Exhibit 99.45

FORM 51-102F3

MATERIAL CHANGE REPORT

1. Name and Address of Company

Rio Alto Mining Limited (“Rio Alto”)
Suite 1720 – 505 Burrard Street
Vancouver, BC V7X 1M6

2. Date of Material Change

February 9, 2011

3. News Release

A press release was disseminated on February 9, 2011 via Marketwire.

4. Summary of Material Change

The Company exercised its option and has acquired 100% of La Arena gold-copper project ("La Arena Project") located in north-central Peru upon payment of the exercise price of US$49 million cash.

5. Full Description of Material Change

5.1 Full Description of Material Change

The Company exercised its option and has acquired 100% of La Arena Project located in north-central Peru upon payment of the exercise price of US$49 million cash.

The Company entered into an option and earn-in agreement with IAMGOLD Quebec Management Inc. in June 2009 which provided it with an option to acquire 100% of La Arena S.A., the Peruvian company that owns La Arena Project, upon payment of payment of US$47.6 million cash, subject to certain adjustments and the completion of expenditure commitments.

5.2 Disclosure for Restructuring Transactions

N/A

6. Reliance on Section 7.1(2) of National Instrument 51-102

Not Applicable

7. Omitted Information

Not Applicable

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8. Executive Officer

The name and business number of the executive officer of Rio Alto Mining Limited who is knowledgeable about the material change and this report is:

Anthony Hawkshaw
Chief Financial Officer
Telephone: (604) 628-1401

9. Date of Report

February 9, 2011