Form 51-102F3
Material Change Report

Item 1. Name and Address of Company
   
  FIRST MAJESTIC SILVER CORP. (the “Company”)
  1805 – 925 West Georgia Street
  Vancouver, BC V6C 3L2 CANADA
  Telephone: (604) 688-3033
  Facsimile: (604) 639-8873
     
Item 2. Date of Material Change
   
  September 18, 2009
   
Item 3. News Release
   
  The press release was disseminated through the services of Marketwire.
   
Item 4. Summary of Material Change
   

The Company announced that it has settled certain current liabilities amounting to $1,919,209 by the issuance of 834,438 common shares of the Company at a deemed price of CDN$2.30 per common share.

   
Item 5. Full Description of Material Change
   
  5.1 Full Description of Material Change
     
  See Schedule “A” attached hereto.
   
  5.2 Disclosure for Restructuring Transactions
     
  Not applicable.
   
Item 6. Reliance on subsection 7.1(2) or (3) of National Instrument 51-102
   
  Not applicable
   
Item 7. Omitted Information
   
  Not applicable.
   
Item 8. Executive Officer
   
  Keith Neumeyer, President & CEO
  Telephone: (604) 688-3033 Facsimile: (604) 639-8873
   
Item 9. Date of Report
   
  September 18, 2009



SCHEDULE “A”
 
 
FIRST MAJESTIC SILVER CORP.
Suite 1805 – 925 West Georgia Street
Vancouver, B.C., Canada V6C 3L2
Telephone: (604) 688-3033 Fax: (604) 639-8873
Toll Free: 1-866-529-2807
Web site: www.firstmajestic.com; E-mail: info@firstmajestic.com
 
 
NEWS RELEASE

TSX Exchange – FR September 18, 2009
OTCQX – FRMSF  
Frankfurt – FMV (WKN: A0LHKJ)  

Settlement of Current Liabilities Closes

First Majestic Silver Corp. (the "Company") is pleased to announce that it has settled certain current liabilities amounting to $1,919,209 by the issuance of 834,438 common shares of the Company at a deemed price of CDN$2.30 per common share. “This completes a onetime process of converting some old payables related to a select group of drilling and development partners, and demonstrates the strength and support of our business relationships in Mexico. With this settlement and the prior one announced on August 20th, we have reduced our current liabilities by more than $2.7 million and have further strengthened the Company’s balance sheet after our recent $9.6 million private placement” commented Raymond Polman, First Majestic’s Chief Financial Officer.

First Majestic is a producing silver company focused in Mexico and is aggressively pursuing its business plan to become a senior silver producer through the development of its existing assets and the pursuit through acquisition of additional assets that contribute to achieving its significant corporate growth objectives.

FOR FURTHER INFORMATION contact info@firstmajestic.com, visit our website at www.firstmajestic.com or call our toll free number 1.866.529.2807.

FIRST MAJESTIC SILVER CORP.

“signed”

Keith Neumeyer, President & CEO

This press release includes certain "Forward-Looking Statements" within the meaning of section 21E of the United States Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included herein, including without limitation, statements regarding potential mineralization and reserves, exploration results and future plans and objectives of First Majestic Silver Corp. are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.