<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9 )
---------
Amax Gold Inc.
- ---------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per share
- ---------------------------------------------------------------------------
(Title of Class of Securities)
02312010
--------------------------------------------------------
(CUSIP Number)
Philip C. Wolf
Senior Vice President,
General Counsel and Secretary
Cyprus Amax Minerals Company
9100 East Mineral Circle
Englewood, Colorado 80112
Denver, CO 80112
(303) 643-5000
- --------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 20, 1996
--------------------------------------------------------
(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 16 pages<PAGE>
CUSIP No. 02312010 Page 2 of 16 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 96,449,978 shares of Common Stock
outstanding at March 26, 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
<PAGE>
CUSIP No. 02312010 Page 3 of 16 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 96,449,978 shares of Common Stock
outstanding at March 26, 1996.
14 TYPE OF REPORTING PERSON*
CO
<PAGE>
CUSIP No. 02312010 Page 4 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cyprus Amax Coal Company 36-3081314
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 96,449,978 shares of Common Stock
outstanding at March 26, 1996.
14 TYPE OF REPORTING PERSON*
CO
<PAGE>
CUSIP No. 02312010 Page 5 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Amax Coal Company 35-6030195
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 96,449,978 shares of Common Stock
outstanding at March 26, 1996.
14 TYPE OF REPORTING PERSON*
CO
<PAGE>
The undersigned hereby amends the following items, exhibits
or other portions of its Schedule 13D as set forth below:
ITEM 4. PURPOSE OF THE TRANSACTION.
--------------------------
Item 4 is further amended by the addition of the following:
As part of the renegotiations by the Issuer of its $250
million Fort Knox loan agreement, Cyprus Amax agreed to guarantee the
loan until economic completion, and the Issuer has agreed not to make
additional draws under its $100 million line of credit (the DOCLOC
Agreement) with Cyprus Amax without the prior consent of Cyprus Amax.
In addition, Cyprus Amax has agreed to provide the Issuer with an
additional demand loan facility to fund additional costs at the Fort
Knox Project and for general corporate purposes, with such funding to
be provided at the discretion of Cyprus Amax. Cyprus Amax has
informed the Issuer it intends to make this additional financing
available. The Issuer will pay Cyprus Amax the interest differential
under the Fort Knox loan agreement resulting from Cyprus Amax'
guarantee and a fee of 2.5% based upon the total financings and
guarantees made available. The Issuer has agreed to reimburse Cyprus
Amax for any payments it makes under the guaranty; any such
reimbursement obligation will be payable to Cyprus Amax on demand and
will bear interest at LIBOR plus 3.25 percent. All fees, interest and
repayments of advances from Cyprus Amax may be paid by the Issuer at
the election of Cyprus Amax in cash or, following the approval of the
Issuer's stockholders, in shares of the Issuer's Common Stock valued
at the average closing price per share for the five day period prior
to such election.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
------------------------------------
The first, second and fifth paragraphs added by Amendment
No. 5 to Schedule 13D to Item 5 are amended and restated in their
entirety as follows:
(a), (b), (d) Amax Coal Company 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 96,449,978
shares of Common Stock outstanding as of March 26, 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 96,449,978 shares of
Common Stock outstanding as of March 26, 1996).
(b), (d) Cyprus Amax has the sole power to vote and direct
the vote, and sole power to dispose or direct the disposition of, an
aggregate of 30,898,519 shares, including the 12,099,213 shares of
Common Stock which it has the right to acquire pursuant to the DOCLOC
Agreement and the 751,458 shares of Common Stock which it has the
right to acquire pursuant to the Stock Issuance Agreement.
Page 6 of 16 pages<PAGE>
Item 5 is further amended by the addition of the following:
(a), (c) To the best of the knowledge of the reporting
persons, there have been no transactions in the Common Stock during
the past 60 days by Cyprus Amax, Amax Energy Inc., Cyprus Amax Coal
Company, or Amax Coal Company, or the persons listed on Schedule I
hereto.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
--------------------------------
(13) Term Loan Agreement, dated October 31, 1995, between
Amax Gold Inc., Fairbanks Mining, Inc., Guanaco Mining Company, Inc.,
Lassen Gold Mining, Inc., Melba Creek Mining Inc., Nevada Gold Mining,
Inc. and a group of banks, filed as Exhibit 10.2 to the Issuer's
Quarterly Report on Form 10-Q for the quarter ended September 30, 1995
and incorporated herein by reference; Second Amendment Agreement dated
as of March 19, 1996; and Cyprus Amax Guaranty, dated as of March 19,
1996 by Cyprus Amax, in favor of the administrative agent for the
group of banks filed as Exhibit 10.7 to the Issuer's Form 10-K for the
year ended December 31, 1995 and incorporated herein by reference.
(14) Credit Agreement, dated as of March 19, 1996, between
the Issuer and Cyprus Amax; Guaranty Fee Agreement, dated as of
March 19, 1996, between the Issuer and Cyprus Amax; and Reimbursement
Agreement, dated as of March 19, 1996, between the Issuer and Cyprus
Amax (incorporated by reference from Exhibit 10.12 to the Issuer's
Form 10-K for the year ended December 31, 1995).
Page 7 of 16 pages<PAGE>
SIGNATURE
---------
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: DALE E. HUFFMAN
--------------------------------
Name: Dale E. Huffman
Title: Assistant Secretary
AMAX ENERGY INC.
By: DALE E. HUFFMAN
--------------------------------
Name: Dale E. Huffman
Title: Assistant Secretary
CYPRUS AMAX COAL COMPANY
By: DALE E. HUFFMAN
--------------------------------
Name: Dale E. Huffman
Title: Assistant Secretary
AMAX COAL COMPANY
By: DALE E. HUFFMAN
--------------------------------
Name: Dale E. Huffman
Title: Assistant Secretary
Dated: April 23, 1996
Page 8 of 16 pages<PAGE>
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> <C> <C>
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 President
MorMarketing
115 W. California Blvd. #403
Pasadena, California 91105
</TABLE>
____________________
/1/ Except as otherwise noted, each of the persons included in this
Schedule is a U.S. citizen.
Page 9 of 16 pages<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
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 Fertilizer Group, Inc. 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 10 of 16 pages<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
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 11 of 16 pages<PAGE>
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF EACH
DIRECTOR AND OFFICER OF CYPRUS AMAX COAL COMPANY
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <C> <C>
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer of Cyprus Amax
Englewood, Colorado 80112-3299 Minerals Company
Garold R. Spindler Senior Vice President, Coal of Cyprus
9100 East Mineral Circle Amax Minerals Company
Englewood, Colorado 80112-3299
W. Mark Hart Senior Vice President, Eastern
9100 East Mineral Circle Operations
Englewood, Colorado 80112-3299
Philip C. Wolf Senior Vice President, General
9100 East Mineral Circle Counsel and Secretary of Cyprus
Englewood, Colorado 80112-3299 Amax Minerals Company
Randall J. Scott Senior Vice President, Western
9100 East Mineral Circle Operations
Englewood, Colorado 80112-3299
Nicholas P. Moros Senior Vice President, Sales and
9100 East Mineral Circle Marketing
Englewood, Colorado 80112-3299
Chris L. Crowl Vice President
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Francis J. Kane Vice President, Investor Relations
9100 East Mineral Circle and Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
Frank J. Wood Vice President and Controller
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Farokh S. Hakimi Director, Finance and Assistant
9100 East Mineral Circle Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
</TABLE>
____________________
/1/ Except as otherwise noted, each of the persons included in this
Schedule is a U.S. citizen.
Page 12 of 16 pages<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
J. David Flemming Director, Tax of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
Morris W. Kegley Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Dale E. Huffman Attorney and Assistant Secretary,
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
Greg A. Walker Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Richard D. Mills Senior Vice President, Development
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
Charles E. Zabrosky Vice President, Allied Resources
RD #3, Box 184
Waynesburg, Pennsylvania 15370
Vincent J. Calarco, Jr. Vice President, International Business
9100 E. Mineral Circle Development
Englewood, Colorado 80112-3299
Susan E. Chetlin Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Sharon J. Fetherhuff Assistant Secretary
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
</TABLE>
Page 13 of 16 pages<PAGE>
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF EACH
DIRECTOR AND OFFICER OF AMAX COAL COMPANY
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <C> <C>
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer of Cyprus Amax
Englewood, Colorado 80112-3299 Minerals Company
Garold R. Spindler Senior Vice President, Coal of Cyprus
9100 East Mineral Circle Amax Minerals Company
Englewood, Colorado 80112-3299
W. Mark Hart Senior Vice President, Eastern
9100 East Mineral Circle Operations of Cyprus Amax Coal
Englewood, Colorado 80112-3299 Company
Philip C. Wolf Senior Vice President, General
9100 East Mineral Circle Counsel and Secretary of Cyprus
Englewood, Colorado 80112-3299 Amax Minerals Company
Nicholas P. Moros Senior Vice President, Sales and
9100 East Mineral Circle Marketing of Cyprus Amax Coal
Englewood, Colorado 80112-3299 Company
Donald J. Drabant Vice President, Eastern Sales and
400 Techne Center Drive, Suite 320 Marketing of Cyprus Amax Coal Sales
Milford, Ohio 45150 Corporation
Francis J. Kane Vice President, Investor Relations and
9100 East Mineral Circle Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
Frank J. Wood Vice President and Controller of
9100 East Mineral Circle Cyprus Amax Coal Company
Englewood, Colorado 80112-3299
Farokh S. Hakimi Director, Finance and Assistant
9100 East Mineral Circle Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
J. David Flemming Director, Tax of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
</TABLE>
____________________
/1/ Except as otherwise noted, each of the persons included in this
Schedule is a U.S. citizen.
Page 14 of 16 pages<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
Morris W. Kegley Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Dale E. Huffman Attorney and Assistant Secretary,
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
Greg A. Walker Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
George E. Vajda Vice President
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Arthur T. Palm Vice President and General Manager
P.O. Box 144
Keensburg, Illinois 62852
Jerry R. Kempf Vice President and General Manager
11498 Bloomington Road
Bragil, Illinois 47834
Susan E. Chetlin Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Sharon J. Fetherhuff Assistant Secretary
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
</TABLE>
Page 15 of 16 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> <C> <C>
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 16 of 16 pages