Exhibit 99E

AGNICO-EAGLE MINES LIMITED

CODE OF BUSINESS CONDUCT AND ETHICS

Introduction

The Code of Business Conduct and Ethics (the "Code of Ethics") embodies the commitment of Agnico-Eagle Mines Limited (the "Corporation") and its subsidiaries to
conduct our business in accordance with all applicable laws, rules and regulations and the highest ethical standards.All employees and members of our Board of Directors are
expected to adhere to those principles and procedures of the Code of Ethics that apply to them.

Compliance and Reporting

Any employee or director who becomes aware of any existing or potential violation of the Code of Ethics should promptly notify, in the case of employees, the
Vice-President, Finance and Chief Financial Officer ("Primary Ethics Contact"). In the case of directors, the Chief Executive Officer, the Chief Financial Officer and the principal
accounting officer (the "Senior Financial Officers"), any such situation should be reported to the Chair of the Board of Directors ("Secondary Ethics Contacts"). An employee or director who is unsure
of whether a violation has occurred should discuss the situation with the Primary or Secondary Ethics Contact. All reports will be treated confidentiality and it is the Corporation's policy not to
allow retaliation against anyone for reports of misconduct made in good faith.

Conflicts of Interest

A "conflict of interest" occurs when an individual's personal interest improperly interferes with the interests of the Corporation. Conflicts of interest are
prohibited as a matter of policy, unless they have been approved by the Corporation. In particular, an employee or director must never use or attempt to use his or her position at the Corporation to
obtain any improper personal benefit for himself or herself, for his or her family members or for any other person.

Any
employee or director who is aware of any situation that is or could reasonably be expected to give rise to a conflict of interest must discuss the matter promptly with the Primary or
Secondary Ethics Contact.

Public Disclosure

Information in the Corporation's public communications, including securities commission filings and communications with shareholders, must be full, fair,
accurate, timely and understandable. All employees and directors who are involved in the Corporation's disclosure process, including the Senior Financial Officers, are expected to act in furtherance
of this policy. In particular, these individuals are required to be familiar with the disclosure requirements for the Corporation and are prohibited from knowingly misrepresenting, omitting, or
causing others to misrepresent or omit, material facts about the Corporation to others, whether within or outside the Corporation, including the Corporation's independent auditors. Additionally, any
employee or director with a supervisory role in the Corporation's disclosure process is required to discharge his or her responsibilities diligently. For further guidance, employees and directors
should refer to the Corporation's statement of Disclosure Controls, Procedures and Policies.

Compliance with Laws, Rules and Regulations

Compliance with all applicable governmental laws, rules and regulations is essential to conducting our business. Each employee and director is expected to adhere
to the standards and restrictions imposed by those laws, rules and regulations.

Accountability

Employees and directors will be held accountable for their adherence to the Code of Ethics. Failure to observe the terms of the Code of Ethics may result in
disciplinary action, including termination of employment or removal from the Board of Directors. Violations of the Code of Ethics may also constitute violations of law and may result in civil or
criminal penalties for employees, directors and the Corporation.

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Corporate Opportunities

Employees and directors are expected to advance the Corporation's legitimate business interests when the opportunity to do so arises. Employees and directors may
not take for themselves (or direct to a third party) a business opportunity that is discovered through the use of the Corporation's property, information or position, unless the Corporation has
already been offered the opportunity and turned it down. More generally, employees and directors are prohibited from using corporate property, information or position to compete with the Corporation.

The
line between personal benefits and those of the Corporation is often difficult to draw and sometimes both personal and benefits to the Corporation may be derived from certain
activities. If an employee or director has any questions that a personal use of the Corporation's property or services may not solely be for the benefit of the Corporation, he or she should discuss
the matter with the Primary or Secondary Ethics Contact.

Confidentiality

In carrying out the Corporation's business, employees and directors often learn confidential or proprietary information about the Corporation, its customers,
suppliers, business partners, or other third parties. Employees and directors must respect and support the confidentiality of such information, except when disclosure is authorized or legally
mandated. Confidential or proprietary information includes, among other things, any non-public information concerning the Corporation, including its businesses, financial performance,
results or prospects, and any non-public information provided by a third party with the expectation that the information will be kept confidential and used solely for the business purpose
for which it was conveyed. Employees and directors should refer to the policies set forth in the Corporation's statement of Disclosure Controls, Procedures and Policies under "Disclosure of Material
Information", "Rumours", "Quiet Periods" and "Maintaining Confidentiality" for more detailed guidance on this topic.

Giving Gifts or Benefits

Employees must not offer or give on behalf of the Corporation extravagant gifts or excessive entertainment or benefits to others.

Modest
gifts and reasonable entertainment may be given for business purposes by appropriate employees, where legally permitted and in accordance with local business practices, to persons
or entities doing business or seeking to do business with the Corporation. No gift or entertainment should be of such value as to constitute a real personal enrichment of the recipient or to be
perceived as such. Cash or cash value vouchers are not to be given. Gifts or entertainment given on behalf of the Corporation should be of a nature and amount that avoid embarrassment and would not
reflect unfavourably on the Corporation or the recipient, if subjected to public scrutiny.

Receiving Gifts or Benefits

Employees must not use their position to obtain personal gain or benefit from those doing or seeking to do business with the Corporation. Employees must not seek
any gifts, payments, services, loans, or other benefits.

Employees
are required to select and deal with suppliers, customers and others doing or seeking to do business with the Corporation in a completely impartial manner and be perceived by
others to be acting in an impartial manner, without favour or preference based upon any considerations other than the best interests of the Corporation. Modest gifts and reasonable entertainment may
be received from business associates of the Corporation. No gift, favour or entertainment shall be of such a nature as might affect, or reasonably be perceived to affect, an employee's judgment or
conduct in matters involving the Corporation. Cash or cash value vouchers are not to be accepted. Gifts or benefits of a more substantial nature from customers or suppliers are not encouraged.
However, occasionally there are special circumstances that may apply and, in such cases, permission must be obtained from the Primary or Secondary Ethics Contact.

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Fair Dealing

We seek to outperform our competition fairly and honestly. We seek competitive advantages through superior performance, never through illegal or unethical
business practices. Stealing proprietary information, possessing or using trade secrets obtained without the owners consent, or inducing such disclosures by past or present employees of other
companies is prohibited.

Each
employee and director is expected to deal fairly with the Corporation's service providers, suppliers, competitors and employees. No employee or director should take unfair advantage
of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts or any other unfair dealing practice.

Equal Employment Opportunity and Harassment

Our personnel decisions are made on the basis of merit and contribution to the Corporation's success. Concern for the personal dignity and individual worth of
every person is an indispensable element in our standard of conduct. The Corporation affords equal employment opportunity to all qualified persons without regard to any impermissible criterion or
circumstance. This means equal opportunity in regard to each
individual's terms and conditions of employment and in regard to any other matter that affects in any way the working environment of the employee. We do not tolerate or condone any type of
discrimination prohibited by law, including harassment. Employees who experience or observe work-related discrimination, harassment or similar problems are urged to report them to the
Primary or Secondary Ethics Contact.

Insider Trading

Securities legislation in Canada requires the Corporation to disclose material information in a timely manner. It also seeks to protect the public from abuse of
material information by insiders of the Corporation before it is generally disclosed by imposing sanctions for such abuse. These sanctions may be imposed on directors and senior officers of the
Corporation and other persons who have access to undisclosed material information about the Corporation as a result of that person's relationship with the Corporation (or an insider of the
Corporation). They could, for example, be imposed on employees, family members of the Corporation's employees and on other persons who learn of undisclosed material information through the
Corporation's employees.

It
is both illegal and against policy for any employee or director who is aware of material non-public information relating to the Corporation, any of its customers,
suppliers, service providers or other business partners, or any other company to buy or sell any securities of those issuers or to pass on the information to anyone else under circumstances that
suggest the other person may buy or sell securities based on the information. Accordingly, insiders and employees with knowledge of confidential or material information about the Corporation, or
counter-parties in negotiations of material potential transactions, are prohibited from trading shares in the Corporation or any counter-party until the confidential or material information has been
fully disclosed and a reasonable period of time has passed for such information to be widely disseminated.

Material
information is information that would reasonably be expected to result in a significant change in, or to have a significant effect on, the market price or the value of a
corporation's securities or which could affect the decision of a reasonable investor to invest in a corporation's securities. Examples include:



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This
is not an exhaustive list and other information may also constitute material information.

To
prevent insider trading violations and avoid embarrassing situations both for the Corporation and employees and directors, all employees, officers or directors of the Corporation are
prohibited from selling
or buying securities of the Corporation at frequent intervals or selling such securities short at any time. Purchases of the Corporation's securities should be made for long term investment rather
than for speculative purposes. In addition, management-level employees, officers or directors of the Corporation must consultin writingwith and obtain
clearancein writingfrom the Primary or Secondary Ethics Contact before buying or selling securities of the Corporation or exercising any of the
Corporation's options. Unless it is clear that there is no undisclosed material information concerning the Corporation, clearance to complete a proposed trade will be denied. The Corporation's policy
is to err on the side of caution in granting or denying trading clearance in recognition of the fact that trades that create notoriety, even if they are ultimately found to be proper, tarnish the
Corporation's goodwill and reputation, especially among its shareholders and analysts. Approvals for a proposed transaction will be effective for three days, unless revoked prior to that time. No
shares of the Corporation may be purchased or sold or options exercised after that three day period ends unless the approval is renewed.

Trading
blackout periods will apply to those directors, officers and management-level employees during periods when financial statements are being prepared but results have not yet been
publicly disclosed. The blackout period commences on the first day of the month following the end of an interim quarter and ends on the second business day following the issuance of a news release
disclosing quarterly results. At December 31st only, the blackout period will commence on January 15th of the following year, and end on the second business
day following the issuance of a news release disclosing the audited year end results.

Blackout
periods may be prescribed from time to time by the Disclosure Committee as a result of special circumstances relating to the Corporation pursuant to which insiders of the
Corporation would be precluded from trading in securities of the Corporation. All parties with knowledge of such special circumstances should be covered by the blackout. Such parties may include
external advisors such as legal counsel, investment bankers and counter-parties in negotiations of material potential transactions. The trading blackout periods do not apply to purchases and sales
made pursuant to the Corporation's Dividend Reinvestment Plan or Incentive Share Purchase Plan.

Transactions
that may be necessary or justifiable for independent reasons, including emergency expenditures and transactions planned before the employee or director learned the material
information, are not exceptions to the foregoing trading restrictions. Even the appearance of an improper transaction must be avoided to prevent any potential risk to the Corporation or the
individual. Violations of insider trading laws may be punishable by fines or imprisonment.

Certain
"insiders" are obliged to file reports for all trades made by them in the Corporation's securities. The persons subject to this obligation include:



These
insiders must file reports with various securities commissions in Canada. In order to ensure that insider trading reports are filed on a timely basis in all applicable
jurisdictions, all approved transactions once completed must be reported immediately by insiders to Virginia Delacruz at head office who will co-ordinate with such insiders the preparation
and filing of all necessary insider trading reports.

Waivers Of The Code Of Ethics

The Corporation may waive certain provisions of the Code of Ethics when deemed absolutely appropriate under the circumstances. Any employee or director who
believes that a waiver may be called for should discuss the matter with the Primary or Secondary Ethics Contact. Waivers for executive officers (including Senior Financial Officers) or directors of
the Corporation may be made only by the Board of Directors or a committee of the Board. Waivers will be disclosed as required under applicable securities commission and stock exchange rules.

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