<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10 )
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Amax Gold Inc.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
02312010
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(CUSIP Number)
Philip C. Wolf
Senior Vice President,
General Counsel and Secretary
Cyprus Amax Minerals Company
9100 East Mineral Circle
Englewood, Colorado 80112
(303) 643-5000
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
July 19, 1996
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(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 [ ].
Page 1 of 10 Pages
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CUSIP No. 02312010 Page 2 of 10 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cyprus Amax Minerals Company 36-2684040
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00; WC
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
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
30,898,519 See Item 5.
8 SHARED VOTING POWER
31,313,709 See Item 5.
9 SOLE DISPOSITIVE POWER
30,898,519 See Item 5.
10 SHARED DISPOSITIVE POWER
31,313,709 See Item 5.
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,212,228
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 56.9%, based upon 96,482,867 shares of Common Stock
outstanding at July 23, 1996 and giving effect to the issuance of
12,099,213 shares and 751,458 shares of Common Stock as described
in Item 4.
14 TYPE OF REPORTING PERSON*
CO
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CUSIP No. 02312010 Page 3 of 10 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Amax Energy Inc. 06-1324916
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
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
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
-0-
8 SHARED VOTING POWER
31,313,709 See Item 5.
9 SOLE DISPOSITIVE POWER
-0-
10 SHARED DISPOSITIVE POWER
31,313,709 See Item 5.
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,313,709
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 32.5%, based upon 96,482,867 shares of Common Stock
outstanding at July 23, 1996.
14 TYPE OF REPORTING PERSON*
CO
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The undersigned hereby amends the following items, exhibits or
other portions of its Schedule 13D as set forth below:
ITEM 2. IDENTITY AND BACKGROUND.
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(a), (b), (c), (d) and (e). Any references herein to Cyprus
Amax Coal Company and Amax Coal Company are deleted. On July 5, 1996,
Amax Coal Company merged with and into Cyprus Amax Coal Company which
in turn merged with and into Amax Energy Inc., a Delaware corporation
on July 19, 1996.
(a) An amended Schedule 1 is attached.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
------------------------------------
The first, second and fourth paragraphs added by Amendment
No. 3 to Schedule 13D to Item 5 are amended and restated in their
entirety as follows:
(a), (b), (d) Amax Energy Inc. holds 31,313,709 shares of
Common Stock of the Issuer, representing approximately 32.5% of the
outstanding shares of Common Stock of the Issuer (based on 96,482,867
shares of Common Stock outstanding as of July 23, 1996).
(a) Cyprus Amax beneficially owns 62,212,228 shares of
Common Stock of the Issuer (including the right to acquire 12,099,213
shares under the terms of the DOCLOC Agreement and 751,458 shares
under the Stock Issuance Agreement), representing approximately 56.9%
of the outstanding shares of Common Stock of Issuer (after giving
effect to the issuance of the aforementioned 12,099,213 shares and
751,458 shares to Cyprus Amax and based on the 96,482,867 shares of
Common Stock outstanding as of July 23, 1996).
(b), (d) Cyprus Amax and Amax Energy Inc. share power to
vote and direct the vote, and share power to dispose of or to direct
the disposition of, the 31,313,709 shares of Common Stock that each
beneficially owns, and no other person will have the right to receive
or the power to direct the receipt of dividends from, or the proceeds
from the sale of, such shares of Common Stock.
The second paragraph of Item 5 of the original Schedule 13D
is amended and restated in its entirety as follows:
(a) Amax Energy Inc. is a wholly owned subsidiary of
Cyprus Amax. As a result, each of them beneficially owns the
31,313,709 shares of Common Stock of the Issuer held of record by Amax
Energy Inc., representing approximately 32.5% of the outstanding
shares of Common Stock of the Issuer (based on 96,482,867 shares of
Common Stock outstanding as of July 23, 1996).
Page 4 of 10 pages<PAGE>
Item 5 is further amended by the addition of the following:
(a), (c) On June 20, 1996, Allen Born, Gerald J. Malys and
Rockwell A. Schnabel each purchased 160 shares of the Issuer, each at
$6.25, in open market transactions on the New York Stock Exchange. On
June 28, 1996, Allen Born, Gerald J. Malys and Rockwell A. Schnabel
each purchased 681.8 shares of the Issuer, each at $5.50, in open
market transactions on the New York Stock Exchange. To the best of
the knowledge of the reporting persons, there have been no other
transactions in the Common Stock during the past 60 days by Cyprus
Amax, Amax Energy Inc., or the persons listed on Schedule 1 hereto.
(e) On July 5 and 19, 1996, respectively, Amax Coal Company
and Cyprus Amax Coal Company ceased to be beneficial owners of Common
Stock as a result of the merger of Amax Coal Company with and into
Cyprus Amax Coal Company and the subsequent merger of Cyprus Amax Coal
Company with and into Amax Energy Inc.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
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RELATIONSHIPS WITH RESPECT TO SECURITIES OR THE ISSUER.
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Item 6 is further amended by the addition of the following:
The information set forth in Items 2 and 5 is incorporated
herein by reference.
Page 5 of 10 pages<PAGE>
SIGNATURE
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After reasonable inquiry and to the best of my knowledge and
belief, the undersigned hereby certify that the information as set
forth in this Amendment is true, complete and correct.]
CYPRUS AMAX MINERALS COMPANY
By: PHILIP C. WOLF
--------------------------------
Name: Philip C. Wolf
Title: Senior Vice President,
General Counsel and
Secretary
AMAX ENERGY INC.
By: PHILIP C. WOLF
--------------------------------
Name: Philip C. Wolf
Title: Senior Vice President,
General Counsel and
Secretary
Dated: July 29, 1996
Page 6 of 10 pages
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SCHEDULE I
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF EACH
DIRECTOR AND OFFICER OF CYPRUS AMAX MINERALS COMPANY
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <S> <S>
Milton H. Ward Chairman of the Board,
9100 East Mineral Circle Chief Executive Officer
Englewood, Colorado 80112 and President
Allen Born Chairman and Chief Executive Officer
Alumax Inc.
5655 Peachtree Parkway
Norcross, Georgia 30092-2812
Linda G. Alvarado President and Chief Executive Officer
Alvarado Construction Inc.
1266 Santa Fe Drive
P.O. Box 4366
Denver, Colorado 80204
George S. Ansell President
Colorado School of Mines
1500 Illinois Avenue
Golden, Colorado 80401
William C. Bousquette Senior Vice President and Chief
Texaco Inc. Financial Officer
2000 Westchester Avenue
White Plains, New York 10650
Thomas V. Falkie President and Chief Executive Officer
Berwind Natural Resources Corporation
1500 Market Street
3000 Centre Square West
Philadelphia, Pennsylvania 19102
Michael A. Morphy Independent Businessman
1336 Plaza de Sonadores
Montecito, CA 93108
</TABLE>
____________________
/1/ Except as otherwise noted, each of the persons included in this
Schedule is a U.S. citizen.
Page 7 of 10 pages<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
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<S> <S> <S>
Rockwell A. Schnabel Chairman
Trident Capital, L.P.
11100 Santa Monica Boulevard
Suite 2020
Los Angeles, California 90025
James A. Todd, Jr. Retired Chairman and Chief Executive
Birmingham Steel Corporation Officer
1000 Urban Center Parkway
Suite 300
Birmingham, Alabama 35242
Billie B. Turner Retired Chairman, President and Chief
IMC Global Executive Officer
2100 Sanders Road
Northbrook, Illinois 60062
Ann Maynard Gray President
Diversified Publishing Group
Capital Cities/ABC, Inc.
77 West 66th Street
16th Floor
New York, New York 10023
James C. Huntington, Jr. Independent Businessman
613 Twin Pine Road
Pittsburgh, Pennsylvania 15215
Theodore M. Solso President and Chief Operating Officer
Cummins Engine Company, Inc.
500 Jackson Street
Columbia, Indiana 47201
John Hoyt Stookey Chairman
Suburban Propane Partners
c/o Landmark Volunteers
7498 Main Street
Box 455
Sheffield, Massachusetts 01257
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer
Englewood, Colorado 80112-3299
Garold R. Spindler Senior Vice President, Coal
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Jeffrey G. Clevenger Senior Vice President, Copper
1501 W. Fountainhead Pkwy., Suite 290
Tempe, Arizona 85282
</TABLE>
Page 8 of 10 pages<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
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<S> <S> <S>
David H. Watkins Senior Vice President, Exploration
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Philip C. Wolf Senior Vice President, General
9100 East Mineral Circle Counsel and Secretary
Englewood, Colorado 80112-3299
Francis J. Kane Vice President, Investor Relations and
9100 East Mineral Circle Treasurer
Englewood, Colorado 80112-3299
John Taraba Vice President and Controller
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Farokh S. Hakimi Director, Finance and Assistant
9100 East Mineral Circle Treasurer
Englewood, Colorado 80112-3299
J. David Flemming Director, Tax
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Robin J. Hickson Vice President, Engineering and
1501 W. Fountainhead Pkwy, Suite 290 Development
Tempe, Arizona 85282
Dale E. Huffman Assistant Secretary
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
</TABLE>
Page 9 of 10 pages<PAGE>
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF
EACH DIRECTOR AND OFFICER OF AMAX ENERGY INC.
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <S> <S>
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer of
Englewood, Colorado 80112-3299 Cyprus Amax Minerals Company
Philip C. Wolf Senior Vice President, General
9100 East Mineral Circle Counsel and Secretary of Cyprus
Englewood, Colorado 80112-3299 Amax Minerals Company
Francis J. Kane Vice President, Investor Relations and
9100 East Mineral Circle Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
John Taraba Vice President and Controller of
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
J. David Flemming Director, Tax of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
Dale E. Huffman Attorney and Assistant Secretary,
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
Sharon J Fetherhuff Assistant Secretary
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
</TABLE>
____________________
/1/ Except as otherwise noted, each of the persons included in this
Schedule is a U.S. citizen.
Page 10 of 10 pages
