EXHIBIT 24.1

                      FREEPORT-McMoRan INC.


                     SECRETARY'S CERTIFICATE


     I,  Michael C. Kilanowski, Jr.,  Secretary of  Freeport-McMoRan Inc.  
(the  "Corporation"),  a  Delaware  corporation,  do  hereby certify that  
the following  resolution was  duly adopted by the Board  of Directors of 
the  Corporation  at a meeting  held on  February 29, 1984, and that such 
resolution  has  not been amended,  modified or  rescinded and is in full 
force and effect:

          RESOLVED, that any  report, registration statement or
          other  form  filed  on  behalf  of  this  corporation
          pursuant to the Securities  Exchange  Act of 1934, or
          any amendment to such report, registration  statement
          or  other  form,  may  be  signed  on  behalf  of any
          director or officer of this corporation pursuant to a
          power  of  attorney  executed  by  such  director  or
          officer.

     IN  WITNESS WHEREOF, I have hereunto signed my name and affixed  the
seal of the Company on this the 28th day of March, 1997.



                                     /s/ Michael C. Kilanowski, Jr.
(Seal)                               --------------------------------
                                     Michael C. Kilanowski, Jr.
                                             Secretary