may decide not to insure as a result of high premiums or other reasons. Should suchliabilities arise, they could reduce or eliminate any future profitability and result in increasedcosts and a decline in the value of the Company’s securities.**Outlook**For 2006, Claude’s gold sales volume is expected to improve over 2005 actuals by 14% toapproximately 48,000 ounces, with mine operating costs budgeted at $18.4 million. Depreciation anddepletion on gold assets is budgeted to increase by 10% to $10.7 million if targeted tonnes minedand milled are attained. Capital expenditures for mineral properties are budgeted as follows: **•** development costs similar to 2005 at $7.3 million, this amount could be less shouldthe underground drilling program prove successful and allow development to proceedlaterally rather than to depth;  **•** infrastructure costs should decline substantially as the mill expansion will becomplete;  **•** exploration costs, funded by two separate flow-through share issues, should beapproximately $5.0 — $6.0 million. This amount continues to be larger than historicalaverages, as the Company expects to complete the extraction of two separate bulk samplesat the Porky Lake and Santoy Lake properties and continues to aggressively drill targetsin and around the Seabee mine.Oil and gas revenues are expected to remain similar to 2005. Operating costs for 2006 are alsoexpected to remain constant or improve slightly. In 2006, oil and gas capital expenditures shouldbe approximately $1.5 million. Depreciation and depletion costs should remain the same as 2005.By the fourth quarter, the Company expects to be in a position to process tonnes from the Porky andSantoy bulk samples. Success at either or both projects could lead to a production increase asearly as the first quarter of 2007.
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**Key Sensitivities**Earnings from Claude’s gold and oil & gas operations are sensitive to fluctuations in bothcommodity and currency prices. The key factors and their approximate effect on earnings, earningsper share and cash flow, based on assumptions comparable to 2005 actuals, are as follows:**Gold**For a US $10 price movement in gold price per ounce, earnings and cash flow will have acorresponding movement of CDN $.6 million, or $0.01 per share. For a $0.01 movement in the US$/CDN$exchange rate, earnings and cash flow will have a corresponding movement of $.3 million.**Oil & NGLs**For a US $5 price movement in oil price per barrel, earnings and cash flow will have acorresponding movement of CDN $.5 million, or $0.01 per share. For a $0.01 movement in the US$/CDN$exchange rate, earnings and cash flow will have a corresponding movement of $.04 million.**Gas**For a US $1 price movement in gas price per MCF, earnings and cash flow will have acorresponding movement of CDN $.8 million, or $0.01 per share. For a $0.01 movement in the US$/CDN$exchange rate, earnings and cash flow will have a corresponding movement of $.01 million.**Fourth quarter Results and Selected Financial Information**Claude recorded net earnings of $1.0 million, or $0.01 per share, after a $1.4 million gain onthe sale of investments. This compares to a net loss of $.3 million, or 0.00 per share, for thesame period last year. Cash flow from operations before net change in non-cash working capitalitems of $2.1 million, or $0.03 per share, during the quarter is relatively unchanged from the $2.0million, or $0.03 per share, recorded for the fourth quarter of 2004.Total revenue generated for the fourth quarter of 2005 was $11.4 million, 30% higher than the $8.8million reported for the same period in 2004. The Seabee mine contributed $7.9 million to revenuefor the period, a 25% improvement over the $6.3 million reported last year and a 65% increase overrevenue generated in the third quarter of 2005. Fourth quarter 2005 gold sales volume andproduction volume improved over same quarter 2004 volumes by 23% and 42%, respectively. This isattributable to a 38% quarter over quarter improvement in tonnes mined, which led to 42% moretonnes milled. The average realized gold price for the quarter was CDN $569 (US $485) compared toCDN $560 (US $459) for the same quarter in 2004.Oil and gas revenues for the quarter improved significantly from $2.5 million in 2004 to $3.4million this quarter. This was a combination of normal production decline offset by 14% and 81%improvements in Q42005 over Q42004 average Canadian dollar oil and NGLs and gas prices realized,respectively.Mine operating costs for the quarter were $5.8 million, a 35% increase from the $4.3 millionrecorded for the comparable period in 2004. This was due largely to incremental costs required tomine and mill, 38% and 42% more tonnes than in the same period of 2004, respectively. Thecombination of improved sales volume, higher operating costs and a stronger Canadian versus USdollar led to a 13% increase in cash operating costs per ounce (Q42005 — US $355; Q42004 — US$313).Oil and gas operating costs increased by 50%, from $.4 million in the fourth quarter of 2004 to $.6million for this year’s comparable period, primarily as a result of increased salt water andemulsion charges on the Zama property.
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**Quarterly Information**                                   December 31  September 30  June 30  March 31 Unaudited ($millions) 2005  2004  2005  2004  2005  2004  2005  2004 Gold sales  7.9   6.3   4.8   5.0   4.8   5.8   5.5   5.4 Oil and gas sales  3.4   2.5   2.5   2.6   2.7   2.3   2.5   2.3 Net earnings (loss)  1.0   (0.3)  (2.9)  0.2   (1.9)  (0.1)  .3   (0.4)Net earning (loss) per share (1)  0.01   —   (0.04)  —   (0.03)  —   —   (0.01)Average realized gold price (CDN$)  569   560   542   550   529   529   539   543 Ounces sold  13,900   11,300   8,900   9,200   9,100   10,900   10,300   9,900 Tonnes mined  61,100   44,200   73,000   53,500   45,800   15,300   48,900   31,400 Grade broken  6.35   7.09   8.30   7.91   4.94   4.86   7.58   9.48 Tonnes milled  66,400   46,600   60,500   46,100   55,400   47,500   54,200   46,700 Ounces produced  15,100   10,600   8,900   9,400   9,500   10,800   11,200   10,100 Grade processed (gpt)  7.60   7.45   4.96   6.60   5.69   7.41   6.93   7.11 Cash cost per ounce (2)  (US$oz)  355   313   393   250   377   295   319   324 CDN$/US$Exchange  1.1733   1.2207   1.2014   1.3072   1.2391   1.3595   1.2270   1.3178  (1) Basic and diluted (2) For an explanation of our use of non-GAAP performance measures refer to“Non-GAAP Performance Measures”.The financial results for the last eight quarters reflect the following general trends:improvement in average realized gold prices partially offset by the strengthening Canadian dollar;constant gold sales volumes - a combination of more tonnes processed at a lower grade; constantoil and gas sales - a combination of higher realized prices offset by normal production declines;higher cash costs per ounce - a result of increased operating costs due to increased tonnes minedand milled; and higher depreciation and depletion charges - attributable to a larger asset base,more tonnes mined and milled and a slightly declining reserve base.               **Dec 31/05**  **Dec 31/04**  **Dec 31/03** Gross revenues  34,263   32,215   35,175 Nets earnings (loss)  (3,505)  (598)  1,798 Net earnings (loss) per share, basic and diluted  (0.05)  (0.01)  0.03 Total Assets  94,878   65,946   51,817 Total long-term financial liabilities(1)  20,669   6,974   59  (1) Includes a $20.5 million royalty obligation which is funded by a promissorynote receivable.**Balance Sheet**The Company’s total assets were $94.9 million at December 31, 2005 compared to $65.9 millionat year-end 2004. The increase is mostly attributable to investments at the Seabee mine as well asthe promissory note received on the sale of a production royalty (see Note 8 to the consolidatedfinancial statements).The long-term debt amounting to $.2 million relates to capital lease obligations. The Company has a$4.3 million loan outstanding. As it is a demand loan, the entire amount has been classified as acurrent asset for accounting purposes. As a result, working capital fell 27% from $9.4 million atDecember 31, 2004 to $6.9 million in 2005.Shareholder’s equity for the year ended December 31, 2005 increased by $5.9 million. The increasereflects a net loss of $3.5 million, an increase to share capital of $9.1 million that was dueprimarily to two separate private placements in the year, and a $.3 million increase to contributedsurplus that relates to the expensing of stock options during the year.**Outstanding Share Data**At December 31, 2005, there were 72.5 million common shares outstanding. In addition, therewere 2.8 millionemployee stock options and 3.5 million warrants outstanding with exercise prices ranging from $.53to $3.05 per share and $1.10 to $3.00 per share, respectively.
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**Disclosure Controls and Procedures**As of December 31, 2005, the Company evaluated its disclosure controls and procedures asdefined under Multilateral Instrument 52-109. This evaluation was performed by the Chief ExecutiveOfficer and the Chief Financial Officer with the assistance of other Company employees to theextent necessary or appropriate. Based on this evaluation, the Chief Executive Officer and ChiefFinancial Officer concluded that the design and operation of these disclosure controls andprocedures were effective.**Recent Accounting Pronouncements**In January 2005, the CICA issued new standards for the reporting and display of comprehensiveincome, whereby unrealized gains and losses on financial assets that will be held as available forsale, unrealized foreign currency translation amounts arising from self-sustaining foreignoperations, and changes in the fair value of cash flow hedging instruments, will be recorded in theConsolidated Statement of Other Comprehensive Income until recognized in the Consolidated Statementof Earnings. Other comprehensive income will form part of shareholders’ equity. These standardsare effective for interim and annual information statements for Claude’s fiscal years beginningJanuary 1, 2007. The impact of implementing these new standards is not yet determinable as it isdependent on Claude’s outstanding investment positions, hedging strategies and market volatility.In January 2005, the CICA issued revised standards requiring an enterprise to present a separatecomponent of equity for each category of equity that is of a different nature. These standards areeffective for interim and annual financial statements for Claude’s fiscal years beginning January1, 2007. Claude does not anticipate that the adoption of this standard will have a material impacton its consolidated financial statements.In January 2005, the CICA issued new standards which specify the circumstances under which hedgeaccounting is permissible and how hedge accounting may be performed. Fair value hedges, cash flowhedges and hedges of a net investment in a foreign operation are permissible under the new section.In a fair value hedging relationship, the carrying value of the hedged item is adjusted by gainsor losses attributable to the hedged risk and recorded in net earnings. This change in fair valueof the hedged item, to the extent that the hedging relationship is effective, is offset by changesin the fair value of the derivative. In a cash flow hedging relationship, the effective portion ofthe change in fair value of the hedging derivative will be recognized in other comprehensiveincome. The ineffective portion will be recognized in net earnings. The amounts recognized inaccumulated other comprehensive income will be reclassified to net earnings in the periods in whichearnings are affected by the variability in the cash flows of the hedged item. These standards areeffective for interim and annual financial statements for Claude’s fiscal years beginning January1, 2007. The impact of implementing these new standards is not yet determinable as it is dependenton Claude’s outstanding hedge positions, hedging strategies and market volatility.In April 2005, the CICA issued revised standards addressing the presentation and disclosure offinancial instruments and non-financial derivatives. These standards are effective for interim andannual financial statements for Claude’s fiscal years beginning January 1, 2007. The impact ofimplementing these new standards is not yet determinable as it is dependent on Claude’s outstandinghedge positions, hedging strategies and market volatility.In June 2005, the CICA issued Handbook Section 3831, which provides revised standards onnon-monetary transactions requiring that all non-monetary transactions be measured at fair valueunless certain criteria are met. These standards are effective for all non-monetary transactionsinitiated after January 1, 2006. Claude does not anticipate that the adoption of this standardwill have a material impact on its consolidated financial statements.**Non-Gaap Performance Measures**The Company reports its operating, depreciation and depletion costs on a per-ounce basis,based on uniform standards developed by the Gold Institute. Management uses this measure to analyzethe profitability, compared to average realized gold prices, of the Seabee mine. Investors arecautioned that the above
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measures may not be comparable to similarly titled measures of othercompanies, should these companies not follow Gold Institute standards.Cash flow from operations is cash from operations before the net change in non-cash working capitalitems. Cash flow from operations per common share is determined by dividing the cash flow fromoperations by the weighted average number of common shares outstanding during the year. Managementuses this measure to analyze the cash generated by its operations. These measures are notnecessarily indicative of operating profit or cash from operations as determined under CanadianGAAP. Investors are cautioned that the above measures may not be comparable to similarly titledmeasures of other companies.**Caution Regarding Forward-Looking Information**This MD&A contains “forward-looking statements” that are based on Claude Resources’expectations, estimates and projections as of the dates the statements were made. Generally, theseforward-looking statements can be identified by the use of terminology such as “outlook”,“anticipate”, “project”, “forecast”, “target”, “believe”, “estimate”, “expect”, “intent”, “should”,“could” and similar expressions. These forward-looking statements are subject to known and unknownrisks and uncertainties and other factors which may cause actual results, levels of activity andachievements to differ materially from those expressed or implied by such statements. Such factorsinclude, but are not limited to, gold price and foreign currency exchange rate volatility and touncertainties and costs related to: exploration and development activities, production rates, cashand total costs of production, or the ability to obtain necessary permitting or financing.A discussion of these and other factors that may affect Claude Resources’ actual results,performance, achievements or financial position is contained in the filings by Claude Resourceswith the Canadian provincial securities commissions and the United States Securities and ExchangeCommission.This list is not exhaustive of the factors that may affect Claude Resources’ forward-lookingstatements. These and other factors should be considered carefully and readers should not placeundue reliance on forward-looking statements. Claude Resources does not undertake any obligation toupdate publicly or to revise any of the included forward-looking statements, whether as a result ofnew information, future events or otherwise, except in accordance with applicable securities law.**Additional Information**Additional information related to the Company is available at www.sedar.com andwww.clauderesources.com.
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