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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1996
Commission file number 1-82
PHELPS DODGE CORPORATION
(a New York corporation)
13-1808503
(I.R.S. Employer Identification No.)
2600 N. Central Avenue, Phoenix, AZ 85004-3089
Registrant's telephone number: (602) 234-8100
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes x No .
Number of Common Shares outstanding at May 8, 1996: 66,379,300 shares.
================================================================================
PHELPS DODGE CORPORATION
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 1996
Table of Contents
-----------------
Statement of Consolidated Income
Consolidated Balance Sheet
Consolidated Statement of Cash Flows
Statement of Common Shareholders' Equity
Notes to Consolidated Financial Information
Review by Independent Accountants
Report of Independent Accountants on Review of Interim Financial Information
Management's Discussion and Analysis
Legal Proceedings
Exhibits and Reports on Form 8-K
Signatures
Index to Exhibits
PHELPS DODGE CORPORATION AND SUBSIDIARIES
Part I. Financial Information
Item 1. Financial Statements
STATEMENT OF CONSOLIDATED INCOME
(Unaudited; in millions except per share data)
First Quarter
-------------
1996 1995
---- ----
SALES AND OTHER OPERATING REVENUES ................... $ 1,004.7 1,033.5
----------- ----------
OPERATING COSTS AND EXPENSES
Cost of products sold ............................. 664.5 687.1
Depreciation, depletion and amortization .......... 61.2 54.5
Selling and general administrative expense ........ 30.5 30.7
Exploration and research expense .................. 18.7 16.7
Gain on asset dispositions ........................ - (26.8)
----------- ----------
774.9 762.2
----------- ----------
OPERATING INCOME ..................................... 229.8 271.3
Interest expense .................................. (17.2) (15.4)
Capitalized interest .............................. 0.2 0.4
Miscellaneous income and expense, net ............. 15.0 10.9
----------- ----------
INCOME BEFORE TAXES, MINORITY INTERESTS AND
EQUITY IN NET EARNINGS OF AFFILIATED COMPANIES ...... 227.8 267.2
Provision for taxes on income ..................... (72.9) (80.2)
Minority interests in consolidated
subsidiaries ..................................... (3.4) (2.8)
Equity in net earnings of affiliated
companies ........................................ 1.6 1.1
----------- ----------
NET INCOME ........................................... $ 153.1 185.3
=========== ==========
EARNINGS PER SHARE ................................... $ 2.26 2.61
=========== ==========
AVERAGE NUMBER OF SHARES OUTSTANDING ................. 67.8 70.9
See Notes to Consolidated Financial Information.
BUSINESS SEGMENTS
(Unaudited; in millions)
First Quarter
-------------
1996 1995
---- ----
SALES AND OTHER OPERATING REVENUES
Phelps Dodge Mining Company ........................ $ 584.6 606.4
Phelps Dodge Industries ............................ 420.1 427.1
---------- ---------
$ 1,004.7 1,033.5
========== =========
OPERATING INCOME (LOSS)
Phelps Dodge Mining Company ........................ $ 184.6 202.1
Phelps Dodge Industries ............................ 54.4 78.0
Corporate and other ................................ (9.2) (8.8)
---------- ---------
$ 229.8 271.3
========== =========
See Notes to Consolidated Financial Information.
CONSOLIDATED BALANCE SHEET
(In millions)
March 31, December 31,
1996 1995
---- ----
(unaudited)
ASSETS
Cash and short-term investments, at cost ........... $ 583.5 608.5
Accounts receivable, net ........................... 542.2 483.7
Inventories ........................................ 264.5 281.5
Supplies ........................................... 117.3 121.4
Prepaid expenses ................................... 22.7 15.5
Deferred income taxes .............................. 44.0 44.6
---------- ---------
Current assets .................................. 1,574.2 1,555.2
Investments and long-term accounts receivable ...... 79.7 79.0
Property, plant and equipment, net ................. 2,764.9 2,728.7
Other assets and deferred charges .................. 280.8 283.0
---------- ---------
$ 4,699.6 4,645.9
========== =========
LIABILITIES
Short-term debt .................................... $ 69.7 66.6
Current portion of long-term debt .................. 15.4 16.8
Accounts payable and accrued expenses .............. 495.3 504.8
Income taxes ....................................... 57.5 16.8
---------- ---------
Current liabilities ............................. 637.9 605.0
Long-term debt ..................................... 610.9 613.1
Deferred income taxes .............................. 380.9 358.1
Other liabilities and deferred credits ............. 318.4 318.7
---------- ---------
1,948.1 1,894.9
---------- ---------
MINORITY INTERESTS IN CONSOLIDATED SUBSIDIARIES ...... 75.2 73.3
---------- ---------
COMMON SHAREHOLDERS' EQUITY
Common shares, 66.7 outstanding
(12/31/95 - 68.6) ................................. 416.8 428.7
Retained earnings .................................. 2,373.4 2,360.1
Cumulative translation adjustments ................. (97.3) (93.9)
Other .............................................. (16.6) (17.2)
---------- ---------
2,676.3 2,677.7
---------- ---------
$ 4,699.6 4,645.9
========== =========
See Notes to Consolidated Financial Information.
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited; in millions)
Three months
ended
March 31,
--------------
1996 1995
---- ----
OPERATING ACTIVITIES
Net income .............................................. $ 153.1 185.3
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation, depletion and amortization .............. 61.2 54.5
Deferred income taxes ................................. 22.8 24.1
Equity earnings net of dividends received ............. (1.6) (1.1)
Changes in current assets and liabilities:
(Increase) decrease in accounts receivable ........... (59.7) (50.1)
(Increase) decrease in inventories ................... 16.9 0.6
(Increase) decrease in supplies ...................... 3.2 (2.5)
(Increase) decrease in prepaid expenses .............. (7.2) (1.5)
(Increase) decrease in deferred income taxes ......... 0.7 (0.9)
Increase (decrease) in interest payable .............. 4.0 3.7
Increase (decrease) in other accounts
payable ............................................. (8.4) 23.7
Increase (decrease) in income taxes .................. 40.8 20.9
Increase (decrease) in other accrued
expenses ............................................ (8.1) 2.3
Gain on asset dispositions ............................ - (26.8)
Other adjustments, net ................................ 4.2 (0.4)
--------- --------
Net cash provided by operating activities ........... 221.9 231.8
--------- --------
INVESTING ACTIVITIES
Capital outlays ......................................... (99.0) (87.9)
Capitalized interest .................................... (0.2) (0.4)
Proceeds from asset dispositions ........................ 0.6 38.5
--------- --------
Net cash used in investing activities ............... (98.6) (49.8)
--------- --------
FINANCING ACTIVITIES
Increase in debt ........................................ 5.0 6.5
Payment of debt ......................................... (4.3) (6.0)
Common dividends ........................................ (30.3) (31.9)
Purchase of common shares ............................... (129.3) (38.8)
Other ................................................... 10.6 4.1
--------- --------
Net cash used in financing activities ................... (148.3) (66.1)
--------- --------
INCREASE (DECREASE) IN CASH AND
SHORT-TERM INVESTMENTS ................................. (25.0) 115.9
CASH AND SHORT-TERM INVESTMENTS AT
BEGINNING OF PERIOD ..................................... 608.5 286.9
--------- --------
CASH AND SHORT-TERM INVESTMENTS AT END
OF PERIOD ............................................... $ 583.5 402.8
========= ========
See Notes to Consolidated Financial Information.
STATEMENT OF COMMON SHAREHOLDERS' EQUITY
(Unaudited; in millions)
Common Shares Cumulative
--------------- Translation
Number Adjustments Common
of At Par Retained and Shareholders'
shares Value Earnings Other Equity
----- ------ -------- ------ --------
Balance at
December 31, 1995 .......... 68.6 $ 428.7 $ 2,360.1 $ (111.1) $ 2,677.7
Stock options
exercised ................ 0.2 1.1 6.8 7.9
Common shares
purchased ................ (2.1) (13.0) (116.3) (129.3)
Net income ................ 153.1 153.1
Dividends on common
shares ................... (30.3) (30.3)
Translation
adjustment ............... (3.4) (3.4)
Other ..................... 0.6 0.6
---- ------- --------- -------- ----------
Balance at
March 31, 1996 ............. 66.7 $ 416.8 $ 2,373.4 $ (113.9) $ 2,676.3
==== ======= ========= ======== ==========
See Notes to Consolidated Financial Information.
NOTES TO CONSOLIDATED FINANCIAL INFORMATION
(Unaudited)
1. The unaudited consolidated financial information presented herein has
been prepared in accordance with the instructions to Form 10-Q and does
not include all of the information and note disclosures required by
generally accepted accounting principles. Therefore, this information
should be read in conjunction with the consolidated financial
statements and notes thereto included in the Corporation's Form 10-K
for the year ended December 31, 1995. This information reflects all
adjustments that are, in the opinion of management, necessary to a fair
statement of the results for the interim periods reported.
2. The results of operations for the three-month period ended March 31,
1996, are not necessarily indicative of the results to be expected for
the full year.
3. The Corporation enters into price protection arrangements from time to
time, depending on market circumstances, to ensure a minimum price for
a portion of the copper it expects from its future mine production.
With respect to production for the four quarters ending March 31, 1997,
the Corporation has entered into contracts with several financial
institutions that provide for specified minimum copper prices or a
combination of minimum and maximum copper prices based on the quarterly
average London Metal Exchange (LME) price. These contracts are
summarized in the following table:
================================================================================
Contracts Providing Contracts Providing Minimum
Minimum Prices and Maximum Prices
-------------- ------------------
Copper Cathode Copper Price (LME) Cathode
Price Pounds ----------------- Pounds
(LME) (millions) Minimum Maximum (millions)
----- ---------- ------- ------- ----------
1996:
Second Quarter ......... $ 0.95 90 $ 0.95 $ 1.42 170
Third Quarter .......... $ 0.95 40 $ 0.90 $ 1.40 145
Fourth Quarter ......... $ 0.95 $ 1.36 190
1997:
First Quarter .......... $ 0.90 170
- ----------------
NOTE: If average quarterly LME prices exceed the maximum prices, Phelps
Dodge will be obligated to pay the difference to the financial
institutions involved; if average quarterly LME prices fall below
the minimum prices, the financial institutions will be obligated to
pay Phelps Dodge the difference.
================================================================================
Similar contracts covering 340 million pounds of 1996 first quarter
copper production expired without payment.
4. The Corporation's 1995 first quarter net income included an after-tax
gain of $16.6 million, or 24 cents per common share, from the sale of
Columbian Chemicals Company's MAPICO division (MAPICO). MAPICO produces
synthetic iron oxides at a plant in St. Louis, Missouri, and was
peripheral to Columbian's core business. The gain on the sale of these
assets before taxes was $26.8 million.
REVIEW BY INDEPENDENT ACCOUNTANTS
The financial information as of March 31, 1996, and for the three-month
periods ended March 31, 1996 and 1995, included in Part I pursuant to Rule 10-01
of Regulation S-X has been reviewed by Price Waterhouse LLP (Price Waterhouse),
the Corporation's independent accountants, in accordance with standards
established by the American Institute of Certified Public Accountants.
Price Waterhouse's report is included in this quarterly report.
Price Waterhouse does not carry out any significant or additional audit
tests beyond those that would have been necessary if its report had not been
included in this quarterly report. Accordingly, such report is not a "report" or
"part of a registration statement" within the meaning of Sections 7 and 11 of
the Securities Act of 1933 and the liability provisions of Section 11 of such
Act do not apply.
<AUDIT-REPORT>
PRICE WATERHOUSE LLP
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Shareholders of
Phelps Dodge Corporation
We have reviewed the accompanying consolidated balance sheet of Phelps Dodge
Corporation and its subsidiaries as of March 31, 1996 and the consolidated
statements of income, of cash flows and of common shareholders' equity for the
three-month periods ended March 31, 1996 and 1995. These financial statements
are the responsibility of the Corporation's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the consolidated financial statements referred to above for them to
be in conformity with generally accepted accounting principles.
We previously audited in accordance with generally accepted auditing standards,
the consolidated balance sheet as of December 31, 1995, and the related
consolidated statements of income, of cash flows and of common shareholders'
equity for the year then ended (not presented herein) and in our report dated
January 22, 1996, we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying consolidated balance sheet information as of December 31, 1995, is
fairly stated in all material respects in relation to the consolidated balance
sheet from which it has been derived.
Price Waterhouse LLP
Phoenix, Arizona
April 11, 1996
</AUDIT-REPORT>
Item 2. Management's Discussion and Analysis
RESULTS OF OPERATIONS
Phelps Dodge Corporation had consolidated net income of $153.1 million,
or $2.26 per common share, in the first quarter of 1996, compared with $185.3
million, or $2.61 per common share, in the 1995 first quarter. The Corporation's
1995 first quarter net income included an after-tax gain of $16.6 million, or 24
cents per common share, on the sale of Columbian Chemicals Company's MAPICO
division (MAPICO). MAPICO produces synthetic iron oxides at a plant in St.
Louis, Missouri, and was peripheral to Columbian's core business.
Earnings were lower in the 1996 first quarter than in the corresponding
1995 period principally as a result of lower average copper prices. Average spot
prices per pound of cathode copper on the New York Commodity Exchange (COMEX)
were approximately 20 cents per pound or 15 percent lower in the first quarter
of 1996 than the average prices in the corresponding 1995 period. The effect of
this price decrease was offset in part by higher volumes of copper sold from
mine production, lower unit production costs for copper, and improved results in
the carbon black and wire and cable businesses.
Any material change in the price the Corporation receives for copper,
or in its unit production costs, has a significant effect on the Corporation's
results. The Corporation's present share of annual production is approximately
1.5 billion pounds of copper. Accordingly, each 1 cent per pound change in the
average annual copper price received by the Corporation, or in average annual
unit production costs, causes a variation in annual operating income before
taxes of approximately $15 million.
The COMEX spot price per pound of copper cathode, upon which the
Corporation bases its selling price, averaged $1.18 in the 1996 first quarter,
compared with $1.38 in the corresponding 1995 period. From April 1 to May 8,
1996, the COMEX price averaged $1.21 per pound, closing at $1.30 on May 8, 1996.
The Corporation enters into copper price protection arrangements from
time to time, depending on market circumstances, to ensure a minimum price for a
portion of the copper it expects from its future mine production. For a further
discussion of the Corporation's copper price protection arrangements for 1996
and 1997 production, see Note 3 to the Consolidated Financial Information.
Sales were $1,004.7 million in the 1996 first quarter, compared with
$1,033.5 million in the corresponding 1995 period. This decrease principally
resulted from lower average copper prices and lower sales volumes of wheels and
rims, largely offset by greater sales volumes of copper and higher sales volumes
and prices for carbon black.
PHELPS DODGE MINING COMPANY
Phelps Dodge Mining Company is an international business comprising a
group of companies involved in vertically integrated copper operations including
mining, concentrating, electrowinning, smelting and refining, rod production,
marketing and sales, and related activities. Copper is sold primarily to others
as rod, cathode or concentrates, and as rod to the Phelps Dodge Industries
segment. In addition, Phelps Dodge Mining Company at times smelts and refines
copper and produces copper rod for others on a toll basis. Phelps Dodge Mining
Company also produces gold, silver, molybdenum and copper chemicals, principally
as by-products, and sulfuric acid from its air quality control facilities. This
segment also includes the Corporation's other mining operations and investments
(including fluorspar, silver, lead and zinc operations) and its worldwide
mineral exploration and development programs.
================================================================================
First Quarter
-------------
1996 1995
---- ----
Copper production (short tons):
Total production ................................. 231,400 191,700
Less minority participants' shares * ............. 41,200 34,400
------- -------
Net Phelps Dodge share ........................... 190,200 157,300
======= =======
Copper sales (short tons):
Net Phelps Dodge share from own mines ............ 190,400 158,000
Purchased copper ................................. 62,100 64,900
------- -------
Total copper sales ............................... 252,500 222,900
======= =======
New York Commodity Exchange
average spot price per
pound - copper cathodes .......................... $ 1.18 1.38
(in millions)
Sales and other operating revenues ................. $ 584.6 606.4
Operating income ................................... $ 184.6 202.1
- ----------------
* Minority participant interests include (i) a 15 percent undivided
interest in the Morenci, Arizona, copper mining complex held by
Sumitomo Metal Mining Arizona, Inc., (ii) a one-third partnership
interest in Chino Mines Company in New Mexico held by Heisei Minerals
Corporation, and (iii) a 20 percent interest in the Candelaria copper
mining complex in Chile held by SMMA Candelaria, Inc., a jointly owned
subsidiary of Sumitomo Metal Mining Co., Ltd. and Sumitomo Corporation.
================================================================================
Phelps Dodge Mining Company's sales of copper from its own mine
production increased by 32,400 tons or 21 percent in the first quarter of 1996
compared with the corresponding 1995 period. The primary contributors to
production and sales increases were Candelaria, where higher-than-average ore
grades were mined, and the Morenci mine, which included production from its
Southside solution extraction/electrowinning (SX/EW) project that commenced
operations in the third quarter of 1995. The sales volume increase largely
offset a 20 cents per pound decrease in average copper prices in the 1996 first
quarter compared with the year-earlier period. Resulting sales in the first
quarter of 1996 were $584.6 million, 4 percent lower than the corresponding 1995
period.
During the 1996 first quarter, Phelps Dodge Mining Company recorded
operating income of $184.6 million, compared with $202.1 million in the
corresponding 1995 period. This decrease resulted from the lower average copper
prices, partially offset by the higher sales volumes already discussed and lower
copper production costs. Decreased 1996 unit production costs principally
resulted from the higher-than-average ore grades mined at Candelaria and the
favorable costs of the Southside SX/EW project.
On May 1, 1996, the Corporation announced plans to expand concentrator
throughput at its Candelaria copper mining complex in northern Chile (the
Corporation owns an 80 percent interest in Candelaria). At full capacity, the
$337 million expansion will result in copper production of more than 400 million
pounds in each of the first two years of operations, although, under the current
operating plan, annual copper production will average approximately 380 million
pounds during the post-expansion mine life. The expansion will include increased
mining activity, the installation of a second semi-autogenous (SAG) mill and new
and expanded concentrating facilities, and the addition of more than 200
employees. Construction will begin in 1996, with new production scheduled to
come on line in mid-1998. As a result of the expansion, the estimated mine life
of Candelaria will be reduced from 35 years of production to 19 years.
PHELPS DODGE INDUSTRIES
Phelps Dodge Industries is a business segment comprising a group of
companies that manufacture engineered products principally for the
transportation, energy and telecommunications sectors worldwide. Its operations
are characterized by products with significant market share, internationally
competitive cost and quality, and specialized engineering capabilities. This
business segment includes the Corporation's specialty chemicals operations
through Columbian Chemicals Company and its subsidiaries; its wheel and rim
operations through Accuride Corporation and its subsidiaries; and its wire and
cable and specialty conductor operations through Phelps Dodge International
Corporation and Phelps Dodge Magnet Wire Company and their subsidiaries and
affiliates.
================================================================================
First Quarter
---------------
1996 1995
---- ----
(in millions)
Sales and other operating revenues
Specialty chemicals ............................. $ 112.4 106.9
Wheels and rims ................................. 82.8 96.8
Wire and cable .................................. 224.9 223.4
-------- -------
$ 420.1 427.1
======== =======
Operating income *
Specialty chemicals ............................. $ 21.2 45.5
Wheels and rims ................................. 11.0 14.1
Wire and cable .................................. 22.2 18.4
-------- -------
$ 54.4 78.0
======== =======
- ----------------
* Operating income in 1995 included a pre-tax gain of $26.8 million in
the specialty chemicals division from the sale of a synthetic iron
oxide facility.
================================================================================
During the 1996 first quarter, Phelps Dodge Industries recorded
operating income of $54.4 million, compared with $78.0 million in the
corresponding period in 1995 which included $51.2 million in earnings and a
$26.8 million pre-tax gain from the sale of Columbian Chemicals Company's MAPICO
division. Primarily as a result of benefits from certain manufacturing cost
reduction programs instituted during 1995, earnings in the first quarter of 1996
where higher than in the 1995 period (excluding the MAPICO gain) despite an
overall decrease in sales.
Phelps Dodge Industries' sales of $420.1 million in the first quarter
of 1996 were 2 percent lower than in the corresponding 1995 period. Higher sales
volumes and prices in the specialty chemicals division, which primarily consists
of carbon black operations, largely offset a 14 percent decrease in wheel and
rim sales. The decrease in wheel and rim sales was driven by lower sales volumes
resulting from decreased demand from the major North American truck
manufacturers.
CHANGES IN FINANCIAL CONDITION
Capital outlays during the 1996 first quarter were $65.4 million for
Phelps Dodge Mining Company and $33.2 million for Phelps Dodge Industries.
Capital outlays in the corresponding 1995 period were $76.6 million for Phelps
Dodge Mining Company and $11.1 million for Phelps Dodge Industries. The
Corporation expects capital outlays for the year 1996 to be approximately $300
million for Phelps Dodge Mining Company. Phelps Dodge Industries is expected to
spend approximately $125 million during the year.
At March 31, 1996, the Corporation's total debt was $696.0 million,
compared with $696.5 million at year-end 1995. The Corporation's ratio of debt
to total capitalization was 20.2 percent at March 31, 1996, the same as at
December 31, 1995.
On March 8, 1996, the Corporation paid a regular quarterly dividend of
45 cents per share on its common shares for the 1996 first quarter; the total
amount paid was $30.3 million. On May 1, 1996, the Board of Directors declared a
1996 second quarter regular dividend of 50 cents per common share, an increase
of 11 percent from the previous quarterly dividend. The dividend is to be paid
on June 7, 1996, to shareholders of record at the close of business on May 20,
1996. There were 66,684,100 common shares outstanding at March 31, 1996.
In 1996 through May 8, the Corporation purchased 2,536,000 of its
common shares at a total cost of $161.6 million. On March 6, 1996, the
Corporation announced that its share purchase authorization had been increased
from 5 million shares to a total of 10 million shares. Through May 8, 1996, the
Corporation had purchased a total of 5,211,600 of its common shares under the
program at a total cost of $319.8 million, leaving an additional 4,788,400
shares authorized for purchase.
Part II. Other Information
Item 1. Legal Proceedings
Reference is made to Paragraph III. of Item 3. Legal Proceedings of the
Corporation's Form 10-K for the year ended December 31, 1995, regarding the
proceedings described below.
Prior to the mid-1960s, a predecessor of Phelps Dodge Industries, Inc.
(PDI), a subsidiary of the Corporation, manufactured and sold some cable and
wire products that were insulated with material containing asbestos. PDI
believes that the use of its products did not result in significant releases of
airborne asbestos fibers. PDI and the Corporation are collectively referred to
below as PDI.
Since the late 1980s, PDI has been served with complaints in
asbestos-related actions filed on behalf of over 17,000 claimants. In these
proceedings, plaintiffs have alleged bodily injury or death caused by purported
exposure to asbestos and have claimed damages based on theories of strict
liability and negligence. Over 12,500 of those claimants were participants in
the Ingalls Shipyard asbestos litigation filed in Pascagoula, Mississippi. Each
claimant in that litigation sought from $2 million to $20 million in
compensatory and punitive damages from a group of approximately 100 to 150
defendants, which included PDI. During 1993 and 1994, PDI was successful in
obtaining dismissal of all claims against it in Mississippi with the exception
of one wrongful death claim.
As of December 31, 1995, a total of 2,701 asbestos-related claims were
pending against PDI. Ten claims were dismissed during the first quarter of 1996.
During that same period, 677 new asbestos-related claims were filed against PDI
in five states. As of March 31, 1996, a total of 3,368 asbestos-related claims
were pending against PDI in 15 jurisdictions. PDI is vigorously contesting and
defending these asbestos-related claims.
Item 6. Exhibits and Reports on Form 8-K
(a) Any exhibits required to be filed by the Corporation are listed in
the Index to Exhibits.
(b) No reports on Form 8-K were filed by the Corporation during the
quarter ended March 31, 1996.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Corporation has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PHELPS DODGE CORPORATION
------------------------
(Corporation or Registrant)
Date: May 14, 1996 By: Thomas M. Foster
-----------------
Thomas M. Foster
Vice President and Controller
(Principal Accounting Officer)
PHELPS DODGE CORPORATION AND SUBSIDIARIES
Index to Exhibits
3.2 By-Laws of the Corporation, as amended effective February 13, 1996.
12 Computation of ratios of total debt to total capitalization.
15 Letter from Price Waterhouse LLP with respect to unaudited interim
financial information.
27 Financial Data Schedule for the three months ended March 31, 1996.