SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 1997 FREEPORT-McMoRan COPPER & GOLD INC. Delaware 1-9916 74-2480931 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation or Number) organization) 1615 Poydras Street New Orleans, Louisiana 70112 Registrant's telephone number, including area code:(504)582-4000 Item 5. Other Events. NEW ORLEANS, LA., August 6, 1997 -- Freeport-McMoRan Copper & Gold Inc. (FCX) announced today that its Board of Directors has authorized a new open market share purchase program for up to 20 million shares, in total, of its FCX Class A and Class B common stock representing approximately 10 percent of the common shares outstanding. The purchases will occur over time depending upon many factors, including the market price of the common shares; the company's operating results, cash flows and financial position; and general economic and market conditions. FCX also announced that Mr. Jonathan C. A. Leslie has replaced Mr. Leigh Clifford on its Board of Directors. Mr. Leslie is Chief Executive Copper, Rio Tinto following the reorganization of Rio Tinto into global product groups in March 1997. Mr. Leslie was appointed to the Rio Tinto Board of Directors in 1994 as Director of Mining. In 1996, he transferred to Melbourne where his responsibilities included business activities in India, Japan, the Philippines and Papua New Guinea. Mr. Leslie joined Rio Tinto in 1977. He is a graduate of Trinity College, Oxford, receiving a Masters of Arts degree in Jurisprudence. He was called to the Bar in 1974. Mr. Clifford is Chief Executive Energy, Rio Tinto. Rio Tinto is a world leader in the international mining industry and owns approximately 12 percent of the common stock of FCX. Mr. James R. Moffett, Chairman and CEO of FCX, said, "FCX has purchased over 18 million shares of its Class A and Class B common stock under its prior open market share purchase program for up to 20 million shares which was previously announced on September 13, 1995. As in the past, we will administer the new program in a financially sound manner to achieve substantial value for our shareholders. Furthermore, FCX will continue to focus on other value enhancements and growth opportunities not only through additional mine/mill expansion programs but also through exploration opportunities on the approximately 5 million acres under its Contracts of Work in Irian Jaya, Indonesia. Additionally, with our low cost structure, FCX is well positioned to take advantage of market opportunities when they arise." Mr. Moffett continued, "We are also very pleased with the addition of Mr. Leslie to our Board. With the benefit of his experience in Rio Tinto's extensive worldwide operations and his current responsibility for Rio Tinto's global copper operations, he brings extremely valuable mining and management expertise to our Board." FCX is engaged in mineral exploration and development, and the mining and milling of ore containing copper, gold and silver in Irian Jaya, Indonesia. FCX is also involved in the smelting and refining of copper concentrates in Spain and the construction of a copper smelter/refinery in Indonesia. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FREEPORT-McMoRan COPPER & GOLD INC. By: /s/ Michael A. Weaver ----------------------- Michael A. Weaver Controller - Financial Reporting (authorized signatory and Principal Accounting Officer) Date: August 6, 1997