Cyprus Amax Minerals Company - s. 83

Headnote

Statute Cited

IN THE MATTER OF

THE SECURITIES ACT, R.S.O. 1990,

CHAPTER S.5, AS AMENDED (THE "ACT")

AND

IN THE MATTER OF

CYPRUS AMAX MINERALS COMPANY

ORDER

(Section 83)

UPON the application of Cyprus Amax Minerals Company (the "Filer"), a corporationexisting under the laws of the State of Delaware, for an order pursuant to section 83 of the Act,deeming the Filer to have ceased to be a reporting issuer under the Act;

AND UPON considering the application and the recommendation of staff of theCommission;

AND UPON it being represented to the Commission that:

1. The Filer was formed on August 16, 1999 as a corporation under the laws of the State ofDelaware with the corporate name CAV Corporation.

2. On December 22, 1999, the Filer was merged with the former Cyprus Amax MineralsCompany, a Delaware corporation (the "Predecessor"), in a merger under the laws of theState of Delaware (the "Merger"). Immediately following the effective time of the Merger,the Filer's name was changed to Cyprus Amax Minerals Company.

3. Prior to the Merger, the authorized capital of the Predecessor consisted of 150 million sharesof common stock and 20 million preferred shares.

4. As a result of the Merger, all of the issued and outstanding common shares of the Filer areheld by Phelps Dodge Corporation.

5. The Filer has the following debt securities outstanding: 10 1/8% Notes due 2002 (the "101/8% Notes"), 8 3/8% Debentures due 2023 (the "8 3/8% Debentures"), 7 3/8% Notes due2007 (the "7 3/8% Notes") and 6 5/8% Notes due 2005 (the "6 5/8% Notes," andcollectively, the "Notes"). There is one (1) beneficial holder of the 10 1/8% Notes, six (6)beneficial holders of the 8 3/8% Debentures, one (1) beneficial holder of the 7 3/8% Notesand four (4) beneficial holders of the 6 5/8% Notes. No beneficial holder of Notes is aresident of Ontario or any other jurisdiction in Canada.

6. The common shares of the Filer were delisted from the New York Stock Exchange onDecember 29, 1999. None of the securities of the Filer are listed or quoted on any otherexchange or market.

7. Other than a failure to file its annual financial statements for the fiscal periods endedDecember 31, 1999 and December 31, 2000, and a failure to file its interim financialstatements for the fiscal periods ended March 31, 2000, June 30, 2000, September 30, 2000,March 31, 2001 and June 30, 2001, the Filer is not in default of any of the requirements ofthe Act or the rules or regulations made thereunder. The Merger occurred on December 2,1999 and as a result the Filer became a wholly-owned subsidiary of Phelps Dodge before theobligation arose to file annual financial statements for the fiscal period ended December 31,1999.

8. Other than the common shares and Notes, the Filer has no securities, including debtsecurities, outstanding.

9. The Filer does not intend to seek public financing by way of an offering of its securities.

AND UPON the Commission being satisfied that to do so would not be prejudicial to thepublic interest;

IT IS ORDERED pursuant to section 83 of the Act that the Filer is deemed to have ceasedto be a reporting issuer for the purposes of the Act.