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

~~Form 6-K~~ SECURITIES AND EXCHANGE COMMISSION

~~REPORT~~WASHINGTON, ~~OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934~~ D.C. 20549

~~For the month of: January, 2005 Commission File Number: 001-31561~~ _____________

~~WHEATON~~REPORT ~~RIVER~~OF ~~MINERALS LTD.~~ FOREIGN ISSUER

~~1560-200~~Pursuant ~~Burrard~~to ~~Street Vancouver,~~Rule ~~British~~13a-~~Columbia V6C 3L6~~16 or 15d-16 of

~~Indicate by check mark whether~~ the ~~registrant~~Securities ~~files~~Exchange orAct ~~will file annual reports under cover~~ of ~~Form 20-F or Form 40 F.~~ 1934

~~Form 20-F o Form 40-F ý~~ For the month of January, 2005

~~Indicate~~Wheaton byRiver ~~check~~Minerals ~~mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):~~ Ltd.

~~Yes o No ý~~ (Translation of registrant's name into English)

~~Indicate~~Suite by1560, ~~check~~200 ~~mark~~Burrard ifStreet, ~~the~~Vancouver, ~~registrant~~British isColumbia ~~submitting~~V6C ~~the~~3L6 ~~Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):~~ CANADA

~~Yes o No ý~~ (Address of principal executive offices)

Indicate by check mark whether the registrant byfiles ~~furnishing~~or ~~the~~will ~~information~~file ~~contained~~annual inreports ~~this~~under cover Form ~~is also thereby furnishing the information to the Commission pursuant to Rule 12g~~20-3F ~~under~~or ~~the~~Form ~~Securities Exchange Act of 1934~~40-F.

~~Yes o No ý~~ Form 20-F Form 40-F ____X______

IfIndicate ~~"Yes"~~by ischeck ~~marked,~~mark ~~indicate~~whether ~~below~~the registrant by furnishing the ~~file~~information ~~number~~contained ~~assigned~~in tothis Form is also thereby furnishing the ~~registrant~~information into ~~connection~~the ~~with~~Commission pursuant to Rule 12g3-2(b): under the Securities Exchange Act of 1934.

~~SIGNATURES:~~ Yes No X

~~Pursuant~~If ~~to the~~"Yes" ~~requirements~~is ofmarked, ~~the~~indicate ~~Securities~~below ~~Exchange Act of 1934,~~ the ~~registrant~~file ~~has~~number ~~duly~~assigned ~~caused this report~~ to bethe ~~signed~~registrant onin ~~its~~connection ~~behalf~~with byRule ~~the undersigned, thereunto duly authorized.~~ 12g3-2(b): 82-________________

		WHEATON RIVER MINERALS LTD.
January 04, 2005		By:		/s/ IAN TELFER Name: Ian Telfer Title: Chairman and Chief Executive Officer

SIGNATURES

Pursuant to ~~FORM~~the ~~51-102F3 MATERIAL~~requirements ~~CHANGE~~of ~~REPORT~~the ~~UNDER NATIONAL~~Securities ~~INSTRUMENT~~Exchange ~~51-102~~ Act of 1934, the registrant has duly caused this report to be signed on its behalf of the undersigned, thereunto duly authorized.

1. Name and Address of Company

		Wheaton River Minerals Ltd.
		(Registrant)

Date: January 19, 2005		By: /s/ Peter Barnes
		Name

		Its: Executive Vice-President and Chief Financial Officer
		(Title)

[form6kwheatonjan001.jpg]

~~Wheaton River~~FOR ~~Minerals Ltd.~~IMMEDIATE ~~("Wheaton River") 1560-200 Burrard Street Vancouver, British Columbia V6C 3L6~~ RELEASE

~~2. Date~~January of19, ~~Material Change~~ 2005

~~December 23, 2004~~Toronto Stock Exchange: WRM

~~3. News~~American ~~Release~~ Stock Exchange: WHT

~~A news~~Wheaton ~~release~~River’s ~~with~~Ian ~~respect~~Telfer toWins ~~the~~Mining ~~material~~Award ~~change referred to in this report was issued through newswire services on December 23, 2004 and filed on the system for electronic document analysis and retrieval (SEDAR).~~

4Vancouver, BC– Wheaton River Minerals Ltd. ~~Summary~~ (TSX: WRM, AMEX: WHT) is pleased to announce that Mr. Ian Telfer, Chairman and Chief Executive Officer of ~~Material~~Wheaton ~~Change~~ River Minerals, has been awarded the prestigious Murray Pezim Award by the BC & Yukon Chamber of Mines for perseverance and success in financing mineral exploration.

~~On December 23,~~Under ~~2004~~Ian Telfer’s leadership, Wheaton River ~~announced~~has ~~that~~raised itUS$450 ~~had~~million ~~signed~~in aequity, ~~definitive~~completed ~~agreement~~six ~~with~~major ~~Goldcorp Inc.~~acquisitions ~~("Goldcorp")~~and ~~for~~in ~~the~~fiscal ~~previously~~2004 ~~announced~~produced ~~combination~~approximately 600,000 ounces of ~~Wheaton~~gold ~~River~~equivalent ~~and Goldcorp~~at less than US$50 per ounce. ~~The~~Since ~~combination~~his ~~will~~appointment beas ~~effected~~Chairman ~~through~~and aCEO ~~share~~of ~~exchange~~Wheaton ~~take-over~~River ~~bid~~Minerals ~~(the~~in ~~"Goldcorp~~2001, ~~Offer")~~Mr. ~~whereby~~Telfer ~~Goldcorp~~has ~~will~~taken ~~offer~~the ~~one~~company ~~common~~from ~~share~~a market capitalization of ~~Goldcorp~~less ~~for~~than ~~every~~$35 ~~four~~million ~~common shares~~to of$2.3 billion, transforming Wheaton River ~~(the~~into ~~"Wheaton~~one ~~River~~of ~~Shares").~~Canada’s most profitable mining companies.

5“Ian Telfer is truly a visionary in BC’s mining sector,” said Michael Gray, President of the BCYCM. ~~Full~~ ~~Description~~“His insight and leadership have helped make Vancouver one of ~~Material~~the ~~Change~~ world’s leading mineral exploration and mining centres.”

~~On December 23~~The BC & Yukon Chamber of Mines is an association of over 2,700 ~~2004~~members including individual geoscientists, ~~Wheaton~~prospectors, ~~River~~entrepreneurs, ~~announced~~suppliers ~~that~~and itmineral ~~had~~producers, ~~signed~~who anare ~~acquisition~~directly ~~agreement~~or ~~with~~indirectly ~~Goldcorp~~engaged (in mineral exploration in British Columbia and elsewhere throughout the ~~"Acquisition~~world. ~~Agreement")~~Through representative action, public outreach and education, the BCYCM promotes a healthy environment and business climate for the ~~previously~~mineral ~~announced~~exploration ~~combination~~industry on behalf of ~~Wheaton~~its ~~River and~~members. ~~Goldcorp~~The toBCYCM beis ~~effected~~regarded ~~through~~as the ~~Goldcorp~~predominant ~~Offer~~voice of mineral exploration and related issues in the province. Please visit www.chamberofmines.bc.ca

Prior to entering into the Acquisition Agreement, Wheaton River and Goldcorp satisfactorily completed their due diligence investigations and the board of directors of Wheaton River (the "Board of Directors") received an opinion from Merrill Lynch, Pierce, Fenner & Smith Incorporated that the exchange ratio under the Goldcorp Offer is fair, from a financial point of view, to shareholders of Wheaton River. Contact:

~~Based on~~Julia a recommendation from the special committee of the Board of Directors, comprised of Lawrence Bell, Doug Holtby (Chair) and Ian J. McDonald, the Board of Directors approved the Acquisition Agreement and unanimously recommended that shareholders of Wheaton River accept the Goldcorp Offer and tender their Wheaton River Shares to the Goldcorp Offer. Hasiwar

~~The Goldcorp Offer~~Director, ~~Goldcorp's~~Investor take-over bid circular and Wheaton River's directors' circular were mailed to Wheaton River shareholders and filed on SEDAR on December 29, 2004. Shareholders are urged to read the Goldcorp Offer, the take-over bid circular of Goldcorp and the directors' circular of Wheaton River. Relations

Wheaton ~~Acquisition~~River ~~Agreement~~ Minerals Ltd.

~~A summary~~Telephone: of(604) the principal terms of the Acquisition Agreement is set out below. Capitalized terms used but not otherwise defined herein have the meanings set out in the Acquisition Agreement, a copy of which has been filed on SEDAR. 696-3011

Fax: ~~The~~(604) ~~Goldcorp Offer~~ 696-3001

~~The Acquisition~~Email: ~~Agreement requires Goldcorp and Goldcorp Acquisition ULC (collectively with Goldcorp, the "Offerors") to make the Goldcorp Offer on the terms and conditions set forth in the Acquisition Agreement~~ir@wheatonriver. com

Website: ~~Conditions of the Goldcorp Offer~~ www.wheatonriver.com

The conditions to the Goldcorp Offer are specified in the Acquisition Agreement and are contained in Section 4 of the Goldcorp Offer.

Amendment and Waiver

The Acquisition Agreement provides that the Offerors will not amend or vary the terms and conditions of the Goldcorp Offer, except to increase the value of the consideration payable thereunder or to extend its expiry time, from time to time, to a date (the "Expiry Date") not later than (a) 120 calendar days after the date of the Goldcorp Offer in the event that certain the conditions thereto relating to regulatory or contractual approvals have not been satisfied or waived by the Offerors or if an Acquisition Proposal has been made and is continuing; and (b) in any other case, 60 calendar days after the date of the Goldcorp Offer. However, Goldcorp may waive any one or more of the conditions of the Goldcorp Offer, in its sole discretion, except the Minimum Tender Condition. The Minimum Tender Condition may be waived only with the prior written consent of Wheaton River.

Management and Directors

If the Minimum Tender Condition is satisfied and the Offerors take up and pay for Wheaton River Shares under the Goldcorp Offer, Goldcorp and Wheaton River will use all reasonable efforts to cause their respective boards of directors to pass such resolutions and to take such other actions as may be required in order that: (a) the number of directors of Goldcorp will be increased to 10, with five current directors of Goldcorp to be nominated by Ian W. Telfer, on behalf of Wheaton River, remaining as directors of Goldcorp and five current directors of Wheaton River nominated by Robert R. McEwen, on behalf of Goldcorp, becoming directors of Goldcorp; (b) Ian W. Telfer will become a director of Goldcorp and will be appointed as Chief Executive Officer of Goldcorp; (c) Robert R. McEwen will remain as a director and the Chairman of Goldcorp; and (d) all of the directors of Wheaton River will be replaced by nominees of Goldcorp to be determined by the board of directors of Goldcorp following the appointments referred to in (a) above.

Subsequent Acquisition Transaction

Upon satisfaction of the Minimum Tender Condition, Goldcorp and Wheaton River will take all necessary steps to proceed with, as soon as practicable and, in any event within 120 days following the expiry time of the Goldcorp Offer, a Subsequent Acquisition Transaction so that Goldcorp may acquire all of the Wheaton River Shares that were not acquired by Goldcorp under the Goldcorp Offer. The consideration offered under the Subsequent Acquisition Transaction will be at least equal in value to and in the same form as the consideration offered under the Goldcorp Offer.

Treatment of Wheaton River Options and Wheaton River Warrants

The Acquisition Agreement contains provisions relating to the treatment of Wheaton River Options and Wheaton River Warrants, as set out below.

Representations, Warranties and Covenants of Goldcorp

The Acquisition Agreement contains customary representations and warranties on the part of Goldcorp relating to, among other things: Goldcorp's corporate status and reporting issuer status; Goldcorp's capitalization; Goldcorp's authority to enter into the Acquisition Agreement; and the approval of the board of directors of Goldcorp of the Goldcorp Offer. The representations and warranties also address certain matters relating to the business, operations and properties of Goldcorp and its subsidiaries including: material contracts; the absence of any Material Adverse Change; pension and employment matters; the accuracy of Goldcorp's financial statements, corporate records and minute books; the absence of undisclosed litigation that would have a Material Adverse Effect; assurances relating to title to properties and the condition of assets; insurance; environmental matters; tax matters; intellectual property; and compliance with applicable laws.

The Acquisition Agreement also contains customary negative and positive covenants of Goldcorp. Goldcorp has agreed to conduct its business in the ordinary course consistent with past practice unless otherwise permitted under the Acquisition Agreement.

Representations, Warranties and Covenants of Wheaton River

The Acquisition Agreement contains customary representations and warranties of Wheaton River relating to, among other things: Wheaton River's corporate status and reporting issuer status; Wheaton River's capitalization; Wheaton River's authority to enter into the Acquisition Agreement; and the approval of the Board of Directors of its recommendation regarding the Goldcorp Offer. The representations and warranties also address certain matters relating to the business, operations and properties of Wheaton River and its subsidiaries including: material contracts; the absence of any Material Adverse Change; pension and employment matters; the accuracy of Wheaton River's financial statements, corporate records and minute books; the absence of undisclosed litigation that would have a Material Adverse Effect; assurances relating to title to properties and the condition of assets; insurance; environmental matters; tax matters; intellectual property; and compliance with applicable laws.

The Acquisition Agreement also contains customary negative and positive covenants of Wheaton River. Wheaton River has agreed to conduct its business in the ordinary course consistent with past practice unless otherwise permitted under the Acquisition Agreement.

Goldcorp Shareholder Meeting

The Acquisition Agreement requires Goldcorp to convene a special meeting of its shareholders by February 4, 2005 for the purpose of considering an ordinary resolution to approve the issuance by Goldcorp of the Goldcorp Shares pursuant to the Goldcorp Offer and the Subsequent Acquisition Transaction.

No Solicitation

Each of Wheaton River and Goldcorp has agreed that it will not, directly or indirectly, (a) solicit, initiate, encourage or facilitate (including by way of furnishing non-public information) any inquiries or proposals regarding any Acquisition Proposal, (b) participate in any discussions or negotiations regarding any Acquisition Proposal, (c) approve or recommend any Acquisition Proposal, or (d) accept, support or enter into any agreement, arrangement or understanding related to any Acquisition Proposal. Each of Wheaton River and Goldcorp has also agreed to (a) immediately cease and cause to be terminated all existing discussions or negotiations, directly or indirectly, with any person with respect to any Acquisition Proposal, (b) refrain from waiving or varying any terms or conditions of any confidentiality or non-disclosure or standstill agreement entered into prior to the date of the Acquisition Agreement between it and any person considering any Acquisition Proposal and immediately request the return (or the deletion from retrieval systems and data bases or the destruction) of all information provided by it, directly or indirectly, to any such person, (c) in the case of Wheaton River, promptly reaffirm its recommendation that Wheaton River shareholders accept the Goldcorp Offer after a determination by the Board of Directors that any Acquisition Proposal that has been publicly disclosed is not a Superior Proposal, and (d) in the case of Goldcorp, promptly recommend that Goldcorp shareholders not accept any Acquisition Proposal that is publicly disclosed, after a determination by the board of directors of Goldcorp that any such Acquisition Proposal is not a Superior Proposal (and shall include such recommendation in any directors' circular or other document sent to Goldcorp shareholders in response to any such Acquisition Proposal).

Notwithstanding the foregoing, the board of directors of Wheaton River or Goldcorp may consider or participate in discussions and enter into confidentiality agreements regarding a bona fide Acquisition Proposal that did not result from a breach of the terms of the Acquisition Agreement and is or could reasonably be expected to be a Superior Proposal. Prior to providing information to a third party proposing a Superior Proposal, Wheaton River or Goldcorp, as applicable, must enter into a confidentiality agreement with such third party containing terms at least as favourable to Wheaton River or Goldcorp, as applicable, as those contained in the standstill and confidentiality agreement dated as of December 3, 2004 between Wheaton River and Goldcorp.

Notice of Acquisition Proposals

Each of Wheaton River and Goldcorp must immediately notify the other, at first orally and then promptly in writing, of any Acquisition Proposal that becomes known to it, or any amendment to any Acquisition Proposal, or any request for information relating to it or any of its subsidiaries in connection with any Acquisition Proposal or for access to the properties, books or records of it or any of its subsidiaries by any person that may be proposing, or has made a proposal for, any Acquisition Proposal. Such notice must include (a) a description of the material terms and conditions of the Acquisition Proposal, (b) the identity of the person making the Acquisition Proposal, inquiry or contact, and (c) such other details of the Acquisition Proposal, inquiry, contact, discussions or negotiations as Goldcorp or Wheaton River, as applicable, may reasonably request. Each of Wheaton River and Goldcorp must also, upon request from the other, provide further notices of the status (including any change to the material terms) of any Acquisition Proposal or inquiry or contact.

Proceeding with a Superior Proposal

Wheaton River may accept, approve or recommend or enter into an agreement, understanding or arrangement to proceed with a Superior Proposal in respect of which there has been no breach of the terms of the Acquisition Agreement and withdraw, modify or change its recommendation concerning the Goldcorp Offer in connection with a Superior Proposal, but only if:

Goldcorp may accept, approve or recommend or enter into an agreement, understanding or arrangement to proceed with a Superior Proposal in respect of which there has been no breach of the terms of the Acquisition Agreement, but only if:

Goldcorp represented and warranted that the board of directors of Goldcorp has determined by formal resolution that the proposed offer for Goldcorp Shares announced by Glamis Gold Ltd. on December 16, 2004 is not a Superior Proposal and, accordingly, Goldcorp and Wheaton River have agreed that such proposal is not a Superior Proposal for the purposes of the Acquisition Agreement.

Right to Match

During the Response Period, Goldcorp will have the right, but not the obligation, to offer to amend the terms of the Goldcorp Offer. The Board of Directors is required to review any such proposal by Goldcorp to amend the terms of the Goldcorp Offer, including, without limitation, an increase in, or modification of, the consideration to be received by the Wheaton River shareholders (or value of such consideration), in good faith, acting reasonably in consultation with its financial advisors and outside legal counsel, to determine whether the Acquisition Proposal to which Goldcorp is responding would be a Superior Proposal when assessed against the Goldcorp Offer as it is proposed by Goldcorp to be amended. If the Board of Directors does not determine that the Acquisition Proposal is a Superior Proposal, the Board of Directors will promptly reaffirm its recommendation of the Goldcorp Offer (as so amended by Goldcorp).

Termination

The Acquisition Agreement may be terminated, by written notice promptly given to the other party, at any time prior to the time the Offerors first take up and pay for Wheaton River Shares under the Goldcorp Offer, in the following circumstances:

Termination Fee

The Acquisition Agreement provides that Wheaton River is required to pay to Goldcorp a termination fee of US$35 million if:

The Acquisition Agreement provides that Goldcorp is required to pay to Wheaton River a termination fee of US$35 million if:

In the event that the Acquisition Agreement is terminated as a result of a party's failure to comply with its respective covenants and obligations under the Acquisition Agreement or as a result of such party's representations and warranties under the Acquisition Agreement not being true and correct and the terminating party has complied with its covenants and obligations and its representations and warranties are true and correct, such party is required to pay to the terminating party a termination fee of US$35 million.

6. Reliance on Subsection 7.1(2) or (3) of National Instrument 51-102

Not applicable.

7. Omitted Information

Not applicable.

8. Executive Officer

For further information contact Peter Barnes, Executive Vice President and Chief Financial Officer of Wheaton River at (604) 696-3000.

9. Date of Material Change Report

December 31, 2004.

SIGNED at Vancouver, British Columbia.

Per: /s/ IAN TELFER Ian Telfer Chairman and Chief Executive Officer

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