FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MOFFETT JAMES R
2. Issuer Name and Ticker or Trading Symbol

FREEPORT MCMORAN COPPER & GOLD INC [ FCX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chairman of the Board
(Last)          (First)          (Middle)

1615 POYDRAS STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

2/13/2013
(Street)

NEW ORLEANS, LA 70112
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Forward Sale Contract (right/obligation to sell)     (1) (2) 2/13/2013     J/K   (1) (2)       1      (1) (2)   (1) (2) Common Stock   171598   $0   0   I   By LLC  

Explanation of Responses:
( 1)  On February 13, 2013, Moffett Holdings, L.L.C. (the "LLC") elected to terminate a forward sale contract with a securities broker that was entered into on October 31, 2007, for a payment of $2,797,647.99 payable to the LLC. As permitted under the contract, the LLC elected cash settlement and retained ownership of the 171,598 shares. Pursuant to the contract, the LLC had agreed to sell 171,598 shares (the share amount and prices have been adjusted for the Issuer's 2011 stock split) of Common Stock to the securities broker on March 15, 2013, the maturity date, with the sale price to be determined and paid on the maturity date as follows: (continued in footnote no. 2)
( 2)  if the closing price of a share of Common Stock on the maturity date was $52.0525 or less, the sale price would be $52.0525 per share; if the closing price of a share of Common Stock on the maturity date was $89.5881 or more, the sale price would be $89.5881 per share; if the closing price of a share of Common Stock on the maturity date is between $52.0525 and $89.5881, the per share sales price would be the closing sale price on the maturity date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MOFFETT JAMES R
1615 POYDRAS STREET
NEW ORLEANS, LA 70112
X
Chairman of the Board

Signatures
Cynthia M. Molyneux, on behalf of James R. Moffett pursuant to a power of attorney 2/15/2013
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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