EXHIBIT
99.11


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              KPMG
      LLPChartered
      Accountants600-128
      4th Avenue
      SouthSaskatoon
      Saskatchewan S7K 1M8
                Canada
              Telephone  Fax  Internet
              (306)
      934-6200(306)
      934-6233              
      www.kpmg.ca


AUDITORS'
REPORT ON RECONCILIATION TO UNITED STATES GAAP




To
the Board of Directorsof Claude Resources
Inc.




On
March 27, 2009, we reported on the consolidated balance sheets of Claude
Resources Inc. ("the Company") as at December 31, 2008 and 2007 and the
consolidated statements of earnings (loss), comprehensive income (loss),
shareholders’ equity, and cash flows for the years then ended which are included
in the annual report on Form 40-F. In connection with our audits of the
aforementioned consolidated financial statements, we also have audited the
related supplemental note entitled "Reconciliation to United States GAAP"
included in the Form 40-F. This supplemental note is the responsibility of
the Company’s management. Our responsibility is to express an opinion on this
supplemental note based on our audits.




In
our opinion, such supplemental note, when considered in relation to the basic
consolidated financial statements taken as a whole, presents fairly, in all
material respects, the information set forth therein.







Chartered
Accountants







/s/ KPMG
    LLPSaskatoon, Canada

                      March
      27, 2009 KPMG
      LLP, is a Canadian limited liability partnership and a member firm of the
      KPMG
                            network
      of independent member firms affiliated with KPMG International, a Swiss
      cooperative.
                            KPMG
      Canada provides services to KPMG
LLP.







COMMENTS
BY AUDITORS FOR US READERS ON CANADA


-
US REPORTING DIFFERENCES





To
the Board of Directors of Claude Resources Inc.




In
the United States, reporting standards for auditors require the addition of an
explanatory paragraph (following the opinion paragraph):




•
              that
      refers to the audit report on the Company’s internal control over
      financial reporting. Our report to the shareholders dated March 27, 2009
      is expressed in accordance with Canadian reporting standards, which do not
      require a reference to the auditors’ report on the Company's internal
      control over financial reporting in the financial statement auditors'
      report.








Chartered
Accountants









/s/ KPMG
    LLPSaskatoon, Canada

                      March
      27, 2009


RECONCILIATION TO UNITED STATES
GAAP
  Claude Resources Inc - Reconciliation
to United States GAAP
  The
consolidated financial statements of Claude Resources Inc. are expressed in
Canadian dollars in accordance with Canadian generally accepted accounting
principles (Canadian GAAP).  The following adjustments and disclosures
would be required in order to present these consolidated financial statements in
accordance with accounting principles generally accepted in the United States
(U.S. GAAP).
  a)  Balance
Sheets
  2008
                                        
                                        
                                        2007Mineral
      Properties - under Canadian GAAP
                                        
                                        $
                                        89,038
                                        
                                        
                                        $
                                        76,904Cumulative
      exploration expenditures expensed under U.S. GAAP (i)
                                        
                                        
                                        (35,251
                                        )
                                        
                                        
                                        (25,343
                                        )Cumulative
      Santoy 7 project expenditures (ii)
                                        
                                        
                                        (2,835
                                        )
                                        
                                        
                                        (5,589
                                        )Cumulative
      write-down adjustment (iii)
                                        
                                        
                                        (1,825
                                        )
                                        
                                        
                                        (1,825
                                        )Cumulative
      depreciation and depletion adjustment (iii)
                                        
                                        
                                        1,683
                                        
                                        
                                        
                                        1,647Mineral
      Properties - under U.S. GAAP
                                        
                                        $
                                        50,810
                                        
                                        
                                        $
                                        45,794Payables
      and accrued liabilities - under Canadian GAAP
                                        
                                        $
                                        11,235
                                        
                                        
                                        $
                                        8,536Cumulative
      liability for flow-through shares (v)
                                        
                                        
                                        -
                                        
                                        
                                        
                                        1,438Payables
      and accrued liabilities- under U.S. GAAP
                                        
                                        $
                                        11,235
                                        
                                        
                                        $
                                        9,974Shareholders’
      equityShare
      capital - under Canadian GAAP
                                        
                                        $
                                        83,960
                                        
                                        
                                        $
                                        85,591Reduction of
      stated capital (iv)
                                        
                                        
                                        55,000
                                        
                                        
                                        
                                        55,000Adjustment for
      flow-through shares (v)
                                        
                                        
                                        7,964
                                        
                                        
                                        
                                        5,724Adjustment for
      flow-through share premiums (v)
                                        
                                        
                                        (4,136
                                        )
                                        
                                        
                                        (4,136
                                        )Share
      capital - under U.S. GAAP
                                        
                                        
                                        142,788
                                        
                                        
                                        
                                        142,179Contributed
      SurplusContributed
      Surplus - Under Canadian GAAP
                                        
                                        
                                        1,748
                                        
                                        
                                        
                                        1,308Cumulative
      stock compensation costs implementation of FAS 123
                                        
                                        
                                        (25
                                        )
                                        
                                        
                                        (25
                                        )Contributed
      Surplus - under U.S. GAAP
                                        
                                        
                                        1,723
                                        
                                        
                                        
                                        1,283Retained
      earnings - under Canadian GAAP
                                        
                                        
                                        1,896
                                        
                                        
                                        
                                        1,513Reduction of
      stated capital (iv)
                                        
                                        
                                        (55,000
                                        )
                                        
                                        
                                        (55,000
                                        )Cumulative
      exploration expenses (i)
                                        
                                        
                                        (35,251
                                        )
                                        
                                        
                                        (25,343
                                        )Cumulative
      Santoy 7 project expenditures (ii)
                                        
                                        
                                        (2,835
                                        )
                                        
                                        
                                        (5,589
                                        )Cumulative
      depreciation and depletion adjustment (iii)
                                        
                                        
                                        1,683
                                        
                                        
                                        
                                        1,647Cumulative
      write-down adjustment (iii)
                                        
                                        
                                        (1,825
                                        )
                                        
                                        
                                        (1,825
                                        )Cumulative
      stock compensation costs implementation of FAS 123
                                        
                                        
                                        25
                                        
                                        
                                        
                                        25Cumulative
      impact of flow-through shares (v)
                                        
                                        
                                        (7,964
                                        )
                                        
                                        
                                        (5,724
                                        )Cumulative
      renunciation of tax deductions on flow-through shares (v)
                                        
                                        
                                        4,136
                                        
                                        
                                        
                                        2,698Deficit
      - under U.S. GAAP
                                        
                                        
                                        (95,135
                                        )
                                        
                                        
                                        (87,598
                                        )Accumulated
      other comprehensive incomeUnrealized loss
      on available-for-sale securities
                                        
                                        
                                        (532
                                        )
                                        
                                        
                                        (305
                                        )Shareholders’
      equity - under U.S. GAAP
                                        
                                        $
                                        48,844
                                        
                                        
                                        $
                                        55,559
  
  b)  Statements
of Earnings (Loss)
 2008
                            
                            
                            2007Net
      earnings (loss) - under Canadian GAAP
                            
                            $
                            383
                            
                            
                            $
                            (6,967
                            )Exploration
      expenditures (i)
                            
                            
                            (9,908
                            )
                            
                            
                            (11,556
                            )Depreciation
      and depletion on Santoy 7 (ii)
                            
                            
                            2,754
                            
                            
                            
                            468Depreciation
      and depletion adjustment on write down (iii)
                            
                            
                            36
                            
                            
                            
                            40Tax
      liability of flow-through shares (v)
                            
                            
                            (2,240
                            )
                            
                            
                            (1,705
                            )Renunciation of
      tax deductions on flow-through shares (v)
                            
                            
                            1,438
                            
                            
                            
                            777Net
      loss - under U.S. GAAP
                            
                            
                            (7,537
                            )
                            
                            
                            (18,943
                            )Other
      comprehensive income - under Canadian GAAP
                            
                            
                            (227
                            )
                            
                            
                            (768
                            )Comprehensive
      loss under U.S. GAAP
                            
                            
                            (7,764
                            )
                            
                            
                            (19,711
                            )Net
      loss per share under U.S. GAAPBasic
      and diluted
                            
                            $
                            (0.08
                            )
                            
                            $
                            (0.21
                            )
  c)
Operating Cash Flow
  Under
U.S. GAAP, cash flow from operations is reconciled from net earnings (loss)
rather than loss from continuing operations, as reported under Canadian GAAP.
Net Cash flows from operations are not impacted.
  i)
Mineral Property Exploration Expenditures
  Mineral
property exploration expenditures are capitalized in accordance with Canadian
GAAP as disclosed in Note 1 to the consolidated financial statements. For U.S.
GAAP purposes, the Company expenses, as incurred, exploration expenditures
relating to unproven mineral properties. When proven and probable reserves are
determined for a property and a final feasibility study determines the economic
recoverability of these reserves, development costs of the property are
capitalized.  Exploration properties with a net book value of $35,251
(2007 - $25,343) have been expensed for U.S. GAAP purposes.
  ii)
Commercial Production of Santoy 7
  During
2007, the Company’s Santoy 7 project achieved commercial
production.  Exploration costs of $6,057 capitalized for Canadian GAAP
purposes were reclassified to mine development costs.  Depletion
expense of $468 was recognized during the year.  These exploration
expenditures were expensed for U.S. GAAP purposes during 2007.  During
2008, the Company booked $2,754 of depletion relating to this
project.
  iii)
Write-down of Mineral Properties
  Under
both Canadian and U.S. GAAP, property, plant and equipment must be assessed for
potential impairment. If the cash flows are less than the carrying value of the
asset, under Canadian GAAP and U.S. GAAP, the impairment loss is calculated as
the amount by which the carrying value of the asset exceeds its fair value. Fair
value is calculated as the present value of estimated future net cash flows.
Under both Canadian and U.S. GAAP, impairment tests are calculated with cash
flows determined using only proven and probable reserves. Previously, under
Canadian GAAP, the impairment loss was calculated as the difference between the
carrying value of the asset and its recoverable amount calculated on an
undiscounted future cash flow basis. The resulting difference in the previous
period write-down between Canadian and U.S. GAAP also results in a difference in
the amount of depreciation and depletion charged to earnings.
  iv) Reduction of Stated
Capital
  Under
Canadian GAAP and by special resolutions of the shareholders, the Company
reduced its stated capital account by $40,000,000 in 2001 and $15,000,000 in
1994. This reduction in stated capital is not permitted under U.S. GAAP and
accordingly, has resulted in a cumulative increase in the share capital account
of $55,000,000 with a corresponding increase in the Company’s deficit
balance.
  v) Flow-through Share
Premiums
  Under
U.S. GAAP, the proceeds from the issuance of flow-through shares should be
allocated between the offering of shares and the sale of tax
benefits.  The allocation is based on the difference between the issue
price of flow-through shares and the fair value of the shares at the date of
issuance.  A liability is recorded for this difference and is
reversed  when tax benefits are renounced. To the extent that the
Company has available tax pools for which a full valuation allowance has been
provided, the premium is recognized in earnings as a reduction in the valuation
allowance at the time of renunciation of the tax pools. Under Canadian GAAP,
share capital is reduced and future income tax liabilities are increased by the
estimated income tax benefits renounced by the Company to the subscribers,
except to the extent that the Company has unrecorded loss carryforwards and tax
pools in excess of book value available for deduction against which a valuation
allowance has been provided.  In these circumstances, the future tax
liability reduces the valuation allowance and this reduction in the amount of
$2,240,000 (2007 - $1,705,000) has been recognized in earnings for Canadian GAAP
purposes.
  
  vi) Changes in Accounting
Policy
  Fair
Value Measurements
  In
September 2006, the FASB issued SFAS No. 157, Fair Value
measurements.  This guidance defines fair value, establishes a
framework for measuring fair value in generally accepted accounting principles
and expands disclosures about fair value measurements.  This statement
is effective for financial statements issued for fiscal years beginning after
November 15, 2007.  However, certain elements of the standard related
to non-financial assets and liabilities have been deferred to fiscal years
beginning on or after November 15, 2008.  The Company adopted the
effective portion of SFAS No. 157 during 2008 and the implementation of this
statement did not have a material impact on its consolidated financial
statements under U.S. GAAP.
  SFAS
No. 157 establishes a fair value hierarchy that prioritizes the inputs to
valuation techniques used to measure fair value. This hierarchy has three
levels, as outlined below:
  In
      Level 1, values are based on unadjusted quoted prices in active markets
      that are accessible at the measurement date for identical assets or
      liabilities.
  In
      Level 2, values are based on quoted prices in markets that are not active
      or model inputs that are observable either directly or indirectly for
      substantially the full term of the asset or
  liability.
  In
      Level 3, values are based on prices or valuation techniques that require
      inputs that are both unobservable and significant to the overall fair
      value measurement.
  The
Company’s financial assets and liabilities that are recorded at fair value on a
recurring basis are limited to the available for sale
securities.  These securities have been categorized as Level
I.
  Fair
Value Option for Financial Assets and Liabilities
  In
February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial
Assets and Liabilities (“FAS 159”).  FAS 159 provides an entity the
option to measure many financial instruments and certain other items at fair
value that are not otherwise currently required.  FAS 159 also
establishes presentation and disclosure requirements for assets and liabilities
measured at fair value in an effort to allow comparisons between entities that
choose alternative methods.  This guidance, effective January 1, 2008,
did not have an impact on the Company’s consolidated financial statements under
U.S. GAAP.
  vii) Future Changes in Accounting
Policy
  Business
Combinations
  In
December 2007, the FASB issued a revised standard on accounting for business
combinations, Statement No. 141(R), Business Combinations (“FAS
141(R)”).  FAS 141(R) specifies a number of changes including: an
expanded definition of a business, a requirement to measure all business
acquisitions at fair value, a requirement to measure noncontrolling interests at
fair value and a requirement to recognize acquisition-related costs as
expenses.  FAS 141(R) is applicable to business combinations occurring
after December 15, 2008.
  Noncontrolling
Interests in Consolidated Financial Statements
  In
December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in
Consolidated Financial Statements "FAS 160"; FAS 160 is a revised standard on
accounting for noncontrolling interest and transactions with noncontrolling
interest holders in consolidated financial statements.  This statement
specifies that noncontrolling interest are to be treated as a separate component
of equity, not as a liability or other item outside of equity.  This
standard requires net income and comprehensive income to be displayed for both
the controlling and the noncontrolling interest. Additional required disclosures
and reconciliation include a separate schedule that shows the effects of
any  transactions with the noncontrolling interests on the equity
attributable to the controlling interest.  The statement is effective
for periods beginning on or after December 15, 2008. FAS 160 will be applied
prospectively to all noncontrolling interest, including any that arose before
the effective date.
  
  Derivative
Instruments and Hedging Activities
  In
March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative
Instruments and Hedging Activities. This guidance requires enhanced disclosures
about an entity’s derivative and hedging activities and increases convergence
with IFRS.  SFAS No. 161 changes the disclosure requirements for
derivative instruments and hedging activities. Entities are required to provide
enhanced disclosures about (a) how and why an entity uses derivative
instruments, (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations, and (c) how
derivative instruments and related hedged items affect an entity’s financial
position, financial performance, and cash flows.  SFAS No. 161 is
effective for fiscal years beginning after November 15, 2008.  The
Company is currently reviewing the guidance to determine the potential impact,
if any, on its consolidated financial statements.
  Hierarchy
of Generally Accepted Accounting Principles
  In
May 2008, the FASB issued SFAS No. 162, The Hierarchy of Generally Accepted
Accounting Principles.  This guidance identifies the sources of
accounting principles and the framework for selecting the principles to be used
in the preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles (GAAP) in
the United States (the GAAP hierarchy).  The FASB does not expect that
SFAS No. 162 will result in a change in current practice.  This
statement was effective November 15, 2008 and had no material effect on the
consolidated financial statements of the Company.