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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: May 30, 2001
(Date of earliest event reported)
Phelps Dodge Corporation
(Exact name of registrant as specified in its charter)
New York 1-82 13-1808503
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
2600 North Central Avenue, Phoenix, AZ 85004-3089
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(602)234-8100
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Item 7. Financial Statements and Exhibits.
(c) Exhibits
The following documents are filed with reference to the Registration
Statement and Amendment No. 1 on Form S-3 (Registration No. 333-43890) and the
Registration Statement and Post-Effective amendment No. 1 on Form S-3
(Registration No. 333-61624) of Phelps Dodge Corporation (the "Company"):
1. Underwriting Agreement, dated as of May 24, 2001, between the Company
and Salomon Smith Barney, Inc.
4.1 Form of 8 3/4% Note due June 1, 2011 of the Company to be issued
pursuant to the Indenture, dated September 22, 1997 (the "Indenture"), between
the Company and First Union National Bank, as successor Trustee, a form of
which was filed as Exhibit 4.1 to such Registration Statement.
4.2 Form of 9 1/2% Note due June 1, 2031 of the Company to be issued
pursuant to the Indenture, a form of which was filed as Exhibit 4.1 to such
Registration Statement.
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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 there unto duly authorized.
PHELPS DODGE CORPORATION
(Registrant)
By: /s/ S. David Colton
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S. David Colton
Senior Vice President
and General Counsel
Date: May 30, 2001