Exhibit 99.2
 DENISON MINES CORP.
 INTRODUCTION
  www.sedar.com www.sec.gov/edgar.shtml
 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
    http://www.sedar.com, http://www.sec.gov




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##### 



DENISON MINES CORP.
 Cautionary Note to United States Investors Concerning Estimates of Measured, Indicated and Inferred
Resources: United States investors
are cautioned not to assume that all or any part of Measured or Indicated Mineral Resources will
ever be converted into Mineral Reserves. United States investors are also cautioned not to assume
that all or any part of an Inferred Mineral Resource exists, or is economically or legally
mineable.
 2010 HIGHLIGHTS
 
    
    Denisons 2010 production totaled 1,442,000 pounds uranium oxide
(U3O8) and 2,347,000 pounds of vanadium blackflake
(V2O5).
    
    Uranium sales were 1,839,000 pounds U3O8 at an average price of
$47.67 per pound.
    
    Vanadium sales totaled 541,000 pounds V2O5 at an average price of
$6.44 per pound and 1,003,000 pounds of ferrovanadium (FeV) at an average price of $13.40
per pound.
    
    At the end of 2010 the Company had 87,000 pounds U3O8 and 679,000
pounds V2O5 and 11,000 pounds FeV in inventory available for sale.
Based on spot market prices at December 31, 2010, this inventory has a value of $9,800,000.
    
    Denison is essentially debt-free and has a cash balance of $97.6 million.
    
    The Company received initial estimates of mineral resources at Zones A and B at the
Phoenix deposit at the Wheeler River project in the Athabasca Basin in northern
Saskatchewan by SRK Consulting (Canada) Inc., which was retained to independently review
and audit the resources in accordance with the requirements of National Instrument 43-101.
The report estimated indicated mineral resources at Zone A containing 35,640,000 pounds
(the Companys share 21,380,000 pounds) at an average grade of 18.0%
U3O8 and inferred mineral resources at Zone B containing 3,810,000
pounds (the Companys share, 2,290,000 pounds) at an average grade of 7.3%
U3O8 based on a cut-off grade of 0.8% U3O8.
Denison is encouraged by these estimates for the potential of Wheeler River in terms of its
high grade and size.
    
    The Company began development of its Pinenut mine in Arizona in the fourth quarter.
Production is expected to commence in 2012.
    
    The Company completed equity issues in December raising aggregate gross proceeds of
$64,769,000.
    
    In Zambia, the Company was granted mining licences for its Mutanga and Dibwe properties.
These licences are for a period of 25 years.
 ABOUT DENISON
     - 2 -




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DENISON MINES CORP.
  Strategy
  The Uranium Industry
  Uranium Demand
  ) 3 8
  Primary Uranium Supply
    - 3 -




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##### 



DENISON MINES CORP.
 Secondary Uranium Supply
     Uranium Prices
  3 8 3 8
 3 8
 Competition
   Marketing Uranium
   - 4 -




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DENISON MINES CORP.
 3 8
  The Vanadium Market
       Vanadium Marketing
 2 5
  - 5 -




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##### 



DENISON MINES CORP.
 SELECTED ANNUAL FINANCIAL INFORMATION
  Three Months ended
    
    
    Year ended
    
    
    Year ended
    
    
    Year endedDec. 31
    
    
    Dec. 31
    
    
    Dec. 31
    
    
    Dec. 31(in thousands)
    
    2010
    
    
    2010
    
    
    2009
    
    
    2008Results of Operations:Total revenues
    
    $
    39,232
    
    
    $
    128,320
    
    
    $
    79,170
    
    
    $
    123,184Net income (loss)
    
    
    (12,297
    )
    
    
    (14,235
    )
    
    
    (147,012
    )
    
    
    (80,648
    )Basic earnings (loss) per share
    
    
    (0.04
    )
    
    
    (0.04
    )
    
    
    (0.51
    )
    
    
    (0.42
    )Diluted earnings (loss) per share
    
    
    (0.04
    )
    
    
    (0.04
    )
    
    
    (0.51
    )
    
    
    (0.42
    )
 As at Dec. 31,
    
    
    As at Dec. 31,
    
    
    As at Dec. 31,2010
    
    
    2009
    
    
    2008Financial Position:Working capital
    
    $
    137,098
    
    
    $
    75,578
    
    
    $
    34,655Long-term investments
    
    
    2,955
    
    
    
    10,605
    
    
    
    10,691Property, plant and equipment
    
    
    714,458
    
    
    
    691,039
    
    
    
    717,433Total assets
    
    
    952,474
    
    
    
    867,981
    
    
    
    885,702Total long-term liabilities
    
    $
    131,373
    
    
    $
    127,931
    
    
    $
    249,716
 RESULTS OF OPERATIONS
 General
  Revenues
 3 8 3 8
 3 8 3 8
 2 5 2 5
 2 5 2 5
  - 6 -




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##### 



DENISON MINES CORP.
   Operating Expenses
 Milling and Mining Expenses
 3 8 3 8
 1 3 8 3 8
 3 8
  3 8 2 5 3 8 2 5 3 8 2 5 3 8 2 5
 3 8 2 5 3 8
 1 3 8 3 8
 3 8 2 5
  
 1
    
    Production costs include the costs of mining the ore
fed to the mill in the period plus the costs of milling less a credit for
vanadium produced in the period and excluding depreciation and amortization,
which is a non-GAAP measure.  - 7 -




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DENISON MINES CORP.
       - 8 -




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DENISON MINES CORP.
 Other
  Sales Royalties and Capital Taxes
  Mineral Property Exploration
       - 9 -




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DENISON MINES CORP.
 General and Administrative
  Stock Option Expense
  Other Income and Expenses
  OUTLOOK FOR 2011
 3 8 2 5 3 8
 3 8 2 5
     - 10 -




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##### 



DENISON MINES CORP.
    SUMMARY OF QUARTERLY FINANCIAL RESULTS
 2010
    
    
    2010
    
    
    2010
    
    
    2010(in thousands)
    
    Q4
    
    
    Q3
    
    
    Q2
    
    
    Q1Total revenues
    
    $
    39,232
    
    
    $
    39,883
    
    
    $
    27,230
    
    
    $
    21,975Net income (loss)
    
    
    (12,297
    )
    
    
    (9,521
    )
    
    
    16,672
    
    
    
    (9,089
    )Basic and diluted earnings (loss)
per share
    
    
    (0.04
    )
    
    
    (0.03
    )
    
    
    0.05
    
    
    
    (0.03
    )
 2009
    
    
    2009
    
    
    2009
    
    
    2009(in thousands)
    
    Q4
    
    
    Q3
    
    
    Q2
    
    
    Q1Total revenues
    
    $
    31,052
    
    
    $
    12,748
    
    
    $
    13,372
    
    
    $
    21,998Net income (loss)
    
    
    (36,127
    )
    
    
    (91,343
    )
    
    
    (18,215
    )
    
    
    (1,327
    )Basic and diluted earnings (loss)
per share
    
    
    (0.11
    )
    
    
    (0.27
    )
    
    
    (0.07
    )
    
    
    (0.01
    )
 LIQUIDITY AND CAPITAL RESOURCES
       - 11 -




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##### 



DENISON MINES CORP.
    OFF-BALANCE SHEET ARRANGEMENTS
  TRANSACTIONS WITH RELATED PARTIES
 
  Three Months
    
    
    Three Months
    
    
    Year
    
    
    YearEnded
    
    
    Ended
    
    
    Ended
    
    
    EndedDec. 31,
    
    
    Dec. 31,
    
    
    Dec. 31,
    
    
    Dec. 31,(in thousands)
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009RevenueManagement fees (including expenses)
    
    
    487
    
    
    
    397
    
    
    
    1,614
    
    
    
    1,541Commission fees on purchase and sale of uranium
    
    
    
    
    
    
    239
    
    
    
    962
    
    
    
    981Total
    
    
    487
    
    
    $
    636
    
    
    
    2,576
    
    
    $
    2,522
  3 8 3 8 3 8 3 8 3 8
  - 12 -




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DENISON MINES CORP.
   Korea Electric Power Corporation (KEPCO)
 3 8
 OUTSTANDING SHARE DATA
  CONTROLS AND PROCEDURES
  Internal Control  Integrated Framework
  CRITICAL ACCOUNTING ESTIMATES
   - 13 -




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DENISON MINES CORP.
  Depletion and Amortization of Property, Plant and Equipment
  Impairment of Long-Lived Assets
  Goodwill
  Inventory
  Future Tax Assets and Liabilities
   - 14 -




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DENISON MINES CORP.
 Provision for Other than Temporary Impairment in the Value of Investments
  Asset Retirement Obligations
  Stock-Based Compensation
  Retiree Benefit Obligation
  NEW ACCOUNTING STANDARDS ADOPTED
  (a)
    
    CICA Handbook Section 1582 Business Combinations, Section 1601 Consolidated Financial
Statements and Section 1602 Non-Controlling Interests which replace the former CICA 1581
Business Combinations and CICA 1600 Consolidated Financial Statements and establish a new
section for accounting for a non-controlling interest in a subsidiary. These sections provide
the Canadian equivalent to FASB Statements No.141(R) Business Combinations and No.160
Non-Controlling Interests in Consolidated Financial Statements. CICA 1582 is effective for
business combinations for which the acquisition date is on or after the beginning of the first
annual reporting period after January 1, 2011. CICA 1601 and CICA 1602 apply to interim and
annual consolidated financial statements relating to years beginning on or after January 1,
2011 although early adoption is permitted. CICA 1582, which replaces Handbook Section 1581,
Business Combinations, establishes standards for the measurement of a
  - 15 -




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##### 



DENISON MINES CORP.
 business combination and
the recognition and measurement of assets acquired and liabilities assumed. CICA 1601, which replaces Handbook Section 1600, carries
forward the existing Canadian guidance on aspects of the preparation of consolidated financial
statements subsequent to acquisition other than non-controlling interests. CICA 1602 establishes
guidance for the treatment of non-controlling interests subsequent to acquisition through a
business combination. The Company has early adopted all three sections effective January 1,
2010. There was no impact to the Companys financial statements from adopting these standards.
 ACCOUNTING STANDARDS ISSUED BUT NOT YET ADOPTED
  (a)
    
    In February 2008, the Accounting Standards Board announced that Canadian publicly accountable
enterprises will be required to adopt International Financial Reporting Standards (IFRS)
effective January 1, 2011. As a result, the Company will publish its first consolidated
financial statements, prepared in accordance with IFRS, for the quarter ending March 31, 2011.
The Company will also provide comparative data on an IFRS basis including an opening balance
sheet as at January 1, 2010.
 CONVERSION TO INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)
    
    
    Initial diagnostic phase
    
    Impact analysis and design phase
    
    Implementation phase
     Preliminary IFRS Consolidated Opening Balance Sheet
   - 16 -




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##### 



DENISON MINES CORP.
  PreliminaryAs at
    
    
    Effect of
    
    
    as atDecember 31, 2009
    
    
    Conversion to
    
    
    January 1, 2010(in thousands) (unaudited)
    
    REF
    
    
    Canadian GAAP basis
    
    
    IFRS
    
    
    IFRS basisASSETSCurrentCash and cash equivalents
    
    
    
    
    
    
    19,804
    
    
    
    
    
    
    
    19,804Trade and other receivables
    
    
    
    
    
    
    13,773
    
    
    
    
    
    
    
    13,773Inventories
    
    
    
    
    
    
    52,216
    
    
    
    
    
    
    
    52,216Prepaid expenses and other
    
    
    A
    
    
    
    1,607
    
    
    
    (3
    )
    
    
    1,60487,400
    
    
    
    (3
    )
    
    
    87,397Inventories  ore in stockpiles
    
    
    
    
    
    
    1,530
    
    
    
    
    
    
    
    1,530Investments
    
    
    
    
    
    
    10,605
    
    
    
    
    
    
    
    10,605Prepaid expense and other
    
    
    
    
    
    
    287
    
    
    
    
    
    
    
    287Restricted cash and investments
    
    
    
    
    
    
    21,656
    
    
    
    
    
    
    
    21,656Property, plant and equipment
    
    
    B
    
    
    
    691,039
    
    
    
    (369,644
    )
    
    
    321,395Intangibles
    
    
    
    
    
    
    4,436
    
    
    
    
    
    
    
    4,436Goodwill
    
    
    C
    
    
    
    51,028
    
    
    
    (51,028
    )
    
    
    Total Assets
    
    
    
    
    
    
    867,981
    
    
    
    (420,675
    )
    
    
    447,306LIABILITIESCurrentAccounts payable and accrued liabilities
    
    
    D
    
    
    
    9,508
    
    
    
    218
    
    
    
    9,726Current portion of long-term liabilitiesPost employment benefits
    
    
    
    
    
    
    380
    
    
    
    
    
    
    
    380Reclamation and remediation
obligations
    
    
    
    
    
    
    752
    
    
    
    
    
    
    
    752Debt obligations
    
    
    
    
    
    
    869
    
    
    
    
    
    
    
    869Other long-term liabilities
    
    
    
    
    
    
    313
    
    
    
    
    
    
    
    31311,822
    
    
    
    218
    
    
    
    12,040Deferred revenue
    
    
    
    
    
    
    3,187
    
    
    
    
    
    
    
    3,187Provision for post-employment benefits
    
    
    
    
    
    
    3,426
    
    
    
    
    
    
    
    3,426Reclamation and remediation obligations
    
    
    
    
    
    
    17,154
    
    
    
    
    
    
    
    17,154Debt obligations
    
    
    
    
    
    
    195
    
    
    
    
    
    
    
    195Other long-term liabilities
    
    
    
    
    
    
    1,051
    
    
    
    
    
    
    
    1,051Deferred income taxes
    
    
    E
    
    
    
    102,918
    
    
    
    (88,856
    )
    
    
    14,062139,753
    
    
    
    (88,638
    )
    
    
    51,115SHAREHOLDERS EQUITYShare capital
    
    
    F
    
    
    
    849,488
    
    
    
    848
    
    
    
    850,336Share purchase warrants
    
    
    
    
    
    
    5,830
    
    
    
    
    
    
    
    5,830Contributed surplus
    
    
    
    
    
    
    39,922
    
    
    
    
    
    
    
    39,922Deficit
    
    
    G
    
    
    
    (242,494
    )
    
    
    (260,987
    )
    
    
    (503,481
    )Accumulated other comprehensive income
    
    
    H
    
    
    
    75,482
    
    
    
    (71,898
    )
    
    
    3,584Total Liabilities and Equity
    
    
    
    
    
    
    867,981
    
    
    
    (420,675
    )
    
    
    447,306
  - 17 -




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##### 



DENISON MINES CORP.
  A.
    
    Prepaid and other assets
Adjustment results from moving from the temporal to current rate method of foreign exchange
translation for Zambia prepaid assets.B.
    
    Property, plant and equipment
 Adjustment to property, plant and equipment assets to reflect impairment amount calculated in accordance with IFRS
    
    
    (325,849
    )Adjustment results from moving from the temporal to current rate
method of foreign exchange translation for Zambia property,
plant and equipment assets
    
    
    (23,577
    )Adjustment to reflect the unwind of a deferred tax gross-up
related to the acquisition of assets of OmegaCorp.
    
    
    (20,218
    )Total adjustment to property, plant and equipment
    
    
    (369,644
    )
 C.
    
    Goodwill

Impairment of goodwill as calculated in accordance with IFRS.D.
    
    Accounts Payable

Effect of using US GAAP accounting for flow through shares due to the absence of IFRS
specific guidance. Recognition of the liability related to the premium between the quoted
price of the Companys shares at the flow-through share closing date and the amount the
investor pays for the actual flow-through shares.E.
    
    Deferred income taxes
 Elimination of deferred tax liability related to the acquisition of OmegaCorp.
    
    
    (20,218
    )Tax effects of other IFRS adjustments
    
    
    (68,638
    )Total adjustment to deferred income taxes
    
    
    (88,856
    )
 F.
    
    Share Capital

Effect of using US GAAP accounting for flow through shares due to the absence of IFRS
specific guidanceG.
    
    Deficit
 Adjustment results from moving from the temporal to current rate method of foreign exchange translation to opening balances of Zambia
    
    
    (23,580
    )Adjustment to reflect the unwind of a deferred tax gross-up
related to the acquisition of assets of OmegaCorp.
    
    
    (20,218
    )Adjustment to property, plant and equipment assets to reflect
impairment amount calculated in accordance with IFRS
    
    
    (325,849
    )Impairment of goodwill
    
    
    (51,028
    )Effect of using US GAAP accounting for flow through shares
    
    
    (1,066
    )Adjustment to deferred income taxes
    
    
    88,856Reset of cumulative translation adjustment account to zero
    
    
    71,898Total adjustment to deficit
    
    
    (260,987
    )
 H.
    
    Accumulated Other Comprehensive Income
Adjustment to reset cumulative translation gains to zero as per IFRS 1 election for
cumulative translation differences.
  - 18 -




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##### 



DENISON MINES CORP.
 Elected IFRS 1 Exemptions from Full Retrospective Application
  1.
    
    Business CombinationsThe Company elected to utilize the option in IFRS 1 to not apply IFRS 3 retrospectively to
business combinations completed prior to January 1, 2010. The impact of this policy
decision is that all prior business combinations will continue to be accounted for as they
originally were under Canadian GAAP.2.
    
    Cumulative Translation DifferencesIFRS 1 provides the option to reset the cumulative translation account within other
comprehensive income to zero as of the date of transition to IFRS as an alternative to
calculating the retrospective cumulative translation adjustments required to be in
compliance with the principles of IAS 21 for the periods prior to transition.3.
    
    Property, Plant and EquipmentIFRS 1 provides the option to record assets, on an item by item basis, at fair value on
transition or at an earlier date as an alternative to full retrospective application of IFRS
in accounting for the assets. Denison chooses to adopt this transition policy on an asset
by asset basis for its property, plant and equipment and its mineral property assets.
 Adoption of IFRS 6 for Exploration and Evaluation Expenditures
    1.
    
    Right to explore has, or will in the near future, expire and renewal is not expected;2.
    
    Further exploration and evaluation expenditures are not budgeted or planned;3.
    
    Decision was made to discontinue activities due to lack of discovery; or4.
    
    Development is likely but the exploration and evaluation asset is unlikely to be
recovered in full.
  Key IFRS Accounting Policies
  Foreign Currency Translation
   - 19 -




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##### 



DENISON MINES CORP.
   Income Taxes
  Flow-Through Shares
  Property, Plant and Equipment
 Property, Plant and Equipment
 Mineral Property Interests
   - 20 -




---



##### 



DENISON MINES CORP.
  Mineral Properties  Joint Interests
 Canadian Properties
  Impairment Evaluations
 Impairment Reversals
 Provision for Environmental Rehabilitation
      - 21 -




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##### 



DENISON MINES CORP.
 CONTRACTUAL OBLIGATIONS
 
 AfterTotal
    
    
    1 Year
    
    
    2-3 Years
    
    
    4-5 Years
    
    
    5 YearsDebt Obligations
    
    $
    405
    
    
    
    200
    
    
    
    189
    
    
    
    16
    
    
    $
    Operating lease and other obligations
    
    $
    22,167
    
    
    
    13,551
    
    
    
    6,526
    
    
    
    2,090
    
    
    
    
 ENVIRONMENTAL RESPONSIBILITY
     RESEARCH AND DEVELOPMENT
   - 22 -




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##### 



DENISON MINES CORP.
 RISK FACTORS
  Current Global Financial Conditions
  Market Price of Shares
  Dilution from Further Equity Financing
  Volatility and Sensitivity to Market Prices
 3 8 2 5
   - 23 -




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##### 



DENISON MINES CORP.
  Ability to Maintain Obligations Under Credit Facility and Other Debt
  Public Acceptance of Nuclear Energy and Competition from Other Energy Sources
  Uranium Industry Competition and International Trade Restrictions
 6
 Competition for Properties
  Replacement of Mineral Reserves and Resources
   - 24 -




---



##### 



DENISON MINES CORP.
 Imprecision of Mineral Reserve and Resource Estimates
  Decommissioning and Reclamation
   Technical Innovation and Obsolescence
  Property Title Risk
    - 25 -




---



##### 



DENISON MINES CORP.
   Production Estimates
   Mining and Insurance
     - 26 -




---



##### 



DENISON MINES CORP.
 Dependence on Issuance of Licence Amendments and Renewals
  Nature of Exploration and Development
     Governmental Regulation and Policy Risks
   - 27 -




---



##### 



DENISON MINES CORP.
   Operations in Foreign Jurisdictions
    Environmental, Health and Safety Risks
   - 28 -




---



##### 



DENISON MINES CORP.
 
  Aboriginal Title and Consultation Issues
  Credit Risk
  Currency Fluctuations
  Capital Intensive Industry; Uncertainty of Funding
  Dependence on Key Personnel and Qualified and Experienced Employees
   - 29 -




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##### 



DENISON MINES CORP.
  Disclosure and Internal Controls
  Potential Influence of KEPCO
   Conflicts of Interest
  Reliance on ARC as Operator
  Labour Relations
   - 30 -




---



##### 



DENISON MINES CORP.
 Indemnities
  QUALIFIED PERSON
   - 31 -