<PAGE>
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO.1)
Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]
Check the appropriate box:
[_] Preliminary Proxy Statement
[X] Definitive Proxy Statement
[_] Definitive Additional Materials
[_] Soliciting Material Pursuant to (S)240.14a-11(c) or (S)240.14a-12
CYPRUS Amax Minerals Company
(Name of Registrant as Specified In Its Charter)
CYPRUS Amax Minerals Company
(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (check the appropriate box):
[] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(i)(2).
[_] $500 per each party to the controversy pursuant to Exchange Act Rule 14a-
6(i)(3).
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:*
(4) Proposed maximum aggregate value of transaction:
- --------
*Set forth the amount on which the filing is calculated and state how it was
determined.
[_] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount previously paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Notes:
<PAGE>
TO CYPRUS EMPLOYEE STOCK OWNERSHIP PLAN (ESOP) PARTICIPANTS
Item 1 of the ESOP proxy card which you previously received omitted the names
of the director nominees. The Voting Instructions to Trustee were to have
included the following:
ELECTION OF DIRECTORS. Nominees: Milton H. Ward, James C. Huntington, Jr.,
John Hoyt Stookey, and Billie B. Turner.
So that your shares can be voted accurately on all issues, a revised proxy
card is enclosed. Even if you have already completed and returned the card
previously sent to you, you still must complete and return the revised card.
PLEASE PROMPTLY COMPLETE ALL ITEMS, SIGN, AND RETURN THE REVISED CARD SO THAT
YOUR VOTE ON ALL ITEMS CAN BE COUNTED AT THE ANNUAL MEETING.
We apologize for any inconvenience this may cause.
CYPRUS AMAX MINERALS COMPANY
April 6, 1994
<PAGE>
CYPRUS AMAX MINERALS COMPANY
TO CYPRUS EMPLOYEE STOCK OWNERSHIP PLAN PARTICIPANTS:
Participants in the Employee Stock Ownership Plan maintained by Cyprus Amax
P Minerals Company and its subsidiaries may instruct the Trustee of the Plan
to vote their Cyprus shares in the Plan (including a pro rata portion of
any shares for which the Trustee does not receive timely direction) at
R Cyprus shareholder meetings. You have received with this card a copy of
Cyprus' Notice of Annual Meeting of Shareholders and Proxy Statement.
Cyprus' Annual Meeting of Shareholders will be held in Englewood, Colorado
O on May 4, 1994.
If you wish to instruct the Trustee to vote your Plan shares, you should
X fill in and sign this voting form and mail it to reach Society National
Bank which serves as the tabulating agent for the Trustee, before April 22,
1994. A postage-paid return envelope is enclosed. If you do not instruct
Y the Trustee, or if this form properly completed fails to reach Society
National Bank by April 22, the Trustee will vote your shares in the same
proportion as those shares for which the Trustee receives proper and timely
participant direction.
PLAN ADMINISTRATOR
March 18, 1994
VOTING INSTRUCTIONS TO TRUSTEE OF STOCK OWNERSHIP PLAN
To: Boston Safe Deposit and Trust Company as Trustee under the Employee
Stock Ownership Plan of Cyprus Amax Minerals Company
ELECTION OF DIRECTORS. Nominees:
Milton H. Ward, James C. Huntington, Jr., John Hoyt Stookey, and Billie B.
Turner
I hereby direct that at the Annual Meeting of Shareholders of Cyprus Amax
Minerals Company to be held in Englewood, Colorado on May 4, 1994, or at
any adjournments or postponements thereof, the shares of Cyprus Amax
Minerals Company stock credited to my account (including a pro rata portion
of any shares for which the Trustee does not receive timely direction) and
entitled to vote at said meeting shall be voted as directed on the reverse
side. THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR ITEMS 1 AND 2.
-----------
SEE REVERSE
SIDE
-----------
<PAGE>
SHARES IN YOUR NAME
+
[X] PLEASE MARK YOUR +
VOTES AS IN THIS +
EXAMPLE. +++++
FOR WITHHELD
1. Election of Directors. (see reverse) [_] [_]
FOR, EXCEPT VOTE WITHHELD FROM THE FOLLOWING NOMINEE(S):
- --------------------------------------------------------------------------
FOR AGAINST ABSTAIN
2. Approval of Independent [_] [_] [_]
Accountants for 1994.
3. OTHER MATTERS. In their discretion, the Trustee is authorized to vote upon
other matters not known to the Board of Directors on March 18, 1994 that may
come before the meeting and upon matters incident to the conduct of the
meeting.
SIGNATURE(S) _________________________________________ DATE _______________
NOTE: Please complete and return this card so that it is received by Society
National Bank not later than April 22, 1994.
<PAGE>
TO CYPRUS AMAX EMPLOYEE SAVINGS PLAN (SAVINGS PLAN) PARTICIPANTS
Item 1 of the Savings Plan proxy card which you previously received omitted
the names of the director nominees. The Voting Instructions to Trustee were to
have included the following:
ELECTION OF DIRECTORS. Nominees: Milton H. Ward, James C. Huntington, Jr.,
John Hoyt Stookey, and Billie B. Turner.
So that your shares can be voted accurately on all issues, a revised proxy
card is enclosed. Even if you have already completed and returned the card
previously sent to you, you still must complete and return the revised card.
PLEASE PROMPTLY COMPLETE ALL ITEMS, SIGN, AND RETURN THE REVISED CARD SO THAT
YOUR VOTE ON ALL ITEMS CAN BE COUNTED AT THE ANNUAL MEETING.
We apologize for any inconvenience this may cause.
CYPRUS AMAX MINERALS COMPANY
April 6, 1994
<PAGE>
CYPRUS AMAX MINERALS COMPANY
TO CYPRUS AMAX EMPLOYEE SAVINGS PLAN PARTICIPANTS
P Participants in the Employee Savings Plan maintained by Cyprus Amax
Minerals Company and its subsidiaries may instruct the Trustee of the Plan
to vote their Cyprus shares in the Plan (including a pro rata portion of
R all unallocated shares and shares for which the Trustee does not receive
timely direction) at Cyprus shareholder meetings. You have received with
this card a copy of Cyprus' Notice of Annual Meeting of Shareholders and
O Proxy Statement. Cyprus' Annual Meeting of Shareholders will be held in
Englewood, Colorado on May 4, 1994.
X If you wish to instruct the Trustee to vote your Plan shares, you should
fill in and sign this voting form and mail it to reach Society National
Bank, which serves as the tabulating agent for the Trustee, before April,
Y 22, 1994. A postage-paid return envelope is enclosed. If you do not
instruct the Trustee, or if this form properly completed fails to reach
Society National Bank by April 22, the Trustee will vote your shares in the
same proportion as those shares for which the Trustee receives proper and
timely participant direction.
PLAN ADMINISTRATOR
March 18, 1994
VOTING INSTRUCTIONS TO TRUSTEE OF SAVINGS PLAN
To: T. Rowe Price as Trustee under the Employee Savings Plan of Cyprus Amax
Minerals Company
ELECTION OF DIRECTORS. Nominees:
Milton H. Ward, James C. Huntington, Jr., John Hoyt Stookey, and Billie B.
Turner
As provided in the Savings Plan, I hereby direct that at the Annual Meeting
of Shareholders of Cyprus Amax Minerals Company to be held in Englewood,
Colorado on May 4, 1994, or at any adjournments or postponements thereof,
the shares of Cyprus Amax Minerals Company stock credited to my account
(including a pro rata portion of all unallocated shares and shares for
which the Trustee does not receive timely direction) are entitled to vote
at said meeting shall be voted as directed on the reverse side. THE BOARD
OF DIRECTORS RECOMMENDS A VOTE FOR ITEMS 1 AND 2.
-----------
SEE REVERSE
SIDE
-----------
<PAGE>
[X] PLEASE MARK YOUR SHARES IN YOUR NAME
VOTES AS IN THIS +
EXAMPLE. +
+
++++++
FOR WITHHELD
1. Election of
Directors. [_] [_]
(see reverse)
FOR, EXCEPT VOTE WITHHELD FROM THE FOLLOWING NOMINEE(S):
- --------------------------------------------------------
FOR AGAINST ABSTAIN
2. Approval of Independent
Accountants for 1994. [_] [_] [_]
3. OTHER MATTERS. In their discretion, the proxies are
authorized to vote upon other matters not known to the
Board of Directors on March 18, 1994 that may come
before the meeting and upon matters incident to
the conduct of the meeting.
SIGNATURE(S) ____________________________________________ DATE____________
NOTE: Please complete and return this card so that it is received by Society
National Bank not later than April 22, 1994.
<PAGE>
TO AMAX INC. THRIFT PLAN FOR SALARIED EMPLOYEES PARTICIPANTS
Item 1 of the Thrift Plan for Salaried Employees proxy card which you
previously received omitted the names of the director nominees. The Voting
Instructions to Trustee were to have included the following:
ELECTION OF DIRECTORS. Nominees: Milton H. Ward, James C. Huntington, Jr.,
John Hoyt Stookey, and Billie B. Turner.
So that your shares can be voted accurately on all issues, a revised proxy
card is enclosed. Even if you have already completed and returned the card
previously sent to you, you still must complete and return the revised card.
PLEASE PROMPTLY COMPLETE ALL ITEMS, SIGN, AND RETURN THE REVISED CARD SO THAT
YOUR VOTE ON ALL ITEMS CAN BE COUNTED AT THE ANNUAL MEETING.
We apologize for any inconvenience this may cause.
CYPRUS AMAX MINERALS COMPANY
April 6, 1994
<PAGE>
CYPRUS AMAX MINERALS COMPANY
P TO AMAX INC. THRIFT PLAN FOR SALARIED EMPLOYEES PARTICIPANTS:
Participants in the AMAX Inc. Thrift Plan for Salaried Employees maintained
R by Cyprus Amax Minerals Company and its subsidiaries may instruct the
Trustee of the Plan to vote their Cyprus shares in the Plan (including a
pro rata portion of any shares for which the Trustee does not receive
O timely direction) at Cyprus shareholder meetings. You have received with
this card a copy of Cyprus' Notice of Annual Meeting of Shareholders and
Proxy Statement. Cyprus' Annual Meeting of Shareholders will be held in
X Englewood, Colorado on May 4, 1994.
If you wish to instruct the Trustee to vote your Plan shares, you should
Y fill in and sign this voting form and mail it to reach Society National
Bank, which serves as the tabulating agent for the Trustee, before April
22, 1994. A postage-paid return envelope is enclosed. If you do not
instruct the Trustee, or if this form properly completed fails to reach
Society National Bank by April 22, the Trustee will vote your shares in the
same proportion as those shares for which the Trustee receives proper and
timely participant direction.
PLAN ADMINISTRATOR
March 18, 1994
VOTING INSTRUCTIONS TO TRUSTEE OF THRIFT PLAN
To: T. Rowe Price as Trustee under the AMAX Inc. Thrift Plan for Salaried
Employees
ELECTION OF DIRECTORS. Nominees:
Milton H. Ward, James C. Huntington, Jr., John Hoyt Stookey, and Billie B.
Turner
As provided in the Thrift Plan, I hereby direct that at the Annual Meeting
of Shareholders of Cyprus Amax Minerals Company to be held in Englewood,
Colorado on May 4, 1994, or at any adjournments or postponements thereof,
the shares of Cyprus Amax Minerals Company stock credited to my account
(including a pro rata portion of any shares for which the Trustee does not
receive timely direction) and entitled to vote at said meeting shall be
voted as directed on the reverse side. THE BOARD OF DIRECTORS RECOMMENDS A
VOTE FOR ITEMS 1 AND 2.
-----------
SEE REVERSE
SIDE
-----------
<PAGE>
SHARES IN YOUR NAME
+
[X] PLEASE MARK YOUR +
VOTES AS IN THIS +
EXAMPLE. +++++++
FOR WITHHELD
1. Election of [_] [_]
Directors.
(see reverse)
FOR, EXCEPT VOTE WITHHELD FROM THE FOLLOWING NOMINEE(S):
- ---------------------------------------------------------------------------
FOR AGAINST ABSTAIN
2. Approval of Independent [_] [_] [_]
Accountants for 1994.
3. OTHER MATTERS. In their discretion, the proxies are
authorized to vote upon other matters not known to the
Board of Directors on March 18, 1994 that may come
before the meeting and upon matters incident to the
conduct of the meeting.
SIGNATURE(S) ______________________________ DATE __________________
NOTE: Please complete and return this card so that it is received by Society
National Bank not later than April 22, 1994.
<PAGE>
TO AMAX INC. THRIFT PLAN FOR HOURLY RATED EMPLOYEES PARTICIPANTS
Item 1 of the Thrift Plan for Hourly Rated Employees proxy card which you
previously received omitted the names of the director nominees. The Voting
Instructions to Trustee were to have included the following:
ELECTION OF DIRECTORS. Nominees: Milton H. Ward, James C. Huntington, Jr.,
John Hoyt Stookey, and Billie B. Turner.
So that your shares can be voted accurately on all issues, a revised proxy
card is enclosed. Even if you have already completed and returned the card
previously sent to you, you still must complete and return the revised card.
PLEASE PROMPTLY COMPLETE ALL ITEMS, SIGN, AND RETURN THE REVISED CARD SO THAT
YOUR VOTE ON ALL ITEMS CAN BE COUNTED AT THE ANNUAL MEETING.
We apologize for any inconvenience this may cause.
CYPRUS AMAX MINERALS COMPANY
April 6, 1994
<PAGE>
CYPRUS AMAX MINERALS COMPANY
TO AMAX INC. THRIFT PLAN FOR HOURLY RATED EMPLOYEES PARTICIPANTS:
Participants in the AMAX Inc. Thrift Plan for Hourly Rated Employees
maintained by Cyprus Amax Minerals Company and its subsidiaries may
P instruct the Trustee of the Plan to vote their Cyprus shares in the Plan
(including a pro rata portion of any shares for which the Trustee does not
receive timely direction) at Cyprus shareholder meetings. You have received
with this card a copy of Cyprus' Notice of Annual Meeting of Shareholders
R and Proxy Statement. Cyprus' Annual Meeting of Shareholders will be held in
Englewood, Colorado on May 4, 1994.
If you wish to instruct the Trustee to vote your Plan shares, you should
O fill in and sign this voting form and mail it to reach Society National
Bank, which serves as the tabulating agent for the Trustee, before April
22, 1994. A postage-paid return envelope is enclosed. If you do not
instruct the Trustee, or if this form properly completed fails to reach
X Society National Bank by April 22, the Trustee will vote your shares in the
same proportion as those shares for which the Trustee receives proper and
timely participant direction.
Y PLAN ADMINISTRATOR
March 18, 1994
VOTING INSTRUCTIONS TO TRUSTEE OF THRIFT PLAN
To: T. Rowe Price as Trustee under the AMAX Inc. Thrift Plan for Hourly
Rated Employees
ELECTION OF DIRECTORS. Nominees:
Milton H. Ward, James C. Huntington, Jr., John Hoyt Stookey, and Billie B.
Turner
As provided in the Thrift Plan, I hereby direct that at the Annual Meeting
of Shareholders of Cyprus Amax Minerals Company to be held in Englewood,
Colorado on May 4, 1994, or at any adjournments or postponements thereof,
the shares of Cyprus Amax Minerals Company stock credited to my account
(including a pro rata portion of any shares for which the Trustee does not
receive timely direction) and entitled to vote at said meeting shall be
voted as directed on the reverse side. THE BOARD OF DIRECTORS RECOMMENDS A
VOTE FOR ITEMS 1 AND 2.
-------------------
SEE REVERSE
SIDE
-------------------
<PAGE>
SHARES IN YOUR NAME
+
[X] PLEASE MARK YOUR +
VOTES AS IN THIS +
EXAMPLE. +++++
FOR WITHHELD
1. Election of Directors. (see reverse) [_] [_]
FOR, EXCEPT VOTE WITHHELD FROM THE FOLLOWING NOMINEE(S):
- ------------------------------------------------------------------------------
FOR AGAINST ABSTAIN
2. Approval of Independent [_] [_] [_]
Accountants for 1994.
3. OTHER MATTERS. In their discretion, the proxies are authorized to vote upon
other matters not known to the Board of Directors on March 18, 1994 that may
come before the meeting and upon matters incident to the conduct of the
meeting .
SIGNATURE(S)_________________________________________ DATE __________________
NOTE: Please complete and return this card so that it is received by Society
National Bank not later than April 22, 1994.
<PAGE>
TO AMAX INC. THRIFT PLAN FOR BARGAINING UNIT EMPLOYEES PARTICIPANTS
Item 1 of the Thrift Plan for Bargaining Unit Employees proxy card which you
previously received omitted the names of the director nominees. The Voting
Instructions to Trustee were to have included the following:
ELECTION OF DIRECTORS. Nominees: Milton H. Ward, James C. Huntington, Jr.,
John Hoyt Stookey, and Billie B. Turner.
So that your shares can be voted accurately on all issues, a revised proxy
card is enclosed. Even if you have already completed and returned the card
previously sent to you, you still must complete and return the revised card.
PLEASE PROMPTLY COMPLETE ALL ITEMS, SIGN, AND RETURN THE REVISED CARD SO THAT
YOUR VOTE ON ALL ITEMS CAN BE COUNTED AT THE ANNUAL MEETING.
We apologize for any inconvenience this may cause.
CYPRUS AMAX MINERALS COMPANY
April 6, 1994
<PAGE>
CYPRUS AMAX MINERALS COMPANY
TO AMAX INC. THRIFT PLAN FOR BARGAINING UNIT EMPLOYEES PARTICIPANTS:
Participants in the AMAX Inc. Thrift Plan for Bargaining Unit Employees
P maintained by Cyprus Amax Minerals Company and its subsidiaries may
instruct the Trustee of the Plan to vote their Cyprus shares in the Plan
(including a pro rata portion of any shares for which the Trustee does not
R receive timely direction) at Cyprus shareholder meetings. You have received
with this card a copy of Cyprus' Notice of Annual Meeting of Shareholders
and Proxy Statement. Cyprus' Annual Meeting of Shareholders will be held in
O Englewood, Colorado on May 4, 1994.
If you wish to instruct the Trustee to vote your Plan shares, you should
X fill in and sign this voting form and mail it to reach Society National
Bank, which serves as the tabulating agent for the Trustee, before April
22, 1994. A postage-paid return envelope is enclosed. If you do not
Y instruct the Trustee, or if this form properly completed fails to reach
Society National Bank by April 22, the Trustee will vote your shares in the
same proportion as those shares for which the Trustee receives proper and
timely participant direction.
PLAN ADMINISTRATOR
March 18, 1994
VOTING INSTRUCTIONS TO TRUSTEE OF THRIFT PLAN
To: T. Rowe Price as Trustee under the AMAX Inc. Thrift Plan for Bargaining
Unit Employees
ELECTION OF DIRECTORS. Nominees:
Milton H. Ward, James C. Huntington, Jr., John Hoyt Stookey, and Billie B.
Turner
As provided in the Thrift Plan, I hereby direct that at the Annual Meeting
of Shareholders of Cyprus Amax Minerals Company to be held in Englewood,
Colorado on May 4, 1994, or at any adjournments or postponements thereof,
the shares of Cyprus Amax Minerals Company stock credited to my account
(including a pro rata portion of any shares for which the Trustee does not
receive timely direction) and entitled to vote at said meeting shall be
voted as directed on the reverse side. THE BOARD OF DIRECTORS RECOMMENDS A
VOTE FOR ITEMS 1 AND 2.
-----------
SEE REVERSE
SIDE
-----------
<PAGE>
[X]PLEASE MARK YOUR SHARES IN YOUR NAME
VOTES AS IN THIS +
EXAMPLE. +
+
+
++++++
For Withheld
1. Election of [_] [_]
Directors.
(see reverse)
FOR, EXCEPT VOTE WITHHELD FROM THE FOLLOWING NOMINEE(S):
- -------------------------------------------------------------------------------
2. Approval of Independent For AGAINST ABSTAIN
Accountants for 1994. [_] [_] [_]
3. OTHER MATTERS. In their discretion,the proxies are
authorized to vote upon other matters not known to the
Board of Directors on March 18, 1994 that may come
before the meeting and upon matters incident to the
conduct the meeting.
SIGNATURE(S) ________________________ DATE __________
NOTE: Please complete and return this card so that it is received by Society
National Bank not later than April 22,1994.
