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Registration No. 333-130864
   UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 Form F-10
 (Amendment No. 3)
 REGISTRATION STATEMENT
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
 BARRICK GOLD CORPORATION
 Exact name of Registrant as specified in its charter
 Ontario, Canada
(Province or other jurisdictionof incorporation or organization)
    1041
(Primary Standard IndustrialClassification Code Number (if applicable))
    Not Applicable(I.R.S. Employer IdentificationNumber (if applicable))
 BCE Place
161 Bay Street, Suite 3700
P.O. Box 212
Toronto, Canada M5J 2S1
(800) 720-7415  (Address and telephone number of Registrants principal executive offices)
 as soon as
practicable after this Registration Statement becomes effective.
 CT Corporation System
11 Eighth Avenue
New York, New York 10011
Telephone: (212) 894-8700  (Name, address (including zip code) and telephone number
(including area code) of agent for service in the United States)
  A.
    
    þ
    upon filing with the Commission, pursuant to Rule 467(a) (if in connection with an
offering being made contemporaneously in the United States and Canada).B.
    
    o
    at some future date (check the appropriate box below)1.
    o
pursuant to Rule
467(b) on (___) at
(___) (designate a
time not sooner
than 7 calendar
days after filing).2.
    o pursuant to
Rule 467(b) on
(___) at (___)
(designate a time 7
calendar days or
sooner after
filing) because the
securities
regulatory
authority in the
review jurisdiction
has issued a
receipt or
notification of
clearance on (___).3.
    o pursuant to
Rule 467(b) as soon
as practicable
after notification
of the Commission
by the Registrant
or the Canadian
securities
regulatory
authority of the
review jurisdiction
that a receipt or
notification of
clearance has been
issued with respect
hereto.4.
    o after the
filing of the next
amendment to this
Form (if
preliminary
material is being
filed).
 o
 Pursuant to Rule 429 of the Securities Act and General Instruction II.E to Form F-10, the
prospectus contained in this registration statement also relates to the registration statement No.
333-129643.




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PART I
INFORMATION REQUIRED TO BE DELIVERED TO OFFEREES OR PURCHASERS
 Item 1. Home Jurisdiction Document
      Canada Business Corporations Act
 (a)
    
    to transfer the Shares to Barrick at a price of, at the election of the Shareholders
(i) US$22.50, in cash for each Share; or (ii) 0.8269 of a Barrick common share and
US$0.05, in cash for each Share, in each case subject to proration, or(b)
    
    to demand payment of the fair value of the Shares in
accordance with Sections 206(9) to
(18) of the CBCA by notifying Barrick at the address of CIBC
Mellon Trust Company given in the Offerors Notice dated
February 13, 2006 (the Offerors Notice) of
such demand within 20 days after receiving the
Offerors Notice.
  Item 3. Informational Legends
  NOTICE TO SHAREHOLDERS IN THE UNITED STATES
 The Offer is made for the securities of a Canadian issuer and by a Canadian issuer that is
permitted, under a multijurisdictional disclosure system adopted by the United States, to prepare
the




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Offer and Circular and the Notice of Extension and Subsequent Offering Period in accordance with
the disclosure requirements of Canada. Shareholders should be aware that such requirements are
different from those of the United States.
 Shareholders in the United States should be aware that the disposition of Shares and the
acquisition of Barrick Common Shares by them as described in the Offer and Circular may have tax
consequences both in the United States and in Canada. Such consequences may not be fully described
in the Offer and Circular and such Shareholders are encouraged to consult their tax advisors. See
Canadian Federal Income Tax Considerations in Section 22 of the Circular and United States
Federal Income Tax Considerations in Section 23 of the Circular.
 The enforcement by Shareholders of civil liabilities under the United States federal securities
laws may be affected adversely by the fact that the Offeror is incorporated under the laws of the
Province of Ontario, Canada, that some or all of its officers and directors may be residents of a
foreign country, that some or all of the experts named in the Offer and Circular may be residents
of a foreign country and that all or a substantial portion of the assets of the Offeror and said
persons may be located outside the United States.
 THE SECURITIES OFFERED PURSUANT TO THE OFFER AND CIRCULAR HAVE NOT BEEN APPROVED OR DISAPPROVED BY
THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THE OFFER AND CIRCULAR OR THIS NOTICE OF EXTENSION AND SUBSEQUENT OFFERING
PERIOD. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE.
 Item 4. Incorporation of Certain Information by Reference
  PART II
INFORMATION NOT REQUIRED TO BE SENT TO SHAREHOLDERS
 Indemnification
 Business Corporations Act
 Business Corporations Act




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Exhibits
  Exhibit
    
    Description1.6
    
    Offerors Notice, dated February 13, 2006 (filed herewith)1.7
    
    Transmittal and Election Form (filed herewith)3.9
    
    The Material Change Report, dated February 3, 2006
(incorporated by reference to Exhibit 1 to Barricks Form 6-K
furnished to the Commission on February 9, 2006);3.10
    
    The Early Warning Report, dated February 7, 2006 (incorporated
by reference to Exhibit 2 to Barricks Form 6-K furnished to the
Commission on February 9, 2006)3.11
    
    The Report of Result of Take-Over Bid, dated February 7, 2006
(incorporated by reference to Exhibit 3 of this Form 6-K
furnished to the Commission on February 9, 2006)3.12
    
    The Business Acquisition Report, dated February 10, 2006
(incorporated by reference to Exhibit 1 to Barricks Form 6-K
furnished to the Commission on February 14, 2006)




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PART III
 UNDERTAKINGS AND CONSENT TO SERVICE OF PROCESS
 Item 1.   Undertaking
  Item 2.   Consent to Service of Process




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SIGNATURES
  BARRICK GOLD CORPORATION
(Registrant)By:
    /s/ Sybil E. VeenmanSybil E. VeenmanVice President, Assistant General
Counsel and Secretary




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Signature
    
    Title with Registrant
    
    Date*

Peter Munk
    
    Chairman and Director
    
    February 16, 2006*

Gregory C. Wilkins
    
    President, Chief Executive Officer and Director
(Principal Executive Officer)
    
    February 16, 2006*

Jamie C. Sokalsky
    
    Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
    
    February 16, 2006*

Richard Ball
    
    Vice President, Financial Reporting and Risk Analysis
(Principal Accounting Officer)
    
    February 16, 2006*

C. William D. Birchall
    
    Vice Chairman and Director
    
    February 16, 2006*

Howard L. Beck
    
    Director
    
    February 16, 2006*

Gustavo Cisneros
    
    Director
    
    February 16, 2006*

Marshall A. Cohen
    
    Director
    
    February 16, 2006*

Peter A. Crossgrove
    
    Director
    
    February 16, 2006*

Peter C. Godsoe, O.C
    
    Director
    
    February 16, 2006*

Angus A. MacNaughton
    
    Director
    
    February 16, 2006*

The Right Honourable Brian Mulroney
    
    Director
    
    February 16, 2006




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Signature
    
    Title with Registrant
    
    Date*

Anthony Munk
    
    Director
    
    February 16, 2006*

Joseph L. Rotman
    
    Director
    
    February 16, 2006*

Steven J. Shapiro
    
    Director
    
    February 16, 2006*

J. Brett Harvey
    
    Director
    
    February 16, 2006
  * By:
    /s/ Sybil E. VeenmanSybil E. VeenmanAttorney-in-fact




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AUTHORIZED REPRESENTATIVE
  BARRICK GOLDSTRIKE MINES CORPORATIONBy:
    /s/ Sybil E. VeenmanSybil E. Veenman
Vice President, Assistant General
Counsel and Secretary




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EXHIBIT INDEX
 Exhibit
    
    Description1.1
    
    Offer and Circular, dated November 10, 2005 (incorporated by reference to Exhibit
1.1 of the Registration Statement of Barrick Gold Corporation on Form F-10,
Registration No. 333-129643, filed November 10, 2005)*1.2
    
    Letter of Transmittal (incorporated by reference to Exhibit 1.2 of the
Registration Statement of Barrick Gold Corporation on FormF-10, Registration No. 333-129643, filed November 10, 2005)*1.3
    
    Notice of Guaranteed Delivery (incorporated by reference to Exhibit 1.3 of the
Registration Statement of Barrick Gold Corporation on Form F-10, Registration No.
333-129643, filed November 10, 2005)*1.4
    
    Notice of Variation and Extension, dated January 4, 2006*1.5
    
    Notice of Extension and Subsequent Offering Period, dated January 20, 2006*1.6
    
    Offerors Notice, dated February 13, 2006 (filed herewith)1.7
    
    Transmittal and Election Form (filed herewith)2.1
    
    Annual Information Form of Barrick, dated March 30, 2005, for the year ended
December 31, 2004 (incorporated by reference to Barricks Form 40-F filed with
the Commission on March 31, 2005)*2.2
    
    Management Information Circular of Barrick dated March 14, 2005 prepared in
connection with the annual meeting of shareholders of Barrick held on April 28,
2005 (incorporated by reference to Exhibit 2 to Barricks Form 6-K furnished to
the Commission on March 25, 2005)*2.3
    
    Comparative audited consolidated financial statements of Barrick and the notes
thereto as at December 31, 2004 and 2003 and for each of the years in the
three-year period ended December 31, 2004, together with the report of the
auditors thereon (incorporated by reference to Exhibit 2 to Barricks Form F-40
filed with the Commission on March 31, 2005) and managements discussion and
analysis of financial results found at pages 25 through 73 of Barricks 2004
Annual Report (incorporated by reference to Exhibit 2 to Barricks Form 40-F
furnished to the Commission on March 31, 2005)*2.4
    
    Comparative unaudited consolidated financial statements of Barrick and the notes
thereto as at September 30, 2005 and for the nine months ended September 30, 2005
and 2004, together with managements discussion and analysis of financial
results, (incorporated by reference to Exhibit 2 to Barricks Form 6-K furnished
to the Commission on October 31, 2005)*3.1
    
    Material Change Report dated January 28, 2005 relating to the decision by the
Peruvian tax authority, SUNAT, not to appeal the Tax Courts decision in favour
of Barrick regarding SUNATs tax assessment of the Pierina Mine for the 1999 and
2000 fiscal years (incorporated by reference to Exhibit 1 to Barricks Form 6-K
furnished to the Commission on January 31, 2005)*




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Exhibit
    
    Description3.2
    
    Material Change Report dated November 9, 2005 relating to Barricks intention to
make the Offer (incorporated by reference to Exhibit 1 to Barricks Form 6-K
furnished to the Commission by Barrick on November 10, 2005)*3.3
    
    Material Document dated November 9, 2005, containing the Bid Support and Purchase
Agreement, dated October 30, 2005, between Barrick Gold Corporation and Goldcorp
Inc., relating to Barricks intention to make the Offer (incorporated by
reference to Exhibit 2 to Barricks Form 6-K furnished to the Commission on
November 10, 2005)*3.4
    
    Agreement dated December 9, 2005, between Placer Dome Inc. and Barrick Gold
Corporation, relating to waiver of Placer Dome Inc.s Shareholder Rights Plan
(incorporated by reference to Exhibit 99.(A)(10)(1.1) of Amendment No. 1 to the
Registration Statement of Barrick Gold Corporation on Form F-10, Registration No.
333-129643, filed on December 13, 2005)*3.5
    
    Material Change Report dated December 28, 2005 relating to Barrick Gold
Corporation and Placer Dome Inc. reaching agreement with respect to the Offer
(incorporated by reference to Exhibit 1 to Barricks Form 6-K furnished to the
Commission by Barrick on December 28, 2005)*3.6
    
    Material Document dated December 28, 2005, containing the Support Agreement,
dated December 22, 2005, between Barrick Gold Corporation and Placer Dome Inc.
(incorporated by reference to Exhibit 2 to Barricks Form 6-K furnished to the
Commission on December 28, 2005)*3.7
    
    Material Change Report, dated January 19, 2006 (incorporated by reference to
Exhibit 1 to Barricks Form 6-K furnished to the Commission on January 25, 2006)*3.8
    
    Early warning Report, dated January 24, 2006 (incorporated by reference to
Exhibit 2 to Barricks Form 6-K furnished to the Commission on January 25, 2006)*3.9
    
    The Material Change Report, dated
February 3, 2006 (incorporated by
reference to Exhibit 1 to Barricks Form
6-K furnished to the Commission on
February 9, 2006);3.10
    
    The Early Warning Report, dated
February 7, 2006 (incorporated by
reference to Exhibit 2 to Barricks Form
6-K furnished to the Commission on
February 9, 2006)3.11
    
    The Report of Result of Take-Over
Bid, dated February 7, 2006
(incorporated by reference to Exhibit
3 to Barricks Form 6-K furnished to the
Commission on February 9, 2006)3.12
    
    The Business Acquisition
Report, dated February 10, 2006
(incorporated by reference to Exhibit
1 to Barricks Form 6-K furnished to the
Commission on February 14, 2006)23.1
    
    Consent of PricewaterhouseCoopers LLP*