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Novagold Resources Inc – ‘40FR12G’ on 10/29/03 – ‘EX-99.57’

On:  Wednesday, 10/29/03, at 5:20pm ET   ·   Accession #:  1062993-3-1067   ·   File #:  0-50443

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

10/29/03  Novagold Resources Inc            40FR12G               91:19M                                    Newsfile Corp/FA

Registration of Securities of a Canadian Issuer — SEA’34 §12(g)   —   Form 40-F
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 40FR12G     Registration Statement Pursuant to Section 12 of    HTML     79K 
                          the Securities Exchange Act of 1934                    
 2: EX-99.1     Revised Initial Annual Information Form of the      HTML    228K 
                          Registrant Dated July 22, 2003                         
11: EX-99.10    Quarterly Report of the Registrant for the Six      HTML    137K 
                          Months Ended May 31, 2002                              
12: EX-99.11    Quarterly Report of the Registrant for the Three    HTML    139K 
                          Months Ended February 28, 2002                         
13: EX-99.12    Management Information Circular of the Registrant   HTML    101K 
                          Dated April 14, 2003                                   
14: EX-99.13    Form of Proxy for Use in Connection With the May    HTML     35K 
                          28, 2003 Annual and Special Meeting                    
15: EX-99.14    Management Information Circular of the Registrant   HTML     98K 
                          Dated April 15, 2002                                   
16: EX-99.15    Form of Proxy for Use in Connection With the May    HTML     33K 
                          22, 2002 Annual and Special Meeting                    
17: EX-99.16    Final Short Form Prospectus Dated September 25,     HTML    159K 
                          2003                                                   
18: EX-99.17    Underwriting Agreement Dated September 15, 2003     HTML    221K 
19: EX-99.18    Warrant Indenture Dated October 1, 2003             HTML    309K 
20: EX-99.19    Report Dated August 13, 2003, as Amended September  HTML    619K 
                          22, 2003                                               
 3: EX-99.2     Annual Information Form of the Registrant Dated     HTML    422K 
                          April 17, 2002                                         
21: EX-99.20    Qualifying Certificate of Ken Kuchling Dated        HTML     30K 
                          September 22, 2003                                     
22: EX-99.21    Report Dated April 16, 2002                         HTML    161K 
23: EX-99.22    Qualifying Certificate of Curtis J. Freeman Dated   HTML     29K 
                          April 16, 2002                                         
24: EX-99.23    Report Dated April 15, 2002                         HTML     88K 
25: EX-99.24    Qualifying Certificate of Curtis J. Freeman Dated   HTML     29K 
                          April 15, 2002                                         
26: EX-99.25    Report Dated April 1, 2002                          HTML    109K 
27: EX-99.26    Qualifying Certificate of Curtis J. Freeman Dated   HTML     29K 
                          April 1, 2002                                          
28: EX-99.27    Report Dated March 2002                             HTML    600K 
29: EX-99.28    Qualifying Certificate of Stephen B. Hodgson Dated  HTML     27K 
                          March 8, 2002                                          
30: EX-99.29    Qualifying Certificate of Stephen Juras Dated       HTML     28K 
                          March 8, 2002                                          
 4: EX-99.3     Annual Report of the Registrant for the Year Ended  HTML    281K 
                          November 30, 2002                                      
31: EX-99.30    Report Dated February 2002                          HTML    264K 
32: EX-99.30.A  Appendix A of Report Dated February 2002            HTML     26K 
33: EX-99.30.B  Appendix B of Report Dated February 2002            HTML   1.29M 
34: EX-99.30.C  Appendix C of Report Dated February 2002            HTML     60K 
35: EX-99.30.D  Appendix D of Report Dated February 2002            HTML     25K 
36: EX-99.31    Qualifying Certificate of Stephen Juras Dated       HTML     28K 
                          February 25, 2002                                      
37: EX-99.32    Material Change Report of the Registrant Dated      HTML     33K 
                          October 24, 2003                                       
38: EX-99.33    Press Release Dated October 23, 2003                HTML     31K 
39: EX-99.34    Material Change Report of the Registrant Dated      HTML     36K 
                          October 16, 2003                                       
40: EX-99.35    Material Change Report of the Registrant Dated      HTML     48K 
                          October 10, 2003                                       
41: EX-99.36    Material Change Report of the Registrant Dated      HTML     36K 
                          October 2, 2003                                        
42: EX-99.37    Material Change Report of the Registrant Dated      HTML     36K 
                          September 12, 2003                                     
43: EX-99.38    Material Change Report of the Registrant Dated      HTML     46K 
                          August 13, 2003                                        
44: EX-99.39    Material Change Report of the Registrant Dated      HTML     45K 
                          August 11, 2003                                        
 5: EX-99.4     Annual Report of the Registrant for the Year Ended  HTML    294K 
                          November 30, 2001                                      
45: EX-99.40    Material Change Report of the Registrant Dated      HTML     63K 
                          August 7, 2003                                         
46: EX-99.41    Material Change Report of the Registrant Dated      HTML     39K 
                          July 30, 2003                                          
47: EX-99.42    Material Change Report of the Registrant Dated      HTML     42K 
                          July 3, 2003                                           
48: EX-99.43    Material Change Report of the Registrant Dated      HTML     59K 
                          June 4, 2003                                           
49: EX-99.44    Material Change Report of the Registrant Dated May  HTML     34K 
                          1, 2003                                                
50: EX-99.45    Material Change Report of the Registrant Dated      HTML     46K 
                          April 28, 2003                                         
51: EX-99.46    Material Change Report of the Registrant Dated      HTML     47K 
                          April 9, 2003                                          
52: EX-99.47    Press Release of the Registrant Dated February 25,  HTML     30K 
                          2003                                                   
53: EX-99.48    Material Change Report of the Registrant Dated      HTML     44K 
                          February 11, 2003                                      
54: EX-99.49    Material Change Report of the Registrant Dated      HTML     70K 
                          February 6, 2003                                       
 6: EX-99.5     U.S. Gaap Reconciliation Which Includes Audited     HTML    279K 
                          Comparative Financial Statements                       
55: EX-99.50    Material Change Report of the Registrant Dated      HTML     92K 
                          January 30, 2003                                       
56: EX-99.51    Material Change Report of the Registrant Dated      HTML     37K 
                          December 30, 2002                                      
57: EX-99.52    Material Change Report of the Registrant Dated      HTML     72K 
                          December 11, 2002                                      
58: EX-99.53    Material Change Report of the Registrant Dated      HTML     55K 
                          November 26, 2002                                      
59: EX-99.54    Material Change Report of the Registrant Dated      HTML     65K 
                          November 14, 2002                                      
60: EX-99.55    Material Change Report of the Registrant Dated      HTML     70K 
                          October 3, 2002                                        
61: EX-99.56    Material Change Report of the Registrant Dated      HTML     37K 
                          September 19, 2002                                     
62: EX-99.57    Material Change Report of the Registrant Dated      HTML     54K 
                          September 13, 2002                                     
63: EX-99.58    Press Release of the Registrant Dated September 9,  HTML     28K 
                          2002                                                   
64: EX-99.59    Material Change Report of the Registrant Dated      HTML     35K 
                          September 5, 2002                                      
 7: EX-99.6     U.S. Gaap Supplement to Management Discussion and   HTML     42K 
                          Analysis                                               
65: EX-99.60    Material Change Report of the Registrant Dated      HTML     80K 
                          September 4, 2002                                      
66: EX-99.61    Material Change Report of the Registrant Dated      HTML     51K 
                          August 7, 2002                                         
67: EX-99.62    Material Change Report of the Registrant Dated      HTML     74K 
                          July 16, 2002                                          
68: EX-99.63    Material Change Report of the Registrant Dated      HTML     57K 
                          June 5, 2002                                           
69: EX-99.64    Material Change Report of the Registrant Dated May  HTML     76K 
                          22, 2002                                               
70: EX-99.65    Material Change Report of the Registrant Dated      HTML     43K 
                          April 30, 2002                                         
71: EX-99.66    Material Change Report of the Registrant Dated      HTML     42K 
                          April 18, 2002                                         
72: EX-99.67    Material Change Report of the Registrant Dated      HTML     37K 
                          March 26, 2002                                         
73: EX-99.68    Material Change Report of the Registrant Dated      HTML     78K 
                          March 15, 2002                                         
74: EX-99.69    Material Change Report of the Registrant Dated      HTML     56K 
                          February 18, 2002                                      
 8: EX-99.7     Quarterly Report of the Registrant for the Six      HTML    110K 
                          Months Ended May 31, 2003                              
75: EX-99.70    Material Change Report of the Registrant Dated      HTML     55K 
                          January 24, 2002                                       
76: EX-99.71    Consent of Pricewaterhousecoopers LLP               HTML     25K 
77: EX-99.72    Consent of Ken Kuchling                             HTML     26K 
78: EX-99.73    Consent of Curtis J. Freeman                        HTML     28K 
79: EX-99.74    Consent of Stephen B. Hodgson                       HTML     27K 
80: EX-99.75    Consent of Stephen Juras                            HTML     28K 
81: EX-99.76    Consent of Phillip St. George                       HTML     29K 
82: EX-99.77    Consent of Harry Parker                             HTML     27K 
83: EX-99.78    Consent of Norm Johnson                             HTML     27K 
84: EX-99.79    Consent of Norwest Corporation                      HTML     27K 
 9: EX-99.8     Quarterly Report of the Registrant for the Three    HTML    121K 
                          Months Ended February 28, 2003                         
85: EX-99.80    Consent of Avalon Development Corporation           HTML     27K 
86: EX-99.81    Consent of Amec E&C Services Limited                HTML     30K 
87: EX-99.82    Consent of Kennecott Exploration Company            HTML     26K 
88: EX-99.83    Consent of Newmont Mining Corporation               HTML     27K 
89: EX-99.84    Consent of Placer Dome Inc.                         HTML     27K 
90: EX-99.85    Consent of Mark Jutras                              HTML     27K 
91: EX-99.86    Consent of Robert Prevost                           HTML     27K 
10: EX-99.9     Quarterly Report of the Registrant for the Nine     HTML    148K 
                          Months Ended August 31, 2002                           


EX-99.57   —   Material Change Report of the Registrant Dated September 13, 2002


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 <! 
  Filed by Automated Filing Services Inc. (604) 609-0244  

FORM 27
MATERIAL CHANGE REPORT

SECTION 75(2) OF SECURITIES ACT (ONTARIO),
SECTION 84(1)(b) OF THE SECURITIES ACT (SASKATCHEWAN),
SECTION 118(1) OF SECURITIES ACT (ALBERTA),
SECTION 67(1) OF SECURITIES ACT (BRITISH COLUMBIA),
SECTION 81(2) OF THE SECURITIES ACT (NOVA SCOTIA),
SECTION 76(2) OF SECURITIES ACT (NEWFOUNDLAND).

Item One - Reporting Issuer

NovaGold Resources Inc.
127 Via de Tesoros Los Gatos,
California 95032

Item Two - Date of Material Change

September 13, 2002

Item Three - Press Release

The attached press release was issued in Vancouver, British Columbia.

Item Four - Summary of Material Change

On September 13, 2002, NovaGold Resources Inc. reported results from the recently initiated exploration program at the Rock Creek gold deposit in Nome, Alaska

Item Five - Full Description of Material Change

On September 13, 2002, NovaGold Resources Inc. reported results from the recently initiated exploration program at the Rock Creek gold deposit in Nome, Alaska

The 2002 trench program was initiated and completed in August. It is part of a multi-staged program designed to expand the gold resource as defined in the March 14, 2000 Resource Estimate and to conduct core drilling within the modeled pit boundaries so as to increase confidence in the higher-grade “Albion Zone” heart of the deposit. Core drilling is scheduled to start September 20 and continue upgrading the higher grade core of the deposit to the Measured and Indicated categories.


Rock Creek New Trench Results Highlights Table

    Length Gold Length Gold Type Area Objective
Trench ID Interval(m) (m) (g/t) (ft) (oz/t)      
RKT-101 0 to 6 6 3.74 19.7 0.11 Channel Albion In-fill
  43 to 51 8 2.88 26.3 0.08 Channel Sheeted veins In-fill
RKT-103* 46 to 49 3 1.29 6.6 0.04 Channel Sheeted veins In-fill
  55 to 56 1 10.42 3.3 0.30 Channel Albion In-fill
RKT-104 30 to 42 12 5.12 39.4 0.15 Channel Albion Step-out
Including 36 to 38 1 24.99 3.3 0.73 Channel Albion Step-out
RKT-107* 4 to 6 2 1.12 6.6 0.03 Channel Walsh Exploration
RKT-109* 4 to 5 1 6.31 3.3 0.18 Channel Albion In-fill
RKT-110 12 to 17 5 2.64 16.4 0.08 Channel Albion In-fill
  47 to 49 2 1.32 6.6 0.04 Channel Sheeted veins In-fill
RKT-112* 5 to 7 2 1.62 6.6 0.05 Channel Albion In-fill

* Preliminary assays, final assay pending.

The High-grade gold mineralization intercepted in trench RKT-104 is located over 130 meters southwest of the currently drilled resource. This intercept is open at depth and to the southwest. Also sampling at the end of Trench RKT-111, located more than 40 meters northeast of the modeled pit limit showed highly anomalous gold and trace-element geochemistry consistent with peripheral Albion zone mineralization.

A formatted Adobe PDF map showing the Rock Creek trench results is available on the NovaGold website at:
http://www.novagold.net/i/pdf/NovaGoldRockCkMapSept132002.pdf

All drill samples were analyzed by fire assay at ALS Chemex Labs in Vancouver, B.C., Canada. Environmental baseline studies are underway in anticipation of requirements for permitting of production. The drill program and sampling protocol are managed by NovaGold with oversight provided by Qualified Person Phil St. George, Vice President of Exploration for NovaGold Resources. Exploration on the Rock Creek Project is being funded by TNR Resources Ltd. who will contribute US$10 million toward exploration and development within the next 3 years to bring the project to production and earn a 49.9% interest in the project.

The Rock Creek Gold Project is located on the Seward Peninsula near the community of Nome, Alaska. The deposit is the most advanced lode-gold deposit in the Nome Mining District that has historically produced over 5.5 million ounces of gold from nearby stream and beach placer deposits. The property is road-accessible and located on private-patented land, which is expected to result in facilitated permitting. The deposit is exposed at the surface and amenable to open-pit mining with a low strip ratio.

In other company news, Rick Van Nieuwenhuyse, President of NovaGold Resources Inc. announced today that Alex Morrison, Chief Financial Officer of NovaGold will be stepping down from his position as Chief Financial Officer to pursue other interests. Mr. Morrison will remain with the Company in a consulting role to assist with transition of his responsibilities. NovaGold has engaged a chartered accountant to fulfill the controller responsibilities for the Company during this time. The management of NovaGold extends thanks to Mr. Morrison and wishes him


success in his future endeavors.

About NovaGold

A diversified natural resource company, NovaGold acquires and develops precious metal deposits in North America. NovaGold has no long-term debt, and has one of the largest gold resource bases of any junior mining company. The Company generates cash flow to fund exploration and development from its construction aggregate, gold royalties and land development operations in Nome, Alaska. Shares of NovaGold are listed on the Toronto Stock Exchange (symbol NRI). The Company’s shares also trade on the US OTC (symbol NVGLF). The Company has also initiated the process to allow for a listing on the American Stock Exchange later this year. Financial reports and other information, including the second quarter financial statement and other information are available at www.novagold.net.

Item Six - Reasons for Confidential Filing

Not Applicable.

Item Seven - Omitted Information

Not Applicable.

Item Eight - Senior Officer

Janice A. Stairs, Corporate Secretary, (902) 492-2013

Item Nine - Statement of Senior Officer

"The foregoing accurately discloses the material change referred to herein."

Executed this 16th day of September, 2002 at Halifax, Nova Scotia by Janice A. Stairs, Corporate Secretary.





News Release
Toronto Stock Exchange: NRI
U.S. OTC Symbol: NVGLF

Gold Zone Expanded at Rock Creek

September 13th, 2002, Vancouver – NovaGold Resources Inc. is pleased to report results from the recently initiated exploration program at the Rock Creek gold deposit in Nome, Alaska.

The 2002 trench program was initiated and completed in August. It is part of a multi-staged program designed to expand the gold resource as defined in the March 14, 2000 Resource Estimate and to conduct core drilling within the modeled pit boundaries so as to increase confidence in the higher-grade “Albion Zone” heart of the deposit. Core drilling is scheduled to start September 20 and continue upgrading the higher grade core of the deposit to the Measured and Indicated categories.

Rock Creek New Trench Results Highlights Table
                                 
        Length   Gold   Length   Gold   Type   Area   Objective
Trench ID   Interval(m)   (m)   (g/t)   (ft)   (oz/t)            
RKT-101   0 to 6   6   3.74   19.7   0.11   Channel   Albion   In-fill
    43 to 51   8   2.88   26.3   0.08   Channel   Sheeted veins   In-fill
RKT-103*   46 to 49   3   1.29   6.6   0.04   Channel   Sheeted veins   In-fill
    55 to 56   1   10.42   3.3   0.30   Channel   Albion   In-fill
RKT-104   30 to 42   12   5.12   39.4   0.15   Channel   Albion   Step-out
Including   36 to 38   1   24.99   3.3   0.73   Channel   Albion   Step-out
RKT-107*   4 to 6   2   1.12   6.6   0.03   Channel   Walsh   Exploration
RKT-109*   4 to 5   1   6.31   3.3   0.18   Channel   Albion   In-fill
RKT-110   12 to 17   5   2.64   16.4   0.08   Channel   Albion   In-fill
    47 to 49   2   1.32   6.6   0.04   Channel   Sheeted veins   In-fill
RKT-112*   5 to 7   2   1.62   6.6   0.05   Channel   Albion   In-fill
* Preliminary assays, final assay pending.

The High-grade gold mineralization intercepted in trench RKT-104 is located over 130 meters southwest of the currently drilled resource. This intercept is open at depth and to the southwest. Also sampling at the end of Trench RKT-111, located more than 40 meters northeast of the modeled pit limit showed highly anomalous gold and trace-element geochemistry consistent with peripheral Albion zone mineralization.

A formatted Adobe PDF map showing the Rock Creek trench results is available on the NovaGold website at: http://www.novagold.net/i/pdf/NovaGoldRockCkMapSept132002.pdf

All drill samples were analyzed by fire assay at ALS Chemex Labs in Vancouver, B.C., Canada. Environmental baseline studies are underway in anticipation of requirements for permitting of production. The drill program and sampling protocol are managed by NovaGold with oversight provided by Qualified Person Phil St. George, Vice President of Exploration for NovaGold Resources. Exploration on the Rock Creek Project is being funded by TNR Resources Ltd. who will contribute US$10 million toward exploration and development within the next 3 years to bring the project to production and earn a 49.9% interest in the project.

The Rock Creek Gold Project is located on the Seward Peninsula near the community of Nome, Alaska. The deposit is the most advanced lode-gold deposit in the Nome Mining District that has historically produced over 5.5 million ounces of gold from nearby stream and beach placer deposits. The property is road-accessible and located on private-patented land, which is expected to result in facilitated permitting. The deposit is exposed at the surface and amenable to open-pit mining with a low strip ratio.


In other company news, Rick Van Nieuwenhuyse, President of NovaGold Resources Inc announced today that Alex Morrison, Chief Financial Officer of NovaGold will be stepping down from his position as Chief Financial Officer to pursue other interests. Mr. Morrison will remain with the Company in a consulting role to assist with transition of his responsibilities. NovaGold has engaged a chartered accountant to fulfill the controller responsibilities for the Company during this time. The management of NovaGold extends thanks to Mr. Morrison and wishes him success in his future endeavors.

About NovaGold

A diversified natural resource company, NovaGold acquires and develops precious metal deposits in North America. NovaGold has no long-term debt, and has one of the largest gold resource bases of any junior mining company. The Company generates cash flow to fund exploration and development from its construction aggregate, gold royalties and land development operations Nome, Alaska. Shares of NovaGold are listed on the Toronto Stock Exchange (symbol NRI). The Company’s shares also trade on the US OTC (symbol NVGLF). The Company has also initiated the process to allow for a listing on the American Stock Exchange later this year. Financial reports and other information, including the second quarter financial statement and other information are available at www.novagold.net.

For more information on NovaGold contact:

Greg Johnson, Vice President, Corporate Development
Newcastle, Washington, USA
(907) 227-3963
E-mail: Greg.Johnson@NovaGold.net

Tony Hayes, CFA, Investor Relations
Toronto, Ontario, Canada
(416) 368-0882; Toll Free 1 (866) 243-1059
E-mail: Tony.Hayes@NovaGold.net



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