U.S.
      SECURITIES AND EXCHANGE COMMISSION




Washington,
      D.C. 20549




**FORM
      40-F**




[Check
                One]o
            
            REGISTRATION
                STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF
                1934ORx
            
            ANNUAL
                REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE
                ACT
                OF 1934





For
                the fiscal year ended:
            
            Commission
                File No.December 31,
                2006
            
            001-12003




**MERIDIAN
      GOLD INC.**


(Exact
      name of Registrant as specified in its charter)




Not
      Applicable




(Translation
      of Registrant’s name into English (if applicable))


Canada
            
            1040
            
            88-0226676(Province
                or other jurisdiction of incorporation or organization)
            
            (Primary
                Standard Industrial Classification Code Number (if
                applicable))
            
            (I.R.S.
                Employer Identification Number (if
                applicable))




Meridian
      Gold Inc.




9670
      Gateway Drive


Reno,
      NV 89521-3952


Telephone:
      (775) 850-3777




(Address
      and telephone number of Registrant`s principal executive offices)




Peter
      C. Dougherty


Vice
      President, Finance and Chief Financial Officer


Meridian
      Gold Inc.


9670
      Gateway Drive


Reno,
      NV 89521-3952


Telephone:
      (775) 850-3777







(Name,
      address (including zip code) and telephone number




(including
      area code) of agent for service in the United States)














Securities
      registered or to be registered pursuant to Section 12(b) of the Act.


Title
                of each class
            
            Name
                of each exchange on which registeredCommon
                Shares, no par value
            
            New
                York Stock ExchangeRights
                to acquire Common Shares,
            
            Toronto
                Stock Exchangeno
                par value




Securities
      registered or to be registered pursuant to Section 12(g) of the Act.


Not
      Applicable


(Title
      of Class)




Securities
      for which there is a reporting obligation pursuant to Section 15(d) of the
      Act.


Not
      Applicable


(Title
      of Class)


For
      annual reports, indicate by check mark the information filed with this Form:


x
            Annual
                information form
            
            x
            Audited
                annual financial statements




Indicate
      the number of outstanding shares of each of the issuer’s classes of capital or
      common stock of the close of the period covered by the annual report.




At
      December 31, 2006, 101,090,400 common shares of the Registrant were
      outstanding.




Indicate
      by check mark whether the Registrant by filing the information contained in
      this
      Form is also thereby furnishing the information to the Commission pursuant
      to
      Rule 12g3-2(b) under the Securities Exchange Act of 1934 (the “Exchange
      Act”). If “Yes” is marked, indicate the file number assigned to the Registrant
      in connection with such Rule.


Yes
            o
            
            No
            x




Indicate
      by check mark whether the Registrant (1) has filed all reports required to
      be filed by Section 13 or 15(d) of the Exchange Act during the preceding
      12 months (or for such shorter period that the Registrant was required to
      file such reports) and (2) has been subject to such filing requirements for
      the past 90 days. Yes
              x
              
              No
              o










**MERDIAN
      GOLD, INC.**


**ANNUAL
      REPORT ON FORM 40-F**




**DOCUMENTS
      FILED PURSUANT TO GENERAL INSTRUCTIONS**




In
      accordance with General Instruction B(3) of Form 40-F, the Registrant hereby
      files Exhibit 99.1 (its Annual Information Form) Exhibit 99.2 (its Management’s
      Discussion and Analysis) Exhibit 99.3 (its Audited Consolidated Financial
      Statements) and Exhibit 99.4 (its Notice of Meeting and Management Information
      Circular and Proxy Statement) as set forth in the Exhibit Index hereto.




In
      accordance with General Instruction B(6)(a)(1) of Form 40-F, the Registrant
      hereby files Exhibit 99.5 (the CEO certification pursuant to Section 302 of
      the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”)) and Exhibit 99.6 (the
      CFO certification pursuant to Section 302 of the Sarbanes-Oxley Act) as set
      forth in the Exhibit Index hereto.




In
      accordance with General Instruction B(6)(a)(2) of Form 40-F, the Registrant
      hereby files Exhibit 99.7 and 99.8 (the certification pursuant to
      Section 906 of the Sarbanes-Oxley Act) as set forth in the Exhibit Index
      hereto.




In
      accordance with General Instruction D(9) of Form 40-F, the Registrant hereby
      files Exhibit 99.9 (the consent of KPMG LLP), Exhibit 99.10 (Engineer Consents)
      as set forth in the Exhibit Index hereto.


**Disclosure
      Controls and Procedures**




We
      carried out an evaluation under the supervision and with the participation
      of
      our management, including our chief executive officer and chief financial
      officer, of the effectiveness of the design and operation of our disclosure
      controls and procedures as of December 31, 2006. There are inherent
      limitations to the effectiveness of any system of disclosure controls and
      procedures, including the possibility of human error and the circumvention
      or
      overriding of the controls and procedures. Accordingly, even effective
      disclosure controls and procedures can only provide reasonable assurance of
      achieving their control objectives. Based upon our evaluation, our chief
      executive officer and chief financial officer concluded that the disclosure
      controls and procedures as of December 31, 2006 were effective to provide
      reasonable assurance that information required to be disclosed in the reports
      we
      file and submit under the Securities Exchange Act of 1934, as amended, is
      recorded, processed, summarized and reported as and when required, and that
      it
      is accumulated and communicated to our management, including our chief executive
      officer and chief financial officer, as appropriate to allow timely decisions
      regarding required disclosure.




**Management’s
      Report on Internal Control over Financial Reporting; Attestation report of
      Registered Public Accounting Firm on Management’s Assessment of Internal Control
      Over Financial Reporting**




Management’s
      report on internal control over financial reporting and the related attestation
      report issued by KPMG LLP of the audited consolidated financial statements
      contained in Exhibit 99.3 are incorporated herein by reference.




**Changes
      in Internal Control over Financial Reporting**




There
      has been no change in our internal control over financial reporting during
      fiscal year 2006 that has materially affected, or is reasonably likely to
      materially affect, our internal control over financial reporting.




**Identification
      of the Audit Committee**




The
      section “Audit Committee Information” in our Annual Information Form attached as
      exhibit 99.1 is incorporated herein by reference.




**Audit
      Committee Financial Expert**




All
      of the members of the Audit Committee are financially literate and our Board
      has
      determined that Richard P. Graff qualifies as a financial expert and that Mr.
      Graff, Christopher R. Lattanzi and Gerard Munera are independent under the
      applicable New York Stock Exchange independence standards.









**Code
      of Ethics**




We
      have adopted a Code of Ethics which applies to our Chief Executive Officer
      and
      senior financial officers. The code of ethics is posted on our website at *www.meridiangold.com.*




**Principal
      Accountant Fees and Services**




The
      disclosure provided in Exhibit 99.1 under the heading “External Auditor Service
      Fees” is incorporated herein by reference.




**Tabular
      Disclosure of Contractual Obligations**




The
      disclosure provided in Exhibit 99.3 under the heading “Contractual Obligations
      and Commitments” is incorporated herein by reference.









**MERIDIAN
      GOLD INC.**


**FORM
      40-F DECEMBER 31, 2006**


**CONTROLS
      AND PROCEDURES**




As
      of the end of the period covered by this report, an evaluation was carried
      out
      under the supervision of and with the participation of the registrant’s
      management, including our President and Chief Executive Officer and Vice
      President, Finance and Chief Financial Officer, of the effectiveness of our
      disclosure controls and procedures (as defined in Rule 13a-14(c)) under the
      Securities Act of 1934. Based on that evaluation our President and Chief
      Executive Officer and Vice President, Finance and Chief Financial Officer
      concluded that the design and operation of these disclosure controls and
      procedures were effective. No significant changes were made in our internal
      controls or in other factors that could significantly affect these controls
      subsequent to the date of their evaluation.




**UNDERTAKING
      AND CONSENT TO SERVICE OF PROCESS**


The
      Registrant undertakes to make available, in person or by telephone,
      representatives to respond to inquiries made by the Securities and Exchange
      Commission (“SEC”) staff, and to furnish promptly, when requested to do so by
      the SEC staff, information relating to: the securities registered pursuant
      to
      Form 40-F; the securities in relation to which the obligation to file an
      annual report on Form 40-F arises; or transactions in said securities.






Consent
      to Service of Process on Form F-X in connection with the Common Shares of
      the Registrant been filed with the Securities and Exchange Commission.




**SIGNATURE**


Pursuant
      to the requirements of the Exchange Act, the Registrant certifies that it meets
      all of the requirements for filing on Form 40-F and has duly caused this
      annual report signed on its behalf by the undersigned, thereto duly authorized.




Dated:
      March 28, 2007




Meridian
      Gold Inc.




By: /s/
      Peter C. Dougherty




Name:
      Peter C. Dougherty


Title:
      Vice President, Finance and Chief Financial Officer





























**EXHIBIT
      INDEX**





**Number**
            **Description**99.1
            Annual
                Information Form for the year ended December 31, 200699.2
            Management’s Discussion
              and Analysis for the fiscal year ended December 31, 200699.3
            Audited
                consolidated financial statements and the notes thereto for the fiscal
                years ended December 31, 2006 and 2005, together with the report
                of the
                auditors thereon99.4
            Notice
                of Meeting and Management Information Circular and Proxy
                Statement99.5
            CEO
                Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
                200299.6
            CFO
                Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
                200299.7
            Certification
                pursuant to Section 906 of the Sarbanes-Oxley Act of
                200299.8
            Certification
                pursuant to Section 906 of the Sarbanes-Oxley Act of
                200299.9
            Consent
                of KPMG LLP99.10
            Engineering
                consents