Filed pursuant to Rule 424(b)(3)
Registration No. 333-72760
Prospectus Supplement No. 3 to Prospectus
Freeport-McMoRan Copper & Gold Inc.
FCX Investment Ltd.
$603,750,000
8 1/4% Convertible Senior Notes due 2006
Freeport-McMoRan Copper & Gold Inc.
42,220,280 Shares of Class B Common Stock
____________________
This prospectus supplement relates to the resale by the
selling securityholders listed below of 8 1/4% Convertible Senior
Notes due 2006 of Freeport-McMoRan Copper & Gold Inc. and its
wholly owned subsidiary, FCX Investment Ltd., and the shares of
class B common stock of Freeport-McMoRan Copper & Gold Inc.
issuable upon the conversion of the notes. You should read this
prospectus supplement together with the prospectus dated March
12, 2002, and the prospectus supplements No. 1 dated April 15,
2002, and No. 2 dated April 29, 2002, which are to be delivered
with this prospectus supplement.
The table below (1) sets forth additional and updated
information with respect to the principal amount of notes owned
by each selling securityholder, and the shares of common stock
into which such notes are convertible, that may be offered under
the prospectus and the prospectus supplements by the selling
securityholders; and (2) supplements and, to the extent
inconsistent with, amends both the table appearing in the section
entitled "Selling Securityholders" beginning on page 43 of the
prospectus and the tables set forth in the prospectus
supplements. To the extent a selling securityholder is listed
both in the table below and in any of the tables appearing in the
prospectus and the prospectus supplements, the information set
forth below regarding that selling securityholder supercedes the
information set forth in the prospectus and the prospectus
supplements.
The information is based on information provided by or on
behalf of the selling securityholders. The selling
securityholders identified below may have sold, transferred or
otherwise disposed of all or a portion of their notes or common
stock since the date on which they provided the information
regarding their notes or common stock in transactions exempt from
the registration requirements of the Securities Act of 1933.
Because the selling securityholders may offer all or some portion
of the notes or the common stock to be offered by them, we cannot
estimate the amount of any sales.
Principal Percentage Number of Shares
Amount of of of Common Stock
Name of Selling Notes Owned Notes That May Be
Securityholder and Offered Outstanding Sold (1)
-------------------------- ---------- ----------- ------------
Credit Suisse First Boston
Corporation 3,023,000 * 211,398
Deutsche Bank Securities
Inc. (2) 31,500,000 5.22% 2,202,797
Goldman, Sachs & Co. 9,300,000 1.54% 650,349
Merrill Lynch, Pierce,
Fenner & Smith, Inc 1,632,000 * 114,125
Prudential Securities Inc. 1,300,000 * 90,909
RAM Trading LTD 7,000,000 1.16% 489,510
__________
* Less than 1%
(1) The notes are convertible into shares of class B common
stock at a conversion price (subject to adjustment) of $14.30 per
share.
(2) This selling securityholder was formerly known as Deutsche
Banc Alex Brown Inc. and was listed under that name in the
prospectus dated March 12, 2002. As a result, this information
supercedes the information set forth on page 43 of the prospectus
by Deutsche Banc Alex Brown Inc.
____________________
Investing in the notes involves significant risks that are
described in the "Risk Factors" section beginning on page 10 of
the prospectus.
____________________
Neither the Securities and Exchange Commission nor any state
securities commission has approved or disapproved these
securities or passed on the adequacy or accuracy of this
prospectus. Any representation to the contrary is a criminal
offense.
____________________
The date of this Prospectus Supplement is June 3, 2002.