ex99-1.htm

Form 51-102F3

MATERIAL CHANGE REPORT

Section 7.1 of National Instrument 51-102

Continuous Disclosure Obligations

ITEM 1: REPORTING ISSUER

Barrick Gold Corporation

Brookfield Place

TD Canada Trust Tower

161 Bay Street, Suite 3700

P.O. Box 212

Toronto, ON M5J 2S1

ITEM 2: DATE OF MATERIAL CHANGE

October 29, 2007

ITEM 3: PRESS RELEASE

A press release was issued by Barrick Gold Corporation ("Barrick") on October 29, 2007.

ITEM 4: SUMMARY OF MATERIAL CHANGE

Barrick has announced that it will make an offer for all the outstanding shares of Arizona Star Resource Corp. ("Arizona Star") for CDN $18.00 in cash per share. Barrick has also announced that is has entered into a support agreement with Arizona Star, pursuant to which the board of directors of Arizona Star has agreed to support Barrick's offer.

ITEM 5: FULL DESCRIPTION OF MATERIAL CHANGE

Please see press release attached hereto.

ITEM 6: RELIANCE ON SUBSECTION 7.1(2) or (3) of NATIONAL

INSTRUMENT 51-102

Not applicable.

ITEM 7: OMITTED INFORMATION

Not applicable.

ITEM 8: SENIOR OFFICER

The following senior officer of Barrick is knowledgeable about the material change and this report:

     Sybil E. Veenman
     Vice-President, Assistant General Counsel and Corporate Secretary
     (416) 307-7470

ITEM 9: STATEMENT OF SENIOR OFFICER

The foregoing accurately discloses the material change referred to herein.

DATED at Toronto, Ontario this 5^th day of November, 2007.



	by	(signed) Sybil E. Veenman
		Sybil E. Veenman
		Vice-President, Assistant General Counsel and Corporate Secretary

-2-