20-F/A 1 form20fa.htm AMENDMENT NO. 1 TO ANNUAL REPORT FOR THE FISCAL YEAR ENDED DECEMBER 31, 2008 Filed by sedaredgar.com - Silver Standard Resources Inc. - Form 20F/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F/A
Amendment No. 1

(Mark One)

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

[ x ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to______________

[ ] SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring shell company report ________________________________________

Commission file number 0-26424

SILVER STANDARD RESOURCES INC.
(Exact name of Registrant as specified in its charter)

________________________________________
(Translation of Registrant’s name into English)

British Columbia, Canada
(Jurisdiction of incorporation or organization)

Suite 1400 – 999 West Hastings Street, Vancouver, British Columbia V6C 2W2
(Address of principal executive offices)

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

Title of each class Name of each exchange on which registered
Common Shares without par value Nasdaq Global Market

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

None
(Title of Class)

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

None
(Title of Class)


Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report.
62,755,547

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
[ x ] Yes[ ] No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
[ ] Yes[ x ] No

Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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.[ x ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ x ] Accelerated filer [ ] Non-accelerated filer [ ]

Indicate by check mark which financial statement item the Registrant has elected to follow.
[ ] Item 17[ x ] Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
 [ ] Yes[ x ] No

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the Registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.
[ ] Yes[ ] No

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EXPLANATORY NOTE

Effective January 1, 2009, the Registrant changed its functional and reporting currency to United States dollars and also retrospectively adopted APB 14-1, “Accounting for convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement)” and SFAS 160, “Non-controlling interested in consolidated financial statements” for U.S. GAAP purposes. The sole purpose of filing this Amendment No. 1 to the Annual Report on Form 20-F of Silver Standard Resources Inc. is to provide financial statements and related disclosures in United States dollars. We have amended Part I, Item 5 (Operating and Financial Review and Prospects) and Part II, Item 18 (Financial Statements) and Item 19 (Exhibits) in their entirety to conform to a reporting currency in United States dollars. Except as described above, no other changes have been made to the Annual Report on Form 20-F for the fiscal year ended December 31, 2008 and, other than as expressly set forth above, this Amendment No. 1 does not, and does not purport to, update or restate the information in any Item of the Form 20-F or reflect any events that have occurred after the Form 20-F was filed.


PART II

Item 5 Operating and Financial Review and Prospects

Operating Results

We are a development stage company that since 1994 has assembled a portfolio of silver-dominant projects which are located in seven countries in the Americas and Australia. We are now focused on advancing our five principal projects, the Pirquitas Project, the San Luis Project, the Pitarrilla Project, the Diablillos Project and the Snowfield Project, to commercial production. Currently we are completing the construction of our Pirquitas Project located in the province of Jujuy in northwest Argentina. In aggregate, we own what we believe to be the largest in-ground silver resource of any publicly-traded primary silver company. Certain of our projects also contain significant gold resources. We may opportunistically monetize certain of our other assets. Our common stock is quoted on the Nasdaq Global Market under the trading symbol SSRI and listed on the Toronto Stock Exchange under the symbol SSO.

This management discussion and analysis (MD&A) of the financial position and operating results of the company for the twelve months and three months ended December 31, 2008 and 2007 is prepared as of March 10, 2009 and should be read in conjunction with the audited consolidated financial statements and the related notes thereto, which have been prepared in accordance with Canadian generally accepted accounting principles. All dollar amounts referred to in this discussion and analysis are expressed in US dollars except where indicated otherwise. Additional information relating to us, including our annual information form, is available free of charge on our website at www.silverstandard.com, on the Canadian Securities Administrators’ (CSA) website at www.sedar.com, and on the EDGAR section of the SEC’s website at www.sec.gov.

Effective January 1, 2009, we changed our measurement and reporting currency from the Canadian dollar to the US dollar as a result of a change in the nature of our operations. Due to the development of the Pirquitas project as well as our other principal projects in countries other than Canada, a significant portion of costs are incurred in US dollars. Our recent debt and equity financings were completed in US dollars, and we now hold a majority of our cash and cash equivalents in US dollars. With commercial production anticipated to commence at our Pirquitas project in 2009, our revenue stream will also be denominated in US dollars. Prior to January 1, 2009, we reported our annual and quarterly consolidated financial statements in Canadian dollars. These financial statements and corresponding notes for periods prior to January 1, 2009 have been restated to the US dollar for comparison to 2009 financial results.

The MD&A contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Canadian securities laws concerning the anticipated developments in our operations in future periods, our planned exploration activities, the adequacy of our financial resources and other events or conditions that may occur in the future. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management (see “Note Regarding Forward-Looking Statements”).

Pirquitas Project Construction Update

During the year, we incurred approximately $129.2 million of capital and $17.8 million for preoperating costs as we hired personnel to begin establishing infrastructure for operations and $7.3 million of exploration expenditures on the Pirquitas property in Argentina.. Pirquitas is on track with process commissioning underway and commencement of ore delivery to the silver circuit in the first quarter of 2009. Initial production will focus on the processing of over 400,000 tonnes of run-of-mine grade jig tails from the historic

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operations and then transition to material from the open pit. To date, in excess of five million tonnes of material has been moved from the Pirquitas open pit and stockpiling of ore has commenced.

At current metal prices, the silver and tin concentrates account for over 95% of the anticipated revenue from the mine. As a result, the silver circuit will be optimized first, followed by the tin circuit. A decision to complete the zinc circuit is dependent on the results of metallurgical testwork to be received on increasing silver recoveries. Process equipment purchased for the zinc circuit may be better served increasing the silver recovery.

With production ramping up through Q2, Pirquitas is expected to produce in excess of six million ounces of silver in 2009 and achieve full production in 2010 in excess of 10 million ounces of silver.

The Pirquitas Project is located in the province of Jujuy in northwest Argentina. In May 2008, we reported that proven and probable silver reserves at Pirquitas have increased by 43% to 195 million ounces. Based on the increased reserves, Pirquitas mine life has been extended to 14.5 years. The mine is expected to produce an average of approximately 10 million ounces of silver per year.

In February 2009, we updated the capital cost estimate for the project to $230 million plus IVA (Argentinean value added tax) from the previous capital cost estimate of $220 million plus IVA as inflation in wages and local inputs continues to place pressure on costs. In developing this cost estimate in November 2007, we estimated inflation for wages and other inputs within Argentina significantly higher than the official rate. With inflation exceeding company estimates, the estimated cost to complete the construction of Pirquitas has increased to $230 million or 5% over the 2007 estimate. With eight months of mining experience and in-country administration, the company estimates that mining, milling and administration costs will now average $26/tonne over the life of the mine.

As of December 31, 2008, the Company had expended $194 million of the total estimated construction costs of $230 million.

Financial Summary for 2008

  • We recorded a loss for the year of $5.9 million or $0.09 per share. Significant items incurred during the year include:

    • $17.9 million write-down on asset-backed commercial paper;

    • $9.6 million non-cash stock based compensation;

    • $4.9 million mark to market write-down of marketable securities;

    • $4.8 million general and administration expense;

    • $3.4 million future income tax expense;

    • $3.8 million financing fees associated with the convertible debt financing;

    • $2.7 million interest expense on convertible debt;

    • $1.2 million current income tax expense;

    offset by:

    • $23.7 million gain on sale of silver bullion;

    • $18.1 million after-tax gain on sale of the Shafter Silver Project.

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  • We incurred $7.3 million (2007 - $5.8 million) for exploration, $17.8 million (2007 - $nil) for pre- operating costs, and $129.2 million (2007 - $50.4 million) for construction and mining equipment at the Pirquitas property during the year.

  • We incurred total expenditures of $36.2 million (2007 - $33.7 million) to advance our other key properties during the year. Significant expenditures include $17.3 million (2007 - $16.4 million) for exploration at the Pitarrilla Project in Mexico, $6.5 million (2007 - $7.6 million) for exploration at the San Luis Project in Peru, $5.7 million (2007 - $4.4 million) for exploration at the Diablillos Project in Argentina, and $4.6 million (2007 - $2.4 million) for exploration at the Snowfield Project in Canada.

  • We successfully completed a $138 million convertible debt financing for net proceeds of $132.8 million after fees and commissions.

  • We sold our silver bullion at an average price of $20.30 per ounce for proceeds of $39.6 million.

  • We closed the sale of the Shafter Silver Project in Presidio County, Texas, to Aurcana Corporation for total consideration of $38.1 million. The transaction resulted in a pre-tax gain of $31.5 million (after- tax gain of $18.1 million).

Current Market Conditions

The global financial markets have experienced significant events which have impacted the global economy with reduced credit availability; higher cost of funding; high volatility in commodity prices and foreign exchange markets; and a slowdown in general economic activity. These events could have a significant impact on our business such as:

  • The credit crisis may impact the availability and cost of financing our projects.

  • The volatility in silver and other metal prices impacts our future revenues, earnings and cash flow.

  • The volatility of stock markets impacts the value of our share investments.

We will continue to adopt strategies to mitigate these challenges. In February 2009, we successfully completed a public offering of 5.45 million common shares for net proceeds of $87 million after estimated fees and commissions.

Critical Accounting Estimates

The preparation of our consolidated financial statements requires management to use estimates and assumptions that affect the reported amounts of assets and liabilities, as well as revenues and expenses. Our accounting policies are described in note 2 of our 2008 audited annual financial statements.

Mineral Property Costs

We regularly review the net carrying value of each mineral property for conditions that suggest impairment. This review requires significant judgment where we do not have any proven and probable reserves that would enable us to estimate future cash flows to be compared to the carrying values. Factors considered in the assessment of asset impairment include, but are not limited to, whether there has been a significant decrease in the market price of the property; whether there has been a significant adverse change in the legal, regulatory, accessibility, title, environmental or political factors that could affect the property’s value; whether there has been an accumulation of costs significantly in excess of the amounts originally expected for

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the property’s acquisition, development or cost of holding; whether exploration activities produced results that are not promising such that no more work is being planned in the foreseeable future and whether the Company has significant funds to be able to maintain its interest in the mineral property.

Where we do have proven and probable reserves, as is now the case at our Pirquitas Project, the expected undiscounted future cash flows from an asset are compared to its carrying value. These future cash flows are developed from models using assumptions that reflect the long-term operating plans for an asset given our best estimate of the most probable set of economic conditions. Commodity prices used reflect market conditions at the time the models are developed. These models are updated from time to time, and lower prices are used should market conditions deteriorate. Inherent in these assumptions are significant risks and uncertainties.

Stock-based compensation

We provide compensation benefits to our employees, directors, officers and consultants through a stock option plan. The fair value of each option award is estimated on the date of the grant using the Black-Scholes option pricing model. Expected volatility is based on historical volatility of our share price. We utilize historical data to estimate option exercises and termination behaviour with the valuation model. The risk-free rate for the expected term of the option is based on the Government of Canada yield curve in effect at the time of the grant. Actual results may differ materially from those estimates based on these assumptions.

Asset Retirement Obligations

The amounts recorded for asset retirement costs are based on estimates included in closure and remediation plans. These estimates are based on engineering studies of the work that is required by environmental laws or public statements by management which results in an obligation. These estimates include an assumption on the rate at which costs may inflate in future periods. Actual costs and the timing of expenditures could differ from these estimates.

Income and Resource Taxes

The determination of our future tax liabilities and assets involves significant management estimation and judgment involving a number of assumptions. In determining these amounts we interpret tax legislation in a variety of jurisdictions and make estimates of the expected timing of the reversal of future tax assets and liabilities. We also make estimates of the future earnings which affect the extent to which potential future tax benefits may be used. We are subject to assessment by various taxation authorities, which may interpret tax legislation in a manner different from our view. These differences may affect the final amount or the timing of the payment of taxes. When such differences arise we make provision for such items based on our best estimate of the final outcome of these matters.

Other Investments

We hold C$57,102,000 ($21,803,000 net of fair value adjustment) in ABCP investments as at December 31, 2008. See “Other Investments” discussion under “Investing Activities”.

As at December 31, 2008, no market quoted value was available to determine the fair value of our ABCP investments. As such, we estimated the fair values of our ABCP investments based on information outlined in the Restructuring Plan and the limited market data available. Since the fair values are based on our assessment of market conditions at December 31, 2008, the uncertainty regarding the outcome of the restructuring plan, and the related amount and timing of cash flows the fair value reported may change materially in subsequent periods.

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Convertible Debenture Receivable

We follow accounting guidelines in determining the value of the liability and equity components of the convertible debenture receivable, as disclosed in Note 5(c) to the annual Consolidated Financial Statements. The carrying value of the note receivable component was determined by discounting the stream of future payments of interest and principal over a 3 year expected life at the prevailing market rate for a similar debenture without the conversion feature. The note receivable component is accreted over its expected life using the effective interest method. The carrying value of the conversion feature was measured using the Black-Scholes valuation model. The conversion feature component is re-valued at each period end with net change recorded to the net earnings.

Convertible Debt

We follow accounting guidelines in determining the value of the liability and equity components of the convertible notes, as disclosed in Note 9 to the Financial Statements. The carrying value of the liability component was determined by discounting the stream of future payments of interest and principal over a 5 year expected life at the prevailing market rate for a similar liability without the conversion feature. The carrying value of the equity component was measured as the face value of the notes less the portion relating to the debt component. We estimated the expected life of the debt based on early repayment rights exercisable by both parties in the fifth year of the agreement.

Management’s Annual Report on Internal Control Over Financial Reporting

The following report is provided by management in respect of internal control over financial reporting (as defined in the rules of the CSA and the SEC):

(1)

Management is responsible for establishing and maintaining adequate internal control over financial reporting. All internal control systems, no matter how well designed, have inherent limitations and may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

   
(2)

Our management has used the Committee of Sponsoring Organizations of the Treadway Commission (COSO) framework to evaluate the effectiveness of our internal control over financial reporting.

   
(3)

As at December 31, 2008, management assessed the effectiveness of our internal control over financial reporting and concluded that such internal control over financial reporting is effective and that there are no material weaknesses in our internal control over financial reporting.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting during the year ended December 31, 2008, that have materially affected, or are reasonably likely to affect our internal control over financial reporting.

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Changes in Accounting Policies

Financial Instruments - Disclosures

Effective January 1, 2008, we adopted CICA Handbook Section 3862, “Financial Instruments – Disclosures” and CICA Handbook Section 3863, “Financial Instruments – Presentation”. Section 3862 requires the disclosure of quantitative and qualitative information in our financial statements to evaluate (a) the significance of financial instruments for our financial position and performance; and (b) the nature and extent of risks arising from financial instruments to which we are exposed during the period and at the balance sheet date. Management’s objectives, policies and procedures for managing such risks are disclosed in note 5(d) of the financial statements. Section 3863 replaces the existing requirements on presentation of financial instruments.

Capital Disclosure

Effective January 1, 2008, we adopted CICA Handbook Section 1535, “Capital Disclosures”, which requires the disclosure of information on our objectives, policies, and processes for managing capital. This information is disclosed in note 13 of the financial statements.

Going Concern

Effective January 1, 2008, we adopted an amendment to CICA Handbook Section 1400, “General Standards of Financial Statement Presentation” in relation to going concern. The amendment requires management to assess an entity’s ability to continue as a going concern. When management is aware of material uncertainties related to events or conditions that may cast doubt on an entity’s ability to continue as a going concern, those uncertainties must be disclosed. In assessing the appropriateness of the going concern assumption, the standard requires management to consider all available information about the future, which is at least, but not limited to, twelve months from the balance sheet date. This standard has no significant effect on our financial statements.

Inventories

Effective January 1, 2008, we adopted CICA Handbook Section 3031, “Inventories”, which prescribes the accounting treatment for inventories and provides guidance on the determination of costs and its subsequent recognition as an expense, including any write-down to net realizable value. It also provides guidance on the cost formulas that are used to assign costs to inventories. As at December 31, 2008, we have no inventories and this standard has no effect on our financial statements.

Income Statement Presentation of Tax Loss Carryforward

Effective September 30, 2008, we adopted EIC-172, “Income Statement Presentation of a Tax Loss Carryforward Recognized Following an Unrealized Gain in Other Comprehensive Income”. This abstract provides guidance on whether the tax benefit from the recognition of previously unrecognized tax loss carryforwards consequent to the recording of unrealized gains in other comprehensive income, such as unrealized gains on available-for-sale financial assets, should be recognized in net income or in other comprehensive income. The abstract should be applied retrospectively, with restatement of prior periods from January 1, 2007, the date of adoption of CICA Handbook Section 3855, “Financial Instruments –Recognition and Measurement”.

The adoption of EIC-172 resulted in a reclassification of $4,363,000 of future income tax recovery from opening accumulated other comprehensive income to opening accumulated deficit effective January 1, 2007,

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$1,022,000 of future income tax expense from other comprehensive loss to net loss for the year ended December 31, 2007 and $3,393,000 of future income tax expense from other comprehensive loss to net loss in the current year.

Recent Accounting Pronouncements

Recent accounting pronouncements issued which may impact us in the future are as follows:

Goodwill and Intangible Assets

CICA Handbook Section 3064, “Goodwill and Intangible Assets”, replaces Section 3062, “Goodwill and Other Intangible Assets,” and CICA Section 3450, “Research and Development Costs,” and EIC-27, “Revenues and expenditures during the pre-operating period”. The Standard reinforces the principle-based approach to the recognition of assets only in accordance with the definition of an asset and the criteria for asset recognition; and clarifies the application of the concept of matching revenues and expenses such that the current practice of recognizing assets that may not meet the definition and recognition criteria are eliminated. This new standard also provides guidance for the treatment of pre-production and start-up costs and requires that these costs and related revenues be reflected in earnings. The changes are effective for interim and annual financial statements beginning January 1, 2009. We have not yet determined the impact of the adoption of this change on the disclosure in our financial statements.

International Financial Reporting Standards

We have been monitoring the deliberations and progress being made by accounting standard setting bodies and securities regulators in Canada and United States with respect to their plans regarding convergence to International Financial Reporting Standards (“IFRS”):

  • In February 2008, the Canadian Accounting Standards Board confirmed that publicly listed companies will be required to adopt IFRS for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. Early adoption may be permitted, however, exemptive relief requires approval of the Canadian Securities Administrators.

  • In August 2008, the SEC announced that it would seek public comments on a proposed roadmap for the potential mandatory adoption of IFRS beginning in 2014 for large accelerated filers, accelerated filers in 2015 and then remaining public companies in 2016.

In preparation for the changeover from GAAP to IFRS, we commenced the planning process during the second quarter of 2008. Specific initiatives are underway and others have been planned for the transitioning from GAAP to IFRS. Current status of the project is as follows:

Resources

  • We have retained the service of a major public accounting firm to provide technical and process management assistance for the project.

  • We will continue to invest in training and resources to ensure a timely and effective conversion.

Process

  • A diagnostic assessment of the key impact areas was completed.

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  • A detailed assessment of accounting and measurement differences between IFRS and Canadian GAAP on current accounting policies, as well as new policies anticipated to be implemented as we transition to a producer, is currently underway.

  • Initial findings and observations from the work completed to date will serve as an input in establishing the key parameters to develop solutions during the design phase of the project.

  • An initial assessment of exemptions available under IFRS 1, “First-time Adoption of IFRSs”, has been completed.

  • A high-level impact assessment of IFRS conversion on our IT systems and tax processes is underway.

  • Our audit committee is monitoring our progress and is kept informed of issues identified.

  • Our external auditor is advised of the progress status and issues identified.

We anticipate that there will be changes in accounting policies and these changes may materially impact our financial statements.

Financial Review

For the year ended December 31, 2008, we recorded a net loss of $5,946,000 ($0.09 per share), compared to $33,965,000 ($0.55 per share) in 2007. A discussion on the various components of the expense and income items compared to the prior year follows:

Financial Results from Operations

The following is a summary and discussion on the various components of the expenses and income items recorded during the year compared to the prior year:

    Year ended December 31,  
    2008     2007  
Exploration and mineral property costs $(000 ) $(000 )
Property examination and exploration   340     73  
Reclamation and accretion   318     728  
    658     801  

We incurred $340,000 in property examination and exploration expenditures in 2008 compared to $73,000 in 2007, reflecting an increase in generative activity in Mexico.

Reclamation and accretion expense in 2008 amounted to $318,000 compared to $728,000 in 2007. The various components of the expense were: $143,000 of accretion expense in 2008 compared to $200,000 in 2007; $84,000 of cash site restoration and clean-up costs in 2008 compared to $126,000 in 2007; and $91,000 due to changes in estimates of the amount or timing of future cash expenditures in 2008 compared to $402,000 in 2007, reflecting a decrease in reclamation activity at the Duthie project during the period.

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    Year ended December 31,  
    2008     2007  
Expenses $(000 ) $(000 )
Salaries and employee benefits   3,054     2,613  
Depreciation   288     296  
Professional fees   915     612  
General and administration   4,774     4,702  
Stock-based compensation   9,601     13,955  
Foreign exchange loss   (200 )   3,282  
    18,432     25,460  

Salaries and employee benefits for 2008 were $3,054,000 compared to $2,613,000 in 2007. The $441,000 increase in salaries and benefits over 2007 is the result of hiring additional senior staff as we continue our transition to a producing company and the impact of salary adjustments effective at the beginning of 2008.

Depreciation expense during 2008 was $288,000 compared to $296,000 recorded in 2007. The decrease is minimal as no significant capital assets were purchased at our corporate office during the year.

Professional fees include fees for the annual audit, accounting, tax and legal services. Total costs for 2008 were $915,000 compared to $612,000 in 2007. The $303,000 increase in expenses in 2008 over the prior year relates to higher accounting, tax and legal fees. These higher costs are expected to continue as we grow and advance our properties.

General and administrative expenses for 2008 were $4,774,000 compared to $4,702,000 in 2007. The increase in general and administrative expenses was due to higher insurance fees, office expenses and travel costs as the company continues to grow.

Stock-based compensation expense for 2008 was $9,601,000 compared to $13,955,000 in 2007. Of the current year’s expense, $1,976,000 was related to general and administration for directors and consultants as compared to $2,609,000 in 2007, and $7,625,000 was related to employee salaries and benefits as compared to $11,346,000 in 2007. The decrease in stock based compensation was related to vesting of stock options granted in prior years and less stock options being issued in the current year. We value stock options granted to employees, directors and consultants using the Black-Scholes pricing model.

Foreign exchange gain for 2008 was $200,000 compared to a loss of $3,282,000 in 2007. As proceeds from our convertible debt financing and sale of silver bullion were in US dollars, we now hold a significant portion of our cash in US funds. Therefore, the strengthening of the US dollar versus the Canadian dollar would result in a foreign exchange gain and vice versa. The decrease in foreign exchange loss to a foreign exchange gain as compared to the prior year reflected the strengthening in the US dollar versus the Canadian dollar during the year.

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    Year ended December 31,  
    2008     2007  
Other income (expenses) $(000 ) $(000 )
Investment income   3,039     6,287  
Financing fees   (3,773 )   -  
Interest expense on convertible debt   (2,726 )   -  
Gain on sale of silver bullion   23,699     -  
Gain on sale of marketable securities   2,090     605  
Unrealized gain (loss) on financial instruments held-for-trading   114     (1,801 )
Write-down of marketable securities   (4,891 )   -  
Write-down of other investments   (17,903 )   (12,232 )
Gain on sale of mineral properties   31,463     459  
    31,112     (6,682 )

Investment income was $3,039,000 for 2008 compared to $6,287,000 in 2007. The decreased investment income was due to lower yields on investments. As a result of significant volatility in the credit market since the fourth quarter of 2007, we opted to mitigate credit risk by investing the majority of our cash and cash equivalents in US and Canadian government treasury bills. These treasuries have lower yields.

In February 2008, we successfully completed a $138,000,000 convertible note financing. The convertible notes bear interest at a rate of 4.5% per year and may be redeemed by us on and after March 5, 2013. Financing fees of $3,773,000 incurred relate to one-time financing expenses including underwriters’ commissions, legal fees and auditors’ fees associated with the financing.

During 2008, accretion expense and interest expense related to the convertible notes were $5,033,000 and $5,373,000, respectively; $3,750,000 of accretion expense and $3,931,000 of interest expense were capitalized to construction in progress during the period resulting in $1,283,000 of accretion and $1,443,000 of interest expensed in the period.

In March 2008, we sold our silver bullion at an average price of $20.30 per ounce for cash proceeds of approximately $39,648,000. The silver bullion was recorded at a cost of $15,977,000, resulting in an after-tax gain of $23,699,000 after taking into account fluctuations in foreign exchange. No tax expense was recorded as we have sufficient tax pools to offset the taxable gain on the sale.

Gain on sale of marketable securities was $2,090,000 for 2008 compared to $605,000 in the prior year as we sold some of our marketable securities during the year.

Unrealized gain on financial instruments held-for-trading during the year was $114,000 compared to a loss of $1,801,000 in the prior year. The gain in the current year consists of $1,429,000 gain on mark-to-market adjustment of foreign exchange options net of $1,389,000 loss on revaluation of Aurcana convertible debenture, $27,000 loss on mark-to-market adjustment on stock warrants investments and $101,000 unrealized foreign exchange gain on translation. The unrealized losses in the prior year were primarily related to mark-to-market adjustment of foreign exchange options.

Write-down of other investments in 2008 of $17,903,000 (2007 - $12,232,000) relates to the impairment in estimated fair value of our investment in Canadian asset-backed commercial paper, which is further discussed in “Other Investments” in the “Liquidity” section and in the Critical Accounting Estimate sections below. In addition, a mark to market write-down of $4,891,000 was recorded for available-for-sale marketable securities with decline in fair values that are considered other-than-temporary.

In July 2008, we closed the sale of the Shafter Silver Project in Presidio County, Texas, to Aurcana Corporation (“Aurcana”). Under the terms of the agreement, Aurcana paid us total consideration of

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$38,133,000 (C$38,210,000) consisting of $22,954,000 (C$23,000,000) in cash, 15 million Aurcana common shares with a fair value of $6,886,000 and a $9,980,000 (C$10,000,000) convertible debenture with a fair value of $8,293,000. After deducting transaction cost of $519,000, the sale of the Shafter Silver Project resulted in a gain on sale of mineral property of $31,463,000 (after-tax gain of $18,120,000). In 2007, we sold a number of mineral properties for a total gain of $459,000.

    Year ended December 31,  
    2008     2007  
Income taxes $(000 ) $(000 )
Current income taxes   14,575     -  
Future income taxes   3,393     1,022  
    17,968     1,022  

For the year ended December 31, 2008, we recorded an income tax expense of $14,575,000 as compared to $nil in the prior year. Majority of the income tax expense relates to the sale of the Shafter Silver Project.

Future income tax expense during the year was $3,393,000 compared to $1,022,000 in the prior year. During the year, we adopted new accounting guidance requiring recognition of tax benefits or losses used to offset future income tax against unrealized gains or losses on our marketable securities to be recorded in net earnings instead of other comprehensive income. Future income tax expense reflects the tax effect on change in fair value of our marketable securities, which decreased significantly since the third quarter.

Selected Financial Data

The following table sets forth selected financial data from our audited consolidated financial statements and should be read in conjunction with these statements:

          Year ended December 31,  
    2008     2007     2006  
  $(000 ) $(000 ) $(000 )
Total revenues   nil     nil     nil  
Earnings (loss) for year   (5,946 )   (33,965 )   14,115  
Other comprehensive loss for the year   (114,106 )   (67,019 )      
Basic and diluted earnings (loss) per share   (0.09 )   (0.55 )   0.24  
Total assets   567,905     504,851     404,199  
Long term debt   104,046     nil     nil  
Working capital   41,486     118,680     214,738  
Cash dividends declared   nil     nil     nil  

Summary of Quarterly Results

The following table sets forth selected quarterly financial information for each of our last eight quarters:

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    Total     Earnings         Earnings (Loss)  
Quarter ending   Revenues     (Loss)         Per Share  
(unaudited) $    $(000 )     $   
December 31, 2008   nil     (14,312 )   (1 )   (0.23 )
September 30, 2008   nil     11,951     (2 )   0.19  
June 30, 2008   nil     (5,913 )   (3 )   (0.09 )
March 31, 2008   nil     2,328     (4 )   0.04  
December 31, 2007   nil     (14,375 )   (5 )   (0.23 )
September 30, 2007   nil     (12,429 )   (6 )   (0.20 )
June 30, 2007   nil     (6,382 )   (7 )   (0.10 )
March 31, 2007   nil     (779 )       (0.01 )

Explanatory notes:

(1)

Includes $3,100,000 foreign exchange loss, $2,165,000 non-cash stock based compensation expense, $4,891,000 mark to market write-down of marketable securities and $1,733,000 of current income tax expense.

   
(2)

Includes $18,120,000 after-tax gain on sale of Shafter Silver Project, $1,591,000 foreign exchange gain, net of $2,897,000 future income tax expense, $2,600,000 non-cash stock based compensation expense and $888,000 unrealized loss on financial instruments held-for-trading.

   
(3)

Includes $2,412,000 in non-cash expenses related to value assigned to stock options, $1,116,000 foreign exchange loss, and $1,420,000 interest expense on convertible debt.

   
(4)

Includes $23,699,000 gain on sale of silver bullion, $2,825,000 foreign exchange gain, $1,391,000 gain on financial instruments held-for-trading and $974,000 gain on sale of marketable securities net of $17,903,000 write- down in fair value of asset-backed commercial paper.

   
(5)

Includes $3,956,000 in non-cash expenses related to value assigned to stock options and a further $8,510,000 write-down in fair value of asset-backed commercial paper.

   
(6)

Includes $4,216,000 in non-cash expenses related to values assigned to stock options, $3,722,000 write-down in fair value of asset-backed commercial paper, $1,859,000 foreign exchange loss and a $1,795,000 loss on the fair value of foreign exchange contracts.

   
(7)

Includes $3,725,000 in non-cash expenses related to values assigned to stock options and $1,757,000 in future income tax expense.

Fourth Quarter Results

During the fourth quarter of 2008, we recorded a net loss of $14,312,000 ($0.23 per share) as compared to a net loss of $14,375,000 ($0.23 per share) for the same quarter of the prior year. The net loss is mainly attributed to foreign exchange loss of $3,100,000 (2007 - $1,065,000), non-cash stock based compensation of $2,165,000 (2007 - $3,956,000), $4,891,000 (2007- $nil) mark to market write-down of marketable securities with declines in fair value that were considered other than temporary and current income tax expense of $1,733,000 (2007 - $nil).

During the fourth quarter of 2008, total capital expenditures on the Pirquitas Project were $49,095,000 (2007 -$25,790,000), which includes $47,989,000 (2007 - $11,955,000) in construction and mining equipment and $1,106,000 (2007 - $11,461,000) in exploration costs. Other significant mineral property expenditures

13


include $3,576,000 (2007 - $4,659,000) for Pitarrilla, $1,912,000 (2007 - $2,509,000) for Diablillos and $1,698,000 (2007 - $1,541,000) for San Luis.

Liquidity and Capital Resources

At December 31, 2008, we held $72,013,000 in cash and cash equivalents and $10,923,000 in marketable securities.

In 2008, we sold $138,000,000 senior convertible notes for net proceeds of $132,753,000 after commissions. The unsecured senior Notes mature on March 1, 2028 and bear interest at a rate of 4.5% per annum, payable semi-annually. We intend to use part of the net proceeds of the offering to finance a portion of the development costs of the Pirquitas Project and to use the balance of the net proceeds for the exploration of our other properties, for working capital and for general corporate purposes.

With the development of the Pirquitas mine, we are transitioning from an acquirer of silver projects and assets to a developer of silver projects and producer of silver. During our acquisition phase, we purchased approximately 1.95 million ounces of silver bullion for investment purposes at an average cost of $5.85 per ounce. In March 2008, we sold our silver bullion at an average price of $20.30 per ounce for proceeds of $39,648,000, which will be used to advance our projects to production.

In July 2008, we sold the Shafter silver project in Presidio County, Texas, to Aurcana Corporation. Under the terms of the sales agreement, we received total consideration of $38.1 million, consisting of $23 million in cash, 15 million shares of Aurcana with a fair value of $6.9 million and a $10 million convertible debenture with a fair value of $8.3 million (see “Convertible debenture receivable”).

Working capital at December 31, 2008 was $41,486,000 (2007 - $118,680,000).

Subsequent to year end, we closed a public share offering of 5,450,000 common shares at a price of $17.00 per share, for aggregate gross proceeds of $92,650,000. After deducting underwriting fees and estimated offering expenses of $5,533,000, net proceeds were $87,117,000.

We have sufficient funds to complete the construction of the Pirquitas mine as well as complete our planned exploration programs for next year.

Operating Activities

Cash flow used in operations totaled $19,093,000 in 2008, compared to cash generated by operations of $23,620,000 in 2007. This decrease in cash flow generated was attributed to foreign exchange gain on our funds held in U.S. Dollars, offset by financing fees and interest expense related to issuance of convertible debt, additional salaries, professional fees and general and administrative costs.

Financing Activities

During 2008, a net total of $138,719,000 was raised through financing activities as compared to $10,973,000 in 2007. The following table shows how the funds were raised:

14



    Year ended December 31,  
    2008     2007  
  $(000 ) $(000 )
Financing activities            
Proceeds from issuance of convertible notes   138,000     -  
Financing costs related to equity portion of            
     convertible notes financing   (1,473 )   -  
Exercise of stock options   2,192     10,973  
             
    138,719     10,973  

In 2008, we sold $138,000,000 senior convertible notes for net proceeds of $132,753,000 after commissions. The unsecured senior Notes mature on March 1, 2028 and bear interest at a rate of 4.5% per annum, payable semi-annually. We intend to use part of the net proceeds of the offering to finance a portion of the development costs of the Pirquitas Project and to use the balance of the net proceeds for the exploration of our other properties, for working capital and for general corporate purposes.

A total of 186,100 shares were issued on the exercise of stock options for total proceeds received of $2,192,000 in 2008 compared to 886,600 shares issued on the exercise of stock options for total proceeds received of $10,973,000 in 2007. The weighted average price received on the exercise of options was $11.78 per share in 2008 compared to $12.38 in 2007.

Investing Activities

Mineral Properties and Capital Expenditures

We spent $61.9 million (2007 - $39.8 million) for exploration and $107.8 million (2007 - $42.4 million) for construction and mining equipment during the year. A summary of the exploration expenditures by mineral property follows:

    Year ended December 31,  
    2008     2007  
  $(000 ) $(000 )
Bowdens   245     565  
Candelaria   282     300  
Challacollo   213     1,859  
Diablillos   5,663     4,436  
Pitarrilla   17,866     16,360  
San Luis   6,549     7,626  
Snowfield   4,643     2,392  
Veta Colorada   567     74  
Other   1,075     1,145  
Changes in non-cash working capital   (347 )   (1,050 )
             
    36,756     33,707  

The above table reflects cash expenditures incurred by property. It does not include non-cash charges.

Pirquitas Project

A total of $136,441,000 was incurred at the Pirquitas property in Argentina during the year, which includes $129,171,000 on mine construction and mining equipment and $7,270,000 in exploration activities.

15


Construction is progressing well on the project. The commissioning and process operations teams are in place and preparing for start-up. The plan is to start-up the silver circuit initially and then follow with the tin circuit once the silver process is operating. The Operations crews are advancing well with the open pit pre-stripping. Continuous shift operations are now well established, and we have seen success with the utilization of a high percentage of local people in our operator compliment. Local community employment is high, and we are well supported by the local communities.

In May 2008 we updated the proven and probable silver reserves at Pirquitas, with silver reserves increasing by 43% to 195.1 million ounces. Based on the increased reserves, Pirquitas mine life has been extended to 14.5 years, an increase of 4.5 years from the November 2007 reserve update. The reserve is indicative of the geologic potential of the Pirquitas system and does not incorporate any deepening of the initial pit. The deposit remains open at depth. The approximate 50% increase in mine life not only adds robustness to the project, but enables a greater window of opportunity for further exploration activities. The updated reserve estimate incorporates drill data from an additional 74 reverse circulation drill holes totaling 16,850 meters of in-pit and pit wall drilling, uses metal prices of $11.00/ounce silver, $5.00/lb tin and $1.05/lb zinc and is based on a new Whittle pit using total operating costs of $22 per tonne.

In February 2009, we updated the capital cost estimate for the project to $230 million plus IVA from the previous capital cost estimate of $220 million plus IVA as inflation in wages and local inputs continues to place pressure on costs. In developing the previous cost estimate in November 2007, we estimated inflation for wages and other inputs within Argentina significantly higher than the official rate. With inflation exceeding company estimates, the estimated cost to complete the construction of Pirquitas has increased to $230 million or 5% over the 2007 estimate. With eight months of mining experience and in-country administration, the company estimates that mining, milling and administration costs will now average $26/tonne over the life of the mine. As of December 31, 2008, the Company had expended $194 million in construction costs of the total estimated $230 million.

With production ramping up through Q2, Pirquitas is expected to produce in excess of six million ounces of silver in 2009 with full production in excess of 10 million ounces in 2010.

The government of Argentina is proposing to adopt a tax on the export of concentrates for projects with fiscal stability agreements predating 2002. The Pirquitas Project has a fiscal stability agreement dating from 1998 and may be subject to this proposed export tax. Legality of the export tax is under review by the court in Argentina.

San Luis Project

A total of $6,549,000 was spent at the San Luis Joint Venture Project in Peru during the year compared to $7,626,000 in 2007.

Infill diamond drilling on the project’s Ayelén Vein was completed in 2007. In 2008, a 6,600 meter diamond drilling program was completed, which tested a number of targets on this large property package (approximately 96 square miles). Exploration targets focused on the BP Zone where brecciated volcanic rocks hosting copper-zinc-lead sulphide mineralization have been sampled over a broad area. Quartz vein systems where channel sampling has identified structures enriched in gold and silver will also be tested. A revised resource estimate was completed in the fourth quarter of 2008, which defined a measured and indicated resource of 348,000 ounces of gold resources and 9.0 million ounces of silver resources. A feasibility study on placing the project in production has commenced and is expected to be completed in the first half of 2009.

16


We currently hold a 55% interest in the San Luis Project and have elected to increase our interest to 70% by completing a feasibility study. We have the right to increase our interest in the San Luis Joint Venture to 80% by placing the project in production. The remaining joint venture interest is held by Esperanza Silver Corporation.

Pitarrilla Project

A total of $17,866,000 was spent on our Pitarrilla Project in Mexico during the current year compared to $16,360,000 in 2007.

In August 2008, we reported an increase in the silver resources at the Breccia Ridge Zone. Project resources now total 159.9 million ounces of measured silver resources, 483.7 million ounces of indicated silver resources and 82.3 million ounces of inferred silver resources, placing Pitarrilla among the largest silver discoveries in the last decade. Infill and exploration drilling of the Breccia Ridge Zone is ongoing with three drills on site. Work on a 2.5 kilometer-long decline is continuing, which will provide underground drilling stations for the high grade silver and base metal mineralization of the Breccia Ridge Zone. The portal and more than 1,300 meters of ramp excavation have been completed to date.

An engineering pre-feasibility study is nearing completion and focuses initially on developing the underground sulphide-associated, base metal and silver mineralization found at Breccia Ridge. A second study focusing on development of the potential open pit resources is in progress.

Diablillos Project

A total of $5,663,000 was spent at the wholly-owned Diablillos Project in Argentina during the year compared to $4,436,000 in 2007.

We completed an 11,000-meter diamond drill program during 2007 and early 2008 on the project. During the latter part of 2008, a further 5,063 meters of drilling was completed. The objective of the program was to better define the inferred resource of 93.8 million ounces of silver resources and 815,000 ounces of gold resources. We are in the process of preparing an updated resource estimate and conducting a metallurgical program for the Diablillos Project. We have also engaged a Qualified Person as defined in NI 43-101 to prepare an updated resource estimate for the Diablillos Project, which is expected to be completed in the second quarter of 2009. Dependent on the results of the resource estimate and the metallurgical program, we will advance a pre-feasibility study on the economics of developing the Diablillos Project.

Snowfield Project

A total of $4,643,000 was spent at the wholly-owned property in Canada during the year compared to $2,392,000 in 2007.

In February 2009, the company reported a five-fold increase in gold resources at the wholly-owned Snowfield Project in northern British Columbia, Canada. The increased gold resource is now comprised of measured and indicated gold resources totalling 4,362,000 ounces and inferred gold resources of 14,276,000 ounces using a cut-off grade of 0.5 grams of gold-equivalent per tonne. The property is located 65 kilometres north of the town of Stewart and 20 kilometres southeast of Barrick's high-grade gold-silver mine at Eskay Creek.

The resource estimate is based on 96 diamond drill holes completed in 2006-2008, two re-sampled historical holes, collectively totalling 33,922 meters and 15 trenches totalling 126 meters of surface chip sampling.

17


A geological review is underway to assess the potential for expanding the mineralization at Snowfield and the adjacent Sulphurets Project held by Silver Standard. A follow-up program is being planned for 2009.

San Agustin Project

The San Agustin property is located 85 kilometers north of Durango City in Durango, Mexico.

In February 2009, an exploration company that had an option to acquire the property elected to not exercise its option. As a result, the property has been improved by over $10 million in exploration expenditures and is now the focus of an updated resource estimate commissioned by Silver Standard. The property appears to host a significant gold, silver and base metal resource.

As a result of developments at Snowfield and San Agustin, the company’s exposure to gold resources has expanded significantly.

Financial Position

Cash

At December 31, 2008, we had a cash and cash equivalent balance of $72,013,000 as compared to $81,600,000 at December 31, 2007. The increase is mainly attributed to:

  • $138,000,000 raised from the convertible debt financing in February;

  • $39,648,000 cash proceeds from sale of silver bullion in March;

  • $22,954,000 cash proceeds from the sale of the Shafter Project in July;

net of:

  • $61,861,000 (2007 - $39,774,000) spent on mineral properties;

  • $107,814,000 (2007 - $42,386,000) spent to advance the development of Pirquitas.

Silver Bullion

In March 2008, we sold our silver bullion for cash proceeds of $39,648,000. As at December 31, 2007, the silver bullion was recorded on our balance sheet at a cost of $15,977,000. The sale resulted in a gain of $23,699,000. No tax expense was recorded as we have sufficient tax pools to offset the taxable gain on the sale.

Marketable Securities

Our marketable securities at December 31, 2008 have a carried cost of $8,533,000 and a market value of $10,923,000 for an unrealized loss of $2,390,000 compared to a carried cost of $10,359,000 and a market value of $33,609,000 for an unrealized gain of $23,250,000 at December 31, 2007. These investments were made in various mineral exploration companies and are considered to be liquid.

Convertible debenture receivable

As part of considerations received for sale of the Shafter Silver Project (see “Liquidity”), we received a $9,980,000 (C$10,000,000) convertible debenture (“Debenture”) from Aurcana Corporation (“Aurcana”).

18


The Debenture has a three-year term, a coupon rate of 3% and is convertible at our option into 6,600,000 Aurcana common shares at C$1.515 per share. The Debenture is fully secured by general assets of Aurcana.

The note receivable component of the Debenture is designated as loans and receivable financial instrument. At initial recognition, the fair value of the note receivable component was estimated at $6,854,000 using the discounted cash flow model method at market rate. The note receivable component is accreted over an expected life of 3 years using the effective interest method. As at December 31, 2008, the book value of the note receivable component of the Debenture was $5,923,000. Interest and accretion income of $493,000 was recorded to earnings in relation to the Debenture.

The conversion feature of the Aurcana Debenture is classified as a held-for-trading financial instrument by default. The fair value of conversion feature was estimated, at initial recognition, to be $1,439,000 and is revalued at each period end based on the Black-Scholes valuation model. As at December 31, 2008, the fair value of the conversion feature was $50,000. As a result, an unrealized loss of $1,389,000 on financial instruments held-for-trading was recorded to net earnings during the period.

Other Investments

As at December 31, 2008, we had a total of C$57,102,000 invested in Canadian asset-backed commercial paper (“ABCP”). At the dates at which we acquired the investments, the non-bank sponsored ABCP was rated R-1 high by DBRS Limited (“DBRS”), the highest credit rating for commercial paper. In August 2007, the ABCP market experienced liquidity problems and was subsequently frozen. In September 2007, a Pan Canadian Committee (the “Committee”) consisting of a panel of major ABCP investors was formed to restructure the affected ABCP trusts.

At December 31, 2007, based on the limited data available, we estimated the fair values of our ABCP investments to be $45,645,000 using a valuation technique which incorporates a probability weighted approach applied to discounted future cash flows and an impairment of $12,232,000 was recorded in 2007.

On December 24, 2008, the Committee confirmed that an agreement has been reached with all key stakeholders, including the involvement of provincial and federal governments. In January 2009, the Committee successfully obtained the final court approval to complete the restructuring.

On January 28, 2009, we received the restructured notes with a face value of C$57,142,000 and first interest payment of $1,630,000.

The face value of the restructured notes is allocated as follow:

    • C$26,542,000 in Class A-1 Notes

      • Senior notes, with the other series of notes subordinated to them

      • Expected repayment in 8 years, contractual maturity in 47 years

      • Coupon rate of Bankers’ Acceptance Rate (“BA”) less 0.5%.

    • C$21,944,000 in Class A-2 Notes

      • Senior to the Class B and C Notes

      • Expected repayment in 8 years, contractual maturity in 47 years

19


      • Coupon rate of BA Rate less 0.5%.

    • C$3,983,000 in Class B Notes

      • Senior to the Class C Notes

      • Expected repayment in 8 years, contractual maturity in 47 years

      • Coupon rate of BA Rate less 0.5%.

    • C$1,623,000 in Class C Notes

      • Expected repayment in 8 years, contractual maturity in 47 years

      • Coupon rate of BA Rate plus 20.0%.

    • C$658,000 in Class 3 IA Tracking Notes

      • Maturity of 7 years

      • Coupon rate equivalent to the lesser of : (i) the rate of return generated by the specific underlying assets; and (ii) BA plus 11.0%.

    • C$2,392,000 in Class 13 IA Tracking Notes

      • Maturity of 5 years

      • Coupon rate equivalent to the lesser of : (i) the rate of return generated by the specific underlying assets; and (ii) BA plus 11.0%.

As no secondary market has been developed for these restructured notes as at December 31, 2008, we estimated the fair value of our restructured notes using a valuation technique which incorporates a probability weighted approach applied to discounted future cash flows from the restructured notes and the fair value of our investments based on the indicative values contained in a report issued by J.P. Morgan, financial advisor to the Committee. Based on our best estimate, the fair value of our restructured notes at December 31, 2008 was $21,803,000, resulting in an impairment of $17,903,000 recorded in 2008. There is currently no certainty regarding the development of a secondary market for the restructured notes and therefore the fair value reported may change materially in subsequent periods.

In July 2008, we initiated legal action against a Canadian chartered bank and DBRS by filing a writ and statement of claim in the Supreme Court of British Columbia to recover any losses that may occur with respect to the ultimate recovery of our ABCP investments. There can be no assurance that the outcome of this litigation will be favourable to us.

20


Long-term Contractual Obligations

The following table discloses our contractual obligations:

    Less Than 1 Year     1-3 Years     4-5 Years     5+ Years     Total  
  $(000 ) $(000 ) $(000 ) $(000 ) $(000 )
Lease obligations   246     495     336     -     1,077  
Asset retirement obligations   234     1,346     983     2,147     4,710  
Long-term convertible notes*   6,210     12,420     147,315     -     165,945  
Total   6,690     14,261     148,634     2,147     171,732  

*

Convertible notes are due in 2028 but expected to be repaid in 2013. The notes bear an interest rate of 4.5% per annum and are convertible into common shares at a fixed conversion rate upon specified events.

Additional Disclosures

Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting. Any system of internal control over financial reporting, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. There have been no changes in our internal control over financial reporting during the year ended December 31, 2008 that have materially affected, or are reasonably likely to materially affect, internal control over financial reporting.

Off-Balance Sheet Arrangements

We have not entered into any off-balance sheet financing arrangements.

Related Party Transactions

During the year ended December 31, 2008, we recorded administrative, technical services and expense reimbursements of $1,276,000 (2007 - $396,000) from companies related by common directors or officers. At December 31, 2008, accounts receivable include $42,000 (2007 - $112,000) from these related parties. Any amounts due from related parties are non-interest bearing and without specific terms of repayment. Any transactions for expense reimbursement with related parties are at normal business terms.

Outstanding Share Data

The authorized capital consists of unlimited common shares without par value. As at March 10, 2009, the following common shares, options and share purchase warrants were outstanding:

    Number of     Exercise     Remaining  
    Shares     Price     Life  
          C$     (years)  
Capital stock   68,233,047              
Stock options   4,988,750     $10.50 - $40.62     0.8 - 9.8  
Fully diluted   73,221,797              

21


Subsequent Events

(a)

In February 2009, we closed a public share offering of 5,450,000 common shares at a price of $17.00 per share, for aggregate gross proceeds of $92,650,000. After deducting underwriting fees and estimated offering expenses of $5,533,000, net proceeds were $87,117,000.

   
(b)

In February 2009, Geologix Explorations Inc. elected not to exercise its option to acquire 100% interest in the San Agustin property. As a result, the San Agustin property, which contains estimated resources of 1.61 million ounces of indicated gold, 1.08 million ounces of inferred gold, 48.3 million ounces of indicated silver and 37.3 million ounces of inferred silver, was returned to us.

Financial Instruments and Other Instruments

Our financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable and accounts payable. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from our cash and cash equivalents, accounts receivable and accounts payable.

We are exposed to currency risk on the acquisition and exploration expenditures on our properties since we have to settle expenditures either in local currency or US dollars. Our expenditures are negatively impacted by increases in value of local currencies versus the US dollar.

Risks and Uncertainties

As a mineral exploration and development company, we are exposed to a number of risks and uncertainties. See Item 3.D.-“Risk Factors”.

  • Research and Development, Patents and Licenses, etc.

We are a mineral exploration and development company with no producing properties and, as such, the information required by this item is inapplicable.

  • Trend Information

We are a mineral exploration and development company with no producing properties, and, as such, the information required by this item is inapplicable.

  • Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

  • Tabular Disclosure of Contractual Obligations.

See Item 5.B – “Liquidity and Capital Resources”.

  • Safe Harbor.

See “Note Regarding Forward-Looking Statements”.

22


PART III

Item 18 Financial Statements

Effective January 1, 2009, we changed our functional and reporting currency to the United States Dollar (U.S. Dollars). The change in reporting currency is to better reflect our business activities and to improve investors’ ability to compare our financial results with other publicly traded businesses in the industry. We expect to conduct most of our business transactions in U.S. Dollars.

Our audited consolidated financial statements are stated in U.S. Dollars and are prepared in accordance with Canadian GAAP, which differs in certain respects from those principles that we would have followed had our audited consolidated financial statements been prepared in accordance with U.S. GAAP. The major differences between Canadian and U.S. GAAP, as they affect us, are disclosed in note 18 to the audited consolidated financial statements.

The financial statements and notes thereto as required under Item 18 are attached to this Annual Report, are individually listed under Item 19, and are found immediately following the text of this Annual Report. The audit report of PricewaterhouseCoopers LLP is included in this Annual Report immediately preceding the financial statements.

Item 19 Exhibits

All financial statements and exhibits referred to in this Item 19 are incorporated by reference into this Annual Report.

Financial Statements

Document   Page

Consolidated Financial Statements as at December 31, 2008, 2007 and 2006 (in U.S. Dollars)

  F-1

Auditors’ Report, dated August 7, 2009

  F-2

Consolidated Balance Sheets as at December 31, 2008 and December 31, 2007 (in U.S. Dollars)

  F-5

Consolidated Statements of Earnings (Loss) and Comprehensive Loss for the years ended December 31, 2008, December 31, 2007 and December 31, 2006 (in U.S. Dollars).

  F-6

Consolidated Statements of Cash Flows for the years ended December 31, 2008, December 31, 2007 and December 31, 2006 (in U.S. Dollars).

  F-7

Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2008, December 31, 2007 and December 31, 2006 (in U.S. Dollars).

  F-8

Notes to Consolidated Financial Statements for the years ended December 31, 2008, December 31, 2007 and December 31, 2006 (in U.S. Dollars).

  F-9

23



B. Exhibits

Exhibit
Number
 
Description
1.1*  

Memorandum, Articles and Certificate of Incorporation incorporated by reference from Exhibit 1.1 to Registration Statement under the Securities Exchange Act of 1934 on Form 20-F, file no. 0-26424 filed on July 13, 1995.

1.2*  

Notice of Articles and Articles filed under the Business Corporations Act (British Columbia) incorporated by reference from Exhibit 1.2 to Annual Report for the fiscal year ended December 31, 2005 under the Securities Exchange Act of 1934 on Form 20-F, file no. 0-26424 filed on March 31, 2006.

2.1*  

Indenture, dated as of February 27, 2008, between the Company and the Bank of New York, as trustee, incorporated by reference from Exhibit 2.1 to Annual Report for the fiscal year ended December 31, 2007 under the Securities Exchange Act of 1934 on Form 20-F, file no. 0-26424 filed on March 31, 2008.

8.1*  

List of Significant Subsidiaries (as defined in Rule 1-02(w) of Regulation S-X) included under Item 4.C, Organizational Structure.

10.1*  

Underwriting Agreement dated February 24, 2009 incorporated by reference from Exhibit 99.1 to Report of Foreign Private Issuer under the Securities Exchange Act of 1934 on Form 6-K, file no. 0- 26424 filed on February 25, 2009.

12.1  

Certification of President Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

12.2  

Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

13.1  

Certification of President Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

13.2  

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


*

Previously filed.

24


Silver Standard Resources Inc.
(a development stage company)

Consolidated Financial Statements (restated for change in reporting currency)
December 31, 2008, 2007 and 2006
(expressed in thousands of United States dollars)

F-1


Independent Auditors’ Report

To the Directors of Silver Standard Resources Inc.

We have completed integrated audits of the consolidated financial statements of Silver Standard Resources Inc. (the “Company”) for 2008, 2007 and 2006 and of its internal control over financial reporting as at December 31, 2008. Our opinions, based on our audits, are presented below.

Consolidated financial statements

We have audited the accompanying consolidated balance sheets of Silver Standard Resources Inc. as at December 31, 2008 and December 31, 2007, and the related consolidated statements of earnings (loss) and comprehensive loss, cash flows and shareholders’ equity for each of the years in the three year period ended December 31, 2008, presented in U.S. dollars. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits of the Company’s financial statements in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit of financial statements includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. A financial statement audit also includes assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as at December 31, 2008 and December 31, 2007 and the results of its operations and its cash flows for each of the years in the three year period ended December 31, 2008 in accordance with Canadian generally accepted accounting principles.

We previously reported to the Shareholders of the Company on March 10, 2009 that in our opinion, the consolidated financial statements, presented in Canadian dollars, presented fairly, in all material respects, the financial position of the Company as at December 31, 2008 and December 31, 2007 and the results of its operations and its cash flows for each of the years in the three year period ended December 31, 2008 in accordance with Canadian generally accepted accounting principles.

Internal control over financial reporting

We have also audited Silver Standard Resources Inc.’s internal control over financial reporting as at December 31, 2008, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Controls over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

F-2


We conducted our audit of internal control over financial reporting in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. An audit of internal control over financial reporting includes obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we consider necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as at December 31, 2008 based on criteria established in Internal Control — Integrated Framework issued by the COSO.

/s/ PricewaterhouseCoopers LLP

Chartered Accountants
Vancouver, British Columbia
March 10, 2009 (except for notes 2 and 18(b),vi),iv) which are as of August 7, 2009)

F-3


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 explanatory paragraph (following the opinion paragraph) when there are changes in accounting principles that have a material effect on the comparability of the Company’s financial statements, such as the changes described in notes 2, and 18(b),vi),iv) to the financial statements. Our report to the Directors dated March 10, 2009 (except for notes 2 and 18(b),vi),iv) which are as of August 7, 2009) is expressed in accordance with Canadian reporting standards which do not require a reference to such a change in accounting principles in the auditors’ report when the change is properly accounted for and adequately disclosed in the financial statements.

/s/ PricewaterhouseCoopers LLP

Chartered Accountants
Vancouver, British Columbia
March 10, 2009 (except for notes 2 and 18(b),vi),iv) which are as of August 7, 2009)

F-4



Silver Standard Resources Inc.
(a development stage company)
Consolidated Balance Sheets
As at December 31, 2008 and 2007 (restated for change in reporting currency)
(expressed in thousands of United States dollars)

    Note     2008     2007  
        $    $   
Assets               (Restated)  
Current assets                  
Cash and cash equivalents         72,013     81,600  
Silver bullion   4     -     15,977  
Marketable securities   5a     10,923     33,609  
Accounts receivable         2,772     2,938  
Prepaid expenses and deposits         1,106     458  
          86,814     134,582  
                   
Restricted cash   10     1,793     1,831  
Other investments   6     21,803     45,645  
Convertible debenture   5c     5,973     -  
Valued added tax recoverable   7     30,332     9,642  
Mineral property costs and property, plant, and equipment   8     421,190     306,232  
Mineral property held-for-sale   8     -     6,919  
          567,905     504,851  
Liabilities and Shareholders' Equity                  
Current liabilities                  
Accounts payable         20,438     9,756  
Accrued liabilities         10,875     3,676  
Accrued interest on convertible notes   9     2,066     -  
Current portion of taxes payable         11,715     -  
Current portion of asset retirement obligations   10     234     1,041  
Foreign exchange derivatives   5b     -     1,429  
          45,328     15,902  
Asset retirement obligations   10     3,229     2,861  
Taxes payable         3,370     -  
Future income tax liability         22,335     25,557  
Long-term convertible notes   9     104,046     -  
          178,308     44,320  
Non-controlling interest         496     615  
          178,804     44,935  
Shareholders' Equity                  
Share capital   11a     389,655     386,597  
Value assigned to stock options   11b     36,502     27,706  
Value assigned to convertible notes   9     37,383     -  
Contributed surplus         510     510  
Accumulated other comprehensive income (loss)         (19,569 )   94,537  
Deficit         (55,380 )   (49,434 )
          389,101     459,916  
                   
          567,905     504,851  

Commitments (note 17)
Subsequent events (note 19)

Approved on behalf of the Board of Directors

“John R. Brodie” “Peter W. Tomsett”
John R. Brodie, FCA Peter W. Tomsett
(Chairman of the Audit Committee) (Director)

The accompanying notes are an integral part of the consolidated financial statements

F-5



Silver Standard Resources Inc.
(a development stage company)
Consolidated Statements of Earnings (Loss) and Comprehensive Loss
For the years ended December 31, 2008, 2007 and 2006 (restated for change in reporting currency)
(expressed in thousands of United States dollars, except per share amounts)

    Note     2008     2007     2006  
        $    $    $   
                (Restated)        
Exploration and mineral property costs                        
Property examination and exploration         340     73     235  
Mineral property costs written-off         -     -     89  
Reclamation and accretion   10     318     728     1,879  
          (658 )   (801 )   (2,203 )
Expenses                        
Salaries and employee benefits         3,054     2,613     1,993  
Depreciation         288     296     125  
Professional fees         915     612     541  
General and administration         4,774     4,702     3,549  
Stock-based compensation   11b     9,601     13,955     11,405  
Foreign exchange (gain) loss         (200 )   3,282     66  
          (18,432 )   (25,460 )   (17,679 )
Other income (expenses)                        
Investment income         3,039     6,287     5,276  
Financing fees   9     (3,773 )   -     -  
Interest expense on convertible notes   9     (2,726 )   -     -  
Gain on sale of silver bullion   4     23,699     -     -  
Gain (loss) on sale of marketable securities         2,090     605     (2,343 )
Unrealized gain (loss) on financial instruments held-for-trading   5a,b,c     114     (1,801 )   -  
Write-up (down) of marketable securities   5a     (4,891 )   -     46  
Write-down of other investments   6     (17,903 )   (12,232 )   -  
Gain on sale of joint venture interest   8ii     -     -     30,865  
Gain on sale of mineral property   8xvii     31,463     459     153  
          31,112     (6,682 )   33,997  
                         
Earnings (loss) before income taxes         12,022     (32,943 )   14,115  
                         
Income taxes:                        
Current income taxes   8xvii     14,575     -     -  
Future income taxes   3e     3,393     1,022     -  
          17,968     1,022     -  
                         
Earnings (Loss) for the year         (5,946 )   (33,965 )   14,115  
                         
Weighted average shares outstanding (thousands)                        
 Basic         62,694     62,148     58,652  
 Diluted         62,694     62,148     58,904  
Earnings (Loss) per common share                        
 Basic earnings (loss) per share         (0.09 )   (0.55 )   0.24  
 Diluted earnings (loss) per share         (0.09 )   (0.55 )   0.24  
                         
Comprehensive income (loss)                        
Loss for the year         (5,946 )   (33,965 )      
Other comprehensive income (loss)                        
     Translation adjustment         (97,587 )   71,986        
     Unrealized loss on marketable securities, net of tax   5a     (14,785 )   (4,967 )      
     Reclassification of realized gain on sale of marketable securities, net of tax   5a     (1,734 )   -        
Other comprehensive income (loss) for the year         (114,106 )   67,019        
Comprehensive income (loss) for the year         (120,052 )   33,054        

The accompanying notes are an integral part of the consolidated financial statements

F-6



Silver Standard Resources Inc.
(a development stage company)
Consolidated Statements of Cash Flows
For the years ended December 31, 2008, 2007 and 2006 (restated for change in reporting currency)
(expressed in thousands of United States dollars)

    Note     2008     2007     2006  
        $    $    $   
                (Restated)        
Operating activities                        
Earnings (Loss) for the year         (5,946 )   (33,965 )   14,115  
     Items not affecting cash                        
         Depreciation         288     296     125  
         Stock-based compensation   11b     9,601     13,955     11,405  
         Asset retirement obligations         335     602     1,810  
         Mineral property costs written-off         -     -     89  
         Gain on sale of marketable securities   5a     (2,090 )   (605 )   2,343  
         Gain on sale of silver bullion   4     (23,699 )   -     -  
         Gain on sale of joint venture interest         -     -     (30,865 )
         Gain on sale of mineral property         (31,463 )   (459 )   (153 )
         Unrealized gain on held-for-trading                        
               financial instruments   5a,b     (114 )   1,801     -  
         Accretion expense on convertible notes   9     1,283     -     -  
         Interest income on convertible debenture   5c     (339 )   -     -  
         Write-down (up) of marketable securities   5a     4,891     -     (46 )
         Write-down of other investments   6     17,903     12,232     -  
         Future income tax expense   3e     3,393     1,022     -  
         Increase in non-current taxes payable         3,180     -     -  
         Foreign exchange loss (gain)         (9,163 )   28,085     (7,831 )
         Donation of shares         -     893     206  
Increase (decrease) in non-cash working capital items   15     12,847     (237 )   (1,248 )
Cash generated by (used in) operating activities         (19,093 )   23,620     (10,050 )
                         
Financing activities                        
Proceeds from issuance of convertible notes   9     138,000     -     -  
Financing costs related to equity portion of                        
     convertible notes financing   9     (1,473 )   -     -  
Shares and warrants issued for cash         2,192     10,973     192,774  
Share issue cash costs         -     -     (10,436 )
Cash generated by financing activities         138,719     10,973     182,338  
                         
Investing activities                        
Mineral property costs         (61,861 )   (39,774 )   (34,720 )
Property, plant and equipment         (107,814 )   (42,386 )   (3,181 )
Increase in value added tax recoverable (net)         (24,401 )   (7,629 )   (1,170 )
Net proceeds from sale of mineral property   8     22,435     -     11  
Proceeds from sale of silver bullion   4     39,648     -     -  
Proceeds from sale of marketable securities   5a     2,780     755     46,038  
Reliant, net of cash         -     180     -  
Increase in investment in restricted cash         -     -     (1,641 )
Purchase of marketable securities         -     (3,394 )   (333 )
Other investments reclassified         -     (57,790 )   -  
Cash used in investing activities         (129,213 )   (150,038 )   5,004  
                         
Increase (decrease) in cash and cash equivalents         (9,587 )   (115,445 )   177,292  
                         
Cash and cash equivalents - Beginning of year         81,600     197,045     19,753  
                         
Cash and cash equivalents - End of year         72,013     81,600     197,045  

Supplementary cash flow information (note 15)

The accompanying notes are an integral part of the consolidated financial statements

F-7



Silver Standard Resources Inc.
(a development stage company)
Consolidated Statements of Shareholders’ Equity
For the years ended December 31, 2008, 2007 and 2006 (restated for change in reporting currency)
(expressed in thousands of United States dollars)

                Values     Values           Accumulated              
    Common Shares     assigned     assigned to             other     Retained     Total  
    Number of           to stock     convertible     Contributed     comprehensive       earnings     shareholders'  
    shares     Amount     options     notes     Surplus     income     (deficit)     equity  
    (thousands)                
                                  (Restated)     (Restated)     (Restated)  
                                                 
Balance, December 31, 2005   51,849     171,290     7,745     5,364     -     -     (33,947 )   150,452  
Unrealized gain on translation of non-   -     -     -     -     -     6,308     -     6,308  
   US dollar denominated accounts                                                
Issued for cash:                                                
   Public offering   7,200     164,384     -     -     -     -     -     164,384  
   Exercise of options   669     5,773     -     -     -     -     -     5,773  
   Exercise of warrants   1,387     22,617     -     -     -     -     -     22,617  
For mineral property   530     8,442     -     -     -     -     -     8,442  
Value assigned to options granted   -     -     12,067     -     -     -     -     12,067  
Value of options exercised   -     2,277     (2,277 )   -     -     -     -     -  
Value of warrants exercised   -     5,643     -     (4,929 )   -     -     -     714  
Donations   11     206     -     -     -     -     -     206  
Share issue costs   -     (10,436 )   -     -     -     -     -     (10,436 )
Options expired   -     -     (75 )   -     75     -     -     -  
Warrants expired   -     -     -     (435 )   435     -     -     -  
Earnings (loss) for the year   -     -     -     -     -     -     14,115     14,115  
                                                 
Balance, December 31, 2006   61,646     370,196     17,460     -     510     6,308     (19,832 )   374,642  
                                                 
Transition adjustment to opening   -     -     -     -     -     21,210     4,363     25,573  
   balance (note 2)                                                
Issued for cash:                                                
   Exercise of options   887     10,973     -     -     -     -     -     10,973  
For mineral property   9     338     -     -     -     -     -     338  
Value assigned to options granted   -     -     14,443     -     -     -     -     14,443  
Value of options exercised   -     4,197     (4,197 )   -     -     -     -     -  
Donations   27     893     -     -     -     -     -     893  
Other comprehensive income (loss)   -     -     -     -     -     67,019     -     67,019  
Earnings (loss) for the year   -     -     -     -     -     -     (33,965 )   (33,965 )
                                                 
Balance, December 31, 2007   62,569     386,597     27,706     -     510     94,537     (49,434 )   459,916  
                                                 
Issued for cash:                                                
   Exercise of options   186     2,192     -     -     -     -     -     2,192  
Value assigned to options granted   -     -     9,662     -     -     -     -     9,662  
Value of options exercised   -     866     (866 )   -     -     -     -     -  
Value assigned to convertible notes   -     -     -     37,383     -     -     -     37,383  
Other comprehensive income (loss)   -     -     -     -     -     (114,106 )   -     (114,106 )
Earnings (loss) for the year   -     -     -     -     -     -     (5,946 )   (5,946 )
                                                 
Balance, December 31, 2008   62,755     389,655     36,502     37,383     510     (19,569 )   (55,380 )   389,101  

The accompanying notes are an integral part of the consolidated financial statements

F-8



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

1

NATURE OF OPERATIONS

   

We are a development stage company that, since 1994, has assembled a portfolio of silver-dominant projects, which are located in seven countries in the Americas and Australia. We are now focused on advancing our five principal projects to commercial production. These include the Pirquitas Project, the San Luis Project, the Pitarrilla Project, the Diablillos Project and the Snowfield Project. In addition to our five principal projects, we hold a geologically-diverse portfolio of other predominantly silver projects in various stages of exploration.

   

Management has estimated that we will have adequate funds from existing working capital to meet our corporate, development, administrative and property obligations for the coming year, including the construction of the Pirquitas property. We will periodically need to obtain additional financing (see note 19 – Subsequent events), and while we have been successful in the past, there can be no assurance that we will be able to do so in the future.

   

The recoverability of the amounts shown for mineral properties and related deferred costs is dependent upon the existence of economically recoverable reserves, our ability to obtain necessary financing to complete the development, and upon future profitable production. The amounts shown as deferred expenditures and property acquisition costs represent net costs to date, less amounts amortized and/or written-off, and do not necessarily represent present or future values.

   
2

SIGNIFICANT ACCOUNTING POLICIES

   

Generally accepted accounting principles

   

These consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles (“Canadian GAAP”). The significant differences between these principles and those that would be applied under U.S. generally accepted accounting principles and requirements promulgated by the Securities and Exchange Commission (collectively “U.S. GAAP”), as they affect the company, are disclosed in note 18.

   

Change in reporting currency

   

Effective January 1, 2009, we changed our reporting currency from the Canadian dollar to the US dollar. The change in reporting currency is to better reflect our business activities and to provide investors with comparability to other companies in the mining industry. Prior to January 1, 2009, we reported our annual and quarterly consolidated financial statements in Canadian dollars. These financial statements and corresponding notes for periods prior to January 1, 2009 have been restated to the US dollar for comparison to 2009 financial results.

F-9



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

2

SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

   

Change in reporting currency (Con’t)

   

These consolidated financial statements have been translated to US dollars in accordance with EIC-130. “Translation Method when the Reporting Currency differs from the Measurement Currency or there is a Change in the Reporting Currency”. These guidelines require that the comparative financial statements and corresponding notes are restated from Canadian dollars to US dollars using the current rate method. Under this method, all assets and liabilities are translated into US dollars at the exchange rate prevailing at the balance sheet date; expense items are translated at the average rate of exchange for the period; one-time income or expense items are translated at the exchange rate on the date of the transaction; and the resulting translation adjustment is recorded as a cumulative translation adjustment (“CTA”) in accumulated other comprehensive income

   

Effective January 1, 2009, we determined that our functional currency had changed from the Canadian dollar to the US dollar as a result of a change in the nature of our operations. As a result of the change in our functional currency, effective January 1, 2009, our integrated foreign currency operations will be translated to US dollars using the temporal method on a prospective basis. Under the temporal method, monetary assets and liabilities are translated at the exchange rate in effect at the balance sheet date; non-monetary items are translated at historic exchange rates; and income and expense items are translated at the average exchange rate for the period. Translation gains and losses are recognized in the Consolidated Statement of Earnings (Loss) and Comprehensive Loss.

   

Basis of presentation

   

The consolidated financial statements include the accounts of the company and its wholly-owned subsidiaries, the most significant of which are presented in the following table:


Subsidiary Location Ownership Project
Candelaria Mining Company Delaware 100% Candelaria
Mina Pirquitas, Inc. Delaware 100% Pirquitas
Maverick Silver Inc. Nevada 100% Maverick Springs
Sociedad Minera Berenguela S.A. Peru 100% Berenguela
Reliant Ventures S.A.C. Peru 55% San Luis
Minera Silver Standard Chile S.A. Chile 100% Challacollo
Pacific Rim Mining Corporation Argentina, S.A. Argentina 100% Diablillos
Silver Standard Australia Pty Limited Australia 100% Bowdens
777666 B.C. Ltd. Canada 100% Snowfield/Sulphurets
Silver Standard Durango S.A. de C.V. Mexico 100% Pitarrilla
Silver Standard Exploraciones S.A. de C.V. Mexico 100% Veta Colorada

All inter-company transactions and balances have been eliminated on consolidation.

F-10



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

2 SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and related notes. Significant areas where management’s judgment is applied are asset impairment, stock-based compensation, future income tax valuation reserves, ore reserve determinations and asset retirement obligations. Actual results could differ from those estimates.

Reclassifications

Certain reclassifications of prior year balances have been made to conform to the current year presentation. These reclassifications have had no impact on previously reported total current assets, total assets and working capital position, and do not affect previously reported cash flows from investing and financing activities.

Foreign currency translation

Our subsidiaries are considered to be integrated foreign operations whose financial position and results of operations are translated into Canadian dollars using the temporal method. Monetary items are translated at the exchange rate in effect at the balance sheet date; non-monetary items are translated at historical exchange rates. Income and expense items are translated at the average exchange rate for the period. Translation gains and losses are reflected in the Consolidated Statements of Earnings (Loss) and Comprehensive Loss unless they relate to a specific mineral property in which case they are capitalized.

Cash and cash equivalents

Cash and cash equivalents include cash, bank balances and short-term investments with original maturities of three months or less and are stated at cost, which approximates market value.

Silver bullion

Silver bullion is valued at the lower of original cost or net realizable value.

Financial Instruments

As at December 31, 2008, our financial instruments are comprised of cash and cash equivalents, marketable securities, accounts receivable, restricted cash, convertible debenture receivable, other investments, accounts payable, accrued liabilities, and convertible notes. The fair value of accounts receivable, accounts payable and accrued liabilities approximate their carrying value due to their short-term maturity or capacity of prompt liquidation.

Cash equivalents

Cash equivalents are composed of short-term investments with provinces of Canada, Canada or the United States of America or their respective agencies, with a term of less than 90 days. Cash and cash equivalents are designated as held-for-trading as at December 31, 2008.

F-11



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

2 SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

Financial Instruments (Con’t)

Marketable securities

Marketable securities are reported at their fair market value based on quoted market prices. Non-derivative based marketable securities are designated as available-for-sale financial instruments, as they were not acquired for purpose of trading. Derivative based marketable securities are designated as held-for-trading financial instruments as their default category.

Restricted cash

Restricted cash is designated as available-for-sale as it is not acquired for purpose of trading and has short-term maturity.

Convertible debenture receivable

Convertible debenture receivable consists of a note receivable component and a conversion feature component. The note receivable component is designated as loans and receivable and is recorded at amortized cost. The conversion feature is a derivative and is recorded at fair value based on the Black-Scholes model, with changes in fair value reflected in earnings.

Other investments

Other investments consist of note receivables received from restructuring of our asset-backed commercial paper investments. As no quoted market price is available, these note receivables are reported at their fair value, estimated based on a combination of valuation techniques (see note 6). Other investments are currently designated as available-for-sale and classified as non-current assets due to uncertainty in development of a secondary market.

Convertible notes

Convertible notes are designated as other liabilities and related transaction costs on the debt component are expensed as incurred. Interest expense related to development expenditures incurred on Pirquitas is capitalized to construction in progress.

F-12



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

2 SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

Mineral property costs and property, plant and equipment

Mineral property costs

We record our interests in mineral properties at cost. Costs include the costs of acquiring mineral properties and related exploration and development expenditures, interest expense allocable to the cost of developing mining properties and to construct new facilities and holding costs to maintain a property. Related foreign exchange amounts are deferred. These costs are amortized using the units-of-production method against future production or are written-off if the properties are sold, allowed to lapse or abandoned. General exploration is expensed in the period incurred.

Option payments received are treated as a reduction of the carrying value of the related mineral property and deferred costs until the payments are in excess of costs incurred, at which time they are then credited to income. Options payments are at the discretion of the optionee, and accordingly, are accounted for on a cash basis or when receipt is reasonably assured.

Our management regularly reviews the recoverability of the carrying value of each mineral property. Where information and conditions suggest impairment, estimated future cash flows are calculated using estimated future prices, proven and probable reserves, weighted probable outcomes and operating capital and reclamation costs on an undiscounted basis. If it is determined that the future cash flows are less than the carrying value, a write-down to the estimated fair value is expensed for the period. Where estimates of future net cash flows are not available and where other conditions suggest impairment, management assesses if carrying values can be recovered. If the carrying values exceed estimated recoverable values, then the costs are written-down to fair values with the write-down expensed in the year.

Management’s estimates of future mineral prices, recoverable resources, initial and operating capital and reclamation costs are subject to certain risks and uncertainties that may affect the recoverability of mineral property costs. Although management has made its best estimate of these factors, it is possible that changes could occur that could adversely affect management’s estimate of the net cash flows to be generated from its properties.

Property, plant and equipment

Property, plant and equipment are recorded at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the useful life of the asset at rates ranging from 10% to 30% per annum once the asset is put in service. Construction in progress is recorded at cost and re-allocated to mining equipment and machinery when it becomes available for use. Depreciation for mining equipment and machinery is calculated on a straight-line basis over the useful life of the equipment or the life of mine when it becomes available for use. Leasehold improvements are amortized over the shorter of their economic lives and the lease term plus lease renewals, if any, only when such renewals are reasonably assured. Depreciation charges on assets that are directly related to mineral properties are allocated to that mineral property. We assess if an impairment loss exists when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss is recognized if the carrying amount of a long-lived asset exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. The amount of the loss is measured as the amount by which long-lived asset’s carrying value exceeds its fair value.

F-13



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

2 SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

Asset retirement obligations

We recognize a liability for our legal obligations associated with the retirement of property, plant and equipment when the liability is incurred. A liability is recognized initially at fair value and the resulting amount is capitalized as part of the asset’s carrying value unless the asset has been previously written-off, in which case the amount is expensed. The liability is accreted over time through periodic charges to earnings where the assets have previously been written-off or to mineral property costs where the assets are in the preproduction stage. In subsequent periods, we adjust the carrying amounts of the asset and the liability for changes in estimates of the amount or timing of underlying future cash flows. The fair value of the legal obligation for asset retirement is assessed each reporting period.

It is reasonably possible that our estimates of our ultimate reclamation and site restoration liability could change as a result of changes in regulations or cost estimates. The effect of changes in estimated costs is recognized on a prospective basis.

Stock-based compensation

Compensation expense for stock options granted to employees or non-employees is measured at the fair value using the Black-Scholes valuation model and is recognized over the vesting period of the options granted. In situations where stock options are granted in exchange for services directly related to specific mineral properties, the expense is capitalized against that mineral property. The value assigned to stock options shown on the balance sheet is subsequently reduced if the options are exercised and the amount so reduced is then credited to share capital. Any values assigned to stock options that have expired are transferred to contributed surplus.

Income taxes

The liability method of income tax allocation is used and is based on differences between financial reporting and tax bases of assets and liabilities. Temporary differences arising from the difference between the tax basis of an asset or liability and its carrying amount on the balance sheet are used to calculate future income tax liabilities or assets. Future income tax liabilities or assets are calculated using the tax rates anticipated to apply in the periods that the temporary differences are expected to reverse. Future tax assets are recognized to the extent that they are considered more likely than not to be realized.

Earnings (loss) per common share

Earnings (loss) per share is calculated based on the weighted average number of common shares issued and outstanding during the year. We follow the treasury stock method in the calculation of diluted earnings per share. Under this method, the weighted average number of shares includes the potential net issuances of common shares for “in-the-money” options and warrants assuming the proceeds are used to repurchase common shares at the average market price during the period, if dilutive. The effect of potential issuances of shares under options and warrants would be anti-dilutive if a loss is reported, and therefore basic and diluted losses per share are the same.

F-14



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

2 SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

Recent accounting pronouncements

Recent accounting pronouncements issued which may impact us in the future are as follows:

Goodwill and Intangible Assets

CICA Handbook Section 3064, “Goodwill and Intangible Assets”, replaces Section 3062, “Goodwill and Other Intangible Assets,” and CICA Section 3450, “Research and Development Costs,” and EIC-27, “Revenues and expenditures during the pre-operating period”. The Standard reinforces the principle-based approach to the recognition of assets only in accordance with the definition of an asset and the criteria for asset recognition; and clarifies the application of the concept of matching revenues and expenses such that the current practice of recognizing assets that may not meet the definition and recognition criteria are eliminated. This new standard also provides guidance for the treatment of pre-production and start-up costs and requires that these costs and related revenues be reflected in earnings. The changes are effective for interim and annual financial statements beginning January 1, 2009. We have not yet determined the impact of the adoption of this change on the disclosure in our financial statements.

International Financial Reporting Standards

We have been monitoring the deliberations and progress being made by accounting standard setting bodies and securities regulators in Canada and United States with respect to their plans regarding convergence to International Financial Reporting Standards (“IFRS”):

  • In February 2008, the Canadian Accounting Standards Board confirmed that publicly listed companies will be required to adopt IFRS for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. Early adoption may be permitted, however, exemptive relief requires approval of the Canadian Securities Administrators.

  • In August 2008, the Securities and Exchange Commission of the United States announced that it would seek public comments on a proposed roadmap for the potential mandatory adoption of IFRS beginning in 2014 for large accelerated filers, accelerated filers in 2015 and then remaining public companies in 2016.

In preparation for the changeover from GAAP to IFRS, we commenced the planning process during the second quarter of 2008. Specific initiatives are underway and others have been planned for the transitioning from GAAP to IFRS. Current status of the project is as follows:

Resources

  • We have retained the service of a major public accounting firm to provide technical and process management assistance for the project.

  • We will continue to invest in training and resources to ensure a timely and effective conversion.

F-15



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

2 SIGNIFICANT ACCOUNTING POLICIES (Cont’d)

Recent accounting pronouncements (Con’t)

International Financial Reporting Standards (Con’t)

Process

  • A diagnostic assessment of the key impact areas was completed.

  • A detailed assessment of accounting and measurement differences between IFRS and Canadian GAAP on current accounting policies, as well as new policies anticipated to be implemented as we transition to a producer, is currently underway.

  • Initial findings and observations from the work completed to date will serve as an input in establishing the key parameters to develop solutions during the design phase of the project.

  • An initial assessment of exemptions available under IFRS 1, “First-time Adoption of IFRSs”, has been completed.

  • A high-level impact assessment of IFRS conversion on our IT systems and tax processes is underway.

  • Our audit committee is monitoring our progress and is kept informed of issues identified.

  • Our external auditor is advised of the progress status and issues identified.

We anticipate that there will be changes in accounting policies and these changes may materially impact our financial statements.

3

CHANGES IN ACCOUNTING POLICIES

     
a)

Financial Instruments - Disclosures

     

Effective January 1, 2008, we adopted CICA Handbook Section 3862, “Financial Instruments – Disclosures” and CICA Handbook Section 3863, “Financial Instruments – Presentation”. Section 3862 requires the disclosure of quantitative and qualitative information in our financial statements to evaluate (a) the significance of financial instruments for our financial position and performance; and (b) the nature and extent of risks arising from financial instruments to which we are exposed during the period and at the balance sheet date. Management’s objectives, policies and procedures for managing such risks are disclosed in note 5(d). Section 3863 replaces the existing requirements on presentation of financial instruments.

     
b)

Capital Disclosure

     

Effective January 1, 2008, we adopted CICA Handbook Section 1535, “Capital Disclosures”, which requires the disclosure of information on our objectives, policies, and processes for managing capital. This information is disclosed in note 13.

F-16



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

3

CHANGES IN ACCOUNTING POLICIES

     
c)

Going Concern

     

Effective January 1, 2008, we adopted an amendment to CICA Handbook Section 1400, “General Standards of Financial Statement Presentation” in relation to going concern. The amendment requires management to assess an entity’s ability to continue as a going concern. When management is aware of material uncertainties related to events or conditions that may cast doubt on an entity’s ability to continue as a going concern, those uncertainties must be disclosed. In assessing the appropriateness of the going concern assumption, the standard requires management to consider all available information about the future, which is at least, but not limited to, twelve months from the balance sheet date.

     
d)

Inventories

     

Effective January 1, 2008, we adopted CICA Handbook Section 3031, “Inventories”, which prescribes the accounting treatment for inventories and provides guidance on the determination of costs and its subsequent recognition as an expense, including any write-down to net realizable value. It also provides guidance on the cost formulas that are used to assign costs to inventories. As at December 31, 2008, we have no inventories and this standard has no effect on our financial statements.

     
e)

Income Statement Presentation of Tax Loss Carryforward

     

Effective September 30, 2008, we adopted EIC-172, “Income Statement Presentation of a Tax Loss Carryforward Recognized Following an Unrealized Gain in Other Comprehensive Income”. This abstract provides guidance on whether the tax benefit from the recognition of previously unrecognized tax loss carryforwards consequent to the recording of unrealized gains in other comprehensive income, such as unrealized gains on available-for-sale financial assets, should be recognized in net income or in other comprehensive income. The abstract should be applied retrospectively, with restatement of prior periods from January 1, 2007, the date of adoption of CICA Handbook Section 3855, “Financial Instruments – Recognition and Measurement”.

     

The adoption of EIC-172 resulted in a reclassification of $4,363,000 of future income tax recovery from opening accumulated other comprehensive income to opening accumulated deficit effective January 1, 2007, $1,022,000 of future income tax expense from other comprehensive loss to net loss for the year ended December 31, 2007 and $3,393,000 of future income tax expense from other comprehensive loss to net loss in the current year.

F-17



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

4

SILVER BULLION

   

In March 2008, we sold our silver bullion for cash proceeds of $39,648,000. As at December 31, 2007, the silver bullion was recorded on our balance sheet at a cost of $15,977,000. After taking into account fluctuations in foreign exchange, the sale results in a gain of $23,699,000. No tax expense was recorded as we have sufficient tax pools to offset the taxable gain on the sale.

   
5

FINANCIAL INSTRUMENTS

   

As at December 31, 2008, the carrying and fair values of our financial instruments by category are as follows:


                                    2008  
                        Other              
      Held for     Loans &     Available     financial      Carrying      Fair  
      trading      receivables     for sale     liabilities     value     value  
  Financial assets   ($)     ($)     ($)     ($)     ($)     ($)  
  Cash and cash equivalents   72,013     -     -     -     72,013     72,013  
  Marketable securities (note 5a)   -     -     10,923     -     10,923     10,923  
  Accounts receivable   -     2,772     -     -     2,772     2,772  
  Restricted cash (note 10)   -     -     1,793     -     1,793     1,793  
  Other investments (note 6)   -     -     21,803     -     21,803     21,803  
  Convertible debenture (note 5c) (1)   50     5,923     -     -     5,973     6,904  
      72,063     8,695     34,519     -     115,277     116,208  
  Financial liabilities                                    
  Accounts payable and                                    
       and accrued liabilities   -     -     -     31,313     31,313     31,313  
  Convertible notes (note 9) (2)   -     -     -     106,112     106,112     91,191  
      -     -     -     137,425     137,425     122,504  

  (1)

The fair value of convertible debenture is estimated using the discounted cash flow method at market rate on the balance sheet date.

     
  (2)

The fair value of convertible notes is estimated using average market quoted price provied by market makers in over-the-counter market on the balance sheet date.

As at December 31, 2007, the fair value of all financial instruments approximated their carrying value.

F-18



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

5

FINANCIAL INSTRUMENTS (Cont’d)

     
(a)

Marketable Securities

     

Pursuant to adoption of CICA Handbook Sections 3855 and EIC-172, we recorded an unrealized gain of $25,573,000 on marketable securities held by us at January 1, 2007. Of this amount, $4,363,000 was recorded in opening retained earnings, representing the tax benefit on recognition of previously unrecognized tax loss carryfowards. The remaining balance of $21,210,000 was adjusted to opening balance of accumulated other comprehensive income.

     

At December 31, 2008 and 2007, we held shares and share purchase warrants as follows:


      December 31, 2008     December 31, 2007  
                  Accumulated                 Accumulated  
                  Unrealized                 Unrealized  
      Fair Value     Cost      Gains (losses)      Fair Value     Cost      Gains (losses)   
  Available-For-Sale Shares   ($)     ($)     ($)     ($)     ($)     ($)  
  Esperanza Silver Corporation   3,165     3,938     (773 )   10,133     4,881     5,252  
  Aurcana Corporation   1,470     1,470     -     -     -     -  
  Minco Silver Corporation   4,080     1,854     2,226     13,859     3,002     10,857  
  Silvermex Resources Ltd.   286     245     41     3,289     304     2,985  
  Canplats Resources Corporation   747     41     706     1,781     51     1,730  
  Geologix Explorations Inc.   188     188     -     2,247     911     1,336  
  Other investments   987     457     530     2,273     789     1,484  
      10,923     8,193     2,730     33,582     9,938     23,644  
  Held-For-Trading Warrants                                    
  Esperanza Silver Corporation   -     340     (340 )   27     421     (394 )
  Total Marketable Securities   10,923     8,533     2,390     33,609     10,359     23,250  

For the year ended December 31, 2008, we recognized an unrealized loss of $19,911,000 (2007 -$6,515,000) on marketable securities designated as available-for-sale which was recorded in other comprehensive loss. This unrealized loss resulted in future income tax expense of $3,393,000 (2007 -$1,111,000), representing the reversal of the tax benefit arising on recognition of previously unrecognized loss carryforwards, with a corresponding impact on other comprehensive loss. During the year, we also recorded a write-down of $4,891,000 for marketable securities with decline in fair values that were assessed as other-than-temporary.

We recorded an unrealized loss on marketable securities designated as held-for-trading of $27,000 (2007 - $362,000) during the year.

In July 2008, as part of considerations received for sale of the Shafter Silver Project (See note 8(xvii)), we received 15 million common shares of Aurcana Corporation (“Aurcana”). As at the date of the transaction, the Aurcana common shares had a fair value of $6,886,000 (C$6,900,000).

F-19



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

5

FINANCIAL INSTRUMENTS (Cont’d)

     
(b)

Foreign exchange derivatives

     

At December 31, 2007, we held various US foreign exchange option agreements with a negative fair value of $1,429,000. All of these foreign exchange contracts have been closed during the first quarter of 2008 and we have no outstanding foreign exchange option agreements at December 31, 2008.

     
(c)

Convertible debenture receivable

     

As part of considerations received for sale of the Shafter Silver Project (See note 8(xvii)), we received a $9,980,000 (C$10,000,000) convertible debenture (“Debenture”) from Aurcana Corporation (“Aurcana”). The Debenture has a three-year term, a coupon rate of 3% and is convertible into 6,600,000 Aurcana common shares at C$1.515 per share. The Debenture is fully secured by general assets of Aurcana.

     

The note receivable component of the Debenture is designated as loans and receivable. At initial recognition, the fair value of the note receivable component was estimated at $6,854,000 using the discounted cash flow model method at market rate. The note receivable component is accreted over an expected life of 3 years using the effective interest method. As at December 31, 2008, the book value of the note receivable component of the Debenture was $5,923,000. Interest and accretion income of $493,000 was recorded to earnings in relation to the Debenture.

     

The conversion feature of the Aurcana Debenture is considered a derivative. The fair value of conversion feature was estimated, at initial recognition, to be $1,439,000 and is re-valued at each period end based on the Black-Scholes valuation model. As at December 31, 2008, the fair value of the conversion feature was $50,000. As a result, an unrealized loss of $1,389,000 on financial instruments held-for-trading was recorded to net earnings during the period.

     
(d)

Financial Risk Management

     

Our activities expose us to a variety of financial risks, including foreign exchange risk, interest rate risk, commodity price risk, credit risk and liquidity risk. From time to time, we may use foreign exchange contracts, commodity price contracts and interest rate swaps to manage exposure to fluctuations in foreign exchange, metal prices and interest rates. We do not have a practice of trading derivatives. In the past, our use of derivatives was limited to specific programs to manage fluctuations in foreign exchange risk, which are subject to the oversight of the Board of Directors.

F-20



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

5 FINANCIAL INSTRUMENTS (Cont’d)

Foreign Exchange Risk

We operate projects in seven different countries and therefore, foreign exchange risk exposures arise from transactions denominated in foreign currencies. Our foreign exchange risk arises primarily with respect to the US dollar and Argentine Peso. As at December 31, 2008, our exposure to the US dollar is as follows:

      December 31     December 31  
      2008     2007  
      US$     US$  
  Cash and cash equivalents   53,659     10,769  
  Restricted cash   1,637     1,637  
  Accounts payable and accrued liabilities   (8,387 )   (3,028 )
  Convertible notes (Face value of $138million)   (106,112 )   -  
               
      (59,203 )   9,378  

As at December 31, 2008, with other variables unchanged, a $0.01 strengthening (weakening) of the US dollar against the Canadian dollar would decrease (increase) our net earnings by $59,000.

As at December 31, 2008, our exposure to Argentine Peso (“ARS”) was ARS$1,800,000, which includes ARS$103,364,000 in value added tax recoverable, net of ARS$101,563,000 in accounts payable and accrued liabilities. With other variables unchanged, a ARS$0.01 strengthening (weakening) of Argentine Peso against the Canadian dollar would increase (decrease) our net earnings by $6,000.

Interest Rate Risk

Our interest rate risk mainly arises from the interest rate impact on our cash and cash equivalents. Cash and cash equivalents receive interest based on market interest rates. Our long-term note receivable and long-term debt have fixed interest rates and are not exposed to interest rate risk.

As at December 31, 2008, the weighted average interest rate of our cash equivalents investment was 0.55% . With other variables unchanged, a 1% increase (decrease) in the interest rate would increase (decrease) our net earnings by $1,584,000.

Commodity Price Risk

Our profitability and long-term viability will depend, in large part, on the market price of silver, gold, tin, zinc, lead and copper. The market prices for these metals are volatile and are affected by numerous factors beyond our control, including:

  • global or regional consumption patterns;

  • the supply of, and demand for, these metals;

  • speculative activities;

  • the availability and costs of metal substitutes;

  • expectations for inflation; and

  • political and economic conditions, including interest rates and currency values.

F-21



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

5 FINANCIAL INSTRUMENTS (Cont’d)

Commodity Price Risk (Con’t)

We cannot predict the effect of these factors on metal prices. A decrease in the market price of silver and other metals would affect the profitability of the Pirquitas Project and could affect our ability to finance the exploration and development of any of our other mineral properties. The market price of silver and other metals may be subject to significant fluctuations. In particular, an increase in worldwide supply, and consequent downward pressure on prices, may result over the longer term from increased silver production from mines developed or expanded as a result of current metal price levels.

Credit Risk

Credit risk arises from the non-performance by counterparties of contractual financial obligations. Our credit risk arises primarily with respect to our money market investments, convertible debenture receivable and investment in asset-backed commercial papers.

We manage our credit risk on money market investments by investing only in obligations of any Province of Canada, Canada or the United States of America or their respective agencies, obligations of enterprises sponsored by any of the above governments; bankers’ acceptances purchased in the secondary market and having received the highest credit rating from a recognized rating agency in Canada or the United States, with a term of less than 90 days; and bank term deposits and bearer deposit notes, with a term of less than 90 days.

Our maximum exposure to credit risk at the reporting date is the carrying value of cash and cash equivalents, other receivables, convertible debenture receivable (see note 5c) and other investments (see note 6). At December 31, 2008, there were no significant concentrations of credit risk and no amounts were held as collateral.

Liquidity Risk

Liquidity risk represents our ability to fund future operating activities and investments. We manage liquidity risk by maintaining adequate cash and cash equivalent balances to meet short-term business requirements. If necessary, we may raise funds through the issuance of debt, equity, or monetization of non core assets. For example, in February 2008, we completed a $138,000,000, 4.5% convertible debenture due in 2028. In July 2008, we closed the sale of our Shafter Silver Project for total considerations of $38,133,000 (C$38,210,000). Subsequent to year end, we raised $92,650,000 through public offering of common shares (see note 19).

We ensure that there is sufficient capital to meet our long-term obligations by continuously monitoring and reviewing actual and forecasted cash flows, and match the maturity profile of financial assets to development, capital and operating needs. We believe our sources will be sufficient to cover our short-term and long-term cash requirements.

See “Note 17 – Commitments” for contractual undiscounted cash flow requirements for financial liabilities as at December 31, 2008.

F-22



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

6 OTHER INVESTMENTS

As at December 31, 2008, we had a total of C$57,102,000 invested in Canadian asset-backed commercial paper (“ABCP”). At the dates at which we acquired the investments, the non-bank sponsored ABCP was rated R-1 high by DBRS Limited (“DBRS”), the highest credit rating for commercial paper. In August 2007, the ABCP market experienced liquidity problems and was subsequently frozen. In September 2007, a Pan Canadian Committee (the “Committee”) consisting of a panel of major ABCP investors was formed to restructure the affected ABCP trusts.

At December 31, 2007, based on the limited data available, we estimated the fair values of our ABCP investments to be $45,645,000 using a valuation technique which incorporates a probability weighted approach applied to discounted future cash flows and an impairment of $12,232,000 was recorded in 2007.

On December 24, 2008, the Committee confirmed that an agreement has been reached with all key stakeholders, including the involvement of provincial and federal governments. In January 2009, the Committee successfully obtained the final court approval to complete the restructuring. On January 28, 2009, we received the restructured notes with a face value of C$57,142,000. At the time of receipt of the restructured notes, we also received a retroactive interest payment on our original notes covering the period from August 2007 to August 2008 of $1,630,000.

The face value of the restructured notes is allocated as follow:

  o

C$26,542,000 in Class A-1 Notes

 

Senior notes, with the other series of notes subordinated to them

 

Expected repayment in 8 years, contractual maturity in 47 years

 

Coupon rate of Bankers’ Acceptance Rate (“BA”) less 0.5%.

       
  o

C$21,944,000 in Class A-2 Notes

 

Senior to the Class B and C Notes

 

Expected repayment in 8 years, contractual maturity in 47 years

 

Coupon rate of BA Rate less 0.5%

       
  o

C$3,983,000 in Class B Notes

 

Senior to the Class C Notes

 

Expected repayment in 8 years, contractual maturity in 47 years

 

Coupon rate of BA Rate less 0.5%

       
  o

C$1,623,000 in Class C Notes

 

Expected repayment in 8 years, contractual maturity in 47 years

 

Coupon rate of BA plus 20.0%

       
  o

C$658,000 in Class 3 IA Tracking Notes

 

Maturity of 7 years

 

Coupon rate equivalent to the lesser of: (i) the rate of return generated by the specific underlying assets; and (ii) BA plus 11.0%

       
  o

C$2,392,000 in Class 13 IA Tracking Notes

 

Maturity of 5 years

 

Coupon rate equivalent to the lesser of: (i) the rate of return generated by the specific underlying assets; and (ii) BA plus 11.0%

F-23



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

6

OTHER INVESTMENTS (Cont’d)

   

As no secondary market has been developed for these restructured notes as at December 31, 2008, we estimated the fair value of our restructured notes using a valuation technique which incorporates a probability weighted approach applied to discounted future cash flows from the restructured notes and the fair value of our investments based on the indicative values contained in a report issued by J.P. Morgan, financial advisor to the Committee. Based on our best estimate, the fair value of our restructured notes at December 31, 2008 was $21,803,000, resulting in an impairment of $17,903,000 recorded in 2008. There is currently no certainty regarding the development of a secondary market for the restructured notes and therefore the fair value reported may change materially in subsequent periods. In July 2008, we initiated legal action against a Canadian chartered bank and DBRS by filing a writ and statement of claim in the Supreme Court of British Columbia to recover any losses that may occur with respect to the ultimate recovery of our ABCP investments. There can be no assurance that the outcome of this litigation will be favourable to us.

   
7

VALUE ADDED TAX RECOVERABLE

   

We have recorded the value added tax (“VAT”) paid in Argentina and related to the Pirquitas property as a recoverable asset. Argentinean law states that VAT paid is recoverable once the company reaches the production stage. In October 2006, we made a production decision on this property and any VAT paid in Argentina related to Pirquitas is expected to be recoverable through production from the proven and probable reserves from this property. The amount recoverable at December 31, 2008 is estimated to be $30,332,000 (2007 - $9,642,000).

   

In countries where we have paid VAT and where there is uncertainty of the recoverability, the VAT payments have either been deferred within mineral property costs or expensed if it relates to mineral exploration. If we ultimately recover amounts that have been deferred, the amount received will be applied to reduce mineral property costs.

   
8

MINERAL PROPERTY COSTS AND PROPERTY, PLANT AND EQUIPMENT


      December 31, 2008     December 31, 2007  
            Accum.     Net Book           Accum.     Net Book  
      Cost     Amort.     Value     Cost     Amort.     Value  
    $    $    $    $    $    $   
                                       
  Mineral property costs   162,872     -     162,872     160,715     -     160,715  
  Development property costs   95,960     -     95,960     86,913     -     86,913  
  Construction in progress   142,777     -     142,777     34,030     -     34,030  
  Mining equipment and machinery   18,728     (869 )   17,859     23,145     (418 )   22,727  
  Other   2,829     (1,107 )   1,722     2,776     (929 )   1,847  
      423,166     (1,976 )   421,190     307,579     (1,347 )   306,232  

During the year, the Company recorded $1,023,000 (2007 – $725,000; 2006 - $111,000) of depreciation on property, plant, and equipment, of which $288,000 (2007 – $296,000; 2006 - $125,000) was charged to the Consolidated Statements of Earnings (Loss) and Comprehensive Loss and $735,000 (2007 - $429,000; 2006 – ($14,000)) deferred as mineral property costs. We reclassified $17,835,000 of pre-operating costs incurred during the year ended December 31, 2008 from construction in progress to development property costs.

F-24



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

8 MINERAL PROPERTY COSTS AND PROPERTY, PLANT AND EQUIPMENT (Cont’d)

At December 31, mineral property costs are as follows:

          Exploration                    
            and           Total     Total  
      Acquisition     development     Future tax     December 31     December 31  
      costs     costs     effects     2008     2007  
          $     
                                 
  Exploration Projects                              
                                 
  Argentina                              
         Diablillos   4,515     10,288     -     14,803     12,231  
         Other   19     170     -     189     208  
  Australia                              
         Bowdens   8,901     7,223     2,710     18,834     23,126  
         Other   2     202     -     204     249  
  Canada                              
         Silvertip   1,485     257     -     1,742     2,114  
         Snowfield   102     7,617     -     7,719     4,543  
         Sulphurets   1,954     1,025     -     2,979     3,692  
         Sunrise Lake   1,008     58     -     1,066     1,317  
  Chile                              
         Challacollo   2,411     4,273     342     7,026     8,458  
         Other   41     224     -     265     285  
  Mexico                              
         Pitarrilla   10,981     44,477     1,534     56,992     51,744  
         San Marcial   1,021     644     41     1,706     2,043  
         Veta Colorada   3,689     790     210     4,689     4,970  
         Other   826     1,439     -     2,265     2,494  
  Peru                              
         Berenguela   10,563     2,740     5,710     19,013     22,211  
         San Luis   354     14,026     571     14,951     11,591  
         Other   21     141     -     162     -  
  United States                              
         Candelaria   2,434     3,008     330     5,772     6,714  
         Maverick Springs   565     1,884     46     2,495     2,725  
      50,892     100,486     11,494     162,872     160,715  
  Development Project                              
                                 
  Argentina                              
         Pirquitas   45,981     39,138     10,841     95,960     86,913  
                                 
      96,873     139,624     22,335     258,832     247,628  

F-25



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

8

MINERAL PROPERTY COSTS AND PROPERTY, PLANT AND EQUIPMENT (Cont’d)

     
i)

Diablillos, Argentina

     

We own a 100% interest in the mineral rights for the Diablillos silver-gold project located in the province of Salta in north-western Argentina.

     
ii)

Manantial Espejo, Argentina

     

We sold our 50% interest in the Manantial Espejo property located in Santa Cruz province in southern Argentina in 2006 for a gain of $30,865,000.

     
iii)

Pirquitas, Argentina

     

We own a 100% interest in the surface and mineral rights for the Pirquitas silver property in the province of Jujuy in northern Argentina. In October 2006, a production decision was made on this property. We incurred $155,992,000 on the property during the year, which includes $7,270,000 in exploration activities and $148,722,000 in mine construction and mining equipment.

     
iv)

Bowdens, Australia

     

We own a 100% interest in the Bowdens project in New South Wales, Australia. There is a commitment to pay the original vendor of the property AUS$1,500,000 on the commencement of production, and grant a 2% net smelter return royalty up to $5,000,000 and 1% thereafter. These obligations are collateralized by certain properties in the Bowdens project.

     
v)

Silvertip, Canada

     

We own a 100% interest in the Silvertip project located in northern British Columbia, Canada. There is a 5% net profits royalty on certain of the non-core claims on the property.

     
vi)

Snowfield, Canada

     

We own a 100% interest in the Snowfield project located in British Columbia, Canada. The project is contiguous with the silver-gold Sulphurets project. In 2008, we received $360,000 of the previously accrued British Columbia Mining Exploration Tax Credit (“BCMETC”). An additional $1,013,000 of BCMETC was accrued and offset against exploration expenditures incurred during the year.

     
vii)

Sulphurets, Canada

     

We own a 100% interest in the Sulphurets project located in British Columbia, Canada. There is a 1.2% net smelter returns royalty on production in excess of current resources of silver and gold already contained in the property.

F-26



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

8

MINERAL PROPERTY COSTS AND PROPERTY, PLANT AND EQUIPMENT (Cont’d)

     
viii)

Sunrise Lake, Canada

     

We own a 100% interest in the Sunrise Lake deposit in Canada’s Northwest Territories. The property is subject to a 5% net profits royalty interest.

     
ix)

Challacollo, Chile

     

We own 100% of the Challacollo silver project in northern Chile, which is subject to (i) a 2% production royalty capped at $850,000 and; (ii) a 2% production royalty increasing to 3% once the production royalty in (i) is fully paid. The 3% production royalty can be acquired at any time for a total of $1,500,000.

     
x)

Pitarrilla, Mexico

     

We own a 100% interest in the Pitarrilla property located in the State of Durango, Mexico. The property is subject to a finder’s fee of the greater of (a) $5,000 and (b) 2% of direct exploration, payable every six months. There is also a 0.25% net smelter returns royalty applicable to all gold and silver produced from the property. The maximum amount payable under the finder’s fee and net smelter royalty is $500,000.

     
xi)

San Marcial, Mexico

     

We own a 100% interest in the San Marcial silver property in Sinola State, Mexico. The property is subject to a $100,000 payment upon commencement of commercial production and a 3% net smelter returns royalty, provided that each 1% of the royalty can be acquired for $600,000.

     
xii)

Veta Colorada, Mexico

     

In November 2005, we announced agreements to acquire a 100% interest in the Veta Colorada silver property located in the State of Chihuahua, Mexico. Under the agreements, we will pay the vendors a total of $3,500,000, subject to a due diligence review. To December 31, 2005, we paid $170,000 in non-refundable payments to the vendors and in 2006 we completed the acquisition with a cash payment of $2,832,000 (C$3,300,000) plus $495,000 of IVA, which is refundable. The property is subject to a 1% net smelter returns royalty.

     
xiii)

Berenguela, Peru

     

In early 2006, we completed the acquisition of a 100% interest in the Berenguela property located in the province of Lampa in southern Peru. The consideration paid was $2,000,000 in cash (of which $600,000 was paid in 2005), 530,504 of our common shares with a fair value of $8,000,000 and the grant of a 2% net smelter returns royalty on copper produced from the property to a maximum of $3,000,000.

F-27



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

8

MINERAL PROPERTY COSTS AND PROPERTY, PLANT AND EQUIPMENT (Cont’d)

     
xiv)

San Luis, Peru

     

In August 2005, we acquired the San Luis property concessions located in the Ancash region of central Peru jointly with Esperanza Silver Corporation (“Esperanza”), with each party obtaining a 50% interest therein. In September 2005, we entered into a joint venture agreement with Esperanza for the exploration of the San Luis property. The property was held by a wholly-owned subsidiary of Esperanza, Reliant Ventures S.A.C. (“Reliant”). Under the terms of the agreement, we currently hold a 55% interest in the property, having elected to increase our interest to 55% by funding the first $500,000 in exploration expenditures. We completed this initial funding in 2006. Under the terms of the agreement, in January 2007, we and Esperanza completed the next $1,500,000 of exploration expenditures in proportion to our respective interests. In March 2007, we elected to increase our interest to 70% by funding all costs to complete a feasibility study and we assumed operatorship of the joint venture. Our interest can be further increased to 80% by paying all costs to place the property into commercial production.

     

In April 2007, we commenced recording Reliant on a consolidated basis after the non-San Luis assets in Reliant were transferred to Esperanza. The following table summarizes the consolidated net assets related to Reliant and the San Luis project at that date:


    $(000 )
  Cash   170  
  Receivables and other current assets   27  
  Mineral property interest   4,098  
  Current liabilities   (321 )
  Non-controlling interest   (536 )
      3,438  

  xv)

Candelaria, U.S.A.

     
 

We own a 100% interest in the Candelaria silver property in Nevada and have lodged environmental bonding in the amount of $1,637,000 (note 10) relating to this property.

     
  xvi)

Maverick Springs, U.S.A.

     
 

In June 2003, we signed an exploration and development agreement with Vista Gold Corp. (“Vista”) in which we will have exposure to the silver resources hosted in the Maverick Springs gold-silver property in northern Nevada, U.S.A. We and Vista have entered into a joint venture agreement governing their respective rights and obligations in respect of the property. Subsequent to October 7, 2006, Newmont Mining Corporation (“Newmont”) had a one time back-in right to acquire a 51% interest in the property. Newmont’s back-in right expired unexercised in 2007.

F-28



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

8

MINERAL PROPERTY COSTS AND PROPERTY, PLANT AND EQUIPMENT (Cont’d)

     
xvii)

Shafter, U.S.A.

     

We owned a 100% interest in the Shafter silver mine located in Presidio County, Texas, U.S.A.

     

On July 17, 2008, we closed the sale of the Shafter Silver Project in Presidio County, Texas, to Aurcana Corporation (“Aurcana”). Under the terms of the agreement, Aurcana paid us total consideration of $38,133,000 (C$38,210,000) consisting of $22,954,000 (C$23,000,000) in cash, 15 million Aurcana common shares with a fair value of $6,886,000 and a $9,980,000 (C$10,000,000) convertible debenture with a fair value of $8,293,000 (see note 5(c)). After deducting transaction costs of $519,000, sale of the Shafter Silver Project resulted in a gain on sale of mineral property of $31,463,000 (after-tax gain of $18,120,000).


9

CONVERTIBLE NOTES

     

In February 2008, we sold $138,000,000 in senior convertible notes (“Notes”) for net proceeds of $132,753,000 after payment of commissions and expenses related to the offering. The unsecured Notes mature on March 1, 2028 and bear an interest rate of 4.5% per annum, payable semi-annually. The Notes will be convertible into our common shares at a fixed conversion rate, subject to certain anti-dilution adjustments, only in the following events:

     
a.

during specified consecutive trading periods, the market price of our common shares exceeds 130% of the conversion price of the Notes,

b.

the trading price of the Notes falls to 97% or less of the amount equal to the then prevailing price of our common shares, multiplied by the applicable conversion rate,

c.

the Notes are called for redemption,

d.

upon the occurrence of specified corporate transactions, or

e.

during specified periods in early 2013 and 2028.

     

On conversion, holders of the Notes will receive cash and, if applicable, common shares (or, at our election, in lieu of such common shares, cash or any combination of cash and common shares). In addition, if certain fundamental changes occur to us, holders of the Notes may be entitled to an increased conversion rate. The Notes will be convertible into our common shares at an initial conversion rate of 23.0792 common shares per $1,000 principal amount of Notes converted, representing an initial conversion price of approximately $43.33 per common share.

     

Holders of the Notes will have the right to require us to repurchase all or part of their Notes on March 1 of each of 2013, 2018 and 2023, and upon certain fundamental corporate changes. The repurchase price will be equal to 100% of the principal amount of the Notes being converted, plus accrued and unpaid interest to, but excluding, the repurchase date. Subject to specified conditions, we shall pay the purchase price in cash. On and after March 5, 2013, we may redeem all or part of the Notes for cash at a redemption price equal to 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. All principal and interest payments will be denominated in US Dollars.

F-29



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

9 CONVERTIBLE NOTE (Cont’d)

The face value of the Notes has been allocated as follows for accounting purposes:

  Allocation of gross proceeds      
  Gross proceeds   138,000  
  Fair value of debt component   (99,144 )
  Fair value of equity component   38,856  
         
  Convertible notes      
  Opening balance   99,144  
  Accretion expense   4,902  
  Interest accrued   5,223  
  Interest paid   (3,157 )
  Foreign exchange loss on revaluation   -  
  Ending balance   106,112  
         
  Accrued interest on convertible notes   2,066  
  Long-term convertible notes   104,046  
  Total convertible notes   106,112  

The fair value of the debt portion of the Notes at initial recognition was estimated using a discounted cash flow model method. The fair value of the equity component was estimated using the residual value method. The debt component of the Notes is accreted over an expected life of 5 years using the effective interest method. Total financing fees associated with the transaction were $5,246,000, of which $3,773,000 was charged to net income for the period and $1,473,000 was charged to equity.

During 2008, accretion expense and interest expense related to the convertible notes were $5,033,000 and $5,373,000 respectively; $3,750,000 of accretion expense and $3,931,000 of interest expense were capitalized to construction in progress during the period resulting in $1,283,000 of accretion and $1,443,000 of interest expensed in the period.

10

ASSET RETIREMENT OBLIGATIONS

   

During the year ended December 31, 2008, we expensed $318,000 (2007 - $728,000) in on-going, non- legally required environmental and reclamation costs, accretion of asset retirement obligations and changes in the provision for asset retirement obligations.

   

At December 31, 2008, $3,463,000 (2007 - $3,902,000) was recorded by us as a provision for future asset retirement obligation expenses for our various mineral properties, of which $234,000 (2007 - $1,041,000) is considered current.

F-30



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

10

ASSET RETIREMENT OBLIGATIONS (Cont’d)

   

Our asset retirement obligations relate to legal obligations associated with site restoration and clean-up costs of our various mineral properties. The properties that comprise the majority of the obligations are the Duthie and Silver Standard Mine properties located in British Columbia, Canada, Veta Colorada property located in Mexico, San Luis in Peru and Pirquitas property located in Argentina.

   

A reconciliation of the provision for asset retirement obligations is as follows:


      2008     2007  
    $    $   
               
  Balance, beginning of year   3,902     2,925  
               
  Liabilities settled during the year   (558 )   (455 )
  Accretion expense   148     248  
  Foreign exchange (loss) gain   (800 )   562  
  Revisions and new estimated cash flows   771     622  
  Balance, end of year   3,463     3,902  
               
  Balance sheet presentation            
         Current portion   234     1,041  
         Long-term portion   3,229     2,861  
  Balance, end of year   3,463     3,902  

The provision for asset retirement obligations is based on the following key assumptions:

  • Present value of total asset retirement obligations is $3,463,000 (2007 - $3,902,000), reflecting payments for approximately the next 10 years

  • Total undiscounted value of these payments is $7,202,000 (2007 - $5,408,000)

  • Present value determined using a credit adjusted risk-free rate of 8% - 12%

At December 31, 2008, we have lodged $1,793,000 (2007 - $1,830,000) in security deposits with various government agencies in relation to our reclamation obligations. Of the amount lodged, $156,000 (2007 -$193,000) is in the form of cash deposits and $1,637,000 (2007 - $1,637,000) as security for a $1,637,000 bond for the Candelaria property.

F-31



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

11

SHAREHOLDERS’ EQUITY

     
(a)

Capital Stock

     

At December 31, 2008, we had unlimited authorized common shares and 62,755,547 common shares issued and outstanding (2007 – 62,569,447).

     

Subsequent to year end, we closed a public offering of 5,450,000 common shares for aggregate gross proceeds of $92,650,000 (see note 19).

     
(b)

Stock Options

     

We have a comprehensive stock option plan for our employees, directors, officers and self-employed consultants. The plan provides for the issuance of incentive options to acquire up to a total of 10% of the issued and outstanding common shares of the company. The exercise price of each option shall not be less than the closing market price of the company’s stock on the award date. The options can be granted for a maximum term of 10 years with vesting provisions determined by the company. Currently, the vesting periods range up to three years. New shares from treasury are issued on the exercise of stock options.

     

The changes in stock options issued are as follows:


            2008           2007           2006  
      Number      Weighted      Number      Weighted      Number      Weighted   
      of shares     average     of shares     average     of shares     average  
            exercise           exercise           exercise  
            price           price           price  
            C$           C$           C$  
                                       
  Options outstanding at January 1   4,419,350     27.77     4,455,950     22.68     2,613,200     12.85  
             Granted   810,000     15.47     985,000     37.54     2,551,500     29.30  
             Exercised   (186,100 )   12.46     (886,600 )   13.30     (668,750 )   9.79  
             Expired / Forfeited   (27,000 )   24.31     (135,000 )   26.16     (40,000 )   17.67  
  Options outstanding at December 31   5,016,250     26.37     4,419,350     27.77     4,455,950     22.68  
  Options exercisable at December 31   2,962,250     29.03     2,310,350     26.04     2,253,200     24.48  

As of December 31, 2008, incentive stock options represent 8.0% (2007 – 7.1%) of issued and outstanding common capital. The aggregate intrinsic value of vested share options (the market value less the exercise value) at December 31, 2008 was $2,576,000 (2007 - $23,411,000).

F-32



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

11 SHAREHOLDERS’ EQUITY (Cont’d)

The following table summarizes information about stock options outstanding and exercisable at December 31, 2008:

                      Weighted average  
    Options     Options           remaining contractual  
Exercise price   outstanding     exercisable     Expiry date     life  
C$                     (years)  
                         
10.50 – 18.73   1,599,750     969,750     Oct 2009 – Dec 2018     1.7  
21.30 – 29.02   1,081,500     165,000     Jul 2011 – Aug 2013     3.8  
32.08 – 40.62   2,335,000     1,827,500     Dec 2011 – Mar 2013     3.2  
26.37   5,016,250     2,962,250           3.7  

During the year ended December 31, 2008, 810,000 (2007 – 985,000) options were granted to employees, directors and consultants at a weighted average strike price of C$15.47 (2007 - C$37.54) and average fair value of C$8.59 (2007 - C$11.61) per option based on the Black-Scholes option pricing model. We amortize the fair value of stock options on a graded basis over the respective vesting period of the stock options. At December 31, 2008, the non-vested stock option expense not yet recognized was C$9,372,000 (2007 - C$13,412,000) and this expense is expected to be recognized over the next 3 years.

The allocation of fair value of options was as follow:

      2008     2007     2006  
    $    $    $   
  Consolidated Balance Sheets                  
       Mineral property costs   61     488     662  
                     
  Consolidated Statements of Earnings (Loss),                  
       and Comprehensive Loss                  
       Stock based compensation - Employee salaries and benefits   7,625     11,346     8,777  
       Stock based compensation - General and administration   1,976     2,609     2,628  
                     
      9,601     13,955     11,405  
                     
  Total stock based compensation   9,662     14,443     12,067  

F-33



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

11 SHAREHOLDERS’ EQUITY (Cont’d)

The fair value of stock options for all options issued, re-priced or extended was estimated at the grant date based on the Black-Scholes option pricing model, using the following weighted average assumptions:

      2008     2007     2006  
                     
  Expected dividend yield (%)   Nil     Nil     Nil  
  Average risk-free interest rate (%)   3.1     4.2     4.0  
  Expected life (years)   5.8     3.0     3.3  
  Expected volatility (%)   56     42     47  

 

Option pricing models require the input of highly subjective assumptions. The expected life of the options considered such factors as the average length of time similar option grants in the past have remained outstanding prior to exercise and the vesting period of the grants. Volatility was estimated based upon historical price observations over the expected term. Changes in the subjective input assumptions can materially affect the estimated fair value of the options.

     
  (c)

Convertible Senior Notes due 2028

     
 

In February 2008, we sold $138,000,000 in senior convertible notes (“Notes”). The Notes will be convertible into Silver Standard common shares at a fixed conversion rate of $43.33 per common share upon specified events. On conversion, holders of the Convertible Notes will receive cash and, if applicable, common shares (or, at our election, in lieu of such common shares, cash or any combination of cash and common shares). The convertible notes mature on March 1, 2028.

     
  (d)

Deferred Share Units

     
 

Effective June 2008, we established a Deferred share unit (“DSUs”) plan for non-executive Directors. DSUs are issued at the market value of our common shares at the date of grant, in addition, directors may elect to receive a portion of their annual compensation in the form of DSUs which are issued at the market value of our common shares on a quarterly basis. The DSUs vest immediately and are redeemable in cash on the date the director ceases to be a director of the Company. For the year ended December 31, 2008, a total of 23,000 DSUs were granted with fair value of $492,000 (C$525,000). As a result of the decline in our share price during the year, a reversal of $64,000 (C$78,000) in fair value was recorded to general and administration expense. As at December 31, 2008, 23,000 DSUs were outstanding with a fair value of $365,000 (C$447,000) recorded in accrued liabilities. No DSUs were exercised in 2008.

     
  (e)

Diluted Earnings (Loss) Per Share

     
 

The shares issuable pursuant to the terms of the convertible debenture have not been included in the calculation of diluted earnings (loss) per share as the impact would be anti-dilutive.

F-34



Silver Standard Resources Inc.
(a development stage company)
Notes to Consolidated Financial Statements
December 31, 2008, 2007 and 2006
(tabular amounts expressed in thousands of United States dollars unless otherwise stated)

12

RELATED PARTY TRANSACTIONS

     

During the year ended December 31, 2008, we recorded administrative, technical services and expense reimbursements of $1,276,000 (2007 - $396,000; 2006 - $320,000) from companies related by common directors or officers. At December 31, 2008, accounts receivable include $42,000 (2007 - $112,000) from these related parties. Any amounts due from related parties are non-interest bearing and without specific terms of repayment. Any transactions for expense reimbursement with related parties are at normal business terms.

     
13

CAPITAL RISK MANAGEMENT

     

Our objectives when managing capital are:

     
  • to safeguard our ability to continue as a going concern in order to pursue the development of our mineral properties

  • to provide an adequate return to shareholders

  • to maintain a flexible capital structure which optimizes the cost of capital

  • to meet our long term debt obligations

         

    In order to facilitate the management of our capital requirements, we prepare annual expenditure budgets and continuously monitor and review actual and forecasted cash flow. The annual and updated budgets are approved by the Board of Directors.

         

    To maintain the capital structure, we may, from time to time, attempt to issue new shares, issue new debt or dispose of non-core assets. We expect our current capital resources will be sufficient to carry our exploration and development plans and operations through the current operating period.

         
    14

    INCOME TAXES

         

    i)

    The income taxes shown on the Consolidated Statements of Earnings (Loss) and Deficit differ from the amounts obtained by applying statutory rates due to the following:

          2008     2007     2006  
                         
      Statutory tax rate   31.00%     34.10%     34.10%  
                         
        $    $    $   
      Earnings (loss) for the year before taxes   12,022     (32,943 )   14,115  
                         
      Provision for income taxes based on statutory rates   3,727     (11,234 )   4,813  
      Differences in foreign tax rates   2,432     13     (9 )
      Foreign exchange   (1,033 )   402     116  
      Tax benefits not recognized and other   12,842     11,841     (4,920 )
          17,968     1,022     -  

    F-35



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    14

    INCOME TAXES (Cont’d)

         
    ii)

    Future income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of our future tax assets and liabilities as of December 31 are as follows:


          2008     2007  
        $    $   
      Future tax assets            
      Property, plant and equipment and resource properties   88,825     43,041  
      Capital and non-capital loss carry-forwards   22,604     22,426  
      Foreign resource pools   13,429     11,970  
      Share issuance costs   1,856     2,231  
      Marketable securities   915     -  
      Other investments   3,227     1,640  
      Other   -     2,219  
      Total future tax assets   130,856     83,527  
                   
      Future tax liabilities            
      Resource properties   (127,095 )   (80,614 )
      Marketable securities   -     (2,625 )
      Other   (2,067 )   -  
      Total future tax liabilities   (129,162 )   (83,239 )
                   
      Valuation allowance for future tax assets (i)   (24,029 )   (25,845 )
      Future income tax liability   (22,335 )   (25,557 )

      (i)

    Future tax assets have been recognized to the extent the future taxable amounts related to taxable temporary differences for which a future tax liability is recognized can be offset. We believe it is more likely than not that we will realize the benefits of these deductible differences, net of the existing valuation allowance at December 31, 2008.


      iii)

    At December 31, the company has the following estimated operating losses:


          2008     2007  
        $    $   
                   
      Argentina   13,977     9,118  
      Australia   9,006     8,839  
      Canada   10,507     9,490  
      Chile   108     102  
      Mexico   45,591     30,145  
      Peru   1,220     372  
      U.S.A.   7,223     8,188  

    The operating losses expire between 2009 and 2028, with the exception of those for Chile and Australia which are available indefinitely to reduce future taxable income.

    F-36



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    15

    SUPPLEMENTARY CASH FLOW INFORMATION

       

    During the years ended December 31, 2008, 2007 and 2006, we conducted non-cash financing and investing activities as set out below. Non-cash operating activities are not presented.

       

    Non-cash working capital activities were:


          2008     2007     2006  
        $    $    $   
      Accounts receivable   (373 )   813     (2,284 )
      Prepaid expenses and deposits   (1,692 )   165     (118 )
      Accounts payable and current portion of ARO   279     (1,182 )   778  
      Accrued liabilities   1,066     (33 )   376  
      Accrued interest on convertible debt   2,229     -     -  
      Current portion of taxes payable   11,338     -     -  
          12,847     (237 )   (1,248 )

      Non-cash investing activities were:                  
          2008     2007     2006  
        $    $    $   
                         
      Non-cash investing activities                  
         Shares acquired for sale of mineral property   -     837     220  
         Shares issued for mineral properties   -     (337 )   (8,442 )

    During the year ended December 31, 2008, we paid a total of $3,117,000 (2007 - $nil; 2006 - $nil) in interest expense. No income tax was paid in 2008, 2007 or 2006.

    F-37



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    16

    SEGMENTED FINANCIAL INFORMATION

       

    We have one operating segment, which is the exploration and development of mineral properties. Mineral property expenditures by property are detailed in note 8. Substantially all of our earnings or losses for the years ended December 31, 2008, 2007 and 2006 were incurred in Canada. Segmented assets by geographic location are as follows:


                                            December 31, 2008  
                                            United        
        Argentina     Australia     Canada     Chile     Mexico     Peru     States     Total  
                     
    Mineral property                                                
    costs and property,                                                
    plant and equipment   271,589     19,036     14,531     7,292     65,901     34,575     8,266     421,190  
    Total assets   303,280     19,130     125,370     7,294     68,376     36,148     8,308     567,905  

                                            December 31, 2007  
                                            United        
        Argentina     Australia     Canada     Chile     Mexico     Peru     States     Total  
                     
                                                     
    Mineral property                                                
    costs and property,                                                
    plant and equipment   156,112     23,375     13,022     8,743     61,392     34,150     9,438     306,232  
                                                     
    Total assets   172,619     23,519     183,895     8,869     64,930     34,620     16,399     504,851  

    17

    COMMITMENTS

       

    As at December 31, 2008, we have committed to payments under contractual obligations as follows:


        Less than     1-3 years     4-5 years     5+ years     Total  
        1 year                          
               
                                   
    Lease obligations   246     495     336     -     1,077  
    Asset retirement obligations   234     1,346     983     2,147     4,710  
    Long-term convertible notes*   6,210     12,420     147,315     -     165,945  
        6,690     14,261     148,634     2,147     171,732  

      *

    Convertible notes are due in 2028 but expected to be repaid in 2013. The notes bear an interest rate of 4.5% per annum and are convertible into common shares at a fixed conversion rate upon specified events.

    F-38



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP)

    Consolidated summarized balance sheets:

                      2008                 2007  
                                           
          Canadian      Adjustments      U.S.     Canadian      Adjustments      U.S.  
          GAAP           GAAP     GAAP           GAAP  
        $    $    $    $    $    $   
      Assets                                    
      Current assets   86,814     -     86,814     134,582     -     134,582  
      Other investments   21,803     -     21,803     45,645     -     45,645  
      Convertible debenture   5,973     -     5,973     -     -     -  
      Value added tax recoverable   30,332     -     30,332     9,642     -     9,642  
      Mineral property costs (a)i)   258,832     (222,951 )   35,881     254,547     (244,306 )   10,241  
      Other property, plant and                                    
           equipment (a)vi)   162,358     3,600     165,958     58,604     -     58,604  
      Other assets   1,793     -     1,793     1,831     -     1,831  
          567,905     (219,351 )   348,554     504,851     (244,306 )   260,545  
                                           
      Liabilities                                    
      Current liabilities   45,328     -     45,328     15,902     -     15,902  
                                           
      Long-term convertibles note (a)vi)   104,046     -     104,046     -     -     -  
      Other liabilities (a)i)   28,934     (22,335 )   6,599     28,418     (25,557 )   2,861  
                                           
          178,308     (22,335 )   155,973     44,320     (25,557 )   18,763  
                                           
      Shareholders’ Equity                                    
      Share capital (a)iii)   389,655     (950 )   388,705     386,597     (950 )   385,647  
      Value assigned to:                                    
                                           
      Long-term convertible notes (a)vi)   37,383     -     37,383     -     -     -  
      Stock options (a)v)   36,502     (4,186 )   32,316     27,706     (4,186 )   23,520  
      Contributed surplus   510     -     510     510     -     510  
      Accumulated other                                    
           comprehensive income (a)ii)   (19,569 )   5,230     (14,339 )   94,537     (40,325 )   54,212  
      Deficit (a)i), (a)ii), (a)iii), (a)vi)   (55,380 )   (197,110 )   (252,490 )   (49,434 )   (173,288 )   (222,722 )
                                           
          389,101     (197,016 )   192,085     459,916     (218,749 )   241,167  
                                           
      Non-controlling interest   496     -     496     615     -     615  
          567,905     (219,351 )   348,554     504,851     (244,306 )   260,545  

    F-39



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

    Consolidated summarized statements of loss:

          2008     2007     2006  
        $    $    $   
                         
      Earnings (loss) in accordance with Canadian GAAP   (5,946 )   (33,965 )   14,115  
      Mineral property costs for the year (a)i)   (37,763 )   (35,200 )   (40,367 )
      Gain on sale of mineral property (a)i)   6,948     -     -  
      Financing fees on convertible notes (a)vi)   3,600     -     -  
      Future income tax expense on marketable securities (a)ii)   3,393     1,022     -  
      Gain on sale of joint venture (a)i)   -     -     15,823  
      Mineral costs written-off during the year (a)i)   -     -     89  
                         
      Loss in accordance with U.S. GAAP   (29,768 )   (68,143 )   (10,340 )
                         
      Other comprehensive income (loss)                  
      in accordance with Canadian GAAP   (114,106 )   67,019     6,308  
      Translation adjustment   48,948     (43,666 )   -  
      Future income tax expense on marketable securities (a)ii)   (3,393 )   (1,022 )   -  
      Unrealized gain (loss) on available-for-sale securities (a)ii)   -     -     15,062  
      Reclassification adjustment for realized (gain) loss on                  
       available-for-sale securities   -     -     2,297  
                         
      Other comprehensive income (loss)                  
      in accordance with U.S. GAAP   (68,551 )   22,331     23,667  
                         
      Total comprehensive income (loss)                  
      in accordance with U.S. GAAP   (98,319 )   (45,812 )   13,327  
                         
      Basic weighted-average common shares (000’s)   62,694     62,148     58,652  
      Diluted weighted-average common shares (000’s)   62,694     62,148     58,904  
                         
      Basic and diluted earnings (loss) per share   (0.47 )   (1.10 )   (0.18 )

    F-40



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

    Consolidated summarized statements of cash flows:

          2008     2007     2006  
        $    $    $   
                         
      Cash flows from operating activities                  
      Pursuant to Canadian GAAP   (19,093 )   23,620     (10,050 )
      Mineral property costs (a)i)   (37,763 )   (33,943 )   (31,697 )
      Financing fees on convertible notes (a)vi)   3,600     -     -  
      Pursuant to U.S. GAAP   (53,256 )   (10,323 )   (41,747 )
                         
      Cash flows from financing activities                  
      Pursuant to Canadian GAAP   138,719     10,973     182,338  
      Financing fees on convertible notes (a)vi)   (3,600 )   -     -  
      Pursuant to U.S. GAAP   135,119     10,973     182,338  
                         
      Cash flows from investing activities                  
      Pursuant to Canadian GAAP   (129,213 )   (150,038 )   5,004  
      Mineral property costs (a)i)   37,763     33,943     31,697  
      Pursuant to U.S. GAAP   (91,450 )   (116,095 )   36,701  

    F-41



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

      a)

    We prepare our consolidated financial statements in accordance with accounting principles generally accepted in Canada (“Canadian GAAP”), which differ in certain respects from those principles that we would have followed had our consolidated financial statements been prepared in accordance with accounting principles generally accepted in the United States and requirements promulgated by the Securities and Exchange Commission (“SEC”) (collectively “U.S. GAAP”). The major differences between Canadian and U.S. GAAP and their effect on the consolidated financial statements are summarized below:

           
      i)

    Under Canadian GAAP, the costs of acquiring mineral properties and related exploration and development expenditures are deferred. SEC staff have interpreted U.S. GAAP to require that mineral property exploration and land use costs must be expensed as incurred until commercially mineable deposits are determined to exist within a particular property, as cash flows cannot be reasonably estimated prior to such determination. For U.S. GAAP purposes, we have expensed all land use costs for mineral properties and deferred exploration costs that have been incurred by us, excluding periodic option payments meeting the definition of a mineral right, for which commercially mineable reserves do not exist. Future income taxes related to mineral property costs are reversed accordingly. When proven and probable reserves are determined for a property and a final feasibility study prepared, any subsequent exploration and development costs of the property would be capitalized. Periodic option payments that meet the definition of a mineral property right, as defined in EITF 04-2, "Whether Mineral Rights are Tangible or Intangible Assets”, are viewed as a tangible asset and capitalized. Capitalized option payments are amortized over the option period as defined in the related option agreement. Once in production, any subsequent development costs would be treated as production costs charged to production. In early April 2006, a Feasibility Study Update for the Pirquitas property was completed. This study defined proven and probable reserves and, as a consequence, exploration and development costs relating to this property from March 31, 2006 have been deferred under U.S. GAAP.

           
     

    On July 17, 2008, we closed the sale of the Shafter Silver Project (see note 8(xvii)). For Canadian GAAP, the sale resulted in a gain of $31,463,000 after deducting carrying value of disposed assets and liabilities and transaction costs. For U.S. GAAP, the gain on sale of mineral property was increased by $6,948,000, reflecting the lower carrying value of mineral property costs under U.S. GAAP.

           
     

    For Canadian GAAP, cash flows relating to mineral property exploration and land use costs are reported as investing activities. For U.S. GAAP, these costs are characterized as operating activities.

    F-42



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

      ii)

    Under U.S. GAAP, securities that are available-for-sale are recorded at fair value and unrealized gains or losses are included as part of comprehensive income. An impairment on available-for- sale securities is recorded in income if such loss is determined to be other than temporary.

         
     

    Under Canadian GAAP, prior to January 1, 2007, marketable securities were valued at the lower of cost and market with any write-down recorded as a charge to earnings. Effective January 1, 2007, upon adoption of new CICA Handbook Section 3855, marketable securities have been designated as available-for-sale financial assets and are recorded at fair value consistent with U.S. GAAP. We recognized an adjustment of $25,573,000 to the opening balance of accumulated other comprehensive income, representing the unrealized gain on available-for-sale marketable securities held by us at January 1, 2007 under Canadian GAAP. No similar adjustment would be recognized under U.S. GAAP in 2007. Consequently, GAAP differences related to available-for-sale securities have been eliminated effective January 1, 2007.

         
     

    Under Canadian GAAP, as described in Note 3(e), effective September 30, 2008, the Company adopted the provisions of EIC-172 which required the tax benefits recognized consequent to the recording of unrealized gains in comprehensive income to be recognized in net income. Under U.S. GAAP, no similar provisions exist and such tax benefits would be recorded in other comprehensive income. For U.S. GAAP purposes, opening deficit as at January 1, 2007 would decrease and other comprehensive income would decrease by $4,363,000. Other comprehensive loss would increase and income tax expense would decrease by $3,393,000 (2007 - $1,022,000) during the year.

         
      iii)

    Under Canadian GAAP, before the introduction of Canadian Institute of Chartered Accountants (CICA) 1581, “Business Combinations”, the fair value of shares issued by an acquirer to effect a business combination was based on the quoted market price of shares at the date of acquisition. Under U.S. GAAP, the fair value of shares issued is based on the market price surrounding the date the business combination agreement is agreed to and announced.

         
      iv)

    Canadian GAAP provides for investments in jointly controlled entities to be accounted for using proportionate consolidation. Under U.S. GAAP, investments in incorporated joint ventures are to be accounted for using the equity method. Under an accommodation of the SEC, the accounting for joint ventures need not be reconciled from Canadian to U.S. GAAP. The different accounting treatment affects only the presentation and classification of financial statement items and not net income or shareholders’ equity.

    F-43



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

      v)

    For U.S. GAAP purposes, we previously accounted for employee stock-based compensation arrangements using the intrinsic value method prescribed in Accounting Principles Board “APB”) Opinion No. 25, “Accounting for Stock Issued to Employees” and related interpretations. Accordingly, since stock options are granted at exercise prices that are at or above the quoted market value of our common shares at the date of grant, there is no compensation cost recognized by the company for options granted to employees. We adopted the fair value based method of accounting for employee stock-based compensation under U.S. GAAP effective January 1, 2005 using the modified prospective transition method. Under this method, we recognized employee stock-based compensation beginning January 1, 2005 as if the fair value method had been used to account for all employee awards granted, modified, or settled in fiscal years beginning after December 15, 1994.

         
     

    For Canadian GAAP purposes, we adopted, as of January 1, 2004, the CICA’s amendments to Section 3870, “Stock-Based Compensation and other Stock-Based Payments”, which required the fair value method to be applied to employee stock-based compensation.

         
     

    Effective January 1, 2006, we adopted Statement of Financial Accounting Standard (“SFAS”) No. 123R, “Share Based Payment” for all employee stock-based awards granted, modified or settled after the effective date using the fair value measurement method. Compensation cost is recognized over the period during which an employee is required to provide service in exchange for the award – the requisite service period. For unvested awards outstanding as of the effective date, compensation was recognized based upon the grant-date fair value determined under SFAS No. 123 “Accounting for Stock-Based Compensation”. Upon adoption of SFAS 123R using the modified prospective method, there was no cumulative effect adjustment required and no differences exist between the accounting for employee stock-based compensation expense in 2006 to December 31, 2008 between Canadian and U.S. GAAP.

         
      vi)

    The adoption of FASB Staff Position Accounting Principles Board 14-1 (“FSP APB 14-1”) on January 1, 2009 resulted in the elimination of the Canadian and U.S. GAAP difference on all convertible debt balances with the exception of financing costs, which are expensed under Canadian GAAP and capitalized and amortized in accordance with U.S. GAAP. In addition, under U.S. GAAP, related financing costs are classified as financing activities. Accordingly, financing fees charged to net income would decrease by $3,600,000.

         
     

    The results of adopting this standard have been retrospectively applied in these consolidated financial statements

    F-44



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

      b)

    Other disclosures

         
     

    The following additional information would be presented if these consolidated financial statements were presented in accordance with U.S. GAAP:

         
     

    i)                Accounts receivable


          2008     2007  
        $    $   
                   
      Value added tax   241     407  
      Other receivables   2,531     2,531  
          2,772     2,938  

      ii) Development stage enterprise

    We meet the definition of a development stage enterprise under SFAS No. 7, Accounting and Reporting by Development Stage Enterprises. The following additional disclosures are required under U.S. GAAP:

    Consolidated summarized statements of loss and deficit and cash flows since October 1, 1993, the date we made a strategic decision to concentrate on the acquisition and exploration of bulk silver mineral properties in North, Central and South America.

    Consolidated loss and deficit:

          Period from  
          October 1, 1993  
          (inception) to  
          December 31, 2008  
        $   
             
      Mineral property exploration and reclamation   252,351  
      General and administration, salaries, professional fees   80,894  
      Other income   (80,000 )
      Net loss for the period from October 1, 1993 to December 31, 2008,      
           being the deficit accumulated during the development stage   253,244  
      Opening retained earnings, October 1, 1993   (755 )
      Ending deficit, December, 2008   252,490  

    F-45



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

      Consolidated cash flows:      
          Period from  
          October 1, 1993  
          (inception) to  
          December 31, 2008  
        $   
       Operating activities   (182,508 )
       Investing activities   (187,714 )
       Financing activities   441,360  
             
       Increase in cash and cash and cash equivalents   71,138  
       Cash and cash equivalents – October 1, 1993   875  
       Cash and cash equivalents – December 31, 2008   72,013  

      iii) Additional shareholders’ equity disclosure required under FAS No. 7.

                                            Value           Compre-              
              Common Shares     Sub-     Values     Values     assigned to           hensive     Retained     Total  
        Issue     Number of           scriptions     assigned     assigned     convertible     Contributed     income (loss)     earnings     shareholders’  
        Price     shares     Amount     receivable     to options     to warrants     notes     Surplus           (deficit)     equity  
       $     '000s    $    $    $              
    Balance October 1, 1993         3,410     1,758     -     -     -     -     -     -     755     2,513  
    Issued for cash   0.58     2,810     1,631     -     -     -     -     -     -     -     1,631  
    Non-cash                                                                  
     - Mineral properties   0.56     25     14     -     -     -     -     -     -     -     14  
     - Allotted but not issued         -     -     -     -     -     -     -     -     -     -  
     - Assigned values to options issued         -     241     -     -     -     -     -     -     -     241  
    Gain (loss) for year         -     -     -     -     -     -     -     1,626     120     1,746  
    Balance September 30, 1994         6,245     3,644     -     -     -     -     -     1,626     875     6,145  
    Issued for cash                                                                  
     - Private placement   0.78     2,570     2,004     -     -     -     -     -     -     -     2,004  
    Non-cash                                                                  
     - Mineral properties   3.20     15     48     -     -     -     -     -     -     -     48  
     - Allotted shares issued   3.16     75     237     -     -     -     -     -     -     -     237  
     - Assigned values to options issued         -     14     -     -     -     -     -     -     -     14  
    Gain (loss) for year         -     -     -     -     -     -     -     (809 )   (1,903 )   (2,712 )
    Balance September 30, 1995         8,905     5,947     -     -     -     -     -     817     (1,028 )   5,736  
    Issued for cash                                                                  
     - Private placement   3.30     2,550     8,426     -     -     -     -     -     -     -     8,426  
     - Special warrants   3.10     2,000     6,190     -     -     -     -     -     -     -     6,190  
    Non-cash                                                                  
     - Mineral properties   4.02     85     343     -     -     -     -     -     -     -     343  
     - Finder's fees         -     (429 )   -     -     -     -     -     -     -     (429 )
     - Assigned values to options issued         -     13     -     -     -     -     -     -     -     13  
    Gain (loss) for year         -     -     -     -     -     -     -     (45 )   (6,866 )   (6,911 )
    Balance December 31, 1996         13,540     20,490     -     -     -     -     -     772     (7,894 )   13,368  

    F-46



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

                                            Value           Compre-              
              Common Shares     Sub-     Values     Values     assigned to           hensive     Retained     Total  
        Issue     Number of           scriptions     assigned     assigned     convertible     Contributed     income (loss)     earnings     shareholders’  
        Price     shares     Amount     receivable     to options     to warrants     notes     Surplus           (deficit)     equity  
                               
    Issued for cash                                                                  
     - Private placement   3.87     680     2,631     -     -     -     -     -     -     -     2,631  
     - Exercise of options   4.43     25     111     -     -     -     -     -     -     -     111  
     - For special warrants   3.33     745     2,478     -     -     -     -     -     -     -     2,478  
    Non-cash                                                                  
     - Mineral properties   3.83     311     1,192     -     -     -     -     -     -     -     1,192  
     - Finder's fees   3.87     20     77     -     -     -     -     -     -     -     77  
     - Assigned values to options issued         -     627     -     -     -     -     -     -     -     627  
     - Share issue costs         -     (245 )   -     -     -     -     -     -     -     (245 )
    Gain (loss) for year         -     -     -     -     -     -     -     (416 )   (14,359 )   (14,775 )
    Balance December 31, 1997         15,321     27,361     -     -     -     -     -     356     (22,253 )   5,464  
    Issued for cash                                                                  
     - Private placement         -     -     -     -     -     -     -     -     -     -  
     - Exercise of options   4.41     10     44     -     -     -     -     -     -     -     44  
     - For special warrants   4.26     630     2,681     -     -     -     -     -     -     -     2,681  
    Non-cash                                                                  
     - Mineral properties   2.97     85     252     -     -     -     -     -     -     -     252  
     - Assigned values to options issued         -     120     -     -     -     -     -     -     -     120  
     - Share issue costs         -     (221 )   -     -     -     -     -     -     -     (221 )
    Gain (loss) for year         -     -     -     -     -     -     -     (351 )   (4,941 )   (5,292 )
    Balance December 31, 1998         16,046     30,237     -     -     -     -     -     5     (27,194 )   3,048  
    Issued for cash                                                                  
     - Private placement   1.08     1,388     1,504     -     -     -     -     -     -     -     1,504  
     - Exercise of options   1.35     101     136     -     -     -     -     -     -     -     136  
     - Exercise of warrants   1.49     568     848     -     -     -     -     -     -     -     848  
    Non-cash                                                                  
     - Mineral properties   1.70     50     85     -     -     -     -     -     -     -     85  
     - On business combination   1.35     2,285     3,097     -     -     -     -     -     -     -     3,097  
     - Share issue costs         -     (90 )   -     -     -     -     -     -     -     (90 )
    Gain (loss) for year         -     -     -     -     -     -     -     6     (6,710 )   (6,704 )
    Balance December 31, 1999         20,438     35,817     -     -     -     -     -     11     (33,904 )   1,924  
    Issued for cash                                                                  
     - Private placement   1.16     1,633     1,896     -     -     -     -     -     -     -     1,896  
     - Exercise of options   1.35     807     1,093     -     -     -     -     -     -     -     1,093  
     - Exercise of warrants   1.24     1,274     1,577     -     -     -     -     -     -     -     1,577  
                                                                       
     - Mineral properties   1.72     28     47     -     -     -     -     -     -     -     47  
     - Finder's fees   1.16     87     101     -     -     -     -     -     -     -     101  
     - Fractional shares repurchased         -     -     -     -     -     -     -     -     -     -  
     - Share issue costs         -     (104 )   -     -     -     -     -     -     -     (104 )
    Gain (loss) for year         -     -     -     -     -     -     -     (10 )   (4,470 )   (4,480 )
    Balance December 31, 2000         24,267     40,427     -     -     -     -     -     1     (38,374 )   2,054  
    Issued for cash                                                                  
     - Private placement   1.82     1,914     3,478     -     -     -     -     -     -     -     3,478  
     - Exercise of options   1.59     1,941     3,076     -     -     -     -     -     -     -     3,076  
     - Exercise of warrants   1.21     1,733     2,091     -     -     -     -     -     -     -     2,091  
    Non-cash                                                                  
     - Mineral properties   2.23     1,000     2,230     -     -     -     -     -     -     -     2,230  
     - Finder's fees   1.82     59     108     -     -     -     -     -     -     -     108  
     - Assigned value to warrants issued         -     -     -     -     252     -     -     -     -     252  
     - Share issue costs         -     (128 )   -     -     -     -     -     -     -     (128 )
    Gain (loss) for year         -     -     -     -     -     -     -     -     (11,852 )   (11,852 )
    Balance December 31, 2001         30,914     51,282     -     -     252     -     -     1     (50,226 )   1,309  

    F-47



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

                                            Value           Compre-              
              Common Shares     Sub-     Values     Values     assigned to           hensive     Retained     Total  
        Issue     Number of           scriptions     assigned     assigned      convertible     Contributed     income (loss)     earnings     shareholders’  
        Price     shares     Amount     receivable     to options     to warrants     notes     Surplus           (deficit)     equity  
                 $        $      $      
    Issued for cash                                                                  
     - Private placement   3.26     4,750     15,459     -     -     -     -     -     -     -     15,459  
     - Exercise of options   2.03     696     1,414     -     -     -     -     -     -     -     1,414  
     - Exercise of warrants   2.40     1,584     3,806     -     -     -     -     -     -     -     3,806  
    Non-cash                                                                  
     - Mineral properties   4.90     199     973     -     -     -     -     -     -     -     973  
     - Finder's fees   3.10     80     250     -     -     -     -     -     -     -     250  
     - On conversion of conv. Debenture   4.49     361     1,619     -     -     -     -     -     -     -     1,619  
     - For mineral properties payables   4.25     597     2,538     -     -     -     -     -     -     -     2,538  
     - Assigned values to options issued         -     -     -     125     -     -     -     -     -     125  
     - Assigned value of exercised op/wts         -     262     -     (10 )   (252 )   -     -     -     -     -  
     - Donations   3.17     10     32     -     -     -     -     -     -     -     32  
     - Share issue costs         -     (508 )   -     -     -     -     -     -     -     (508 )
    Gain (loss) for year         -     -     -     -     -     -     -     809     (14,920 )   (14,111 )
    Balance December 31, 2002         39,191     77,127     -     115     -     -     -     810     (65,146 )   12,906  
    Issued for cash                                                                  
     - Private placement         -     -     -     -     -     -     -     -     -     -  
     - Exercise of options   3.09     536     1,656     -     -     -     -     -     -     -     1,656  
     - Exercise of warrants   3.09     2,780     8,580     -     -     -     -     -     -     -     8,580  
     - Subscriptions receive on warrants         -     -     350     -     -     -     -     -     -     350  
    Non-cash                                                                  
     - Mineral properties   5.38     88     474     -     -     -     -     -     -     -     474  
     - On settlement of interest   5.82     10     58     -     -     -     -     -     -     -     58  
     - Assigned values to options issued         -     -     -     145     -     -     -     -     -     145  
     - Assigned value of exercised options         -     128     -     (128 )   -     -     -     -     -     -  
     - Share issue costs         -     (42 )   -     -     -     -     -     -     -     (42 )
    Gain (loss) for year         -     -     -     -     -     -     -     5,591     (10,277 )   (4,686 )
    Balance December 31, 2003         42,605     87,981     350     132     -     -     -     6,401     (75,423 )   19,441  
    Issued for cash                                                                  
     - Private placement   9.68     2,955     28,609     -     -     5,254     -     -     -     -     33,863  
     - Exercise of options   4.33     526     2,277     -     -     -     -     -     -     -     2,277  
     - Exercise of warrants   3.84     2,687     10,311     -     -     -     -     -     -     -     10,311  
    Non-cash                                                                  
     - Mineral properties   14.92     2,680     39,991     -     -     -     -     -     -     -     39,991  
     - Finder’s fees   9.69     31     303     -     -     148     -     -     -     -     451  
     - Assigned values to options issued         -     -     -     41     -     -     -     -     -     41  
     - Assigned value of exercised options         -     118     -     (66 )   -     -     -     -     -     52  
     - shares issued on warrant   3.76     93     350     (350 )   -     -     -     -     -     -     -  
    subscriptions                                                                  
     - Share issue costs         -     (1,166 )   -     -     -     -     -     -     -     (1,166 )
    Gain (loss) for year         -     -     -     -     -     -     -     -     (46,910 )   (46,910 )
    Adjustment for stock-based comp.         -     -     -     -     -     -     -     (4,631 )         (4,631 )
    Balance – December 31, 2004         51,577     168,774     -     107     5,402     -     -     1,770     (122,333 )   53,720  
    Issued for cash                                                                  
     - Exercise of options   5.13     259     1,329     -     -     -     -     -     -     -     1,329  
     - Exercise of warrants   15.27     10     153     -     -     -     -     -     -     -     153  
    Non-cash                                                               -  
     - Mineral properties   11.72     3     37     -     -     -     -     -     -     -     37  
     - Assigned values to options issued         -     -     -     3,462     -     -     -     -     -     3,462  
     - Assigned value of exercised options         -     10     -     (10 )   -     -     -     -     -     -  
     - Assigned value of exercised warrants         -     38     -     -     (38 )   -     -     -     -     -  
    Gain (loss) for year         -     -     -     -     -     -     -     6,444     (21,906 )   (15,462 )
    Balance – December 31, 2005         51,849     170,341     -     3,559     5,364     -     -     8,214     (144,239 )   43,239  

    F-48



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

                                            Value           Compre-              
              Common Shares     Sub-     Values     Values     assigned to           hensive     Retained     Total  
        Issue     Number of           scriptions     assigned     assigned     convertible     Contributed     income     earnings     shareholders’  
        Price     shares     Amount     receivable     to options     to warrants     notes     Surplus     (loss)     (deficit)     equity  
       $          $          $        $    
    Issued for cash                                                                  
    - Public offering   22.83     7,200     164,384     -     -     -     -     -     -     -     164,384  
    - Exercise of options   8.63     669     5,773     -     -     -     -     -     -     -     5,773  
    - Exercise of warrants   16.31     1,387     22,617     -     -     -     -     -     -     -     22,617  
    Non-cash                                                                  
    - Mineral properties   15.91     530     8,442     -     -     -     -     -     -     -     8,442  
    - Assigned values to options issued         -     -     -     12,067     -     -     -     -     -     12,067  
    - Assigned value of exercised options         -     2,277     -     (2,277 )   -     -     -     -     -     -  
    - Assigned value of exercised warrants         -     5,643     -     -     (4,929 )   -     -     -     -     714  
                                                                       
    - Donations   18.71     11     206     -     -     -     -     -     -     -     206  
    - Share issue costs         -     (10,436 )   -     -     -     -     -     -     -     (10,436 )
    - Options expired/forfeited         -     -     -     (75 )   -     -     75     -     -     -  
    - Warrants expired         -     -     -     -     (435 )   -     435     -     -     -  
    Gain (loss) for year         -     -     -     -     -     -     -     23,667     (10,340 )   13,327  
    Balance – December 31, 2006         61,646     369,247     -     13,274     -     -     510     31,881     (154,579 )   260,333  
    Issued for cash                                                                  
    - Exercise of options   3.71     887     10,973     -     -     -     -     -     -     -     10,973  
    Non-cash                                                                  
    - Mineral properties   6.55     9     337     -     -     -     -     -     -     -     337  
    - Assigned values to options granted         -     -     -     14,443     -     -     -     -     -     14,443  
    - Assigned value of exercised options         -     4,197     -     (4,197 )   -     -     -     -     -     -  
    - Donations         27     893     -     -     -     -     -     -     -     893  
    Other comprehensive loss for year         -     -     -     -     -     -     -     22,331     -     22,331  
    Gain (loss) for year         -     -     -     -     -     -     -     -     (68,143 )   (68,143 )
    Balance - December 31, 2007         62,569     385,647     -     23,520     -     -     510     54,212     (222,722 )   241,167  
    Issued for cash                                                                  
    - Exercise of options   11.78     186     2,192     -     -     -     -     -     -     -     2,192  
    Non-cash                                                               -  
    - Assigned values to options granted         -     -     -     9,662     -     -     -     -     -     9,662  
    - Assigned value of exercised options         -     866     -     (866 )   -     -     -     -     -     -  
    - Assigned value to convertible notes         -     -     -     -     -     37,383     -     -     -     37,383  
    Other comprehensive loss for year         -     -     -     -     -     -     -     (68,551 )   -     (68,551 )
    Gain (loss) for year         -     -     -     -     -     -     -     -     (29,768 )   (29,768 )
    Balance - December 31, 2008         62,755     388,705     -     32,316     -     37,383     510     (14,339 )   (252,490 )   192,085  

      iv)

    Rental Expense

         
     

    The total rent expense charged to the statement of earnings (loss) for the year ending December 31, 2008 was $402,000 (2007 - $298,000; 2006 - $235,000).

    F-49



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

      v)

    Income Tax Uncertainty

         
     

    The Company adopted the provisions of FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes”, on January 1, 2007. As a result of the implementation of Interpretation 48, the company did not recognize any further increases in the liability for unrecognized tax benefits other than positions arising in the year ended December 31, 2008. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:


        $(000 )
      Balance as at January 1, 2008   1,204  
      Decreases based on tax positions related to the current year   (857 )
      Decreases relating to settlements with the taxing authorities   -  
      Decreases relating to lapses of the applicable statute of limitations   -  
      Balance as at December 31, 2008   347  

    If recognized, none of the unrecognized tax benefits would affect the effective tax rate due to the existence of valuation allowances against the related deferred tax assets.

    The Company has not recognized interest accrued related to unrecognized tax benefits due to the forecasted loss carry forward amounts in relevant jurisdictions.

      vi)

    Recently Adopted Accounting Standards

           
      i)

    In September 2006, FASB issued SFAS No. 157, “Fair Value Measurement” to define fair value, establish a framework for measuring fair value and to expand disclosures about fair value measurements. The statement only applies to fair value measurements that are already required or permitted under current accounting standards and is effective for fiscal years beginning after November 15, 2007. The adoption of SFAS 157 for financial instruments as required at January 1, 2008 did not have a material effect on the company’s results of operations or financial position; however, the company provided additional disclosures in these consolidated financial statements. The company will adopt SFAS 157 for non financial assets and non-financial liabilities on January 1, 2009, as required, and does not expect the provisions to have a material effect on the company’s results of operations or financial position.

    F-50




    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

    SFAS 157 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The company’s Level 1 assets include the valuation of available-for–sale investments with no trading restrictions using a market approach based upon unadjusted quoted prices for identical assets in an active market. The company’s Level 2 assets include the valuation of convertible debenture receivable based on the discounted cash flow approach; derivatives based on the Black-Scholes model; and long-term convertible notes based on average market quoted price provided by market makers in the over-the-counter market on the balance sheet date. The company’s Level 3 assets include the valuation of other investments as determined using a probability-based discounted cash flow approach.

                Quoted prices     Significant        
                in active     other     Significant  
          Fair market     markets for     observable     unobservable  
          value     identical assets     inputs     inputs  
                Level 1     Level 2     Level 3  
      Available-for-sale securities   10,923     10,923     -     -  
      Convertible debenture receivable   5,923     -     5,923     -  
      Other Investments   21,803     -     -     21,803  
      Derivatives   50     -     50     -  
      Long-term convertible debt   (91,191 )   -     (91,191 )   -  
                               
      Total   (52,492 )   10,923     (85,218 )   21,803  

      ii)

    In February 2007, FASB issued SFAS No. 159, “Fair Value Option For Financial Assets and Liabilities”, which permits entities to choose to measure various financial instruments and certain other items at fair value. The adoption of SFAS 159 on January 1, 2008 did not have a material effect on the company’s results of operations or financial position.

         
      iii)

    In December 2007, FASB issued SFAS 160, “Non-controlling Interests in Consolidated Financial Statements” (“SFAS 160”), which specifies that non-controlling interests are to be treated as a separate component of equity, not as a liability or other item outside of equity. As a result of non-controlling interests being an element of equity, increases and decreases in the parent's ownership interest that leave control intact are accounted for as capital transactions.

    F-51



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    18 MATERIAL DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) (Cont’d)

      The statement is effective for business combinations entered into on or after December 15, 2008, and is to be applied prospectively to all non-controlling interests, except for the presentation and disclosure requirements which require retrospective application. The adoption of SFAS 160 non-controlling interests as required at January 1, 2009 did not have a material effect on the company’s results of operations or financial position; however, the company retrospectively applied the disclosure requirements in these consolidated financial statements.
             
      iv)

    In May 2008, FASB issued FSP APB 14-1, which revises the accounting treatment for convertible debt instruments that may be settled in cash upon conversion. FSP APB 14-1 requires the issuer to separately account for the liability and equity components of convertible debt instruments. The value assigned to the liability component would be the estimated fair value, as of the date of issuance, of similar debt without the conversion option, but including any other embedded features. The difference between the proceeds of the debt and the value allocated to the liability component would be recorded in equity. The standard is effective for periods beginning on or after December 15, 2008, and is to be applied retrospectively. The adoption of this standard on January 1, 2009 resulted in the elimination of the Canadian and U. S. GAAP difference on all convertible debt balances with the exception of financing costs, which are expensed under Canadian GAAP and capitalized and amortized in accordance with U. S. GAAP.

             
     

    The results of adopting this standard have been retrospectively applied in these consolidated financial statements.

             
      vii)

    Impact of recently issued accounting standards

             
      i)

    In December 2007, the FASB issued a revised standard on accounting for business combinations, SFAS 141R.

             
     

    The statement is effective for periods beginning on or after December 15, 2008. We do not expect the adoption of this Interpretation to have a significant effect on the company’s results of operations or financial position, until the company enters into a business combination.

             
      ii)

    In June 2008, FASB Task Force reached a consensus on EITF Issue No. 07-5, “Determining Whether an Instrument (or embedded Feature) is Indexed to an Entity’s Own Stock”. The standard provides that an equity-linked financial instrument (or embedded feature) would not be considered indexed to the entity’s own stock if the strike price is denominated in a currency other than the issuer’s functional currency. The Issue is effective for periods beginning on or after December 15, 2008. The effect of adopting this EITF on the company’s results of operations or financial position is still being determined.

    F-52



    Silver Standard Resources Inc.
    (a development stage company)
    Notes to Consolidated Financial Statements
    December 31, 2008, 2007 and 2006
    (tabular amounts expressed in thousands of United States dollars unless otherwise stated)

    19

    SUBSEQUENT EVENTS

         
    (a)

    In February 2009, we closed a public share offering of 5,450,000 common shares at a price of $17.00 per share, for aggregate gross proceeds of $92,650,000. After deducting underwriting fees and estimated offering expenses of $5,533,000, net proceeds were $87,117,000.

         
    (b)

    In February 2009, Geologix Explorations Inc. elected not to exercise its option to acquire 100% interest in the San Agustin property. As a result, the San Agustin property, which contains a resource estimate of 1.61 million ounces of indicated gold, 1.08 million ounces of inferred gold, 48.3 million ounces of indicated silver and 37.3 million ounces of inferred silver, was returned to us.

    F-53


    SIGNATURES

    The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this Amendment No. 1 to the registrant’s annual report on its behalf.

      Silver Standard Resources Inc.
      (Company)
         
      By: /s/ Robert A. Quartermain
        Robert A. Quartermain, President & Director

    Date: August 10, 2009

    25