Material Change Report - 51-102F3Item 1 Name and Address of CompanyFire River Gold Corp. (the “Company”)Suite 340 - 1200 West 73rd AvenueVancouver, BC V6P 6G5Item 2 Date of Material ChangeDecember 30, 2012Item 3 News ReleaseThe Company issued a news release via CNW Group, in Vancouver, B.C. on January 7, 2013Item 4 Summary of Material ChangeThe Company has entered into an amending agreement dated December 30, 2012 (the “Amending Agreement”) with Waterton Global Value, L.P. (“Waterton”) pursuant to which it has amended the terms of its senior secured gold stream credit agreement dated March 30, 2012 as amended July 18, 2012 (the "Credit Agreement") between the Company and Waterton. 5.1 Full Description of Material ChangeUnder the terms of the Amending Agreement, Waterton has agreed to an extension of the first repayment date from December 31, 2012 to July 31, 2013. In consideration for the amendments, the Company must pay to Waterton $1,200,000 ("Additional Payable Amounts"). Subject to meeting certain conditions, the Company may be required to make payments to Waterton for the Additional Payable Amounts beginning May 2013. Notwithstanding any payments that may be made in 2013, the Company must pay $600,000 on January 31, 2014, less any payments made in 2013, and the remaining $600,000 on October 31, 2014.Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102N/AItem 7 Omitted InformationN/AItem 8 Executive OfficerBlane Wilson, President and CEO - Tel 604 261 0580Item 9 Date of ReportJanuary 7, 2013
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