EXHIBIT 10(h)

                         CYPRUS AMAX MINERALS COMPANY

                              MATERIAL CONTRACTS

                    AMENDMENT TO DEFERRED COMPENSATION PLAN
                            FOR SELECTED EMPLOYEES







                                                                  EXHIBIT 10 (h)


                         CYPRUS AMAX MINERALS COMPANY 

                          Action(s) Authorized by the
                          ---------------------------
                      Compensation and Benefits Committee
                      -----------------------------------
                                    of the
                                    ------
                              Board of Directors
                              ------------------

                           Adopted December 10, 1998
                                        
                            Summary of Resolutions

 

Amends the definition of "Company" in the Cyprus Amax Minerals Company Deferred
Compensation Plan.


                                  Resolutions

WHEREAS, the Corporation sponsors the Cyprus Amax Minerals Company Deferred
Compensation Plan (the "Deferred Plan"); and

WHEREAS, pursuant to Section 7.5 of the Deferred Plan, the Compensation and
Benefits Committee of the Board of Directors (the "Committee") has authority to
amend the Deferred Plan, subject to limitations not herein relevant;

NOW, THEREFORE, BE IT RESOLVED, that, effective as of May 5, 1994, the Committee
hereby amends Section 2.3 of the Deferred Plan to read as follows:

                        "2.3    `Company' shall mean Cyprus Amax Company and any
                                 -------
                subsidiary or affiliate approved for participation in this Plan
                by the Committee; provided, however, that for purposes of
                Section 2.1, `Company' means Cyprus Amax Minerals Company and
                its successor."

; and further

RESOLVED, that the Committee hereby recommends to the Board that the Board
authorize the Chief Executive Officer or any other officer of this Corporation,
and any other individual whom any of the officers referenced above shall
designate, to take any and all such actions as are necessary or appropriate to
give effect to the foregoing resolutions, and ratify, confirm and approve all
actions of any of such officers or designees heretofore taken in connection with
the transactions contemplated by the foregoing resolutions in all respects.

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