Exhibit 15





August 11, 1997



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549


Ladies and Gentlemen:

We are aware that Phelps Dodge  Corporation  has  incorporated  by reference our
report dated July 10, 1997 (issued  pursuant to the  provisions  of Statement on
Auditing  Standards  No.  71)  in  the  Prospectus   constituting  part  of  its
Registration  Statements on Form S-3 (No. 33-44380) and Form S-8 (Nos. 33-26442,
33-6141, 33-26443, 33-29144,  33-19012, 2-67317, 33-34363, 33-34362,  33-62648).
We are also aware of our responsibilities under the Securities Act of 1933.


Yours very truly,



Price Waterhouse LLP
Phoenix, Arizona