People often remain "blind" to visual changes occurring during a brief interruption of the display. The processing stages responsible for such failure remain unresolved. We used event-related potentials to determine the time course of brain activity during conscious change detection versus change blindness. Participants saw two successive visual displays, each with two faces, and reported whether one of the faces changed between the first and second displays. Relative to blindness, change detection was associated with a distinct pattern of neural activity at several successive processing stages, including an enhanced occipital P1 response and a sustained frontal activity (CNV-like potential) after the first display, before the change itself. The amplitude of the N170 and P3 responses after the second visual display were also modulated by awareness of the face change. Furthermore, a unique topography of event-related potential activity was observed during correct change and correct no-change reports, but not during blindness, with a recurrent time course in the stimulus sequence and simultaneous sources in the parietal and temporo-occipital cortex. These results indicate that awareness of visual changes may depend on the attentional state subserved by coordinated neural activity in a distributed network, before the onset of the change itself.