CYPRUS AMAX MINERALS COMPANY
CYPRUS AMAX FINANCE CORPORATION
June 9, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Cyprus Amax Minerals Company
Cyprus Amax Finance Corporation
Withdrawal of Registration Statements
on Form S-3 (Reg. Nos. 33-62145 and 33-54097)
Ladies and Gentlemen:
Cyprus Amax Minerals Company and Cyprus Amax Finance Corporation (the
"Registrants") hereby request, pursuant to Rule 477(a) under the Securities Act
of 1933, as amended (the "'33 Act"), that the Registration Statement on Form S-3
(Reg. No. 33-54097) originally filed by the Registrants with the Securities and
Exchange Commission (the "Commission") on June 10, 1994, as amended (the
"Original Registration Statement"), and the Registration Statement on Form S-3
(Reg. No. 33-62145) originally filed by the Registrants with the Commission on
August 25, 1995 (together with the Original Registration Statement, the
"Registration Statements") be withdrawn. The Registration Statements were filed
with the Commission pursuant to Rule 415 of the '33 Act.
Phelps Dodge Corporation completed its acquisition of Cyprus Amax Minerals
Company and its wholly owned subsidiary Cyprus Amax Finance Corporation on
December 2, 1999. On that date, Cyprus Amax Minerals Company filed a Form 15
with the Commission to terminate the registration of Cyprus Amax Minerals
Company under the Securities Exchange Act of 1934, as amended, and its
obligation to file reports thereunder. On December 14, 1999, the New York Stock
Exchange filed a notification on Form 25 with the Commission of its intention to
delist and deregister Cyprus Amax Minerals Company on December 29, 1999.
Consequently, the Registrants are no longer eligible to use the Registration
Statements. No offers or sales have been made pursuant to the Registration
Statements except the offer and sale on May 10, 1995 of 7 3/8% promissory notes
of Cyprus Amax Minerals Company, due May 15, 2007, in an aggregate principal
amount of $250,000,000 pursuant to the Original Registration Statement.
Please do not hesitate to call Gregory W. Stevens at 602-234-8166 should
you have any questions concerning the Registration Statements or this letter.
Sincerely yours,
CYPRUS AMAX MINERALS COMPANY
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Name: Gregory W. Stevens
Title: Vice President & Treasurer
CYPRUS AMAX FINANCE CORPORATION
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Name: Gregory W. Stevens
Title: Vice President & Treasurer
cc: Stephen C. Duvall
Assistant Director
Securities and Exchange Commission
