Exhibit 24.1

               FREEPORT-McMoRan COPPER & GOLD INC.


                     SECRETARY'S CERTIFICATE


     I, Michael C. Kilanowski, Jr., Secretary of Freeport-McMoRan Copper 
& Gold 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 December 13, 1988, 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resolution has not been amended, modified or rescinded and is in full 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 19th  day of March, 1999.


(Seal)                                                           

                                         /s/ Michael C. Kilanowski, Jr.

                                         Michael C. Kilanowski, Jr.
                                               Secretary