-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, tEjhYxybtTzdjNl5V7godtovScxiLkdCG/b9Xy3ekRA7C3yEFkXtzmLl76PYe8sj zTNA3D1fcHHz2NTmmAYm9g== 0000950147-94-000069.txt : 19940701 0000950147-94-000069.hdr.sgml : 19940701 ACCESSION NUMBER: 0000950147-94-000069 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHELPS DODGE CORP CENTRAL INDEX KEY: 0000078066 STANDARD INDUSTRIAL CLASSIFICATION: 3330 IRS NUMBER: 131808503 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00082 FILM NUMBER: 94536132 BUSINESS ADDRESS: STREET 1: 2600 NORTH CENTRAL AVE CITY: PHOENIX STATE: AZ ZIP: 85004 BUSINESS PHONE: 6022348100 MAIL ADDRESS: STREET 1: 2600 NORTH CENTRAL AVENUE CITY: PHOENIX STATE: AZ ZIP: 85004-3089 11-K 1 ANNUAL REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 11-K _________ (Mark One) [x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended December 31, 1993 ______________________________ OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to ___________________ _________________ Commission file number 1-82 _____________ PHELPS DODGE EMPLOYEE SAVINGS PLAN PHELPS DODGE CORPORATION 2600 North Central Avenue Phoenix, Arizona 85004-3014 SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Committee has duly caused this Annual Report to be signed by the undersigned thereunto duly authorized. PHELPS DODGE EMPLOYEE SAVINGS PLAN Date: 6/23/94 By: /s/ John C. Replogle ____________________ _________________________________ John C. Replogle, Chairman Benefits Administration Committee PHELPS DODGE EMPLOYEE SAVINGS PLAN FINANCIAL STATEMENTS * * * DECEMBER 31, 1993 AND 1992 PHELPS DODGE EMPLOYEE SAVINGS PLAN INDEX Page Report of Independent Accountants 5 Statement of Financial Condition 6 Statement of Financial Condition by Fund 7-8 Statement of Income and Changes in Plan Equity 9 Statement of Income and Changes in Plan Equity by Fund 10-12 Notes to Financial Statements 13-16 Schedules I. Schedule of Investments at December 31, 1993 17 Report of Independent Accountants June 17, 1994 To the Benefits Administration Committee and Participants of the Phelps Dodge Employee Savings Plan In our opinion, the financial statements listed in the accompanying index present fairly, in all material respects, the financial position of the Phelps Dodge Employee Savings Plan at December 31, 1993 and 1992, and the results of its operations and the changes in its plan equity for each of the three years in the period ended December 31, 1993, in conformity with generally accepted accounting principles. These financial statements are the responsibility of the Benefits Administration Committee (the Committee); our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with generally accepted auditing standards which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by the Committee, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. PRICE WATERHOUSE PHELPS DODGE EMPLOYEE SAVINGS PLAN STATEMENT OF FINANCIAL CONDITION DECEMBER 31, ----------------------- 1993 1992 ------- ------- (in thousands) PLAN ASSETS ----------- Investments, at Current Value (Cost: $133,041 in 1993 and $114,548 in 1992): Phelps Dodge Common Stock $ 26,691 $ 24,727 Mutual Funds 62,396 44,113 Other Common Stock 283 449 Money Market Securities 21,406 20,817 Guaranteed Investment Contracts 38,293 36,112 -------- -------- 149,069 126,218 -------- -------- Receivables: Employee Contributions 1,056 1,009 Employer Contributions 7,894 7,468 -------- -------- 8,950 8,477 -------- -------- Loans to Participants 8,477 6,293 -------- -------- Total Plan Assets 166,496 140,988 -------- -------- LIABILITIES AND PLAN EQUITY --------------------------- Accrued Liabilities (1,461) (1,026) -------- -------- Net Assets Representing Plan Equity $165,035 $139,962 ======== ======== See Accompanying Notes to Financial Statements PHELPS DODGE EMPLOYEE SAVINGS PLAN STATEMENT OF FINANCIAL CONDITION BY FUND DECEMBER 31, 1993 (in thousands)
PHELPS OCCIDENTAL DODGE PETROLEUM MONEY INTEREST EQUITY GROWTH COMMON COMMON MARKET INCOME INCOME STOCK STOCK STOCK LOAN PLAN ASSETS FUND FUND FUND FUND FUND FUND FUND TOTAL ----------- ------ -------- ------ ------ ----- ---------- ---- ----- Investments, at Current Value: Phelps Dodge Common Stock 26,691 26,691 Mutual Funds 23,104 39,292 62,396 Other Common Stock 283 283 Money Market Securities 21,406 21,406 Guaranteed Investment Contracts 38,293 38,293 ------- ------- ------- ------- ------- ---- -------- 21,406 38,293 23,104 39,292 26,691 283 0 149,069 ------- ------- ------- ------- ------- ---- -------- Receivables: Employee Contributions 166 270 170 295 155 1,056 Employer Contributions 1,150 1,953 1,400 2,246 1,145 7,894 ------- ------- -------- ------- ------- -------- 1,316 2,223 1,570 2,541 1,300 8,950 ------- ------- ------- ------- ------- -------- Loans to Participants 8,477 8,477 ------ -------- Total Plan Assets 22,722 40,516 24,674 41,833 27,991 283 8,477 166,496 ------- ------- ------- ------- ------- ---- ------ -------- LIABILITIES AND PLAN EQUITY -------------------- Accrued Liabilities (552) (209) (59) (180) (429) (1) (31) (1,461) ------- ------- ------- ------- ------- ---- ------ -------- Net Assets Representing Plan Equity $22,170 $40,307 $24,615 $41,653 $27,562 $282 $8,446 $165,035 ======= ======= ======= ======= ======= ==== ====== ========
See Accompanying Notes to Financial Statements PHELPS DODGE EMPLOYEE SAVINGS PLAN STATEMENT OF FINANCIAL CONDITION BY FUND DECEMBER 31, 1992 (in thousands)
PHELPS OCCIDENTAL DODGE PETROLEUM MONEY INTEREST EQUITY GROWTH COMMON COMMON MARKET INCOME INCOME STOCK STOCK STOCK LOAN PLAN ASSETS FUND FUND FUND FUND FUND FUND FUND TOTAL ----------- ------ -------- ------ ------ ------ ---------- ---- ----- Investments, at Current Value: Phelps Dodge Common Stock 24,727 $ 24,727 Mutual Funds $15,974 $28,139 44,113 Other Common Stock $449 449 Money Market Securities $20,817 20,817 Guaranteed Investment Contracts $36,112 36,112 ------- ------- ------- ------- ------- ---- -------- 20,817 36,112 15,974 28,139 24,727 449 0 126,218 ------- ------- ------- ------- ------- ---- -------- Receivables: Employee Contributions 194 285 136 243 151 1,009 Employer Contributions 1,435 2,007 1,086 1,813 1,127 7,468 ------- ------- ------- ------- ------- -------- 1,629 2,292 1,222 2,056 1,278 8,477 ------- ------- ------- ------- ------- -------- Loans to Participants $6,293 6,293 ------ -------- Total Plan Assets 22,446 38,404 17,196 30,195 26,005 449 6,293 140,988 ------- ------- ------- ------- ------- ---- ------ -------- LIABILITIES AND PLAN EQUITY -------------------- Accrued Liabilities (127) (199) (97) (62) (535) (6) (1,026) ------- ------- ------- ------- ------- ---- ------ -------- Net Assets Representing Plan Equity $22,319 $38,205 $17,099 $30,133 $25,470 $449 $6,287 $139,962 ======= ======= ======= ======= ======= ==== ====== ========
See Accompanying Notes to Financial Statements PHELPS DODGE EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY YEAR ENDED DECEMBER 31, ----------------------- 1993 1992 1991 ---- ---- ---- (in thousands) Investment Income: Realized Gains (Losses) on Investments $ 262 $ 805 $ 530 Change in Unrealized Appreciation (Depreciation) 6,499 4,262 6,414 Dividends 5,980 5,694 3,655 Interest 3,617 3,191 2,685 -------- -------- -------- 16,358 13,952 13,284 -------- -------- -------- Contributions: Employee 11,378 8,779 6,086 Employer 11,602 10,278 9,180 -------- -------- -------- 22,980 19,057 15,266 -------- -------- -------- Transfer of Hourly Plan Assets 77 15,861 62 Transfer of ESOP Assets 3,665 -------- -------- -------- Total Additions 39,415 52,535 28,612 -------- -------- -------- Distributions to Participants and Beneficiaries (14,228) (12,317) (6,495) Other Changes, Net (114) (271) 33 -------- -------- -------- Total Deductions (14,342) (12,588) (6,462) -------- -------- -------- Increase in Net Assets During the Year 25,073 39,947 22,150 Net Assets Representing Plan Equity: Beginning of Year 139,962 100,015 77,865 -------- -------- -------- End of Year $165,035 $139,962 $100,015 ======== ======== ======== See Accompanying Notes to Financial Statements PHELPS DODGE EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY BY FUND YEAR ENDED DECEMBER 31, 1993 (in thousands)
PHELPS OCCIDENTAL DODGE PETROLEUM MONEY INTEREST EQUITY GROWTH COMMON COMMON MARKET INCOME INCOME STOCK STOCK STOCK LOAN PLAN ASSETS FUND FUND FUND FUND FUND FUND FUND TOTAL ----------- ------ -------- ------ ------ ------ ---------- ---- ----- Investment Income: Realized Gains (Losses) on Investments $ 189 $ 332 $ (304) $ 45 $ 262 Change in Unrealized Appreciation (Depreciation) 2,758 3,394 356 (9) 6,499 Dividends $ 603 808 3,658 890 21 5,980 Interest 2 $ 2,917 1 2 5 55 $ 635 3,617 ------- ------- ------- ------- ------- ------- ------- -------- 605 2,917 3,756 7,386 947 112 635 16,358 ------- ------- ------- ------- ------- ------- ------- -------- Contributions: Employee 1,862 3,034 1,721 2,933 1,828 11,378 Employer 1,809 2,968 1,947 3,156 1,722 11,602 ------- ------- ------- ------- ------- -------- 3,671 6,002 3,668 6,089 3,550 22,980 ------- ------- ------- ------- ------- -------- Transfer of Hourly Plan Assets 54 6 2 15 77 ------- ------- ------- ------- ------- ------- ------- -------- Total Additions 4,276 8,973 7,430 13,477 4,497 112 650 39,415 ------- ------- ------- ------- ------- ------- ------- -------- Distribution to Participants and Beneficiaries (2,590) (5,042) (1,587) (2,501) (2,135) (169) (204) (14,228) Other Charges, Net 17 13 (22) (27) (19) (72) (4) (114) Loans to Participants, Net of Repayments (499) (498) (215) (307) (198) 1,717 Fund Exchanges, Net (1,353) (1,344) 1,910 878 (53) (38) ------- ------- ------- ------- ------- ------- ------- -------- Total Deductions (4,425) (6,871) 86 (1,957) (2,405) (279) 1,509 (14,342) ------- ------- ------- ------- ------- ------- ------- -------- Increase (Decrease) in Net Assets During During the Year (149) 2,102 7,516 11,520 2,092 (167) 2,159 25,073 Net Assets Representing Plan Equity: Beginning of Year 22,319 38,205 17,099 30,133 25,470 449 6,287 139,962 ------- ------- ------- ------- ------- ------- ------- -------- End of Year $22,170 $40,307 $24,615 $41,653 $27,562 $ 282 $ 8,446 $165,035 ======= ======= ======= ======= ======= ======= ======= ========
See Accompanying Notes to Financial Statements PHELPS DODGE EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY BY FUND YEAR ENDED DECEMBER 31, 1992 (in thousands)
PHELPS OCCIDENTAL DODGE PETROLEUM MONEY INTEREST EQUITY GROWTH COMMON COMMON MARKET INCOME INCOME STOCK STOCK STOCK LOAN PLAN ASSETS FUND FUND FUND FUND FUND FUND FUND TOTAL ----------- ------ -------- ------ ------ ------ ---------- ---- ----- Investment Income: Realized Gains (Losses) on Investments $ 63 $ (104) $ 835 $ 11 $ 805 Change in Unrealized Appreciation (Depreciation) 1,316 (1,821) 4,790 (23) 4,262 Dividends $ 686 526 3,783 671 28 5,694 Interest 4 $ 2,645 2 3 5 $ 532 3,191 ------- ------- ------- ------- ------- ---- ------ -------- 690 2,645 1,907 1,861 6,301 16 532 13,952 ------- ------- ------- ------- ------- ---- ------ -------- Contributions: Employee 1,569 2,497 1,222 2,333 1,158 8,779 Employer 1,967 2,816 1,475 2,543 1,477 10,278 ------- ------- ------- ------- ------- -------- 3,536 5,313 2,697 4,876 2,635 19,057 ------- ------- ------- ------- ------- -------- Transfer of Hourly Plan Assets 3,843 4,481 1,664 3,225 1,804 844 15,861 Transfer of ESOP Assets 222 222 101 155 2,965 3,665 ------- ------- ------- ------- ------- ---- ------ -------- Total Additions 8,291 12,661 6,369 10,117 13,705 16 1,376 52,535 ------- ------- ------- ------- ------- ---- ------ -------- Distributions to Participants and Beneficiaries (2,956) (3,146) (1,218) (1,750) (2,891) (72) (284) (12,317) Other Changes, Net (65) (72) (26) (39) (22) (47) (271) Loans to Participants, Net of Repayments (921) (494) (182) 87 59 1,451 Fund Exchanges, Net (620) (1,408) 390 436 1,296 (94) ------- ------- ------- ------- ------- ---- ------ -------- Total Deductions (4,562) (5,120) (1,036) (1,266) (1,558) (166) 1,120 (12,588) ------- ------- ------- ------- ------- ---- ------ -------- Increase (Decrease) in Net Assets During the Year 3,729 7,541 5,333 8,851 12,147 (150) 2,496 39,947 Net Assets Representing Plan Equity: Beginning of Year 18,590 30,664 11,766 21,282 13,323 599 3,791 100,015 ------- ------- ------- ------- ------- ---- ------ -------- End of Year $22,319 $38,205 $17,099 $30,133 $25,470 $449 $6,287 $139,962 ======= ======= ======= ======= ======= ==== ====== ========
See Accompanying Notes to Financial Statements PHELPS DODGE EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY BY FUND YEAR ENDED DECEMBER 31, 1991 (in thousands)
PHELPS OCCIDENTAL DODGE PETROLEUM MONEY INTEREST EQUITY GROWTH COMMON COMMON MARKET INCOME INCOME STOCK STOCK STOCK LOAN PLAN ASSETS FUND FUND FUND FUND FUND FUND FUND OTHER TOTAL ----------- ------ -------- ------ ------ ------ ---------- ---- ----- ----- Investment Income: Realized Gains on Investments $ 142 $ 160 $ 211 $ 17 $ 530 Change in Unrealized Appreciation (Depreciation) 1,681 3,213 1,538 (18) 6,414 Dividends $ 910 458 1,706 542 39 3,655 Interest 4 $ 2,297 3 2 5 1 $ 357 $ 16 2,685 ------- ------- ------- ------- ------- ------ ------ ------ -------- 914 2,297 2,284 5,081 2,296 39 357 16 13,284 ------- ------- ------- ------- ------- ------ ------ ------ -------- Contributions: Employee 1,181 1,921 851 1,487 646 6,086 Employer 1,919 2,747 1,259 2,242 1,013 9,180 ------- ------- ------- ------- ------- -------- 3,100 4,668 2,110 3,729 1,659 15,266 ------- ------- ------- ------- ------- -------- Transfer of Hourly Plan Assets 37 26 4 22 (20) (7) 62 ------- ------- ------- ------- ------- ------ -------- Total Additions 4,051 6,991 4,398 8,832 3,935 39 350 16 28,612 ------- ------- ------- ------- ------- ------ ------ ------ -------- Distributions to Participants and Beneficiaries (1,314) (2,551) (568) (364) (1,210) (77) (130) (281) (6,495) Other Charges, Net 8 11 8 18 8 (2) (18) 33 Loans to Participants, Net of Repayments (587) (297) (4) 69 98 721 Fund Exchanges, Net 1,350 756 (946) (778) (308) (74) ------- ------- ------- ------- ------- ------ ------ ------ -------- Total Deductions (543) (2,081) (1,510) (1,055) (1,412) (151) 589 (299) (6,462) ------- ------- ------- ------- ------- ------ ------ ------ -------- Increase (Decrease) in Net Assets During the Year 3,508 4,910 2,888 7,777 2,523 (112) 939 (283) 22,150 Net Assets Representing Plan Equity: Beginning of Year 15,082 25,754 8,878 13,505 10,800 711 2,852 283 77,865 ------- ------- ------- ------- ------- ------ ------ ------ -------- End of Year $18,590 $30,664 $11,766 $21,282 $13,323 $ 599 $3,791 $100,015 ======= ======= ======= ======= ======= ====== ====== ====== ========
See Accompanying Notes to Financial Statements PHELPS DODGE EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS NOTE 1 - DESCRIPTION OF PLAN a. General: The Phelps Dodge Corporation Savings and Deferred Profit Sharing Plan (the Plan) is a defined contribution plan which was established by Phelps Dodge Corporation (the Corporation) effective January 1, 1953, for the benefit of eligible salaried employees (the Participants). On July 1, 1992, the Phelps Dodge Corporation Savings Plan for Hourly Employees was merged into the Plan and the Plan name was changed to Phelps Dodge Employee Savings Plan. In June 1992 the Plan was amended to accept the transfer of assets from the Phelps Dodge Employee Stock Ownership Plan (ESOP) for Participants who elected such a transfer after the termination of the ESOP on July 1, 1992. The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (ERISA). A brief description of the Plan is included in the following paragraphs. Participants should refer to the Plan document for a complete description of Plan provisions. b. Administration: The Plan is sponsored by the Corporation and administered by the Benefits Administration Committee (the Committee) composed of not less than three individuals who are appointed by the Corporation's Board of Directors. Effective May 1, 1992, Plan assets were transferred from a trust (the Trust) administered by Valley National Bank (the former Trustee) to M & I Marshall and Ilsley Trust Company of Arizona (the Trustee). The Trust is comprised of the following investment funds: Money Market Fund, Interest Income Fund, formerly named the Guaranteed Investment Contract (GIC) Fund, Equity Income Fund, Growth Stock Fund and Phelps Dodge Common Stock Fund. In addition, certain participants hold assets in the Occidental Petroleum Common Stock Fund as a result of the transfer of assets from the Columbian Chemicals Company plan. Participant loans are held in a separate Loan Fund. Fees and expenses of the Trust, other than brokerage commissions and taxes paid in connection with security transactions, and other expenses relating to the administration of the Plan are currently paid by the Corporation. c. Contributions: A profit sharing contribution made for certain salaried employee participants by the Corporation (the Company Profit Sharing Contribution) for any year is limited to the lesser of 4% of Consolidated Net Income of the Corporation or 7 1/2% of the aggregate salaries of Participants and could be made only to the extent that it did not reduce Consolidated Net Income below $1.00 ($.50 after adjustment for two-for-one stock split on June 10, 1992) per common share for such year after provision for payment of preferred and preference share dividends. From July 1, 1986 to March 31, 1989, Participants were allowed to make voluntary contributions from 1% to 10% of their base salary on an after-tax basis (After-tax Contributions) to the Plan by payroll deduction. Effective April 1, 1989, these voluntary After-tax Contributions were eliminated and Participants became eligible to make pretax contributions (Pretax Contributions), subject to certain limitations, equal to 2% - 10% of their base salaries. Pretax Contributions are eligible for a matching contribution from the Corporation (Company Matching Contribution) equal to 50% of the first 5% of the base salary deferred. Effective January 1, 1991, Participants may elect to have contributions invested in one or more of the investment funds in multiples of 1%. d. Distributions: Participants' interests in the Trust become distributable upon termination of their service with the Corporation or to their beneficiaries in the event of their death. The distribution may be a single lump sum distribution or a series of substantially equal annual, quarterly or monthly cash installments beginning no earlier than age 55 and continuing over a period not to exceed 10 years, at the election of the Participant or beneficiary. Distributions are generally made in cash, although distributions from the Phelps Dodge Common Stock Fund and Occidental Petroleum Stock Fund may also be made in common shares. Effective January 1, 1991, these distributions are based upon the market price of the shares at the end of the month prior to the time of distribution. Participants may withdraw their After-tax Contributions and earnings thereon at any time. The Plan also provides, with certain limitations, for hardship withdrawals from employee Pretax, Company Matching and Company Profit Sharing Contributions; however, earnings on any of these contributions are ineligible for hardship withdrawal. Hardship withdrawals are not granted unless other financial resources are not reasonably available, including after-tax savings or a loan from the Plan. All withdrawals or distributions are made in accordance with procedures outlined in the Plan document. e. Loans: Participants may borrow amounts as provided in the Plan. Such loans are repayable over a maximum of 5 years with the exception of loans for the purchase of a primary residence which may extend to 15 years. All loans bear interest at market rates. f. Plan Termination: The Plan may be amended or terminated at any time by the Corporation. No such action may cause any portion of the Trust to revert to the Corporation or to be used or diverted for any purpose other than for the exclusive benefit of Participants or their beneficiaries. g. Reclassification: For comparative purposes, certain prior year amounts have been reclassified to conform with the current year presentation. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The financial statements of the Plan are presented on a current value basis. The current values of the Corporation's common stock and Occidental Petroleum common stock are based upon the closing market price on the New York Stock Exchange on the valuation date. The current values of the other funds are based upon their respective fair market values on the valuation date. Loans are valued at amounts advanced to participants less principal payments received. Security transactions are recorded on a trade date basis. Expenses paid by the Plan in connection with such transactions include brokerage commissions and taxes which are included in the cost of securities purchased and deducted from the proceeds of securities sold. Realized gains (losses) resulting from the sale of investments are based upon average carrying value. The change in unrealized appreciation (depreciation) is determined by comparison of average carrying value to current value. Dividend income is recognized on the ex-dividend date. Interest income is recognized as earned. Employer and employee contributions are recognized on the accrual basis. NOTE 3 - RELATED PARTY TRANSACTIONS: The Trustee invests in the Corporation's common stock in accordance with the provisions of the Plan. The following is a summary of transactions in the Corporation's common stock: Year Ended December 31, --------------------------------- 1993 1992 1991 -------- -------- -------- (in thousands) Description - -------------------------------- Cost of shares purchased $ 6,705 $ 5,714 $ 2,930 Number of shares purchased 143 129 45 Proceeds from shares sold $ 3,613 $ 2,680 $ 1,463 Number of shares sold 80 63 23 Value of shares distributed $ 1,124 $ 1,178 $ 696 Number of shares distributed 24 27 11 NOTE 4 - TAX STATUS: The Internal Revenue Service (IRS) has determined that the Plan in effect prior to July 1, 1986, met the requirements of Section 401(a) of the Internal Revenue Code and that the earnings of the Trust are exempt from taxation under Section 501(a) of the Code. The Corporation believes that Plan amendments since that date will not change that status and intends to file for a redetermination by the IRS that the Plan, as amended, continues to satisfy such requirements. Participants are not taxed currently on their share of Pretax, Company Matching or Company Profit Sharing Contributions to the Plan or on the income earned by the Trust. NOTE 5 - TRANSFERS OF PRIOR PLAN ASSETS: Effective July 1, 1992, the Corporation merged the Phelps Dodge Savings Plan for Hourly Employees into the Plan and assets of approximately $16,100,000 were transferred and invested as directed by the Participants. Effective July 1, 1992, the Corporation terminated its Employee Stock Ownership Plan and provided participants with options to receive a distribution or transfer those assets to the Plan. Approximately $741,000 and 59,800 shares of Phelps Dodge Common Stock were transferred to the Plan and invested as directed by Participants. NOTE 6 - PARTICIPATION IN THE PLAN: The following is a summary of the number of Participants invested in the investment options offered by the Plan as of December 31, 1993: Money Market Fund 2,620 Interest Income Fund 3,324 Equity Income Fund 2,583 Growth Stock Fund 3,178 Phelps Dodge Common Stock Fund 2,460 Occidental Petroleum Common Stock Fund 47 NOTE 7 - REALIZED GAINS (LOSSES) ON INVESTMENTS: Year Ended December 31, 1993 ----------------------------------- (in thousands) Carrying Realized Proceeds Value Gains (Losses) -------- -------- -------------- Investments: Phelps Dodge Common Stock $ 4,738 $ 5,042 $ (304) Mutual Funds and Other Common Stocks 4,947 4,381 566 -------- -------- -------- $ 9,685 $ 9,423 $ 262 ======== ======== ======== Year Ended December 31, 1992 ----------------------------------- (in thousands) Carrying Realized Proceeds Value Gains (Losses) -------- --------- ------------- Investments: Phelps Dodge Common Stock $ 3,858 $ 3,023 $ 835 Mutual Funds and Other Common Stocks 4,063 4,093 (30) -------- -------- -------- $ 7,921 $ 7,116 $ 805 ======== ======== ======== Year Ended December 31, 1991 ----------------------------------- (in thousands) Carrying Realized Proceeds Value Gains (Losses) -------- --------- ------------- Investments: Phelps Dodge Common Stock $ 2,187 $ 1,976 $ 211 Mutual Funds and Other Common Stocks 4,216 3,897 319 -------- -------- -------- $ 6,403 $ 5,873 $ 530 ======== ======== ======== SCHEDULE I PHELPS DODGE EMPLOYEE SAVINGS PLAN SCHEDULE OF INVESTMENTS DECEMBER 31, 1993 (in thousands) NUMBER OF CURRENT SHARES DESCRIPTION OF INVESTMENT COST VALUE - --------- ------------------------- ---- ------- MONEY MARKET FUND 21,406 Money Market Securities $ 21,406 $ 21,406 INTEREST INCOME FUND 38,293 Insurance Company Contracts And Other Fixed Income Securities 38,293 38,293 EQUITY INCOME FUND 683 Mutual Funds 18,701 23,104 GROWTH STOCK FUND 555 Mutual Funds 35,147 39,292 PHELPS DODGE COMMON STOCK FUND 548 Phelps Dodge Corporation Common Stock 19,161 26,691 OCCIDENTAL PETROLEUM COMMON STOCK FUND 16 Occidental Petroleum Company Common Stock 333 283 -------- -------- TOTAL INVESTMENTS $133,041 $149,069 ======== ======== LOAN FUND Loans to Participants $ 8,477 $ 8,477 ======== ======== Consent of Independent Accountants We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 No. 33-226442 of the Phelps Dodge Employee Savings Plan of our report dated June 17, 1994 appearing on page 5 of this Form 11-K. PRICE WATERHOUSE Phoenix, Arizona June 22, 1994 -----END PRIVACY-ENHANCED MESSAGE-----