UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of
1934
Date
of Report (Date of earliest event reported): October 31,
2006
FREEPORT-McMoRan
COPPER & GOLD INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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1-9916
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74-2480931
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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1615
Poydras Street
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New
Orleans, Louisiana
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70112
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (504) 582-4000
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
5.02. Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
On
October 31, 2006, the Board of Directors of Freeport-McMoRan Copper & Gold
Inc. (FCX) elected Richard C. Adkerson to serve as a director. Mr. Adkerson
has
served as the President and Chief Executive Officer of FCX since 2003. Mr.
Adkerson receives compensation from FCX and has an employment agreement and
change of control agreement with FCX as disclosed in FCX’s most recent proxy
statement filed with the Securities and Exchange Commission on March 22, 2006.
There is no arrangement or understanding between Mr. Adkerson and any other
person pursuant to which Mr. Adkerson was elected as a director. There are
no
transactions in which Mr. Adkerson has an interest requiring disclosure under
Item 404(a) of Regulation S-K. The FCX Board now consists of thirteen directors,
seven of whom are independent as defined under the New York Stock Exchange
director independence standards.
On
October 31, 2006, the Board of Directors also appointed Stephen H. Siegele
to
both the Audit Committee and the Public Policy Committee. Mr. Siegele was
elected to the FCX Board on August 1, 2006.
FCX
issued a press release announcing Mr. Adkerson’s election as a director, a copy
of which is attached as Exhibit 99.1.
Item
8.01. Other
Events.
FCX
also
announced today that its Board of Directors has authorized a supplemental common
stock dividend of $1.50 per share to be paid on December 29, 2006 to
shareholders of record as of December 14, 2006 (see Exhibit 99.2).
Item
9.01. Financial
Statements and Exhibits.
(c)
Exhibits.
The
Exhibits included as part of this Current Report are listed in the attached
Exhibit Index.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
FREEPORT-McMoRan
COPPER & GOLD INC.
By:
/s/
C. Donald Whitmire, Jr.
----------------------------------------
C.
Donald
Whitmire, Jr.
Vice
President and Controller -
Financial
Reporting
(authorized
signatory and
Principal
Accounting Officer)
Date:
November 1, 2006
Freeport-McMoRan
Copper & Gold Inc.
Exhibit
Index
Exhibit
Number
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Press
Release dated October 31, 2006, titled “Freeport-McMoRan Copper & Gold
Inc. Announces Election of Richard C. Adkerson to its Board of
Directors.”
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Press
Release dated October 31, 2006, titled “Freeport-McMoRan Copper & Gold
Inc. Announces $1.50 per Share Supplemental Common Stock
Dividend.”
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