**Exhibit 99.4**

** **

|        |                  | **BDO Canada LLP** |                          | 600 Cathedral Place |
|--------|-----------------------|--------------------|-------------------------------|---------------------|
|   | Chartered Accountants |               | 925 West Georgia Street       |
|   |                  |               | Vancouver, BC, Canada V6C 3L2 |
|   |                  |               | Telephone: (604) 688-5421     |
|   |                  |               | Facsimile: (604) 688-5132     |
|   |                  |               | E-mail: vancouver@bdo.ca      |
|   |                  |               | www.bdo.ca                    |

 

### **IndependentAuditors’ Report**

 

## ***To The Shareholdersof***

## ***Minera Andes Inc.***

## *** ***

We have audited, before the effects of the adjustmentsas noted in Notes 2(a) and 13(h), the Consolidated Balance Sheet of MineraAndes Inc. as at December 31, 2008 and the Consolidated Statements ofOperations, Changes in Shareholders’ Equity, and Cash Flows for the year thenended. These financial statements are the responsibility of the Company’smanagement. Our responsibility is to express an opinion on these financialstatements based on our audit.

 

With respect to the consolidated financial statementsfor the year ended December 31, 2008 we conducted our audit in accordancewith Canadian generally accepted auditing standards and the standards of thePublic Company Accounting Oversight Board (United States). Those standardsrequire that we plan and perform an audit to obtain reasonable assurancewhether the financial statements are free of material misstatement. An auditincludes examining, on a test basis, evidence supporting the amounts anddisclosures in the financial statements. An audit also includes assessing theaccounting principles used and significant estimates made by management, aswell as evaluating the overall financial statement presentation.  We believe that our audit provides areasonable basis for our opinion.

 

In our opinion, the consolidated financial statements,prior to the adjustments as described in Notes 2(a) and 13(h), presentfairly, in all material respects, the financial position of the Company as at December 31,2008 and the results of its operations and its cash flows for the year ended December 31,2008 in accordance with Canadian generally accepted accounting principles.

 

As discussed in Note13(h), the Company has restated its Differences between Canadian and UnitedStates Generally Accepted Accounting Principles in relation to an error in theelimination of an intercompany interest amount and a reconciling error noted inthe depreciation and amortization method calculated on the mineral propertiesand deferred exploration asset within its investment in Minera Santa Cruz forthe year ended December 31, 2008.

 

As discussed in Note2(a), the Company restated its future tax expense and opening accumulateddeficit in relation to its interest income with Minera Santa Cruz for the yearended December 31, 2008.

 

----

 

We were not engaged toaudit, review, or apply any procedures to the adjustments as described in Notes2(a) and 13(h) and accordingly, we do not express an opinion or anyother form of assurance about whether such adjustments are appropriate and havebeen properly applied. Such adjustments were audited by KPMG LLP.

 

**(Signed) *BDO Canada LLP***

 

Chartered Accountants

 

Vancouver, Canada

March 24, 2009 (July 28,2009 as to the effects of the restatement discussed in Note 18 of theconsolidated financial statements not presented herein included in theAmendment No.2 of Form 40F/A for the year ended December 31, 2008),

 

**Comments by Auditors for U.S. Readers on Canada-U.S.Reporting Differences**

 

In the United States,reporting standards for auditors require the addition of an explanatoryparagraph (following the opinion paragraph) when the financial statements areaffected by conditions and events that cast doubt on the Company’s ability tocontinue as a going concern such as those described in Note 1 of the December 31,2008 consolidated financial statements. Our report to the shareholders dated March 24,2009 (July 28, 2009 as to the effects of the restatement discussed in Note18 of the consolidated financial statements not presented herein included inthe Amendment No.2 of Form 40F/A for the year ended December 31,2008), is expressed in accordance with Canadian reporting standards which donot present a reference to such conditions and events in the auditor’s reportwhen these are adequately disclosed in the December 31, 2008 consolidatedfinancial statements.

 

**(Signed) *BDO Canada LLP***

 

Chartered Accountants

 

Vancouver, Canada

March 24, 2009 (July 28,2009 as to the effects of the restatement discussed in Note 18 of the consolidatedfinancial statements not presented herein included in the Amendment No.2 of Form 40F/Afor the year ended December 31, 2008),

 

----