SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
AMENDMENT NO. 1
to
 
FORM 40-F
 
o         Registration statement pursuant to Section 12 of the Securities Exchange Act of 1934
 
or
 
x         Annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934

For Fiscal year ended: December 31, 2010	 	Commission File number: No. 1-9059           	
 
BARRICK GOLD CORPORATION
(Exact name of registrant as specified in its charter)

Ontario
 (Province or other jurisdiction of
incorporation or organization)	 	1041
 (Primary standard industrial
classification code number,
if applicable)	 	Not Applicable
 (I.R.S. employer
identification number, if applicable)	
 
Brookfield Place
TD Canada Trust Tower
Suite 3700
161 Bay Street, P.O. Box 212
Toronto, Canada M5J 2S1
(800) 720-7415
 (Address and telephone number of registrant’s principal executive office)
 
Barrick Goldstrike Mines Inc.
P.O. Box 29, Elko, Nevada 89803
(702) 738-8043
 (Name, address and telephone number of agent for service in the United States)
 
Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	 	Name of each exchange on which registered:	
Common Shares	 	New York Stock Exchange	

Securities registered or to be registered pursuant to Section 12(g) of the Act:	 	None	
 	 	 	
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:	 	None	
 
For annual reports, indicate by check mark the information filed with this form:

 	x	Annual Information Form	 	x	Audited Annual Financial Statements	
 
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:
 
Common Shares:  998,499,673
 
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13(d) or 15(d) of the Exchange Act during the proceeding 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 in the past 90 days.

Yes         	x	 	No         	o	
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes         	x	 	No         	o	

 

 
EXPLANATORY NOTICE TO READER
 
On March 31, 2011, Barrick Gold Corporation (“Barrick”) filed its annual report on Form 40-F for the year ended December 31, 2010 (the “Annual Report”). Subsequent to filing the Annual Report, Barrick noted certain typographical errors in Exhibit 101, which includes certain financial information of Barrick in Extensible Business Reporting Language (XBRL) format .  A corrected version of Exhibit 101, together with certifications under Sections 302 and 906 of the Sarbanes-Oxley Act of 2002, is filed herewith.  No other portions of the Annual Report are being amended.
 
INCORPORATION BY REFERENCE
 
Amendment no. 1 to Barrick’s annual report on Form 40-F (other than the section entitled “Ratings” in Exhibit 99.1) is incorporated by reference into Barrick’s Registration Statements on Form S-8 (File Nos. 333-121500, 333-131715, 333-135769).

 
SIGNATURES
 
Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.

 	BARRICK GOLD CORPORATION	
 	 	
 	By:	/s/ Sybil E. Veenman	
 	 	 	
 	 	Name:	Sybil E. Veenman	
 	 	Title:	Senior Vice President and General Counsel	
 	 	Dated:	April 5, 2011	
 
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EXHIBIT INDEX

Exhibits	 	Description	
99.1*	 	Annual Information Form dated as of March 31, 2011	
99.2*	 	Management’s Report on Internal Control Over Financial Reporting	
99.3*	 	Barrick Gold Corporation’s Comparative Audited Consolidated Financial Statements prepared in accordance with U.S. generally accepted accounting principles (“US GAAP”), including the Notes thereto, as at December 31, 2010 and 2009 and for the years ended December 31, 2010, 2009 and 2008, together with the Independent Auditors’ report thereon	
99.4*	 	Barrick Gold Corporation’s Management’s Discussion and Analysis (US GAAP) for the year ended December 31, 2010	
99.5*	 	Consent of PricewaterhouseCoopers LLP	
99.6**	 	Certification of Aaron W. Regent required by Rule 13a-14(a) or Rule 15d-14(a), pursuant to Section 302 of Sarbanes-Oxley Act of 2002	
99.7**	 	Certification of Jamie C. Sokalsky required by Rule 13a-14(a) or Rule 15d-14(a), pursuant to Section 302 of Sarbanes-Oxley Act of 2002	
99.8**	 	Certification of Aaron W. Regent pursuant to 18 U.S.C. Section 1350, as enacted pursuant to Section 906 of Sarbanes-Oxley Act of 2002	
99.9**	 	Certification of Jamie C. Sokalsky pursuant to 18 U.S.C. Section 1350, as enacted pursuant to Section 906 of Sarbanes-Oxley Act of 2002	
99.10*	 	Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data	
101**	 	The following financial information from Barrick Gold Corporation’s Comparative Audited Consolidated Financial Statements, formatted in XBRL (Extensible Business Reporting Language) and furnished electronically herewith: (i) the Consolidated Statements of Income; (ii) the Consolidated Statements of Cash Flow; (iii) the Consolidated Balance Sheets; (iv) the Consolidated Statements of Equity; (v) the Consolidated Statements of Comprehensive Income; and (vi) the Notes to the Comparative Audited Consolidated Financial Statements, tagged as blocks of text	

*              Previously filed.
**           Filed herewith.
 
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Exhibit 99.6
 
CERTIFICATION REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a), PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
 
I, Aaron W. Regent certify that:
 
1.                                        I have reviewed this annual report on Form 40-F of Barrick Gold Corporation;
 
2.                                        Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.                                        Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;
 
4.                                        The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:
 
(a)                                   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
(b)                                  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;
 
(c)                                   Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
(d)                                  Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and
 
5.                                        The issuer’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):
 
(a)                                   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and
 
(b)                                  Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.

Date:	April 5, 2011	 	 	
 	 	 	 	
 	 	/s/ Aaron W. Regent	
 	 	Name:	Aaron W. Regent	
 	 	Title:	President and Chief Executive Officer	

 

Exhibit 99.7
 
CERTIFICATION REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a), PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
 
I, Jamie C. Sokalsky certify that:
 
1.                                        I have reviewed this annual report on Form 40-F of Barrick Gold Corporation;
 
2.                                        Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.                                        Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;
 
4.                                        The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:
 
(a)                                   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
(b)                                  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;
 
(c)                                   Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
(d)                                  Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and
 
5.                                        The issuer’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):
 
(a)                                   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and
 
(b)                                  Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.
 
Date:       April 5, 2011

 	/s/ Jamie C. Sokalsky	
 	Name:	Jamie C. Sokalsky	
 	Title:	Executive Vice President and
Chief Financial Officer	

 
Exhibit 99.8
 
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ENACTED PURSUANT TO
SECTION 906 OF THE U.S. SARBANES-OXLEY ACT OF 2002
 
Barrick Gold Corporation (the “Company”) is filing with the U.S. Securities and Exchange Commission on the date hereof, its annual report on Form 40-F for the fiscal year ended December 31, 2010 (the “Report”).
 
I, Aaron W. Regent, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as enacted pursuant to section 906 of the U.S. Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:
 
a)               the Report fully complies with the requirements of section 13(a) or 15(d) of the U.S. Securities Exchange Act of 1934; and
 
b)              the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
Date: April 5, 2011

/s/ Aaron W. Regent	 	
Name: Aaron W. Regent	 	
Title: President and Chief Executive Officer	 	

 
Exhibit 99.9
 
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ENACTED PURSUANT TO
SECTION 906 OF THE U.S. SARBANES-OXLEY ACT OF 200 2
 
Barrick Gold Corporation (the “Company”) is filing with the U.S. Securities and Exchange Commission on the date hereof, its annual report on Form 40-F for the fiscal year ended December 31, 2010 (the “Report”).
 
I, Jamie C. Sokalsky, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as enacted pursuant to section 906 of the U.S. Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:
 
a)               the Report fully complies with the requirements of section 13(a) or 15(d) of the U.S. Securities Exchange Act of 1934; and
 
b)              the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
Date: April 5, 2011

/s/ Jamie C. Sokalsky	 	
Name: Jamie C. Sokalsky	 	
Title: Executive Vice President and Chief Financial Officer