FREEPORT-MCMORAN INC — Director's Dealing 2013

Jun 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FREEPORT MCMORAN COPPER & GOLD INC (FCX)
CIK: 0000831259
Period of Report: 2013-06-03

Reporting Person: FLORES JAMES C (Director, Vice Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-06-03	Common Stock	P	100000	$31.2724	Acquired	386041	Indirect
2013-06-03	Common Stock	P	350000	$31.1636	Acquired	350000	Indirect
2013-06-03	Common Stock	P	650000	$31.1636	Acquired	1050458	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-06-03	Options (Right to Buy)	$31.82	A	1350	Acquired	2020-12-30	Common Stock (1350)	Direct
2013-06-03	Options (Right to Buy)	$32.60	A	5400	Acquired	2021-06-01	Common Stock (5400)	Direct
2013-06-03	Options (Right to Buy)	$16.34	A	5400	Acquired	2022-06-01	Common Stock (5400)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4345083	Direct
Common Stock	284	Indirect

Footnotes

F1: The price reported represents the weighted average price of the shares purchased. Shares were purchased at varying prices in the range of $31.2275 - $31.3200. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares purchased at each separate price.

F2: The price reported represents the weighted average price of the shares purchased. Shares were purchased at varying prices in the range of $30.93 - $31.45. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares purchased at each separate price.

F3: Includes 128,718 stock-settled Restricted Stock Units.

F4: These options became fully vested and exercisable at the effective time of the merger described in Footnote 5.

F5: Acquired pursuant to the Agreement and Plan of Merger by and among the Issuer, McMoRan Exploration Co. ("MMR") and a wholly owned subsidiary of the Issuer (the "Merger Agreement") in exchange for options to purchase MMR common stock. Options to purchase shares of MMR common stock were converted into options to purchase shares of Issuer common stock, with the number of shares subject to the Issuer options equal to the number of shares subject to the corresponding MMR options multiplied by 0.5400, and rounded down to the nearest whole share. The exercise price of the Issuer options is equal to the exercise price of the corresponding MMR options, divided by 0.5400, and rounded up to the nearest whole cent.

F6: Based on plan statement dated May 31, 2013.