Exhibit 10.9 FORM 53-901F Section 85 (1) -- Securities Act (British Columbia) (or the equivalent thereof under Canadian Provincial Securities Legislation) 1. REPORTING ISSUER Ivanhoe Mines Ltd. ("Ivanhoe") World Trade Centre Suite 654 - 999 Canada Place Vancouver, British Columbia V6C 3E1 2. DATE OF MATERIAL CHANGE November 1, 2003 3. PRESS RELEASE Date of Issuance: November 3, 2003 Place of Issuance: Vancouver, British Columbia 4. SUMMARY OF MATERIAL CHANGE Ivanhoe has reached an agreement with BHP Minerals International Exploration Inc. ("BHP") to purchase BHP's 2% net smelter returns royalty (the "BHP Royalty") in respect of the Oyu Tolgoi copper and gold project in Mongolia (the "Oyu Tolgoi Project"). 5. FULL DESCRIPTION OF MATERIAL CHANGE On November 1 2003 Ivanhoe entered into an agreement with BHP to purchase the BHP Royalty. The purchase price is US$37 million, payable in two installments. The first installment of US17 million must be paid on or before November 7, 2003. The second installment of US$20 million must be paid on or before February 5, 2004. The BHP Royalty arose under the terms of an earn-in agreement dated May 5, 2000 between BHP and Ivanhoe. BHP received the BHP Royalty when Ivanhoe earned its 100% participating interest in the Oyu Tolgoi Project. The BHP Royalty represents BHP's only remaining interest in the Oyu Tolgoi Project. 6. RELIANCE ON SECTION 85(2) OF THE ACT Not applicable - 2 - 7. OMITTED INFORMATION Not applicable 8. SENIOR OFFICER For further information please contact: Beverly Bartlett Ivanhoe Mines Ltd. Suite 654 - 999 Canada Place Vancouver, British Columbia V6C 3E1 Telephone: (604) 688-5755 9. STATEMENT OF SENIOR OFFICER The foregoing accurately discloses the material change referred to herein. DATED at Vancouver, British Columbia this 6th day of November, 2003. IVANHOE MINES LTD. Per: "Beverly Bartlett" -------------------------------------------- Beverly Bartlett Corporate Secretary