SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 11-K

(Mark One)

þ		ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

		For the fiscal year ended December 31, 2005

OR

o		TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

		For the transition period from                      to

Commission file number 1-82

PHELPS DODGE EMPLOYEE SAVINGS PLAN

PHELPS DODGE CORPORATION

One North Central Avenue
Phoenix, Arizona 85004

 

 

SIGNATURES

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Benefits Administration Committee has duly caused this Annual Report to be signed by the undersigned hereunto duly authorized.

		PHELPS DODGE EMPLOYEE SAVINGS PLAN
Date: June 29, 2006		By:		/s/Nancy F. Mailhot
				Nancy F. Mailhot, Chairman
				Benefits Administration Committee

Phelps Dodge Employee Savings Plan
Index
December 31, 2005 and 2004

						Page
Report of Independent Registered Public Accounting Firm							1
Statements of Net Assets Available for Benefits							2
Statement of Changes in Net Assets Available for Benefits							3
Notes to Financial Statements							4
Supplemental Information:
		I.		Schedule of Assets (Held at End of Year)			10
Exhibit 23

Report of Independent Registered Public Accounting Firm

To the Benefits Administration Committee and Participants
of the Phelps Dodge Employee Savings Plan

In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Phelps Dodge Employee Savings Plan (the “Plan”) at December 31, 2005 and 2004, and the changes in net assets available for benefits for the year ended December 31, 2005 in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Benefits Administration Committee (the “Committee”). Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by the management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) at December 31, 2005 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Committee. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/PricewaterhouseCoopers LLP
Phoenix, Arizona
June 29, 2006

Phelps Dodge Employee Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2005 and 2004
(in thousands)

		2005				2004
Assets
Investments at fair value:
Interest in the Master Trust		$	542,677				474,517
Investments			158,404				140,456
Total investments			701,081				614,973
Receivables:
Participant contributions receivable			958				980
Employer contributions receivable			1,089				960
Employer profit sharing contribution receivable			18,857				17,826
Total receivables			20,904				19,766
Net assets available for benefits		$	721,985				634,739

The accompanying notes are an integral part of these financial statements.

Phelps Dodge Employee Savings Plan
Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 2005
(in thousands)

Additions to net assets attributed to:
Investment income:
Plan interest in Master Trust investment income
Master Trust investment income		$	34,912
Investment expenses			(397	)
Plan interest in Master Trust investment income			34,515
Net appreciation in fair value of investments:
Common stocks			35,193
Mutual funds			1,272
Net appreciation in fair value of investments			36,465
Dividends and interest			6,345
Net investment income			77,325
Contributions:
Participant contributions			31,621
Employer matching contributions			13,330
Employer profit sharing contribution			18,857
Total contributions			63,808
Total additions, net			141,133
Deductions from net assets attributed to:
Distributions to participants and beneficiaries			53,880
Administrative expenses			7
Total deductions			53,887
Increase in net assets			87,246
Net assets available for benefits at December 31, 2004			634,739
Net assets available for benefits at December 31, 2005		$	721,985

The accompanying notes are an integral part of these financial statements.

Phelps Dodge Employee Savings Plan
Notes to Financial Statements

1.		Description of Plan
		General The Phelps Dodge Employee Savings Plan (the Plan) is a defined contribution plan established for the benefit of eligible employees (the Participants) of Phelps Dodge Corporation (the Corporation) and its participating subsidiaries, affiliates and locations. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). A brief description of the Plan is included in the following paragraphs. Participants should refer to the Plan document for a complete description of Plan provisions.
		Administration The Plan is sponsored by the Corporation and administered by the Corporation’s Benefits Administration Committee (the Committee) composed of seven employees of the Corporation who are appointed by the Corporation’s Board of Directors.
		Effective April 1, 2005, an Investment Committee was established to designate and monitor the investment vehicles available under the Plan. The Investment Committee is composed of six employees of the Corporation, as described by the Plan document.
		Effective October 1, 2004, the Corporation entered into the Master Trust Agreement for the Phelps Dodge Employee Savings Plan (the Master Trust) with JPMorgan Chase Bank to serve as the funding vehicle for the Plan. Prior to October 1, 2004, all Plan assets were held in a trust (the PD Plan Trust) pursuant to a trust agreement by and between the Corporation and JPMorgan Chase Bank. On October 1, 2004, the common/collective funds, mutual funds and the Plan’s benefit-responsive guaranteed investment contracts (GICs) were transferred from the PD Plan Trust to the Master Trust. The Master Trust is administered by JPMorgan Chase Bank (the Trustee). JPMorgan Retirement Plan Services LLC serves as the Recordkeeper of the Plan.
		Brokerage commissions, taxes and other expenses incurred in connection with the purchase and sale of securities or other property for a fund are paid by such fund. All other fees and expenses of plan administration are paid by the Master Trust (PD Plan Trust prior to October 1, 2004) unless the Corporation elects, in its sole discretion, to pay those expenses directly. The investment expenses of the Master Trust primarily relate to the administration of the Master Trust’s GICs.
		Contributions All Participants are eligible to make pretax deferral contributions (Pretax Contributions), subject to certain limitations, equal to a whole percentage from 1 percent to 100 percent of their eligible earnings. Participants who have attained age 50 before the end of the applicable year may be eligible to make additional Pretax Contributions up to the annual catch-up limit, which may be eligible for a matching contribution from the Corporation (Company Matching Contribution). After-tax contributions are not permitted. The Company Matching Contribution is equal to 100 percent of the Participant’s Pretax Contributions that do not exceed 3 percent of the Participant’s eligible earnings and an additional 50 percent of the Pretax Contributions that do not exceed the next 2 percent of the Participant’s eligible earnings. Participants are eligible to make Pretax Contributions to the Plan immediately upon their hire date, and those Pretax Contributions are eligible for the Company Matching Contribution. All contributions are invested in one or more of the investment vehicles available within the Plan as directed by Participants. Participants are always fully vested in their total account balances.
		A profit sharing contribution, as defined by the Plan document, for eligible employees may be made by the Corporation (Company Profit Sharing Contribution). Eligible employees generally are those Participants employed in a salaried job classification, who have a year of service (1,000 hours of service) and who are employed on the last day of the Plan year. However, if Participants retired, died or became disabled during the year, those Participants are still eligible to receive this contribution. A profit sharing contribution of $18,857,000 was made for 2005 and paid to the Master Trust in 2006. The profit sharing contribution is allocated to each participant based on the percentage of the participant’s eligible profit sharing earnings to the aggregate eligible profit sharing earnings for all participants.

Phelps Dodge Employee Savings Plan
Notes to Financial Statements

1.		Description of Plan (Continued)
		Investments Participants may direct the investment of their account balances in a variety of investment vehicles comprised of common stocks, mutual funds, common/collective funds and GICs. The Plan is intended to comply with Section 404(c) of ERISA.
		Distributions Participants’ interests in the Plan become distributable upon severance from employment with the Corporation, upon attaining age 59 1/2 (with certain limitations) or to their beneficiaries in the event of their death. The distribution may be made in a single lump sum or a series of substantially equal annual, quarterly or monthly cash installments beginning no earlier than age 55 and continuing over a period not to exceed 10 years, at the election of the Participant or beneficiary. Certain preserved benefits transferred from a merged plan into this Plan may be distributed to married participants in the form of a qualified contingent annuity. Cash distributions are based upon the underlying closing price for all investments, except for the common stocks mentioned below. Distributions of investments in Phelps Dodge Common Stock, Occidental Petroleum Stock or BP Amoco Stock are based upon the actual price at which the stock is liquidated in the market three days prior to distribution. Distributions of investments in Phelps Dodge Common Stock, Occidental Petroleum Common Stock and BP Amoco Common Stock may also be made in shares.
		After-tax contributions were permitted in certain plans that transferred assets into the Plan in prior years. Participants may withdraw such after-tax contributions and earnings thereon at any time. The Plan also provides, with certain limitations, for hardship withdrawals of Pretax Contributions (excluding earnings), Rollover Contributions and Company Profit Sharing Contributions. Hardship withdrawals are not granted unless other financial resources are not reasonably available, including after-tax savings or a loan from the Plan. Rollover Contributions maybe withdrawn at anytime. Company Profit Sharing Contributions maybe withdrawn once a Participant has 5 years of service. All withdrawals and distributions are made in accordance with rules outlined in the Plan document.
		Loans Participants may borrow from their account balances as provided in the Plan. Loans are repayable over a maximum of 5 years with the exception of loans for the purchase of a primary residence that may extend to 15 years. The maximum loan amount is equal to $50,000 minus the Participant’s highest outstanding loan balance during the past 12 months, limited to 50 percent of the Participant’s vested account balance. Loans bear interest at the prime rate as quoted by the Plan’s Trustee plus 2 percent. The prime rate at December 31, 2005, was 7.25 percent.
		Loans are repaid by payroll deductions and interest is credited to the Participant’s accounts. Loans are generally secured by the Participant’s account balance.
		Plan Termination The Plan may be amended or terminated at any time by the Corporation. No such action may cause any portion of the Plan assets to revert to the Corporation or to be used or diverted for any purpose other than for the exclusive benefit of Participants or their beneficiaries.
2.		Summary of Significant Accounting Policies
		Basis of Presentation The accompanying financial statements have been prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America.

Phelps Dodge Employee Savings Plan
Notes to Financial Statements

2.		Summary of Significant Accounting Policies (Continued)
		Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions to and deductions from net assets available for benefits during the reporting period. Actual results could differ from those estimates.
		Investment Valuation and Income Recognition Plan investments, other than GICs, are presented at fair value. The fair values of common stock, mutual funds and common/collective fund shares are based upon the closing market price, net asset value and net unit value, respectively, on the valuation date. GICs within the Master Trust are recorded at contract value and are based upon the respective face values plus accrued interest on the valuation date because they are fully benefit responsive. Participant loans are valued at their outstanding balance, which approximates fair value.
		Security transactions are recorded on a trade-date basis. Expenses paid by the Plan in connection with such transactions include brokerage commissions and taxes that are included in the cost of securities purchased and deducted from the proceeds of securities sold. Net appreciation (depreciation) in the fair value of the Plan’s investments consists of the realized gains (losses) and the unrealized appreciation (depreciation) on those investments. Dividend income is recognized on the ex-dividend date. Interest income is recognized as earned. Employer and Participant contributions are recognized on the accrual basis.
		Risks and Uncertainties Investments held by the Plan are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the value of such investments, it is at least reasonably possible that changes in risks in the near term would materially affect Participants’ account balances and the amounts reported in the Statement of Net Assets Available for Benefits and the Statement of Changes in Net Assets Available for Benefits.
		Payment of Benefits Benefits are recorded when paid.
3.		The Master Trust
		The Master Trust refers to the Master Trust agreement with JPMorgan Chase Bank, which was effective on October 1, 2004. The Plan’s interest in the Master Trust represents the Plan’s investments in U.S. government securities, common/collective funds, mutual funds and GICs.
		The Master Trust holds investments for the Plan as well as for two other employee savings plans of the Corporation’s subsidiaries. At December 31, 2005 and 2004, the Plan’s interest in the net assets of the Master Trust was 98.288 percent and 98.137 percent, respectively. The records for each of the plans are maintained by the Trustee based on the individual plan participant’s investment balances. Investment income (loss) is allocated to each Participant’s account on a daily basis through a valuation performed by the Recordkeeper. Administrative expenses relating to the Master Trust are allocated to the individual funds based upon each participant’s pro rata share.

Phelps Dodge Employee Savings Plan
Notes to Financial Statements

3.		The Master Trust (Continued)
		The net assets available for benefits of the Master Trust at December 31, 2005, were as follows (in thousands):

Mutual funds		$	294,146
Common/collective funds			257,842
U.S. government securities			143
Net assets available for benefits		$	552,131

Net appreciation (depreciation), and dividends and interest income of the Master Trust for the year ended December 31, 2005, were as follows (in thousands):

Investment income:
Net appreciation (depreciation) in fair value of investments:
Mutual funds		$	18,769
Common/collective funds			(430	)
Dividends and interest			17,202
Net investment income		$	35,541

Certain of the Master Trust’s investments include GICs that are carried at contract value. The GICs are credited with earnings on the underlying investments and charged for Participant withdrawals and administration expenses. Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value. The contract value of the GICs within the respective common/collective funds as of December 31 was as follows:

		2005				2004
		(in thousands)
JPMorgan Interest Income Fund		$	108,223				93,151
JPMorgan Moderate Investment Portfolio Fund			34,109				29,434
JPMorgan Conservative Investment Portfolio Fund			12,717				10,350
JPMorgan Aggressive Investment Portfolio Fund			12,618				10,916
		$	167,667				143,851

Phelps Dodge Employee Savings Plan
Notes to Financial Statements

3.		The Master Trust (Continued)
		A reconciliation of the fair market value of investments in these contracts and the related contract value as reflected in the net assets available for benefits in the Master Trust was as follows:

		December 31,
		2005				2004
		(in thousands)
Fair market value of investments		$	166,124				146,800
Synthetic wrapper value			1,543				(2,949	)
Carrying value (contract value)		$	167,667				143,851

		There were no reserves against contract value for credit risk of the contract issuers or otherwise at December 31, 2005 or 2004. During the first nine months of 2004, the GICs were held by the PD Plan Trust, which were transferred to the Master Trust effective October 1, 2004. The average yield was approximately 5.59 percent and 5.35 percent for 2005 and 2004, respectively. The crediting interest rates as of December 31, 2005 and 2004, were 5.65 percent and 5.43 percent, respectively. The crediting interest rates are based on a formula agreed upon by the issuers, but cannot be less than zero. Such interest rates are reviewed on a quarterly basis for resetting.
4.		Investments
		The following table presents investments that represent five percent or more of the Plan’s net assets at December 31:

		2005				2004
		(in thousands)
JPMorgan Interest Income Fund		$	110,896				95,689
Phelps Dodge Common Stock Fund *		$	98,413				84,744
JPMorgan Moderate Investment Portfolio Fund		$	81,999				71,285
American Century Equity Growth Fund		$	75,131				68,915
American Century Income and Growth Fund		$	61,254				57,781
JPMorgan Aggressive Investment Portfolio Fund		$	60,544				53,078
T. Rowe Price Small Cap Stock Fund		$	46,671				40,644
JPMorgan Enhanced Index Fund		$	45,335				43,574
American Century Europacific Growth Fund		$	40,133				26,720	**

Phelps Dodge Employee Savings Plan
Notes to Financial Statements

5.		Related Party Transactions
		The Trustee invests in the Corporation’s common stock in accordance with the provisions of the Plan. The following is a summary of transactions in the Corporation’s common stock during 2005 (in thousands):

Cost of shares purchased		$	42,166
Number of shares purchased			402
Proceeds from shares sold		$	62,136
Number of shares sold			552
Value of shares distributed		$	1,235
Number of shares distributed			22
Dividend income received		$	4,477

		Certain Plan investments are shares of mutual funds and common/collective trusts managed by American Century Investments and JPMorgan Asset Management while an affiliated company, JPMorgan Retirement Plan Services LLC, is the Recordkeeper as defined by the Plan. Therefore, these transactions qualify as party-in-interest.
6.		Tax Status
		The Plan received a determination letter from the Internal Revenue Service (IRS) dated October 16, 2002, which states that the Plan met the requirements of Section 401(a) of the Internal Revenue Code and that the earnings of the trust are exempt from taxation under Section 501(a) of the Code. The Plan has been amended since receiving the determination letter; however, the Committee and its legal counsel believe that the Plan, as amended and as operated, continues to satisfy IRS requirements for tax exemption.
7.		Subsequent Events
		On March 16, 2006, the Corporation completed the sale of Columbian Chemicals Company to a company owned jointly by One Equity Partners, a private equity affiliate of JPMorgan Chase & Co., and South Korean-based DC Chemical Co. Ltd. Accordingly, the Master Trust agreement was amended to withdraw the Columbian Chemicals Company Hourly Employee Savings Plan (CCC Plan), effective February 9, 2006, from the Master Trust. Subsequently on February 9, 2006, the beneficial interest of the CCC Plan (approximately $10 million) was transferred from the Master Trust.
		On June 26, 2006, the Corporation, Inco Limited and Falconbridge Limited announced they had agreed to combine their companies and create a North American-based mining company. At this time, it appears that the impact of this combination on the Plan will be minimal.

Phelps Dodge Employee Savings Plan		Supplemental Information

Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

				(c) Description of
				investment including
				maturity date, rate of
				interest, collateral,						(d)
				par or maturity value,						Cost				(e) Current
(a)		(b) Identity of issue, borrower, lessor or similar party		or number of shares						**				value
		CASH AND SHORT-TERM INVESTMENTS:
		CASH			—									$	182,992
		EUROBANK N.A. 5.75%			15,000										14,190
		FEDERATED SHORT-TERM U.S. GOVERNMENT SECURITIES			3										3
		FIRSTBANK PR N.A. 3.9%			95,000										94,833
*		JPMORGAN CHASE MONEY MARKET			60,053										60,053
		SCHWAB MONEY MARKET FUND			87,196										87,196
		SCHWAB U.S. TREASURY MONEY FUND			3,597,604										3,597,604
		SCHWAB VALUE ADVANTAGE MONEY FUND			179,991										179,991
		WESTERNBANK PR N.A. 3.9%			48,000										47,915
		TOTAL CASH AND SHORT-TERM INVESTMENTS													4,264,777
		U.S. GOVERNMENT SECURITIES:
		U.S. TREASURY NOTES 5.625%			1,000										1,027
		CORPORATE DEBT:
		FORD MOTOR CREDIT COMPANY 4.7%			10,000										9,863
		GENERAL MOTORS ACCEPTANCE CORP 5.2%			10,000										8,924
		GENERAL MOTORS ACCEPTANCE CORP 5%			10,000										8,779
		TOTAL CORPORATE DEBT													27,566
		COMMON STOCKS:
		1-800-FLOWERS.COM INC			1,600	shares									10,272
		3COM CORPORATION			2,279	shares									8,204
		3M COMPANY			224	shares									17,360
		4 KIDS ENTERTAINMENT INC			500	shares									7,845
		8X8 INC			3,600	shares									6,660
		ADC TELECOMMUNICATIONS			431	shares									9,620
		AES CORPORATION			500	shares									7,915
		AM COMMUNICATIONS INC			2,000	shares									2
		AMF BOWLING INC			800	shares									—
		AT&T INC			631	shares									15,459
		ATI TECHNOLOGIES			450	shares									7,646
		ABRAXAS PETROLEUM CORPORATION			3,000	shares									15,840
		ACE*COMM CORPORATION			100	shares									314
		ADOBE SYSTEMS INC			1,046	shares									38,669
		ADVANCED MICRO DEVICES			44	shares									1,346
		ADVANCED OPTICS ELECTRONICS INC			250,000	shares									75
		ADVANCED SEMICONDUCTOR ENGINEERING INC			1,300	shares									5,837
		ADVANCED VIRAL RESEARCH			11,150	shares									781

Phelps Dodge Employee Savings Plan		Supplemental Information
Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

				(c) Description of
				investment including
				maturity date, rate of
				interest, collateral,						(d)
				par or maturity value,						Cost				(e) Current
(a)		(b) Identity of issue, borrower, lessor or similar party		or number of shares						**				value
		AEROFLEX INC			1,000	shares									10,750
		AFFILIATED COMPUTER SERVICES			20	shares									1,184
		AGERE SYSTEMS INC			336	shares									4,334
		AIXTRON AKTIENGESELLSCHAFT			4,530	shares									14,451
		ALASKA COMMUNICATIONS SYSTEMS GROUP INC			300	shares									3,048
		ALCOA INC			982	shares									29,052
		ALLEGHENY ENERGY INC			200	shares									6,330
		ALLIED WASTE INDUSTRIES INC			1,000	shares									8,740
		ALLIXON CORPORATION			20	shares									—
		ALTRIA GROUP INC			25	shares									1,881
		ALUMINUM CORPORATION CHINA			50	shares									3,817
		ALVARION LTD			1,000	shares									8,720
		AMAZON.COM INC			505	shares									23,811
		AMEREN CORPORATION			303	shares									15,551
		AMERICA MOVIL S.A. de C.V.			100	shares									2,926
		AMERICAN AIRCARRIERS SUPPORT			320	shares									—
		AMERICAN EAGLE OUTFITTERS INC			208	shares									4,780
		AMERICAN ENERGY PRODUCTION			10,000	shares									490
		AMERICAN EXPRESS COMPANY			100	shares									5,146
		AMERICAN GOLDFIELDS INC			950	shares									1,093
		AMERICAN INTERNATIONAL GROUP			302	shares									20,601
		AMERICAN RETIREMENT CORPORATION			118	shares									2,965
		AMERICAN SOFTWARE CLASS A			500	shares									3,269
		AMERICAN TOWER CORPORATION CLASS A			140	shares									3,794
		AMERICHIP INTERNATIONAL INC			3,000	shares									89
		AMERIGROUP CORPORATION			30	shares									584
		AMERIPRISE FINANCIAL INC			20	shares									820
		AMERIS BANCORP			617	shares									12,242
		AMGEN INCORPORATED			709	shares									55,912
		AMIGULA INC			11,000	shares									660
		AMPHENOL CORPORATION CLASS A			45	shares									1,992
		ANADIGICS INC			900	shares									5,400
		ANGIODYNAMICS INC			900	shares									22,977
		ANGLO AMERICAN PLC			795	shares									27,650
		ANGLO PLATINUM LTD			100	shares									7,205
		ANGLOGOLD ASHANTI			300	shares									14,799
		ANHEUSER BUSCH COMPANY INC			306	shares									13,164
		ANNALY MORTGAGE MANAGEMENT INC			150	shares									1,641
		ANSWERS CORPORATION			1,310	shares									15,039
		ANTIGENICS INC			300	shares									1,428
		APACHE CORPORATION			50	shares									3,426
		APOLLO GOLD CORPORATION			2,500	shares									600
		APPLE COMPUTER INC			69	shares									4,960

Phelps Dodge Employee Savings Plan		Supplemental Information
Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

				(c) Description of
				investment including
				maturity date, rate of
				interest, collateral,						(d)
				par or maturity value,						Cost				(e) Current
(a)		(b) Identity of issue, borrower, lessor or similar party		or number of shares						**				value
		APPLIED MICRO CIRCUITS			20,500	shares									52,685
		AQUANTIVE INC			107	shares									2,701
		ARADIGM CORPORATION			270	shares									197
		ARCADIA RESOURCES			350	shares									889
		ARCH COAL INC			100	shares									7,950
		ARETE INDUSTRIES INC			10,000	shares									32
		ARIBA INC			931	shares									6,843
		ASTRALIS LTD			3,000	shares									66
		ATHEROGENICS INC			500	shares									10,005
		ATMEL CORPORATION			600	shares									1,854
		AU OPTRONICS CORPORATION			2,897	shares									43,484
		AUDIOVOX CORPORATION CLASS A			150	shares									2,079
		AURIZON MINES LTD			400	shares									604
		AUTODESK INC			200	shares									8,586
		AUTOIMMUNE INC			1,000	shares									920
		AVAYA INC			41	shares									437
		AVICI SYSTEM INC			7	shares									27
		AVID TECHNOLOGY			8	shares									438
		AVITAR INC			400	shares									4
		BG GROUP PLC			100	shares									4,973
		BHP BILLITON LTD			300	shares									10,026
		BP PLC			620	shares									39,816
		BP AMOCO STOCK			21,226	shares									1,363,155
		BP PRUDHOE BAY ROYALTY TRUST			75	shares									4,995
		BANCO BRADESCO			152	shares									4,431
		BANK OF AMERICA CORPORATION			402	shares									18,557
		BARNABUS ENERGY INC			500	shares									825
		BARRICK GOLD CORPORATION			400	shares									11,148
		BEACON POWER CORPORATION			2,000	shares									3,620
		BED BATH & BEYOND INC			200	shares									7,230
		BELL MICROPRODUCTS INC			1,000	shares									7,650
		BENGUET CORPORATION CLASS B			1,000	shares									450
		BERKSHIRE HATHAWAY CLASS B			8	shares									23,484
		BEST BUY INC			68	shares									2,962
		BICO INC			9,000	shares									1
		BINDVIEW DEVELOPMENT CORPORATION			200	shares									796
		BIO ONE CORPORATION			10,000	shares									66
		BIO SOLUTIONS MANUFACTURING			80	shares									30
		BIOGEN IDEC INC			400	shares									18,112
		BIOSTEM INC			44	shares									128
		BLOCKBUSTER INC CLASS A			1,925	shares									7,219
		BLUE NILE INC			200	shares									8,062
		BOEING COMPANY			285	shares									20,050

Phelps Dodge Employee Savings Plan		Supplemental Information
Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

				(c) Description of
				investment including
				maturity date, rate of
				interest, collateral,						(d)
				par or maturity value,						Cost				(e) Current
(a)		(b) Identity of issue, borrower, lessor or similar party		or number of shares						**				value
		BOMBARDIER INC CLASS B			200	shares									473
		BOTTOMLINE HOME LOAN INC			50	shares									—
		BRIGHAM EXPLORATION COMPANY			400	shares									4,744
		BRISTOL-MYERS SQUIBB COMPANY			141	shares									3,231
		BROCADE COMMUNICATIONS SYSTEMS INC			200	shares									814
		BURLINGTON NORTHERN SANTA FE CORP			300	shares									21,246
		CMGI INC			2,080	shares									3,139
		CMKM DIAMONDS INC			32,310,493	shares									3,231
		CNS INC			150	shares									3,287
		CALGON CARBON CORPORATION			100	shares									571
		CALIPER LIFE SCIENCES			30	shares									176
		CALPINE CORPORATION			5,100	shares									1,061
		CAMBIOR INC			1,000	shares									2,790
		CAMECO CORPORATION			150	shares									9,509
		CANADIAN NATIONAL RAILWAY COMPANY			200	shares									15,998
		CANADIAN NATURAL RESOURCES			200	shares									9,924
		CAPITAL SENIOR LIVING CORPORATION			292	shares									3,019
		CAPSTONE TURBINE CORPORATION			2,700	shares									8,073
		CARDIAC SCIENCE CORPORATION			111	shares									1,005
		CARDIOTECH INTERNATIONAL INC			600	shares									1,380
		CATERPILLAR INC			357	shares									20,643
		CDEX INC CLASS A			44	shares									40
		CELL THERAPEUTICS INC			500	shares									1,090
		CEMEX S.A. de C.V.			36	shares									2,136
		CENTRAL WIRELESS INC			5,000	shares									1
		CENVEO INC			219	shares									2,882
		CERADYNE INC			100	shares									4,380
		CHARTER COMMUNICATIONS			2,120	shares									2,586
		CHECK POINT SOFTWARE TECHNOLOGIES LTD			175	shares									3,511
		CHESAPEAKE ENERGY CORPORATION			1,463	shares									46,421
		CHEVRON CORPORATION			2,380	shares									135,112
		CHICO’S FAS INC			620	shares									27,237
		CHINA MOBILE HONG KONG			150	shares									3,606
		CHINA MOBILITY SOLUTIONS			3,000	shares									990
		CHINA RESOURCES GROUP LTD			2,000	shares									440
		CHINA UNICOM LTD			150	shares									1,227
		CHINA WIRELESS COMMUNICATIONS			200	shares									4
		CHIPMOS TECHNOLOGIES BERMUDA			1,700	shares									9,860
		CIENA CORPORATION			2,695	shares									8,004
		CIPHERPASS CORPORATION			25	shares									30
		CIRCUIT CITY STORES INC			51	shares									1,158
		CISCO SYSTEM INC			14,147	shares									242,197
		CITIGROUP INC			1,096	shares									53,178

Phelps Dodge Employee Savings Plan		Supplemental Information
Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

				(c) Description of
				investment including
				maturity date, rate of
				interest, collateral,						(d)
				par or maturity value,						Cost				(e) Current
(a)		(b) Identity of issue, borrower, lessor or similar party		or number of shares						**				value
		CITRIX SYSTEMS			200	shares									5,746
		CITY CAPITAL CORPORATION			20	shares									3
		CLAREMONT TECHNOLOGIES			625	shares									7
		CLARENT CORPORATION			500	shares									10
		CLEARANT INC			5,000	shares									10,600
		CLINICAL DATA INC			31	shares									543
		COCA COLA COMPANY			139	shares									5,620
		COEUR D’ALENE MINES CORPORATION			2,150	shares									8,600
		COHERENT INC			50	shares									1,484
		COLGATE PALMOLIVE COMPANY			26	shares									1,401
		COLUMBIA SPORTSWEAR COMPANY			100	shares									4,773
		COMCAST CORPORATION CLASS A			765	shares									19,829
		CONAGRA FOODS INC			2,025	shares									41,076
		CONCURRENT COMPUTER CORPORATION			2,000	shares									3,780
		CONEXANT SYSTEMS INC			1,333	shares									3,013
		CONOCO PHILLIPS			786	shares									45,711
		CONSOLIDATED ENERGY INC			800	shares									1,520
		CONSUMER DIRECT OF AMERICA			30	shares									2
		CORNING INC			519	shares									10,204
		COSTCO WHOLESALE CORPORATION			356	shares									17,605
		COUNTRYWIDE FINANCIAL CORPORATION			205	shares									7,006
		CRYOLIFE INC			285	shares									952
		CRYSTALLEX INTERNATIONAL CORPORATION			1,875	shares									4,050
		CUMBERLAND RESOURCES LTD			2,500	shares									5,525
		CYBERLUX CORPORATION			2,100	shares									168
		CYGNUS INC ESCROW			10,000	shares									—
		CYTOGENIX INC			2,000	shares									2,260
		CYTRX CORPORATION			4,000	shares									4,120
		DC BRANDS INTERNATIONAL INC			2,368	shares									231
		DHB INDUSTRIES INC			400	shares									1,788
		DRDGOLD LTD			5,000	shares									7,200
		DRS TECHNOLOGIES INC			20	shares									1,028
		DST SYSTEMS			33	shares									1,977
		DECORIZE INC			400	shares									212
		DEEP FIELD TECHNOLOGIES INC			228	shares									9
		DEERE & COMPANY			70	shares									4,768
		DELL INC			150	shares									4,493
		DELPHI AUTOMOTIVE SYSTEMS			7,000	shares									2,037
		DELTA AIR LINES INC			4,694	shares									3,521
		DELTA OIL & GAS INC			500	shares									515
		DENDREON CORPORATION			350	shares									1,897
		DESWELL INDUSTRIES INC			112	shares									1,205
		DETOUR MEDIA GROUP INC			1,000	shares									—

Phelps Dodge Employee Savings Plan		Supplemental Information
Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

				(c) Description of
				investment including
				maturity date, rate of
				interest, collateral,						(d)
				par or maturity value,						Cost				(e) Current
(a)		(b) Identity of issue, borrower, lessor or similar party		or number of shares						**				value
		DIATOM CORPORATION			200	shares									32
		DICUT INC			5,000	shares									1
		DIGENE CORPORATION			2,763	shares									80,597
		DIGITAL LIGHTWAVE INC			20	shares									4
		DIOMED HOLDINGS INC			1,000	shares									2,030
		DIPPY FOODS INC			2,000	shares									—
		DIRECTV GROUP INC			500	shares									7,060
		DISCOVERY HOLDING			2	shares									30
		DISNEY WALT HOLDING COMPANY			212	shares									5,080
		DIVINE INC CLASS A			20,328	shares									12
		DOLL TECHNOLOGY GROUP			1,000	shares									170
		DONALDSON COMPANY INC			40	shares									1,272
		DOW CHEMICAL COMPANY			100	shares									4,382
		DRESS BARN INC			55	shares									2,124
		DRIL-QUIP INC			52	shares									2,454
		DSL.NET INC			2,500	shares									100
		DUKE ENERGY CORPORATION			175	shares									4,806
		DYNASIL CORPORATION OF AMERICA			2,000	shares									1,720
		DYNATRONICS CORPORATION			6,000	shares									8,640
		DYNEGY INC CLASS A			550	shares									2,662
		EDO CORPORATION			70	shares									1,894
		EMC CORPORATION			2,503	shares									34,091
		ER URGENT CARE HOLDINGS INC			1,000	shares									116
		EV3 INC			700	shares									10,318
		EARTHSHELL CORPORATION			6,000	shares									12,000
		EATON VANCE CORPORATION NON-VOTING			606	shares									16,583
		EBAY INC			260	shares									11,237
		EDEN ENERGY CORPORATION			500	shares									1,025
		EDWARDS LIFESCIENCES CORPORATION			500	shares									20,805
		EFOTOXPRESS INC			1,000	shares									—
		EL PASO CORPORATION			100	shares									1,216
		ELAN CORPORATION PLC			1,100	shares									15,323
		ELDORADO GOLD CORPORATION			3,170	shares									15,533
		ELECTRIC CITY CORPORATION			1,000	shares									600
		ELECTRONIC DATA SYSTEMS CORPORATION			209	shares									5,023
		ELECTRONICS FOR IMAGING			200	shares									5,322
		EMAGIN CORPORATION			10,000	shares									5,700
		EMBRAER EMPRESA BRAZIL			500	shares									19,550
		EMULEX CORPORATION			50	shares									990
		ENCANA CORPORATION			300	shares									13,548
		ENCORE WIRE CORPORATION			126	shares									2,868
		ENDOVASC LIMITED INC			2,125	shares									64
		ENDOVASC LIMITED INC (RESTRICTED)			21,500	shares									456

Phelps Dodge Employee Savings Plan		Supplemental Information
Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

(c) Description of

investment including

maturity date, rate of

interest, collateral,

(d)

par or maturity value,

Cost

(e) Current

(a)

(b) Identity of issue, borrower, lessor or similar party

or number of shares

**

value

ENERGEN CORPORATION

100 shares

3,632

ENERGY CONVERSION DEVICES INC

500 shares

20,375

ENNIS BUSINESS FORMS INC

150 shares

2,726

ENPRO INDUSTRIES INC

139 shares

3,746

ENRON CORPORATION

5,470 shares

—

ENSCO INTERNATIONAL INC

200 shares

8,870

ENTERRA ENERGY CORPORATION

400 shares

6,580

ENVIRO-ENERGY CORPORATION

55,800 shares

22

ENVIRONMENTAL TECHNOLOGIES INTERNATIONAL

5,000 shares

205

ERICSSON L.M. TELEPHONE COMPANY CLASS B

45 shares

1,548

ESPIRE COMMUNICATIONS INC

19,500 shares

10

E-TRADE FINANCIAL CORPORATION

200 shares

4,172

EUROTECH LTD

1,500 shares

15

EVOLVE ONE INC

624 shares

29

EVOLVING SYSTEM INC

5,987 shares

12,633

EXXON MOBIL CORPORATION

2,105 shares

118,235

EZENIA INC

299,045 shares

720,698

FAMOUS DAVES OF AMERICA INC

160 shares

1,803

FANNIE MAE

130 shares

6,345

FEDERAL-MOGUL CORPORATION

100 shares

36

FEDEX CORPORATION

40 shares

4,136

FIELDPOINT PETE CORPORATION

344 shares

2,370

FINOVA GROUP INC

7 shares

—

FIRST FINANCIAL BANCORP OHIO

200 shares

3,504

FIRST HORIZON NATIONAL CORPORATION

219 shares

8,425

FLIGHT SAFETY TECHNOLOGIES INC

1,368 shares

3,393

FONIX CORPORATION

50 shares

1

FORD MOTOR COMPANY

821 shares

6,339

FOREST LABS INC

204 shares

8,299

FORWARD INDUSTRIES INC

400 shares

3,560

FOUR SEASONS HOTELS INC

110 shares

5,473

FRANCHISE CAPITAL CORPORATION

1,254 shares

13

FREEPORT-MCMORAN COPPER & GOLD INC CLASS B

620 shares

33,356

FREESCALE SEMICONDUCTOR CLASS B

184 shares

4,631

FRONTIER OIL CORPORATION

50 shares

1,877

GSI COMMERCE INC

94 shares

1,418

GTX GLOBAL CORPORATION

14,101 shares

115,769

GAMEZNFLIX INC

18,000 shares

234

GAMMON LAKE RESOURCES INC

350 shares

4,165

GAP INC

155 shares

2,736

GASCO ENERGY INC

500 shares

3,265

GEMSTAR TV GUIDE INTERNATIONAL

375 shares

979

Phelps Dodge Employee Savings Plan		Supplemental Information
Schedule of Assets (Held at End of Year)		Schedule I
December 31, 2005

(c) Description of

investment including

maturity date, rate of

interest, collateral,

(d)

par or maturity value,

Cost

(e) Current

(a)

(b) Identity of issue, borrower, lessor or similar party

or number of shares

**

value

GENERAL CHEMICAL GROUP

200 shares

4

GENERAL ELECTRIC COMPANY

7,513 shares

263,332

GENERAL MILLS INC

104 shares

5,131

GENERAL MOTORS CORPORATION

340 shares

6,603

GENEREX BIOTECHNOLOGY CORPORATION

425 shares

353

GENOMED INC

55,000 shares

1,815

GEOCOM RESOURCES INC

1,500 shares

240

GERON CORPORATION

1,000 shares

8,610

GLOBAL AIRCRAFT SOLUTIONS

700 shares

1,071

GLOBAL BEVERAGE SOLUTIONS INC

4 shares

7

GLOBAL COPPER CORPORATION

2,000 shares

—

GLOBAL ENVIRONMENTAL ENERGY CORPORATION

4,700 shares

2,820

GLOBAL EPOINT INC

130 shares

416

GLOBAL ESCIENCE CORPORATION

3 shares

—

GLOBAL MATERIALS & SERVICES

6 shares

—

GLOBALSANTAFE CORPORATION

200 shares

9,630

GLOBALSTAR TELECOMMUNICATIONS

989 shares

9

GLOBETEL COMMUNICATIONS

1,523 shares

5,605

GOLDCORP INC

6,041 shares

134,593

GOLDEN PATRIOT CORPORATION

1,000 shares

80

GOLDEN STAR RESOURCES LTD

4,780 shares

12,619

GOLDMAN SACHS GROUP INC

105 shares

13,403

GOODRICH CORPORATION

200 shares

8,220

GOODYEAR TIRE & RUBBER COMPANY

500 shares

8,690

GOOGLE INC CLASS A

64 shares

26,551

GREAT WEST GOLD INC

1,313 shares

1

GUIDANT CORPORATION

508 shares

32,922

HANSEN NATURAL CORPORATION

327 shares

25,771

HARLEY DAVIDSON

334 shares

17,193

HARRAH’S ENTERTAINMENT

20 shares

1,426

HARVEST NATURAL RESOURCE

500 shares

4,440

HEALTHCARE SERVICE GROUP INC

313 shares

6,482

HEARUSA INC

2,000 shares

2,720

HECLA MINING COMPANY

925 shares

3,756

HEE CORPORATION

4,200 shares

2

HEILIG MEYERS COMPANY

100 shares

—

HELMERICH & PAYNE INC

100 shares

6,191

HEWLETT-PACKARD COMPANY

3,439 shares

98,461

HOME DEPOT INC

779 shares

31,541

HOME SOLUTIONS AMERICA INC

1,000 shares

4,480

HOMELAND INTEGRATED SECURITIES

10,000 shares

520

HOMELAND SECURITY GROUP INTERNATIONAL

1,500 shares

9

HONDA MOTOR COMPANY LTD

150 shares

4,346