FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

For the month of January 20, 2005

Pan American Silver Corp

(Translation of registrant’s name into English)

1500-625 HOWE STREET
VANCOUVER BC CANADA V6C 2T6

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F_X__   Form 40-F        

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes .....  No ..X...

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):  82-________

 

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FORM 51-102F3

 

MATERIAL CHANGE REPORT

 

 

ITEM 1.	NAME AND ADDRESS OF COMPANY
	Pan American Silver Corp. (the “Company”)
	1500 – 625 Howe Street
	Vancouver, British Columbia V6C 2T6
ITEM 2.	DATE OF MATERIAL CHANGE
	January 20, 2005
ITEM 3.	NEWS RELEASE
	A news release was issued by the Company on January 19, 2005 at Vancouver, British
	Columbia and distributed through the facilities of Canada NewsWire.
ITEM 4.	SUMMARY OF MATERIAL CHANGE
	The Company has filed a preliminary short form shelf prospectus with the securities
	commissions in each of the provinces of Canada and a corresponding registration
	statement with the United States Securities and Exchange Commission.
ITEM 5.	FULL DESCRIPTION OF MATERIAL CHANGE
	The Company has filed a preliminary short form shelf prospectus with the securities commissions in each of the
	provinces of  Canada and a corresponding registration statement with the United States Securities and
	Exchange Commission. These filings,  when made final, will allow the Company to make offerings of common
	shares, warrants, debt securities, subscription receipts or any combination thereof of up to $150 million during
	the next 25 months on similar terms to potential purchasers anywhere in  these provinces and the United States.
	The proceeds from any such offerings will be used by the Company to fund development of the Alamo Dorado
	project, development of the Manantial Espejo project, expansion of the Morococha mine, ongoing exploration
	programs, working capital requirements or for other general corporate purposes. At this time the Company has
	no immediate plans to make any offerings; however, the size, nature and timing of any offerings will be based on
	the Company’s future funding needs and on general market conditions.
	A registration statement relating to these securities has been filed with the United States Securities and
	Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy
	be accepted prior to the time the registration statement becomes effective.

   

 

1500-625 HOWE STREET, VANCOUVER, BC CANADA V6C 2T6 . TEL 604.684.1175 FAX 604.684.0147

 www.panamericansilver.com

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ITEM 6.	RELIANCE ON SUBSECTION 7.1(2) OR (3) OF NATIONAL INSTRUMENT 51-102
	This report is not being filed on a confidential basis.
ITEM 7.	OMITTED INFORMATION
	There are no significant facts required to be disclosed herein which have been omitted.
ITEM 8.	EXECUTIVE OFFICER
	For further information, please contact:
	Name: Brenda Radies
	Office: Vice President Corporate Relations
	Telephone: (604) 684-1175
ITEM 9.	DATE OF REPORT

DATED at Vancouver, British Columbia, this 20th day of January, 2005.

“Signed”                                              

Brenda Radies

Vice President, Corporate Relations

2

 

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Pan American Silver Corp

(Registrant)

By:/s/ Ross Beaty

(Signature)

Ross Beaty, Chairman and CEO

Date: February 4, 2005