MATERIAL CHANGE REPORT
CARDERO RESOURCE CORP. (the “Issuer”)
Suite 1901, 1177 West Hastings Street
December 14, 2006
The date of the press release issued pursuant to section 7.1 of National Instrument 51-102 with
respect to the material change disclosed in this report is December 22, 2006. The press release
was issued in Vancouver, British Columbia through the facilities of the Toronto Stock Exchange,
Canada Stockwatch and Market News Publishing.
The Issuer reports that it sold a total of 1,000,000 million shares of its position in International
Tower Hill Mines Ltd. (“ITH”) in order to recoup its initial cash investment in ITH.
The Issuer reports that it has sold, through the facilities of the TSX Venture Exchange, a total of
1,000,000 million shares of its position in International Tower Hill Mines Ltd. (“ITH”). The
transactions took place on December 14, 2006. The Issuer sold this block of shares in order recoup
its initial cash investment in ITH and intends to use the proceeds from this sale to fund its own
ongoing exploration programs. The net amount received was $2,378,236.00. The Issuer continues
to hold 3,000,000 million common shares (representing approximately 9.96%) and 2,000,000
warrants in ITH. The Issuer does not intend to further dilute its position in ITH.
For further details on the Issuer readers are referred to the Issuer’s web site
( www.cardero.com ), Canadian regulatory filings on SEDAR at www.sedar.com and United
States regulatory filings on EDGAR at www.sec.gov .
This material change report is not, and is not to be construed in any way as, an offer to buy or sell
securities in the United States.
No information has been omitted on the basis that it is confidential.
The following senior officer of the Issuer is knowledgeable about the material change disclosed in
Henk Van Alphen, President & CEO
Business Telephone No.: (604) 408-7488