UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
NEWMONT MINING CORPORATION
---------------------------------
(Name of Issuer)
Common Stock, $1.60 Par Value
---------------------------------------
(Title of Class of Securities)
651639106
---------------------------
(CUSIP Number)
Stephen M. Vine, Esq.
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
399 Park Avenue
New York, New York 10022
(212) 872-1000
----------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 1, 1997
------------------------------------
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [_].
Check the following box if a fee is being paid with the statement [_].** (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d- 1(a) for other parties to whom copies are to be
sent.
Continued on following page(s)
Page 1 of 18 Pages
Exhibit Index: Page 15
- --------
* Initial filing with respect to Soros Fund Management LLC and Duquesne
Capital Management LLC.
** A filing fee is not being paid with this statement pursuant to SEC
Release No. 33-7331 whereby the filing fee has been eliminated for
Schedule 13D.
<PAGE>
Page 2 of 18 Pages
SCHEDULE 13D
CUSIP No. 651639106
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Soros Fund Management LLC
2 Check the Appropriate Box If a Member of a Group*
a. [X]
b. [_]
3 SEC Use Only
4 Source of Funds*
Not applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [_]
6 Citizenship or Place of Organization
Delaware
7 Sole Voting Power
Number of 7,845,234
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 7,845,234
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
7,845,234
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[X]
13 Percent of Class Represented By Amount in Row (11)
7.88%
14 Type of Reporting Person*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 3 of 18 Pages
SCHEDULE 13D
CUSIP No. 651639106
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
George Soros (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [X]
b. [_]
3 SEC Use Only
4 Source of Funds*
Not applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [_]
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
Number of 0
Shares
Beneficially 8 Shared Voting Power
Owned By 7,845,234
Each
Reporting 9 Sole Dispositive Power
Person 0
With
10 Shared Dispositive Power
7,845,234
11 Aggregate Amount Beneficially Owned by Each Reporting Person
7,845,234
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[X]
13 Percent of Class Represented By Amount in Row (11)
7.88%
14 Type of Reporting Person*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 18 Pages
SCHEDULE 13D
CUSIP No. 651639106
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Stanley F. Druckenmiller (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [X]
b. [_]
3 SEC Use Only
4 Source of Funds*
Not applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [_]
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
Number of 905,843
Shares
Beneficially 8 Shared Voting Power
Owned By 7,845,234
Each
Reporting 9 Sole Dispositive Power
Person 905,843
With
10 Shared Dispositive Power
7,845,234
11 Aggregate Amount Beneficially Owned by Each Reporting Person
8,751,077
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[_]
13 Percent of Class Represented By Amount in Row (11)
8.79%
14 Type of Reporting Person*
IA
<PAGE>
Page 5 of 18 Pages
SCHEDULE 13D
CUSIP No. 651639106
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Duquesne Capital Management, L.L.C.
2 Check the Appropriate Box If a Member of a Group*
a. [X]
b. [_]
3 SEC Use Only
4 Source of Funds*
Not applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [_]
6 Citizenship or Place of Organization
Pennsylvania
7 Sole Voting Power
Number of 905,843
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 905,843
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
905,843
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[X]
13 Percent of Class Represented By Amount in Row (11)
.91%
14 Type of Reporting Person*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 6 of 18 Pages
This Amendment No. 7 to Schedule 13D relates to shares of Common
Stock, $1.60 par value per share (the "Shares"), of Newmont Mining Corporation
(the "Issuer"). This Amendment No. 7 supplementally amends the initial statement
on Schedule 13D dated April 30, 1993 and all amendments thereto (collectively,
the "Initial Statement") filed by certain of the Reporting Persons (as defined
herein). This Amendment No. 7 is being filed by the Reporting Persons to report
the transfer of the investment advisory contracts between (i) Soros Fund
Management ("SFM") and Quantum Fund N.V., a Netherlands Antilles corporation,
("Quantum Fund"), whose principal operating subsidiary is Quantum Partners LDC,
a Cayman Islands exempted limited duration company ("Quantum Partners"), (ii)
SFM and Quota Fund N.V., a Netherlands Antilles corporation ("Quota"), and (iii)
SFM and Quasar International Partners C.V., a Netherlands Antilles limited
partnership ("Quasar Partners"), pursuant to which SFM was granted investment
discretion over portfolio investments, including the Shares, held for the
accounts of Quantum Partners, Quota and Quasar Partners. The investment advisory
contracts have been transferred from SFM to Soros Fund Management LLC ("SFM
LLC"), a newly formed Delaware limited liability company. Capitalized terms used
but not defined herein shall have the meanings ascribed to them in the Initial
Statement. The Initial Statement is supplementally amended as follows.
Item 2. Identity and Background.
This statement is being filed on behalf of SFM LLC, Mr. George
Soros ("Mr. Soros"), Mr. Stanley F. Druckenmiller ("Mr. Druckenmiller") and
Duquesne Capital Management, L.L.C., a Pennsylvania limited liability company
("Duquesne L.L.C.", and together with SFM LLC, Mr. Soros and Mr. Druckenmiller,
the "Reporting Persons"). This statement relates to Shares held for the accounts
of Quantum Partners, Quota, Quasar Partners and the Duquesne L.L.C. Clients (as
defined herein).
Effective as of January 1, 1997, SFM, a sole proprietorship of
which Mr. Soros is the sole proprietor, transferred its investment advisory
contracts with Quantum Fund, Quota and Quasar Partners, to SFM LLC as part of a
restructuring of the business of SFM, which will now be conducted through SFM
LLC. SFM LLC has its principal office at 888 Seventh Avenue, 33rd Floor, New
York, New York 10106. Its principal business is to serve, pursuant to contract,
as the principal investment manager to several foreign investment companies (the
"SFM Clients"), including Quantum Fund, Quantum Partners, Quota and Quasar
Partners. Each of Quantum Fund, Quantum Partners, Quota and Quasar Partners, has
its principal office at Kaya Flamboyan 9, Willemstad, Curacao, Netherlands
Antilles. SFM LLC's contracts with SFM Clients generally provide that SFM LLC is
responsible for designing and implementing the SFM Clients' overall investment
strategies; for conducting direct portfolio management strategies to the extent
that SFM LLC determines that it is appropriate to utilize its own portfolio
management capabilities; for selecting, evaluating and monitoring other
investment advisors who manage separate portfolios on behalf of SFM Clients; and
for allocating and reallocating the SFM Clients' assets among the outside
managers and itself.
The business of SFM LLC is managed through a Management Committee
(the "Management Committee") comprised of Mr. Soros, Mr. Druckenmiller and Mr.
Gary Gladstein. Mr. Soros, as Chairman of SFM LLC has the ability to direct the
investment decisions of SFM LLC and as such may be deemed to have investment
discretion over the securities held for the accounts of the SFM Clients. Mr.
Druckenmiller, as Lead Portfolio Manager of SFM LLC, has the ability to direct
the investment decisions of SFM LLC and as such may be deemed to have investment
discretion over the securities held for the accounts of the SFM Clients. Set
forth in Annex A hereto and incorporated by reference in response to this Item 2
and elsewhere in this Schedule 13D as applicable is a list of the Managing
Directors of SFM LLC.
The principal occupation of Mr. Soros, a United States citizen,
is his direction of the activities of SFM LLC, which is carried out in his
capacity as Chairman of SFM LLC at SFM LLC's principal office.
<PAGE>
Page 7 of 18 Pages
The principal occupation of Mr. Druckenmiller, a United States
citizen, is his position as Lead Portfolio Manager and a Member of the
Management Committee of SFM LLC, which is carried out at SFM LLC's principal
office. Mr. Druckenmiller also owns a 75% interest in, and is the sole managing
member of, Duquesne L.L.C., an investment advisory firm. Duquesne L.L.C. has its
principal offices at 2579 Washington Road, Suite 322, Pittsburgh, Pennsylvania
15241-2591. Its principal business is to serve, pursuant to contract, as a
discretionary investment advisor to a limited number of institutional clients
(the "Duquesne L.L.C. Clients").
Pursuant to regulations promulgated under Section 13(d) of the
Act, SFM LLC, Mr. Soros, in his capacity as Chairman of SFM LLC, and Mr.
Druckenmiller, in his capacity as Lead Portfolio Manager of SFM LLC, each may be
deemed a beneficial owner of securities, including the Shares, held for the
accounts of Quantum Partners, Quota and Quasar Partners as a result of the
contractual authority of SFM LLC to exercise voting and dispositive power with
respect to such securities.
Pursuant to the regulations promulgated under Section 13(d) of
the Act, each of Duquesne L.L.C. and Mr. Druckenmiller, by virtue of his
interest in, and position as sole managing member of, Duquesne L.L.C., may be
deemed a beneficial owner of securities, including the Shares, held for the
accounts of the Duquesne LLC Clients as a result of the contractual authority of
Duquesne LLC to exercise voting and dispositive power with respect to such
securities.
During the past five years, none of the Reporting Persons,
Quantum Partners, Quota, Quasar Partners and, to the best of the Reporting
Persons' knowledge, any other person identified in response to this Item 2 has
been (a) convicted in a criminal proceeding, or (b) a party to any civil
proceeding as a result of which he has been subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws, or finding any
violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
The securities held for the accounts of the SFM Clients and/or
the Duquesne L.L.C. Clients may be held through margin accounts maintained with
brokers, which extend margin credit as and when required to open or carry
positions in its margin accounts, subject to applicable federal margin
regulations, stock exchange rules and such firm's credit policies. The positions
which may be held in the margin accounts, including the Shares, are pledged as
collateral security for the repayment of debit balances in the respective
accounts.
Item 4. Purpose of Transaction.
All of the Shares reported herein as having been acquired for or
disposed of from the account of Quantum Partners, Quota, Quasar Partners and/or
the Duquesne L.L.C. Clients were acquired or disposed of for investment
purposes. Neither Quantum Partners, Quota, Quasar Partners, the Reporting
Persons nor, to the best of their knowledge, any of the other individuals
identified in response to Item 2, has any plans or proposals that relate to or
would result in any of the transactions described in subparagraphs (a) through
(j) of Item 4 of Schedule 13D.
SFM LLC, Mr. Soros and Mr. Druckenmiller reserve the right to
acquire, or cause to be acquired, additional securities of the Issuer, to
dispose of, or cause to be disposed, such securities at any time or to formulate
other purposes, plans or proposals regarding the Issuer or any of its
securities, to the extent deemed advisable in light of general investment and
trading policies of the SFM Clients, market conditions or other factors.
Mr. Druckenmiller and Duquesne L.L.C. reserve the right to
acquire, or cause to be acquired, additional securities of the Issuer, to
<PAGE>
Page 8 of 18 Pages
dispose of, or cause to be disposed, such securities at any time or to formulate
other purposes, plans or proposal regarding the Issuer or any of its securities,
to the extent deemed advisable in light of general investment and trading
policies of the Duquesne L.L.C. Clients, market conditions or other factors.
Item 5. Interest in Securities of the Issuer.
(a) (i) Each of SFM LLC and Mr. Soros may be deemed the
beneficial owner of 7,845,234 Shares (approximately 7.88% of the total number of
Shares outstanding). This number consists of (A) 2,741,968 Shares held for the
account of Quantum Partners, (B) 2,396,636 Shares held for the account of Quota,
and (C) 2,706,630 Shares held for the account of Quasar Partners.
(ii) Mr. Druckenmiller may be deemed the beneficial owner of
8,751,077 Shares (approximately 8.79% of the total number of Shares
outstanding). This number consists of (A) 2,741,968 Shares held for the account
of Quantum Partners, (B) 2,396,636 Shares held for the account of Quota, (C)
2,706,630 Shares held for the account of Quasar Partners, and (D) 905,843 Shares
held for the accounts of the Duquesne L.L.C. Clients.
(iii) Duquesne L.L.C. may be deemed the beneficial owner of
the 905,843 Shares held for the accounts of the Duquesne L.L.C. Clients
(approximately 0.91% of the total number of Shares outstanding).
(b) (i) Pursuant to the terms of the contracts between Quantum
Fund and SFM LLC, Quota and SFM LLC and Quasar Partners and SFM LLC, SFM LLC may
be deemed to have sole power to direct the voting and disposition of the
7,845,234 Shares held for the accounts of Quantum Partners, Quota and Quasar
Partners.
(ii) Pursuant to the terms of the contracts between Quantum
Fund and SFM LLC, Quota and SFM LLC and Quasar Partners and SFM LLC, and as a
result of the positions held by Mr. Soros and Mr. Druckenmiller with SFM LLC,
each of Mr. Soros and Mr. Druckenmiller may be deemed to have shared power to
direct the voting and disposition of the 7,845,234 Shares held for the accounts
of Quantum Partners, Quota and Quasar Partners.
(iii) As a result of the position held by Mr. Druckenmiller
with Duquesne L.L.C., Mr. Druckenmiller may be deemed to have the sole power to
direct the voting and disposition of the 905,843 Shares held for the accounts of
the Duquesne L.L.C. Clients.
(iv) Pursuant to the contracts with the Duquesne L.L.C.
Clients, Duquesne L.L.C. may be deemed to have the sole power to direct the
voting and disposition of securities held for the accounts of the Duquesne
L.L.C. Clients, including the 905,843 Shares held for the accounts of the
Duquesne L.L.C. Clients.
(c) Except as disclosed in Item 2 hereof, which is incorporated
by reference in this Item 5, and the transactions listed on Annex B hereto,
there have been no transactions effected with respect to the Shares since
November 2, 1996 (60 days prior to the date hereof) by Quantum Partners, Quota,
Quasar Partners, the Duquesne L.L.C. Clients or by any of the Reporting Persons.
All of the transactions listed on Annex B hereto have been executed in routine
brokerage transactions on the New York Stock Exchange.
(d) (i) The shareholders of Quantum Partners, including Quantum
Fund, have the right to participate in the receipt of dividends from, or
proceeds from the sale of, securities, including the Shares, held for the
account of Quantum Partners in accordance with their ownership interests in
Quantum Partners.
<PAGE>
Page 9 of 18 Pages
(ii) The shareholders of Quota have the right to participate
in the receipt of dividends from, or proceeds from the sale of, securities,
including the Shares, held for the account of Quota in accordance with their
ownership interests in Quota.
(iii) The partners of Quasar Partners, including Quasar
International Fund N.V., a Netherlands Antilles corporation, have the right to
participate in the receipt of dividends from, or proceeds from the sale of,
securities, including the Shares, held for the account of Quasar Partners in
accordance with their ownership interests in Quasar Partners.
(iv) The Duquesne L.L.C. Clients have the right to
participate in the receipt of dividends from, or proceeds from the sale of,
securities, including the Shares, held for their accounts.
(e) Not applicable.
Each of SFM LLC and Mr. Soros expressly disclaims beneficial
ownership of any Shares not held directly for the accounts of the SFM Clients.
Duquesne L.L.C. expressly disclaims beneficial ownership of Shares not held for
the accounts of the Duquesne L.L.C. Clients.
Item 6. Contracts, Arrangements, Understandings in Relationship with
Respect to Securities of the Issuer.
From time to time, each of the Reporting Persons, Quantum
Partners, Quota, Quasar Partners, other SFM Clients and/or Duquesne L.L.C.
Clients may lend portfolio securities to brokers, banks or other financial
institutions. These loans typically obligate the borrower to return the
securities, or an equal amount of securities of the same class, to the lender
and typically provide that the borrower is entitled to exercise voting rights
and to retain dividends during the term of the loan. From time to time to the
extent permitted by applicable laws, each of the Reporting Persons, Quantum
Partners, Quota, Quasar Partners, other SFM Clients and/or Duquesne L.L.C.
Clients may borrow securities, including the Shares, for the purpose of
effecting, and may effect, short sale transactions, and may purchase securities
for the purpose of closing out short positions in such securities.
Except as disclosed above and in the Purchase Agreement, which
was filed as Exhibit B to the Initial Statement and is incorporated by reference
in response to this Item 6, the Reporting Persons, Quantum Partners, Quota,
Quasar Partners, and other SFM Clients do not have any contracts, arrangements,
understandings or relationships with respect to any securities of the Issuer.
<PAGE>
Page 10 of 18 Pages
Item 7. Material to be Filed as Exhibits.
A. Power of Attorney dated as of January 1, 1997 granted by Mr.
Soros in favor of Mr. Sean C. Warren and Mr. Michael C. Neus.
B. Purchase Agreement dated November 5, 1993, between the Issuer
and Quantum Partners (filed as Exhibit B to the Initial Statement and
incorporated herein by reference).
C. Power of Attorney dated as of January 1, 1997 granted by Mr.
Druckenmiller in favor of Mr. Sean C. Warren and Mr. Michael C. Neus.
D. Joint Filing Agreement dated January 1, 1997 by and among SFM
LLC, Mr. Soros, Mr. Druckenmiller and Duquesne L.L.C.
<PAGE>
Page 11 of 18 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: January 1, 1997 SOROS FUND MANAGEMENT LLC
By: /S/ SEAN C. WARREN
-----------------------------
Sean C. Warren
Managing Director
GEORGE SOROS
By: /S/ SEAN C. WARREN
-----------------------------
Sean C. Warren
Attorney-in-Fact
STANLEY F. DRUCKENMILLER
By: /S/ SEAN C. WARREN
-----------------------------
Sean C. Warren
Attorney-in-Fact
DUQUESNE CAPITAL MANAGEMENT, L.L.C.
By: /S/ MICHAEL SHAY
------------------------------
Michael Shay
Vice President
<PAGE>
Page 12 of 18 Pages
ANNEX A
The following is a list of all of the persons (other than Stanley
Druckenmiller) who serve as Managing Directors of SFM LLC:
Scott K. H. Bessent
Walter Burlock
Jeffrey L. Feinberg
Arminio Fraga
Gary Gladstein
Robert K. Jermain
David N. Kowitz
Alexander C. McAree
Paul McNulty
Gabriel S. Nechamkin
Steven Okin
Dale Precoda
Lief D. Rosenblatt
Mark D. Sonnino
Filiberto H. Verticelli
Sean C. Warren
Each of the above-listed persons is a United States citizen whose principal
occupation is serving as Managing Director of SFM LLC, and each has a business
address c/o Soros Fund Management LLC, 888 Seventh Avenue, 33rd Floor, New York,
New York 10106.
<PAGE>
Page 13 of 18 Pages
<TABLE>
<CAPTION>
ANNEX B
RECENT TRANSACTION IN THE COMMON STOCK OF
NEWMONT MINING CORPORATION
Date of Nature of
For the Account of Transaction Transaction Number of Shares Price Per Share
- ------------------ ----------- ----------- ---------------- ---------------
<S> <C> <C> <C> <C>
Quantum Partners LDC\1\ 12/06/96 Short Sale 16,500 46.623
12/09/96 Short Sale Cover 400 47.000
12/09/96 Short Sale Cover 1,200 47.250
12/09/96 Short Sale Cover 14,900 47.375
12/12/96 Short Sale 8,000 45.623
12/13/96 Short Sale 4,000 45.248
12/13/96 Short Sale 4,000 45.123
12/16/96 Short Sale 8,000 45.248
12/16/96 Short Sale 12,000 44.998
12/18/96 Short Sale 4,000 45.873
12/18/96 Short Sale 6,900 45.998
12/18/96 Short Sale 1,100 46.123
12/23/96 Short Sale 8,000 45.123
12/23/96 Short Sale 8,000 45.373
12/23/96 Short Sale 12,000 42.496
12/30/96 Short Sale 13,200 45.623
- --------
1 Transactions effected at the direction of SFM.
<PAGE>
Page 14 of 18 Pages
ANNEX B (continued)
RECENT TRANSACTION IN THE COMMON STOCK OF
NEWMONT MINING CORPORATION
Quasar International 12/06/96 Short Sale 4,100 46.623
Partners C.V.\1\
12/09/96 Short Sale Cover 100 47.000
12/09/96 Short Sale Cover 300 47.250
12/09/96 Short Sale Cover 3,700 47.375
12/12/96 Short Sale 2,000 45.623
12/13/96 Short Sale 1,000 45.248
12/13/96 Short Sale 1,000 45.123
12/16/96 Short Sale 2,000 45.248
12/16/96 Short Sale 3,000 44.998
12/18/96 Short Sale 1,000 45.873
12/18/96 Short Sale 1,700 45.998
12/18/96 Short Sale 300 46.123
12/23/96 Short Sale 2,000 45.123
12/23/96 Short Sale 2,000 45.373
12/23/96 Short Sale 3,000 42.490
12/30/96 Short Sale 3,300 45.623
- --------
1 Transactons effected at the direction of SFM.
</TABLE>
<PAGE>
Page 15 of 18 Pages
EXHIBIT INDEX
Page No.
--------
A. Power of Attorney dated as of January 1, 1997 granted by
Mr. George Soros in favor of Mr. Sean C. Warren and Mr.
Michael C. Neus................................................16
C. Power of Attorney dated as of January 1, 1997 granted by
Mr. Stanley F. Druckenmiller in favor of Mr. Sean C.
Warren and Mr. Michael C. Neus.................................17
D. Joint Filing Agreement dated January 1, 1997 by and among
Soros Fund Management LLC, Mr. George Soros, Mr. Stanley F.
Druckenmiller and Duquesne Capital Management LLC..............18
Page 16 of 18 Pages
EXHIBIT A
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that I, GEORGE SOROS, hereby make, constitute
and appoint each of SEAN C. WARREN and MICHAEL C. NEUS, acting individually, as
my agent and attorney-in-fact for the purpose of executing in my name, (a) in my
personal capacity or (b) in my capacity as Chairman of, member of or in other
capacities with Soros Fund Management LLC, all documents, certificates,
instruments, statements, filings and agreements ("documents") to be filed with
or delivered to any foreign or domestic governmental or regulatory body or
required or requested by any other person or entity pursuant to any legal or
regulatory requirement relating to the acquisition, ownership, management or
disposition of securities or other investments, and any other documents relating
or ancillary thereto, including but not limited to, all documents relating to
filings with the United States Securities and Exchange Commission (the "SEC")
pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934
(the "Act") and the rules and regulations promulgated thereunder, including: (1)
all documents relating to the beneficial ownership of securities required to be
filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act
including, without limitation: (a) any acquisition statements on Schedule 13D or
Schedule 13G and any amendments thereto, (b) any joint filing agreements
pursuant to Rule 13d-1(f) and (c) any initial statements of, or statements of
changes in, beneficial ownership of securities on Form 3, Form 4 or Form 5 and
(2) any information statements on Form 13F required to be filed with the SEC
pursuant to Section 13(f) of the Act.
All past acts of the attorney-in-fact in furtherance of the foregoing are hereby
ratified and confirmed.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 1st day of
January, 1997.
/s/ George Soros
----------------------------
GEORGE SOROS
Page 17 of 18 Pages
EXHIBIT C
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that I, STANLEY F. DRUCKENMILLER, hereby make,
constitute and appoint each of SEAN C. WARREN and MICHAEL C. NEUS, acting
individually, as my agent and attorney-in-fact for the purpose of executing in
my name, (a) in my personal capacity or (b) in my capacity as Lead Portfolio
Manager of, member of or in other capacities with Soros Fund Management LLC, all
documents, certificates, instruments, statements, filings and agreements
("documents") to be filed with or delivered to any foreign or domestic
governmental or regulatory body or required or requested by any other person or
entity pursuant to any legal or regulatory requirement relating to the
acquisition, ownership, management or disposition of securities or other
investments, and any other documents relating or ancillary thereto, including
but not limited to, all documents relating to filings with the United States
Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of
1933 or the Securities Exchange Act of 1934 (the "Act") and the rules and
regulations promulgated thereunder, including: (1) all documents relating to the
beneficial ownership of securities required to be filed with the SEC pursuant to
Section 13(d) or Section 16(a) of the Act including, without limitation: (a) any
acquisition statements on Schedule 13D or Schedule 13G and any amendments
thereto, (b) any joint filing agreements pursuant to Rule 13d-1(f) and (c) any
initial statements of, or statements of changes in, beneficial ownership of
securities on Form 3, Form 4 or Form 5 and (2) any information statements on
Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act.
All past acts of the attorney-in-fact in furtherance of the foregoing are hereby
ratified and confirmed.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 1st day of
January, 1997.
/s/ Stanley F. Druckenmiller
---------------------------------
STANLEY F. DRUCKENMILLER
Page 18 of 18 Pages
EXHIBIT D
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13D
with respect to the Common Stock of Newmont Mining Corporation dated January 1,
1997 is, and any amendments thereto signed by each of the undersigned shall be,
filed on behalf of each of us pursuant to and in accordance with the provisions
of Rule 13d-1(f) under the Securities Exchange Act of 1934.
Date: January 1, 1997 SOROS FUND MANAGEMENT LLC
By: /S/ SEAN C. WARREN
-----------------------------
Sean C. Warren
Managing Director
GEORGE SOROS
By: /S/ SEAN C. WARREN
-----------------------------
Sean C. Warren
Attorney-in-Fact
STANLEY F. DRUCKENMILLER
By: /S/ SEAN C. WARREN
-----------------------------
Sean C. Warren
Attorney-in-Fact
DUQUESNE CAPITAL MANAGEMENT, L.L.C.
By: /S/ MICHAEL SHAY
------------------------------
Michael Shay
Vice President
