UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 14A
(RULE 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

<Table>

[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the
Commission Only (as permitted by
Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-12
</Table>

McMoRan Exploration Co.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

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(2) Aggregate number of securities to which transaction applies:

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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

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(4) Proposed maximum aggregate value of transaction:

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(5) Total fee paid:

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[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

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(2) Form, Schedule or Registration Statement No.:

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(3) Filing Party:

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(4) Date Filed:

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<Table>

[McMoRan
Exploration MCMORAN EXPLORATION CO.
Co. LOGO]
</Table>

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

MAY 10, 2002

April 17, 2002

<Table>

DATE: Friday, May 10, 2002

TIME: 10:00 a.m., Central Time

PLACE: 1615 Poydras Street
New Orleans, Louisiana

PURPOSE: - To elect four directors, and

- To transact such other business as may properly come
before the meeting.

RECORD DATE: Close of business on March 14, 2002.
</Table>

Your vote is important. Whether or not you plan to attend the meeting,
please complete, sign and date the enclosed proxy card and return it promptly in
the enclosed envelope. Your cooperation will be appreciated.

By Order of the Board of Directors.

/s/ NANCY D. PARMELEE
NANCY D. PARMELEE
Senior Vice President, Chief Financial
Officer and Secretary

INFORMATION ABOUT ATTENDING THE ANNUAL MEETING

If you plan to ATTEND the meeting, please bring the following:

1. Proper identification.

2. Proof of Ownership if your shares are held in "Street Name."

Street Name means your shares are held of record by brokers, banks or other
institutions.

Acceptable Proof of Ownership is a letter from your broker stating that you
owned McMoRan Exploration Co. stock on the record date OR an account statement
showing that you owned McMoRan Exploration Co. stock on the record date.

Only stockholders of record on the record date may attend or vote at the annual
meeting.

MCMORAN EXPLORATION CO.
1615 POYDRAS STREET
NEW ORLEANS, LOUISIANA 70112

The 2001 Annual Report to Stockholders, including financial statements, is
being mailed to stockholders together with these proxy materials on or about
April 17, 2002.

This proxy statement is furnished in connection with a solicitation of
proxies by the board of directors of McMoRan Exploration Co. for use at our
Annual Meeting of Stockholders to be held on May 10, 2002, and at any
adjournments (the meeting).

WHO CAN VOTE

Each share of our common stock that you held on the record date entitles
you to one vote at the meeting. On the record date, there were 15,937,022 shares
of common stock outstanding.

VOTING RIGHTS

Inspectors of election will count votes cast at the meeting. Directors are
elected by plurality vote. All other matters are decided by majority vote
present at the meeting, except as otherwise provided by statute, our certificate
of incorporation or our by-laws.

Brokers holding shares of record for customers generally are not entitled
to vote on certain matters unless they receive voting instructions from their
customers. When brokers do not receive voting instructions from their customers,
they notify the company on the proxy form that they lack voting authority. The
votes that could have been cast on the matter in question by brokers who did not
receive voting instructions are called "broker non-votes."

Abstentions and broker non-votes will have no effect on the election of
directors. Abstentions as to all other matters to come before the meeting will
be counted as votes against those matters. Broker non-votes as to those other
matters will not be counted as votes for or against and will not be included in
calculating the number of votes necessary for approval of those matters.

QUORUM

A quorum at the meeting is a majority of our common stock entitled to vote,
present in person or represented by proxy. The persons whom we appoint to act as
inspectors of election will determine whether a quorum exists. Shares of our
common stock represented by properly executed and returned proxies will be
treated as present. Shares of our common stock present at the meeting that
abstain from voting or that are the subject of broker non-votes will be counted
as present for purposes of determining a quorum.

HOW YOUR PROXY WILL BE VOTED

Our board of directors is soliciting a proxy in the enclosed form to
provide you with an opportunity to vote on all matters scheduled to come before
the meeting, whether or not you attend in person.

Granting Your Proxy. If you properly execute and return a proxy in the
enclosed form, your stock will be voted as you specify. If you make no
specifications, your proxy will be voted in favor of the proposed director
nominees.

We expect no matters to be presented for action at the meeting other than
the items described in this proxy statement. The enclosed proxy will, however,
confer discretionary authority with respect to any other matter that may
properly come before the meeting. The persons named as proxies in the enclosed
proxy intend to vote in accordance with their judgment on any other matters that
may properly come before the meeting.

Revoking Your Proxy. If you submit a proxy, you may subsequently revoke it
or submit a revised proxy at any time before it is voted. You may also attend
the meeting in person and vote by ballot, which would cancel any proxy that you
previously submitted. If you attend the meeting and hold your stock in street
name, then you must have a proxy from your broker in order to vote at the
meeting.

PROXY SOLICITATION

We will pay all expenses of soliciting proxies for the meeting. In addition
to solicitations by mail, arrangements have been made for brokers and nominees
to send proxy materials to their principals, and we will reimburse them for
their reasonable expenses. We have retained Georgeson Shareholder Communications
Inc., 17 State Street, New York, New York to assist with the solicitation of
proxies from brokers and nominees. It is estimated that the fees for Georgeson's
services will be $6,500 plus its reasonable out-of-pocket expenses. We may also
have our representatives, who will receive no compensation for their services,
solicit proxies by telephone, telecopy, interview or other means.

STOCKHOLDER PROPOSALS

If you want us to consider including a proposal in next year's proxy
statement, you must deliver it in writing to our Corporate Secretary, McMoRan
Exploration Co., 1615 Poydras St., New Orleans, Louisiana 70112 by November 28,
2002.

If you want to present a proposal at the next annual meeting but do not
wish to have it included in our proxy statement, you must submit it in writing
to our Corporate Secretary at the above address, by January 1, 2003, in
accordance with specific procedural requirements in our by-laws. If you would
like a copy of these procedures, please contact our Corporate Secretary. Failure
to comply with our by-law procedures and deadlines may preclude presentation of
the matter at the meeting.

CORPORATE GOVERNANCE

Our board of directors, which held five meetings during 2001, has primary
responsibility for directing the management of our business and affairs. Our
board currently consists of eleven members. To provide for effective direction
and management of our business, our board of directors has established an audit
committee, a corporate personnel committee and a nominating committee.

<Table>
<Caption>
MEETINGS
AUDIT COMMITTEE MEMBERS FUNCTIONS OF THE COMMITTEE IN 2001
- ----------------------- -------------------------- --------

Robert A. Day, Chairman - please refer to the Audit Committee Report 3
Gerald J. Ford
H. Devon Graham, Jr.
</Table>

<Table>
<Caption>
CORPORATE PERSONNEL MEETINGS
COMMITTEE MEMBERS FUNCTIONS OF THE COMMITTEE IN 2001
- ------------------- -------------------------- --------

H. Devon Graham, Jr., Chairman - please refer to the Corporate Personnel 2
J. Taylor Wharton Committee Report on Executive Compensation
</Table>

<Table>
<Caption>
MEETINGS
NOMINATING COMMITTEE MEMBERS FUNCTIONS OF THE COMMITTEE IN 2001
- ---------------------------- -------------------------- --------

B. M. Rankin, Jr., Chairman - makes recommendations to the board concerning 2
Gerald J. Ford the structure of the board, corporate governance
and proposed new members of the board

- nominates individuals to stand for election
as directors

- considers recommendations by our stockholders
of potential nominees for election as directors
</Table>

Upon written request, our Corporate Secretary will furnish information
concerning the procedures required to be followed by a stockholder who wishes to
recommend to our nominating committee potential nominees for election as
directors.

ELECTION OF DIRECTORS

The board of directors has fixed the number of directors at eleven. The
board consists of three classes, each of which serves for three years, with one
class being elected each year. This table shows the members of the different
classes of our board and the expiration of their terms.

<Table>
<Caption>
CLASS EXPIRATION OF TERM CLASS MEMBERS
- ----- ------------------ -------------

Class I 2002 Annual Meeting of Stockholders Morrison C. Bethea
Gerald J. Ford
H. Devon Graham, Jr.
Glenn A. Kleinert

Class II 2003 Annual Meeting of Stockholders Robert A. Day
Gabrielle K. McDonald
C. Howard Murrish
J. Taylor Wharton

Class III 2004 Annual Meeting of Stockholders Richard C. Adkerson
James R. Moffett
B. M. Rankin, Jr.
</Table>

Our board has nominated each of the Class I directors named above for an
additional three-year term. The persons named as proxies in the enclosed form of
proxy intend to vote your proxy for the re-election of each of the Class I
directors, unless otherwise directed. If, contrary to our expectations, a
nominee should become unavailable for any reason, your proxy will be voted for a
substitute nominee designated by our board, unless otherwise directed.

INFORMATION ABOUT NOMINEES AND DIRECTORS

This table provides certain information as of March 18, 2002 with respect
to each director nominee and each other director whose term will continue after
the meeting. Unless otherwise indicated, each person has been engaged in the
principal occupation shown for the past five years. The year in the "Year First
Elected a Director" includes the period that the person served as a director of
either McMoRan Oil & Gas or Freeport-McMoRan Sulphur.

<Table>
<Caption>
YEAR FIRST
NAME OF NOMINEE PRINCIPAL OCCUPATIONS, OTHER DIRECTORSHIPS ELECTED A
OR DIRECTOR AGE AND POSITIONS WITH THE COMPANY DIRECTOR
--------------- --- --------------------------------------------------- ----------

Richard C. Adkerson 55 Co-Chairman of the Board, President and Chief 1994
Executive Officer of the Company. President and
Chief Financial Officer of Freeport-McMoRan
Copper & Gold Inc. (FCX), a mining company.
Co-Chairman of the Board and Chief Executive
Officer of McMoRan Oil & Gas until 1998. Vice
Chairman of the Board of Freeport-McMoRan Sulphur
until 1998. Chairman of the Board and Chief
Executive Officer of Stratus Properties Inc., a
real estate company, until 1998. Vice Chairman of
the Board of Freeport-McMoRan Inc. (FTX), a
global agricultural resource company, until 1997.
Morrison C. Bethea 56 Chief of Thoracic Surgery, Tenet Memorial Medical 2000
Center. Cardiac, Thoracic and Vascular Surgeon.
Clinical Professor of Surgery, Tulane University
Medical Center.
Robert A. Day 58 Chairman of the Board and Chief Executive Officer 1994
of TCW Group Inc., an investment management
company. Chairman, President and Chief Executive
Officer of W. M. Keck Foundation, a national
philanthropic organization. Director of Fisher
Scientific International Inc., Syntroleum
Corporation and FCX.
Gerald J. Ford 57 Chairman of the Board and Chief Executive Officer 1998
of California Federal Bank, A Federal Savings
Bank and its predecessors. Chairman of the Board
and Chief Executive Officer of Golden State
Bancorp Inc., a bank holding company, and its
affiliates, Golden State Holdings Inc. and
California Federal Preferred Capital Corporation.
Chairman of the Board and Chief Executive Officer
of Liberte Investors Inc. Chairman of the Board
of First Nationwide Mortgage Corporation.
Director of FCX.
H. Devon Graham, Jr. 67 President of R.E. Smith Interests, an asset 1999
management company. United States Regional
Managing Partner -- Southwest of Arthur Andersen
LLP from 1985 until 1997. Director of FCX.
Glenn A. Kleinert 59 Executive Vice President of the Company since May 2001
2001. President and Chief Operating Officer of
McMoRan Oil & Gas since May 2001. Senior Vice
President of McMoRan Oil & Gas from 1994 until
May 2001. Vice President of Freeport-McMoRan
Sulphur since February 2001.
</Table>

Gabrielle K. McDonald 59 Judge, Iran-United States Claims Tribunal, The 2000
Hague, The Netherlands since November 2001.
Special Counsel on Human Rights to the Chairman
of the Board of FCX since 1999. Judge,
International Criminal Tribunal for the Former
Yugoslavia from 1993 until November 1999.
Director of Golden State Bancorp Inc., California
Federal Bank, A Federal Savings Bank and FCX.
James R. Moffett 63 Co-Chairman of the Board of the Company. Chairman 1994
of the Board and Chief Executive Officer of FCX.
Co-Chairman of the Board of McMoRan Oil & Gas and
of Freeport-McMoRan Sulphur until 1998. Chairman
of the Board of FTX until 1997.
C. Howard Murrish 61 Vice Chairman of the Board of the Company since May 2001
2001 and Executive Vice President of the Company
since November 1998. President and Chief
Operating Officer of McMoRan Oil & Gas from
September 1994 to May 2001.
B. M. Rankin, Jr. 72 Vice Chairman of the Board of the Company since 1994
January 2001. Private investor. Vice Chairman of
the Board of FCX. Director of Golden State
Bancorp Inc. and California Federal Bank, A
Federal Savings Bank.
J. Taylor Wharton 63 Special Assistant to the President for Patient 2000
Affairs, Professor, Gynecologic Oncology, The
University of Texas M.D. Anderson Cancer Center.
Director of FCX.
</Table>

DIRECTOR COMPENSATION

Cash Compensation

Each non-employee director receives an annual fee of $15,000 and a fee of
$500 for attending each board committee meeting. Each director receives a fee of
$1,000 for attending each board meeting and is also reimbursed for reasonable
out-of-pocket expenses incurred in attending board and board committee meetings.

Stock Option Plan for Non-Employee Directors

Each non-employee director is eligible for the grant of options under our
1998 Stock Option Plan for Non-Employee Directors. On June 1 of each year that
this plan is in effect, each eligible director is granted an option to purchase
1,000 shares of common stock at 100% of the fair market value of the shares on
the grant date. Each option granted under this plan expires ten years after the
grant date. In accordance with this plan, on June 1, 2001, each eligible
director was granted an option to purchase 1,000 shares of our common stock at
an exercise price of $13.075.

STOCK OWNERSHIP OF DIRECTORS AND EXECUTIVE OFFICERS

Unless otherwise indicated, this table shows the amount of our common stock
each of our directors and named officers beneficially owned on February 8, 2002.
All shares shown are held with sole voting and investment power and include, if
applicable, shares held in our Employee Capital Accumulation Program unless
otherwise indicated.

<Table>
<Caption>
NUMBER OF TOTAL
NUMBER OF SHARES NUMBER OF
SHARES NOT SUBJECT TO SHARES PERCENT
SUBJECT TO EXERCISABLE BENEFICIALLY OF
NAME OF BENEFICIAL OWNER OPTIONS OPTIONS(1) OWNED CLASS
- ------------------------ ---------- ----------- ------------ -------

Richard C. Adkerson 104,795 280,009 384,804 2.4%
Morrison C. Bethea 9,000 250 9,250 *
Robert A. Day(2) 15,356 8,219 23,575 *
Gerald J. Ford(3) 1,135,617 1,750 1,137,367 7.1%
Theodore P. Fowler(4) 2,472 20,773 23,245 *
H. Devon Graham, Jr. 2,000 250 2,250 *
Glenn A. Kleinert 3,074 74,938 78,012 *
Gabrielle K. McDonald 3,005 2,169 5,174 *
James R. Moffett(5) 338,522 336,760 675,282 4.2%
C. Howard Murrish(6) 45,668 229,074 274,742 1.7%
Nancy D. Parmelee 2,548 30,001 32,549 *
B. M. Rankin, Jr.(7) 386,083 13,494 399,577 2.5%
J. Taylor Wharton(8) 28,994 2,996 31,990 *
All directors and executive officers as a group (14
persons)(9) 2,209,718 1,123,032 3,332,750 19.6%
</Table>

- ---------------
* Ownership is less than 1%

(1) Shares that could be acquired as of April 8, 2002 upon the exercise of
options granted pursuant to our stock incentive plans.

(2) Includes 2,461 shares held in accounts and funds managed by affiliates of a
corporation with respect to which Mr. Day, as chief executive officer,
shares voting and investment power but as to which he disclaims beneficial
ownership. Amounts reported reflect Mr. Day's ownership as of December 31,
2001.

(3) Shares held by a revocable trust with respect to which Mr. Ford is the sole
trustee.

(4) Includes 20 shares held by Mr. Fowler's spouse as trustee of a trust.

(5) Shares held by a limited liability company with respect to which Mr.
Moffett, as a member, shares voting and investment power.

(6) Includes (a) 3,293 shares held in Mr. Murrish's IRA, (b) 412 shares held in
his spouse's IRA, (c) 16,000 shares held by Mr. Murrish as trustee of a
trust for the benefit of one of his sons, (d) 694 shares held by Mr. Murrish
as a custodian for one of his sons, and (e) 450 shares held by Mr. Murrish
as custodian for his grandson.

(7) Includes (a) 371,439 shares held by a limited partnership in which Mr.
Rankin is the sole stockholder of the sole general partner of this limited
partnership and (b) 14,644 shares with respect to which

Mr. Rankin has shared investment power under a power of attorney but as to
which he disclaims beneficial ownership.

(8) Includes (a) 12,667 shares held by Mr. Wharton's spouse, and (b) 10 shares
held by Mr. Wharton as a custodian for his daughters.

(9) Includes (a) 15,481 shares held in an executive officer's IRA, (b) 1,201
shares held in an IRA of the spouse of an executive officer, (c) 3,026
shares held by an executive officer as custodian for his son as to which he
disclaims beneficial ownership, (d) 1,952 shares held by an executive
officer as custodian for his daughter as to which he disclaims beneficial
ownership, (e) 4,395 shares held by an executive officer as president of a
charitable foundation as to which he disclaims beneficial ownership, and (f)
10,830 shares held for the benefit of trusts with respect to which an
executive officer, as trustee, has sole voting and investment power but as
to which he disclaims beneficial ownership.

STOCK OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

This table shows beneficial owners of more than 5% of our outstanding
common stock as of March 14, 2002 based on filings with the Securities and
Exchange Commission (the SEC). Unless otherwise indicated, all shares
beneficially owned are held with sole voting and investment power.

<Table>
<Caption>
NUMBER OF SHARES PERCENT OF
NAME AND ADDRESS BENEFICIALLY OWNED CLASS
- ---------------- ------------------ ----------

Alpine Capital, L.P.
Robert W. Bruce III 3,874,854(1) 24.3%
Algenpar, Inc.
J. Taylor Crandall
Robert M. Bass
201 Main Street, Suite 3100
Fort Worth, TX 76102

Gerald J. Ford 1,137,367(2) 7.1%
200 Crescent Court, Suite 1350
Dallas, TX 75201

Strong Capital Management, Inc. 1,167,865(3) 7.3%
100 Heritage Reserve
Menomonee Falls, WI 53051
</Table>

- ---------------

(1) Based on the amended Schedule 13D dated September 10, 2001 filed with the
SEC jointly by Alpine Capital, L.P., Robert W. Bruce III, Algenpar, Inc., J.
Taylor Crandall, Robert M. Bass and others and the Form 4 dated November 9,
2001 filed with the SEC by The Anne T. and Robert M. Bass Foundation.
According to the Schedule 13D and the Form 4, (a) Alpine Capital, L.P.
beneficially owns 2,356,023 shares, and Mr. Crandall, as the sole owner of
Algenpar, Inc., and Algenpar, Inc. and Mr. Bruce, as the general partners of
Alpine Capital, L.P., have shared voting and investment power with respect
to the shares beneficially owned by Alpine Capital, L.P.; (b) Mr. Bruce
beneficially owns 3,174,259 shares and has sole voting and investment power
with respect to 242,636 of those shares; (c) Mr. Bruce could acquire 3,580
shares upon the exercise of options; (d) Mr. Crandall beneficially owns
2,931,623 shares of which he shares voting and investment power with respect
to 575,600 shares owned by a foundation of which he is a director; and (e)
Mr. Bass beneficially owns 1,140,315 shares, as to which he has sole voting
and investment power with respect to 564,715 of those shares in his capacity
as president and sole director of Keystone, Inc., and shares voting and
investment power with respect to 575,600 shares owned by a foundation of
which he is a director.

(2) Includes 1,135,617 shares held by Mr. Ford as trustee of a revocable trust
and 1,750 shares Mr. Ford could acquire upon the exercise of options.

(3) Based on the Schedule 13G dated February 13, 2002 filed with the SEC, Strong
Capital Management, Inc. shares voting power with respect to 1,125,470
shares and shares investment power with respect to all shares shown.

---------------------

EXECUTIVE OFFICER COMPENSATION

This table shows the compensation paid to our chief executive officer and
each of our four most highly compensated executive officers (with respect to
salary and bonus only) other than our chief executive officer (the named
officers). In 1999, 2000 and 2001, we paid the compensation of Mr. Murrish and
Mr. Fowler directly, whereas we paid the compensation of the other named
officers through an allocation arrangement under a services agreement with a
corporation in which we own 50% (the Services Company). See Certain
Transactions. During 1999, 2000 and 2001, Messrs. Adkerson and Moffett and Ms.
Parmelee also provided services to and received compensation from FCX.

SUMMARY COMPENSATION TABLE

<Table>
<Caption>
LONG-TERM
COMPENSATION
AWARDS
ANNUAL COMPENSATION SECURITIES
NAME AND --------------------- OTHER ANNUAL UNDERLYING ALL OTHER
PRINCIPAL POSITION YEAR SALARY BONUS COMPENSATION(2) OPTIONS COMPENSATION(3)
------------------ ---- ---------- -------- --------------- ------------ ---------------

James R. Moffett(1) 2001 $1,000,000 $ -- $ 56,929(4) 125,000 $236,611
Co-Chairman of the Board 2000 1,000,000 500,000 18,709 -- 93,020
1999 250,000 -- 11,694 100,000 24,944

Richard C. Adkerson(1) 2001 500,000 -- 7,282 100,000 104,453
Co-Chairman of the Board, 2000 500,000 300,000 5,139 -- 45,504
President and Chief 1999 250,000 -- 7,664 85,000 22,035
Executive Officer

C. Howard Murrish 2001 400,000 -- 10,494 75,000 90,201
Vice Chairman of the 2000 300,000 400,000 8,886 -- 34,106
Board & Executive Vice 1999 255,000 325,000 8,841 55,000 12,750
President

Theodore P. Fowler(5) 2001 225,000 125,000 7,882 20,000 48,178(6)
Senior Vice President 2000 225,000 100,000 20,627 20,000 34,214(6)
1999 29,135 -- -- -- 6,938

Nancy D. Parmelee 2001 160,000 120,000 1,934 20,000 31,027
Senior Vice President, 2000 130,000 97,500 4,592 -- 11,970
Chief Financial Officer 1999 105,687 99,750 1,139 32,500 5,284
and Secretary
</Table>

- ------------------

(1) Messrs. Moffett and Adkerson agreed to forego all cash compensation in 2002.
Please refer to the Corporate Personnel Committee Report on Executive
Compensation for more details.

(2) Consists of payment of taxes in connection with certain benefits provided to
the named officers. Does not include perquisites provided to the named
officers, unless the aggregate amount in any year exceeded the threshold for
disclosure under the SEC rules.

(3) Comprised of contributions to defined contribution plans, premium payments
for universal life and personal excess liability insurance policies, and
director fees as follows:

<Table>
<Caption>
PLAN INSURANCE DIRECTOR
DATE CONTRIBUTIONS PREMIUMS FEES TOTAL
---- ------------- --------- -------- --------

Mr. Moffett 2001 $213,162 $18,449 $ 5,000 $236,611
2000 73,050 13,970 6,000 93,020
1999 12,500 7,444 5,000 24,944

Mr. Adkerson 2001 97,903 2,550 4,000 104,453
2000 37,742 2,762 5,000 45,504
1999 12,488 4,547 5,000 22,035

Mr. Murrish 2001 86,101 1,100 3,000 90,201
2000 33,156 950 -- 34,106
1999 12,750 -- -- 12,750

Mr. Fowler 2001 41,578 1,100 -- 42,678
2000 22,264 950 -- 23,214
1999 6,938 -- -- 6,938

Ms. Parmelee 2001 30,547 480 -- 31,027
2000 11,700 270 -- 11,970
1999 5,284 -- -- 5,284
</Table>

(4) Includes (a) $26,355 for the payment of taxes in connection with certain
benefits in 2001, (b) $24,574 for use of company facilities in 2001, and (c)
$6,000 for the payment of financial counseling and tax return preparation
and certification services in 2001.

(5) Mr. Fowler joined the company in November 1999.

(6) Includes $5,500 for a scholarship that we provided in 2001 for the benefit
of Mr. Fowler's child and $11,000 for scholarships that we provided in 2000
for the benefit of Mr. Fowler's children.
------------------

This table shows all the stock options that we granted to each of the named
officers in 2001.

OPTION GRANTS IN 2001

<Table>
<Caption>
NUMBER OF PERCENT OF
SECURITIES OPTIONS
UNDERLYING GRANTED TO EXERCISE
OPTIONS EMPLOYEES IN OR BASE GRANT DATE
NAME GRANTED(1) 2001 PRICE EXPIRATION DATE PRESENT VALUE
- ---- ---------- ------------ -------- ---------------- -------------

James R. Moffett 125,000 19.50% $16.2750 January 29, 2011 $1,442,500(2)
Richard C. Adkerson 100,000 15.60% 16.2750 January 29, 2011 1,154,000(2)
C. Howard Murrish 75,000 11.70% 16.2750 January 29, 2011 865,500(2)
Theodore P. Fowler 20,000 3.12% 16.2750 January 29, 2011 230,800(2)
Nancy D. Parmelee 20,000 3.12% 16.2750 January 29, 2011 230,800(2)
</Table>

- -------------------

(1) The stock options will become exercisable over a four-year period. The stock
options will become immediately exercisable in their entirety if, under
certain circumstances, (a) any person or group of persons acquires
beneficial ownership of shares in excess of certain thresholds, or (b) the
composition of
9

the board of directors is changed after a tender offer, exchange offer,
merger, consolidation, sale of assets or contested election or any
combination of these transactions. In addition, each stock option has an
equal number of tandem "limited rights," which may be exercisable only for a
limited period in the event of a tender offer, exchange offer, a series of
purchases or other acquisitions or any combination thereof resulting in a
person or group of persons becoming a beneficial owner of shares
representing 40% or more of the company's total voting power. Each limited
right entitles the holder to receive cash equal to the amount by which the
highest price paid in such transaction exceeds the exercise price.

(2) The Black-Scholes option model was used to determine the grant date present
value of the options that we granted to the listed officers. The grant date
present value was calculated to be $11.54 per option. The following facts
and assumptions were used in making this calculation: (a) an exercise price
for each option of $16.28; (b) a fair market value of $16.28 for one share
of our common stock on the grant date; (c) a term of ten years for the stock
options; (d) a stock volatility of 54.9% based on an analysis of historical
weekly closing prices of our common stock over the 115-week period that our
common stock has been publicly traded; and (e) an assumed risk-free interest
rate of 5.3%, this rate being equivalent to the yield on the grant date on a
zero coupon U.S. Treasury note with a maturity date comparable to the
expiration date of the options. No other discounts or restrictions related
to vesting or the likelihood of vesting of the options were applied.
--------------------

This table sets forth all outstanding company stock options held by each of
the named officers as of December 31, 2001, none of which were in the money as
of 12/31/01. None of the named officers exercised stock options in 2001.

AGGREGATE OPTION EXERCISES IN 2001 AND OPTION VALUES AT DECEMBER 31, 2001

<Table>
<Caption>
NUMBER OF SECURITIES
UNDERLYING UNEXERCISED
OPTIONS/SARS AT
DECEMBER 31, 2001
NAME EXERCISABLE/UNEXERCISABLE
- ---- -------------------------

James R. Moffett............................................ 293,010/175,000
Richard C. Adkerson......................................... 242,509/142,500
C. Howard Murrish........................................... 204,074/102,500
Theodore P. Fowler.......................................... 10,773/39,000
Nancy D. Parmelee........................................... 23,126/36,250
</Table>

--------------------

Retirement Benefit Program. Under both our retirement benefit program and
that of the Services Company (see Certain Transactions for more detail about the
Services Company), each participant, including each of the named officers, is
entitled to benefits based upon the balance of the participant's "account."
Those participants who were participating under a predecessor program when the
current programs were adopted were credited with a starting account balance.
Otherwise, a participant's account balance consists of annual benefit credits
and an annual interest credit. The annual benefit credits consist of two parts:
(1) 4% of the participant's earnings for the year in excess of the social
security wage base for the year; and (2) a percentage of the participant's total
earnings for the year. The percentage of total earnings is determined as
follows:

- 15%, if as of December 31, 1996, the participant's age plus service
totaled 65 or more, he was at least 50 years old and had at least 10
years of service;

- 10%, if as of December 31, 1996, the participant's age plus service
totaled 55 or more, he had at least 10 years of service, and he did not
meet the requirements for a 15% allocation;

- 7%, if as of December 31, 1996, the participant's age plus service
totaled 45 or more, he had at least 5 years of service, and he did not
meet the requirements for a greater allocation; and

- 4%, if the participant did not meet the requirements for a greater
allocation.

The annual interest credit is equal to the account balance at the end of
the prior year multiplied by the annual yield on 10-year U.S. Treasury
securities on the last day of the preceding year. This interest credit was 5.12%
for 2001. Interest credits cease at the end of the year in which the participant
reaches age 60. Upon retirement, a participant's account balance is payable
either in a lump sum or an annuity, as selected by the participant. A
participant's "earnings" are comprised of annual base salary (see "Salary" in
the Summary Compensation Table above), plus 50% of certain bonuses (see "Bonus"
in the Summary Compensation Table above). Years of service include not only
years with us or the Services Company, but also any years with our predecessors.

In 2000 we discontinued the foregoing retirement benefit program. All
benefit accruals ceased effective June 30, 2000, and as of that date we
increased the account balances of eligible participants by the final half-year
benefit credit plus a special benefit credit of 3.5% of the account balance. The
retirement benefit program consisted of two plans: a funded qualified plan and
an unfunded nonqualified plan.

The present value of the benefit earned by each participant under the
nonqualified plan was transferred, effective June 30, 2000, to our unfunded
nonqualified defined contribution plan. The amount transferred for each of the
named officers is as follows: $173,850 for Mr. Moffett; $60,775 for Mr.
Adkerson; $62,853 for Mr. Murrish; $90,796 for Ms. Parmelee; and $3,850 for Mr.
Fowler. Messrs. Moffett and Adkerson also participate in FCX's nonqualified
retirement benefit plan.

We have formally terminated the qualified plan and will distribute all
assets upon receiving IRS approval of the termination. Approval has been delayed
while the IRS develops a policy regarding all plans that have converted to the
account balance type of design. We will contribute to the plan any amount needed
to complete the funding of benefits. A participant can elect to receive his or
her accrued benefit under the qualified plan in the form of either an annuity
contract issued by an insurance company, or in a single lump sum that can be
transferred into our qualified defined contribution plan or an IRA, or received
in cash subject to applicable tax withholdings. If paid in a single lump sum as
of November 1, 2002, the amount paid to each of the named officers would be as
follows: $15,138 for Mr. Moffett; $14,718 for Mr. Adkerson; $45,449 for Mr.
Murrish; $15,705 for Mr. Fowler; and $415,897 for Ms. Parmelee. Messrs. Moffett
and Adkerson also participate in FCX's qualified retirement plan.

CORPORATE PERSONNEL COMMITTEE REPORT ON EXECUTIVE COMPENSATION

The corporate personnel committee, which is composed of two independent
directors, determines the compensation of the company's executive officers and
administers the company's annual performance incentive and stock incentive
plans. Our committee's executive compensation philosophy is to:

- emphasize performance-based compensation that balances rewards for short-
and long-term results;

- tie compensation to the interests of the company's stockholders; and

- provide a competitive level of total compensation that will enable the
company to attract and retain talented executive officers.

During 2001, we engaged William M. Mercer, Incorporated (Mercer), an
independent executive compensation consultant, to examine the company's
compensation practices for all positions below the level of the company's
Co-Chairmen of the Board and President and Chief Executive Officer. Based on
Mercer's analysis, we determined that the company's compensation levels for
these positions should fall within the 75th percentile of comparable companies.

Overview of 2001 Compensation

The company employs two of its executive officers, C. Howard Murrish, Vice
Chairman of the Board and Executive Vice President, and Theodore P. Fowler,
Senior Vice President. The other executive officers provide services to the
company through a services agreement between the Services Company and the
company. Executive officer compensation for 2001 included base salaries, annual
incentive awards and stock options.

Base Salaries

Base salaries of the company's executive officers were established at
levels we believe are appropriate after consideration of each executive
officer's responsibilities. For 2000, we increased the base salaries of Messrs.
Moffett and Adkerson to the levels reflected in the Summary Compensation Table
to reflect the significantly increased level of activity of the company's oil
and gas operations. These levels remained constant in 2001 for Messrs. Moffett
and Adkerson, although salaries for other officers increased as a result of
increased responsibilities.

In connection with the company's aggressive attempts to reduce its
administrative and overhead expenses, Messrs. Moffett and Adkerson agreed to
forgo all cash compensation during 2002 (including their 2001 annual incentive
awards that would have been paid in 2002) in exchange for special stock option
grants. Accordingly, neither will receive a base salary from the company in 2002
and on January 28, 2002, the committee granted 375,000 options to Mr. Moffett
and 200,000 options to Mr. Adkerson, each option having a term of ten years and
an exercise price of $14.00, which was $7.95 above the closing price on the date
of grant.

Annual Incentive Awards

The company's executive officers and certain managers of the company
participated in the company's performance incentive awards program, which is
designed to provide performance-based annual cash awards. As part of their
agreement with the company to forgo cash compensation, Messrs. Moffett and
Adkerson did not receive annual incentive bonuses for 2001, electing to receive
instead the special stock option grants discussed above. In 2001, each
participant in the performance incentive awards program was assigned a target
award based upon level of responsibility. We established the award paid after
reviewing the company's operational and strategic accomplishments during 2001.
When determining the actual amounts awarded to participants for any year, we
make a subjective determination after considering both individual performance
and company performance as measured by operational and financial
accomplishments.

Stock Options

Stock option awards are intended to provide a significant potential value
that reinforces the importance of creation of value for the company's
stockholders. We grant long-term incentives to the company's executive officers
as well as other officers and managers of the company in the form of stock
options. In 2001, we made an annual stock option grant to all of our executive
officers. Stock option grant levels were based upon the position and level of
responsibility of the individual. The exercise price of each stock option
granted in 2001 is equal to the fair market value of a share of the company's
common stock on the grant date.

Section 162(m)

Section 162(m) limits to $1 million a public company's annual tax deduction
for compensation paid to each of its most highly compensated executive officers.
Qualified performance-based compensation is excluded from this deduction
limitation if certain requirements are met. Our policy is to structure
compensation awards that will be deductible where doing so will further the
purposes of the company's executive compensation programs. We also consider it
important to retain flexibility to design compensation programs that recognize a
full range of criteria important to the company's success, even where
compensation payable may not be fully deductible. We believe that the company's
stock option grants qualify for deduction under Section 162(m) as
performance-based compensation.

H. Devon Graham, Jr., Chairman J. Taylor Wharton

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

The current members of our corporate personnel committee are Messrs. Graham
and Wharton. In 2001, none of our executive officers served as a director or
member of the compensation committee of another entity, where an executive
officer of the entity served as our director or on our corporate personnel
committee.

AUDIT COMMITTEE REPORT

The audit committee is currently composed of three directors. The members
of our committee are independent, as defined in the New York Stock Exchange's
listing standards. We operate under a written charter approved by our committee
and adopted by the board of directors. Our primary function is to assist the
board of directors in fulfilling the board's oversight responsibilities by
monitoring (1) the company's continuing development of its system of financial
reporting, auditing, internal controls and legal compliance, (2) the operation
of the system and (3) the independence and performance of the company's external
and internal auditors.

Financial Statement Review; Discussions with Management and Independent Auditors

We have reviewed and discussed the company's audited financial statements
for the year 2001 with management and the company's independent auditors.
Management represented to us that the audited financial statements were prepared
in accordance with accounting principles generally accepted in the United
States.

We have received and reviewed the written disclosures and the letter from
the independent auditors required by Independence Standards Board Standard No.
1, Independence Discussions with Audit Committees, as amended, by the
Independence Standards Board, and have discussed with the independent auditors
their independence from the company and management. We have also discussed with
the independent auditors the matters required to be discussed by Statement on
Auditing Standards No. 61, Communication with Audit Committees, as amended, by
the Auditing Standards Board of the American Institute of Certified Public
Accountants.

In addition, we have discussed with the independent auditors the overall
scope and plans for their audit, and have met with the independent auditors and
management to discuss the results of their examination, their understanding and
evaluation of the company's internal controls as they considered necessary to
support their opinion on the financial statements for the year 2001, and various
factors affecting the overall quality of the company's financial reporting. The
independent auditors also have had opportunities to meet with us without
management being present to discuss any of these matters.

Based on these reviews and discussions, we recommended to the board of
directors that the financial statements referred to above be included in the
company's annual report on Form 10-K for the year 2001.

Internal Audit

We also oversee the company's internal audit function, including the
selection and compensation of the company's internal auditors, which is an
accounting firm separate from our external auditors. We have discussed with the
company's internal auditors the scope of their audit plan, and have met with the
internal auditors to discuss the results of their reviews, their evaluation of
the company's processes and internal controls, any difficulties or disputes with
management encountered during the course of their reviews, and other matters
relating to the internal audit process.

Fees and Related Disclosures for Accounting Services

AUDIT AND REVIEW FEES. The independent auditors billed the company
$120,000 for professional services rendered for the audit of the company's
financial statements for 2001 and for the reviews of the unaudited interim
financial statements included in the company's Forms 10-Q for 2001.

FINANCIAL INFORMATION SYSTEMS DESIGN AND IMPLEMENTATION FEES. The company
did not incur any fees for financial information systems design and
implementation services for 2001.

ALL OTHER FEES. For 2001, the independent auditors billed the company
$202,370 for professional services rendered, other than described above under
"Audit and Review Fees" and "Financial Information Systems Design and
Implementation Fees." These services primarily related to the following:

- tax consulting and compliance services rendered in 2001, the preparation
of the company's federal and state tax returns for 2000, and the
preparation of the company's estimated tax payments for 2001;

- services rendered for audits and quarterly reviews of the McMoRan Oil &
Gas business segment and audits of the company's employee benefit plans;

- services rendered in connection with the preparation of certain required
regulatory reports; and

- due diligence assistance in connection with the evaluation of a proposed
joint venture transaction and consultations regarding related accounting
and reporting considerations.

CONSIDERATION OF AUDITORS' INDEPENDENCE. We have considered whether the
provision of services covered under the sections entitled "Financial Information
Systems Design and Implementation Fees" and "All Other Fees" for 2001 is
compatible with maintaining the auditors' independence and have discussed with
the auditors their independence from the company and management.

Robert A. Day, Chairman Gerald J. Ford H. Devon Graham, Jr.

SELECTION OF THE INDEPENDENT AUDITORS

Our board of directors customarily asks that stockholders ratify the
board's appointment of our independent auditors. Arthur Andersen LLP has served
as our independent auditors since 1998. Because of the uncertainties regarding
Arthur Andersen continuing as our independent auditors, our audit committee and
board of directors have recently asked other firms with the capability to serve
as our independent auditors to submit proposals to conduct the audit of our
financial statements for 2002.

Arthur Andersen audited our financial statements for 2001 and we have
invited one or more of their representatives to attend the meeting. We have
asked the representatives to be available to respond to appropriate questions
and we will provide them with an opportunity to make a statement.

PERFORMANCE GRAPH

The following graph compares the change in the cumulative total stockholder
return on our common stock with the cumulative total return of the S&P 500 Stock
Index and the Media General Independent Oil & Gas Industry Group during the
portion of 1998 that our common stock was registered under Section 12 of the
Securities Exchange Act of 1934 through 2001. This comparison assumes $100
investment on November 18, 1998 in (a) our common stock, (b) the S&P 500 Stock
Index and (c) the Media General Independent Oil & Gas Industry Group.

COMPARISON OF CUMULATIVE TOTAL RETURN*
MCMORAN EXPLORATION CO., S&P 500 STOCK INDEX AND
MEDIA GENERAL INDEPENDENT OIL & GAS INDUSTRY GROUP

[PERFORMANCE GRAPH]

<Table>
<Caption>
NOVEMBER 18, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1998 1998 1999 2000 2001
------------ ------------ ------------ ------------ ------------

McMoRan Exploration Co............. $100.00 $91.80 $138.52 $86.89 $37.97
S&P 500 Stock Index................ 100.00 105.76 128.02 116.36 102.53
Media General Independent Oil & Gas
Industry Group................... 100.00 93.30 130.71 189.69 155.01
</Table>

- ---------------

* Total Return Assumes Reinvestment of Dividends

CERTAIN TRANSACTIONS

Gerald J. Ford and McMoRan Oil & Gas, one of our wholly owned subsidiaries,
are parties to a $210 million multi-year exploration program to explore and
identify prospects for oil and gas primarily in the Gulf of Mexico and onshore
in the Gulf Coast area. McMoRan Oil & Gas manages the exploration program,
selects all prospects and drilling opportunities, and serves as operator of the
exploration program. Most exploration expenditures under the exploration program
are shared 6% by Mr. Ford and 94% by McMoRan Oil & Gas, with all other costs and
revenues shared 5% by Mr. Ford and 95% by McMoRan Oil & Gas. The initial
exploration program terminated during 2001 once the $210 million exploration
program expenditure commitment had been met. The program, however, continues on
a prospect by prospect basis contingent upon Mr. Ford's election to participate.
Mr. Ford has contributed approximately $13.6 million for his proportionate share
of exploration program and related development costs through December 31, 2001.

During 2001, Robert A. Day participated directly or indirectly through
various entities, on substantially the same basis as other parties, in
exploration and development operations on certain properties owned or operated
by us, through McMoRan Oil & Gas. Mr. Day and these entities have working
interests in the properties ranging from 8.75% to 25%. Mr. Day's and these
entities' share of expenditures for exploration and development operations
during 2001 amounted to approximately $2 million. Mr. Day's and these entities'
share of revenues generated from the production operations on the properties
during 2001 amounted to approximately $5.5 million.

We and FCX each own 50% of the Services Company. The Services Company's
sole director is also a director and executive officer of our company. We are
parties to a services agreement with the Services Company under which the
Services Company provides us with executive, technical, administrative,
accounting, financial, tax and other services. The Services Company also
provides these services to FCX. We reimburse the Services Company at its cost,
including allocated overhead, for these services. We also pay an allocable
portion of expenses from consulting arrangements that the Services Company has
entered into, some of which are described below.

B. M. Rankin, Jr. and the Services Company are parties to an agreement
under which Mr. Rankin renders services to us and FCX relating to finance,
accounting and business development. The Services Company provides Mr. Rankin
compensation, medical coverage and reimbursement for taxes in connection with
those medical benefits. In 2001, the Services Company paid Mr. Rankin $469,167
($165,834 of which was allocated to us) pursuant to this agreement. Mr. Rankin
also received reimbursement of $65,290 for a portion of his office rent and the
services of an executive secretary employed by the Services Company and received
$24,952 of imputed income for his use of company chartered aircraft.

Gabrielle K. McDonald and the Services Company are parties to an agreement,
renewable in December 2002, under which Ms. McDonald renders consulting services
to FCX and its affiliates in connection with her role as Special Counsel on
Human Rights to the Chairman of the Board of FCX. Under this agreement, Ms.
McDonald received an annual fee of $500,000 in 2001, and will receive an annual
fee of $250,000 in 2002, plus reimbursement of reasonable out-of-pocket expenses
incurred in connection with rendering consulting services. In 2001, the Services
Company paid Ms. McDonald $500,000, exclusive of reasonable out-of-pocket
expenses, pursuant to this agreement, none of which was allocated to us.

Dr. Morrison C. Bethea and the Services Company are parties to an
agreement, renewable annually, under which Dr. Bethea provides certain medical
consulting services to us and our affiliates. Under this agreement, which was
amended effective November 2001, Dr. Bethea receives an annual retainer of
$145,000, additional fees based on the services rendered, and reimbursement of
reasonable out-of-pocket expenses. In 2001, the Services Company paid Dr. Bethea
$161,954, excluding reasonable out-of-pocket expenses, pursuant to this
agreement, $25,815 of which was allocated to us.

MCMORAN EXPLORATION CO.

PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR
ANNUAL MEETING OF STOCKHOLDERS, MAY 10, 2002

The undersigned hereby appoints James R. Moffett, Richard C. Adkerson,
and Nancy D. Parmelee, or any of them, as proxies, with full power of
substitution, to vote the shares of the undersigned in McMoRan Exploration Co.
at the Annual Meeting of Stockholders to be held on Friday, May 10, 2002, at
10:00 a.m., and at any adjournment thereof, on all matters coming before the
meeting. THE PROXIES WILL VOTE: (1) AS YOU SPECIFY ON THE BACK OF THIS CARD, (2)
AS THE BOARD OF DIRECTORS RECOMMENDS WHERE YOU DO NOT SPECIFY YOUR VOTE ON A
MATTER LISTED ON THE BACK OF THIS CARD, AND (3) AS THE PROXIES DECIDE ON ANY
OTHER MATTER.

If you wish to vote on all matters as the Board of Directors
recommends, please sign, date and return this card. If you wish to vote on
items individually, please also mark the appropriate boxes on the back of this
card.

PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY PROMPTLY
IN THE ENCLOSED ENVELOPE
- -------------------------------------------------------------------------------

(continued on reverse side)
- -------------------------------------------------------------------------------
o FOLD AND DETACH HERE o

<Table>

Please mark
your votes as [X]
indicated in
this example

THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR:
FOR WITHHELD
ITEM 1 -- Election of the nominees for directors. [ ] [ ]
Nominees for directors of McMoRan Exploration Co.
Morrison C. Bethea
Gerald J. Ford
H. Devon Graham, Jr.
Glenn A. Kleinert

FOR, EXCEPT WITHHOLD FROM:

- -------------------------------------------------------------------------------------------------
(Write nominee name(s) in the space provided above to withhold authority.)

SIGNATURE(S) DATED: , 2002
---------------------------------------------------------------------------------- --------------------
You may specify your votes by marking the appropriate box on this side. You need not mark any box, however, if you wish to vote all
items in accordance with the Board of Directors' recommendations. If your votes are not specified, this proxy will be voted FOR
Item 1.
- -----------------------------------------------------------------------------------------------------------------------------------
*FOLD AND DETACH HERE*
</Table>