EXHIBIT 10.9

            1992 LONG-TERM PERFORMANCE INCENTIVE PLAN
                     OF FREEPORT-McMoRan INC.


                            ARTICLE I

                         PURPOSE OF PLAN

          SECTION  1.1.   The  purpose  of the 1992 Long-Term Performance
Incentive  Plan  of  Freeport-McMoRan Inc. (the  "Plan")  is  to  provide
incentives for senior  executives  whose  performance  in  fulfilling the
responsibilities  of  their  positions  can  have a major impact  on  the
profitability and future growth of Freeport-McMoRan  Inc. (the "Company")
and its subsidiaries.


                            ARTICLE II

                    ADMINISTRATION OF THE PLAN

          SECTION 2.1.  Subject to the authority and powers  of the Board
of  Directors in relation to the Plan as hereinafter provided,  the  Plan
shall be administered by a Committee designated by the Board of Directors
consisting  of  two  or more members of the Board each of whom is a "non-
employee director" within  the  meaning  of Rule 16b-3 promulgated by the
Securities and Exchange Commission under the  Securities  Exchange Act of
1934.   The Committee shall have full authority to interpret the Plan and
from  time  to time to adopt such rules and regulations for carrying  out
the Plan as it  may  deem best; provided, however, that the Committee may
not exercise any authority  granted  to it hereunder if such action would
have the effect of increasing the amount of any credit to or payment from
the   Performance   Award   Account   of  any  Covered   Employee.    All
determinations by the Committee shall be  made by the affirmative vote of
a majority of its members, but any determination  reduced  to writing and
signed by a majority of the members shall be fully as effective  as if it
had been made by a majority vote at a meeting duly called and held.   All
decisions by the Committee pursuant to the provisions of the Plan and all
orders or resolutions of the Board of Directors pursuant thereto shall be
final,  conclusive  and binding on all persons, including but not limited
to  the  Participants,   the  Company  and  its  Subsidiaries  and  their
respective equity holders.


                           ARTICLE III

         ELIGIBILITY FOR AND GRANT OF PERFORMANCE AWARDS

          SECTION 3.1.  Subject  to  the  provisions  of  the  Plan,  the
Committee may from time to time select any of the following to be granted
Performance   Awards   under  the  Plan,  and  determine  the  number  of
Performance Units covered  by each such Performance Award: (a) any person
providing services as an officer  of the Company or a Subsidiary, whether
or  not employed by such entity, including  any  person  who  is  also  a
director  of  the  Company, (b) any salaried employee of the Company or a
Subsidiary, including any director who is also an employee of the Company
or a Subsidiary, (c)  any  officer or salaried employee of an entity with
which the Company has contracted  to  receive  executive,  management  or
legal  services  who  provides  services  to  the Company or a Subsidiary
through such arrangement and (d) any person who  has agreed in writing to
become a person described in clauses (a), (b) or (c) within not more than
30  days following the date of grant of such person's  first  Performance
Award  under  the  Plan.   Performance Awards may be granted at different
times to the same individual.    The  Plan  shall  expire on December 31,
1997  and  no  Performance Awards shall be granted hereunder  after  such
date.

          SECTION  3.2.   Upon  the  grant  of  a  Performance Award to a
Participant, the Company shall establish a Performance  Award Account for
such Participant and shall credit to such Performance Award  Account  the
number of Performance Units covered by such Performance Award.

          SECTION  3.3.   The  number of Performance Units outstanding at
any time shall not exceed 500,000.   Performance  Units  that  shall have
been forfeited or with respect to which payment has been made pursuant to
Section  4.2 or deferred pursuant to Section 4.4 shall not thereafter  be
deemed to  be credited or outstanding for any purpose of the Plan and may
again be the subject of Performance Awards.

          SECTION  3.4.   (a)  Notwithstanding  the provisions of Section
3.1,  3.2 and 3.3, all Performance Awards granted  to  Covered  Employees
must be granted no later than 90 days following the beginning of the Plan
Year.   No  Covered  Employee may be granted more than 75,000 Performance
Units in any calendar year.

          (b)  All Performance Awards to Covered Employees under the Plan
will be made and administered by two or more members of the Committee who
are also "outside directors"  within the meaning of Section 162(m) of the
Internal Revenue Code of 1986,  as  amended, and rules promulgated by the
Internal Revenue Service of the Department of the Treasury thereunder.


                            ARTICLE IV

            CREDITS TO AND PAYMENTS FROM PARTICIPANTS'
                    PERFORMANCE AWARD ACCOUNTS

          SECTION  4.1.   Subject to the  provisions  of  the  Plan,  the
Performance Award Account or  Accounts of each Participant at December 31
of any year shall be credited,  as  of  such  December 31, with an amount
equal to the Annual Earnings Per Share (or Net  Loss  Per Share) for such
year  times the number of Performance Units then credited  to  each  such
Performance  Award  Account; provided that, if in any year there shall be
any outstanding Net Loss  Carryforward  applicable  to  such  Performance
Award Account, such Net Loss Carryforward shall be applied to reduce  any
amount  which  would  otherwise  be  credited  to  such Performance Award
Account  pursuant to this Section 4.1 in such year until  such  Net  Loss
Carryforward has been fully so applied.

          SECTION  4.2.   (a)  Subject to the provisions of the Plan, the
balance credited to a Participant's  Performance  Award  Account shall be
paid  to  such Participant as soon as practicable on or after  the  Award
Valuation Date with respect to such Performance Award.

          (b)  Payments pursuant to Section 4.2(a) shall be in cash.

          (c)   Notwithstanding  any  other  provision of the Plan to the
contrary,  no  Covered Employee shall be entitled  to  any  payment  with
respect to a Performance  Award  unless  the  members  of  the  Committee
referred  to in Section 3.4(b) hereof shall have certified the amount  of
the Annual  Earnings  Per  Share  (or  Net  Loss Per Share) for each year
covered by such Performance Award.

          SECTION 4.3.  In addition to any amounts  payable  pursuant  to
Section  4.2,  the  Committee  may  in its sole discretion determine that
there shall be payable to a former Participant,  other than a Participant
who  is  at  the time of any payment a Covered Employee,  a  supplemental
amount not exceeding  the excess, if any, of (i) the amount determined in
accordance with Section  4.1 which would have been payable to such former
Participant if the Award Valuation  Date  with  respect  to a Performance
Award  of such Participant had been December 31 of the first,  second  or
third calendar  year  next following the year in which such Participant's
Termination of Employment  occurred  (the selection of such first, second
or  third calendar year to be in the sole  discretion  of  the  Committee
subject  only  to  the  last  sentence of this Section 4.3) over (ii) the
amount determined in accordance  with  said Section 4.1 as of December 31
of  the calendar year in which such Termination  of  Employment  actually
occurred.   Any  such  supplemental  amount so payable shall be paid in a
lump  sum as promptly as practicable on  or  after  December  31  of  the
calendar year so selected by the Committee or in one or more installments
ending not later than five years after such December 31, as the Committee
may in  its  discretion direct.  In no event shall any payment under this
Section 4.3 be  made  with respect to any calendar year after the year in
which such former Participant  reaches  his  normal retirement date under
the Company's retirement plan.

          SECTION 4.4.  (a)  Prior to January  1  of any calendar year in
which it is anticipated that an Award Valuation Date  with respect to any
Performance Award may occur, a Participant may elect, in  accordance with
procedures established by the Committee, to defer, as and to  the  extent
hereinafter  provided, the payment of the amount, if any, which shall  be
paid pursuant to Section 4.2.

          (b)   All payments deferred pursuant to Section 4.4(a) shall be
paid in one or more  periodic installments, not in excess of ten, at such
time or times after the  applicable  Award  Valuation Date, but not later
than ten years after such Award Valuation Date,  as shall be specified in
such Participant's election pursuant to Section 4.4(a).

          (c)  In the case of payments deferred as  provided  in  Section
4.4(a),  the  unpaid  amounts shall, commencing with the applicable Award
Valuation Date, be increased  at  a  rate  equal  to the prime commercial
lending  rate  announced from time to time by The Chase  Manhattan  Bank,
N.A.  (compounded   quarterly)   or   by   another  major  national  bank
headquartered in New York, New York and designated  by the Committee.  If
subsequent to such Participant's election pursuant to Section 4.4(a) such
Participant's Termination of Employment occurs for any  reason other than
death,  Disability,  retirement under the Company's retirement  plan,  or
retirement  with  the  consent  of  the  Company  outside  the  Company's
retirement plan, the Committee  may,  in its sole discretion, pay to such
Participant  in  a  lump sum the aggregate  amount  of  any  payments  so
deferred, notwithstanding such election.

          SECTION 4.5.   Anything  contained  in the Plan to the contrary
notwithstanding:

          (a)   The  Committee  may,  in  its  sole discretion,  suspend,
permanently  or  for  a  specified  period  of  time  or   until  further
determination  by  the  Committee, the making of any part or all  of  the
credits which would otherwise  have  been  made  to the Performance Award
Accounts  of  all the Participants or to such Accounts  of  one  or  more
Participants as shall be designated by the Committee.

          (b)   All  Performance  Units  and  other amounts credited to a
Participant's Performance Award Account with respect  to  or arising from
any  Performance  Award shall be forfeited in the event of the  Discharge
for Cause of such Participant  prior  to  December  31  of the third year
following the year of grant of such Performance Award.

          (c)   All  Performance  Units and other amounts credited  to  a
Participant's Performance Award Account with respect to or arising from a
Performance Award shall, unless and  to  the  extent  that  the Committee
shall in its absolute discretion otherwise determine by reason of special
mitigating   circumstances,   be   forfeited   in  the  event  that  such
Participant's Termination of Employment shall occur  for any reason other
than death, Disability, retirement under the Company's  retirement  plan,
or  retirement  with  the  consent  of  the Company outside the Company's
retirement plan, at any time (except within  two  years after the date on
which a Change in Control shall have occurred) prior  to  December  31 of
the third year following the year of grant of such Performance Award.

          (d)   If any suspension is in effect pursuant to Section 4.5(a)
on a date when a  credit  would  otherwise  have  been  made  pursuant to
Section  4.1,  the  amounts  which would have been credited but for  such
suspension shall be forfeited  and no credits shall thereafter be made in
lieu  thereof.   If  the  Committee   shall  so  determine  in  its  sole
discretion, the amounts theretofore credited  to  any  Performance  Award
Account  or  Accounts,  other  than  any  Performance  Award Account of a
Covered Employee, shall be increased, during the suspension  period, at a
rate  equal to the prime commercial lending rate announced from  time  to
time by  The Chase Manhattan Bank, N.A. (compounded quarterly) or at such
other rate and in such manner as shall be determined from time to time by
the Committee.
                            ARTICLE V

                       GENERAL INFORMATION

          SECTION  5.1.   If Net Income, Annual Earnings Per Share or Net
Loss Per Share for any year  shall  have been affected by special factors
(including material changes in accounting policies or practices, material
acquisitions or dispositions of property,  or  other unusual items) which
in the Committee's judgment should or should not  be  taken into account,
in  whole or in part, in the equitable administration of  the  Plan,  the
Committee  may,  for  any  purpose of the Plan, adjust Net Income, Annual
Earnings Per Share or Net Loss  Per  Share,  as the case may be, for such
year (and subsequent years as appropriate), or  any  combination of them,
and  make credits, payments and reductions accordingly  under  the  Plan;
provided, however, the Committee shall not have the authority to make any
such adjustments  to  payments with respect to the Performance Awards of,
or credits to the Performance  Award  Accounts of, any Participant who is
at  such  time a Covered Employee.  Notwithstanding  the  foregoing,  the
Committee may,  in  the exercise of its discretion prior to the making of
credits to the Performance Award Accounts of Participants with respect to
a particular year, reduce  or eliminate the amount of the Annual Earnings
Per Share that would otherwise  be  credited  to  any  Performance  Award
Account  of  any  Participant,  including  but not limited to any Covered
Employee, for such year in accordance with the terms of the Plan.

          SECTION 5.2.  The Committee shall  for purposes of Articles III
and IV make appropriate adjustments in the number  of  Performance  Units
which  shall  remain  subject  to Performance Awards and in the number of
Performance  Units  which  shall  have  been  credited  to  Participants'
accounts, in order to reflect any merger  or  consolidation  to which the
Company  is  a  party  or  any  stock dividend, split-up, combination  or
reclassification of the outstanding shares of Company Common Stock or any
other relevant change in the capitalization of the Company.

          SECTION  5.3.   A  Participant   may  designate  in  writing  a
beneficiary (including the trustee or trustees of a trust) who shall upon
the death of such Participant be entitled to  receive  all  amounts which
would have been payable hereunder to such Participant.  A Participant may
rescind  or change any such designation at any time.  Except as  provided
in this Section  5.3,  none of the amounts which may be payable under the
Plan may be assigned or transferred otherwise than by will or by the laws
of descent and distribution.

          SECTION 5.4.   All  payments made pursuant to the Plan shall be
subject to withholding in respect  of  income and other taxes required by
law to be withheld, in accordance with procedures  to  be  established by
the Committee.

          SECTION  5.5.  The selection of an individual for participation
in the Plan shall not  give  such Participant any right to be retained in
the employ of the Company or any  of  its  Subsidiaries, and the right of
the  Company  and of such Subsidiary to dismiss  or  discharge  any  such
Participant or  to  terminate  any arrangement pursuant to which any such
Participant provides services to  the  Company  is specifically reserved.
The  benefits  provided  for  Participants under the  Plan  shall  be  in
addition to, and shall in no way preclude, other forms of compensation to
or in respect of such Participants.

          SECTION 5.6.  The Board of Directors and the Committee shall be
entitled to rely on the advice  of  counsel  and other experts, including
the independent public accountants for the Company.   No  member  of  the
Board  of Directors or of the Committee or any officers of the Company or
its Subsidiaries  shall be liable for any act or failure to act under the
Plan, except in circumstances  involving  bad  faith  on the part of such
member or officer.

          SECTION 5.7.  Nothing contained in the Plan shall  prevent  the
Company  or  any  Subsidiary or affiliate of the Company from adopting or
continuing in effect  other compensation arrangements, which arrangements
may be either generally applicable or applicable only in specific cases.


                            ARTICLE VI

               AMENDMENT OR TERMINATION OF THE PLAN

          SECTION 6.1.  The Board of Directors may at any time terminate,
in whole or in part, or  from time to time amend the Plan, provided that,
except  as  otherwise  provided   in  the  Plan,  no  such  amendment  or
termination  shall  adversely  affect   the   amounts   credited  to  the
Performance  Award  Account of a Participant with respect to  Performance
Awards previously made  to  such  Participant.   In  the  event  of  such
termination,  in  whole or in part, of the Plan, the Committee may in its
sole  discretion direct  the  payment  to  Participants  of  any  amounts
specified  in  Article  IV  and  not  theretofore  paid out, prior to the
respective dates upon which payments would otherwise be made hereunder to
such  Participants, and in a lump sum or installments  as  the  Committee
shall prescribe  with  respect to each such Participant.  Notwithstanding
the foregoing, any such  payment to a Covered Employee must be discounted
to reflect the present value  of such payment using the rate specified in
Section 4.4(c).  The Board may at any time and from time to time delegate
to the Committee any or all of its authority under this Article VI.



                           ARTICLE VII

                           DEFINITIONS

          SECTION 7.1.  For the purposes of the Plan, the following terms
shall have the meanings indicated:

          (a)  Annual Earnings  Per Share:  With respect to any year, the
result obtained by dividing (i)   Net  Income  for  such year by (ii) the
average  number  of  issued  and  outstanding shares (excluding  treasury
shares  and  shares held by any Subsidiaries)  of  Company  Common  Stock
during such year  as shown in the Company's Annual Report to Stockholders
for such year.

          (b)  Award  Valuation  Date:   With  respect to any Performance
Award, (i)  December 31 of the year in which the third anniversary of the
grant of such Performance Award to a Participant  shall occur or, (ii) if
earlier, December 31 of the year in which such Participant's  Termination
of  Employment shall occur, if such Termination of Employment occurs  (x)
within  two  years after a Change in Control or (y) as a result of death,
Disability, retirement  under the Company's retirement plan or retirement
with the consent of the Company outside the Company's retirement plan.

          (c)   Board  of Directors:   The  Board  of  Directors  of  the
Company.

          (d)  Change in Control:  A Change in Control shall be deemed to
have occurred if either (i) any person, or any two or more persons acting
as a group, and all affiliates  of  such  person  or  persons,  shall own
beneficially  more  than  20%  of  the  Company  Common Stock outstanding
(exclusive of shares held in the Company's treasury  or  by the Company's
Subsidiaries)  pursuant  to a tender offer, exchange offer or  series  of
purchases  or  other  acquisitions,   or   any   combination   of   those
transactions,  or  (ii) there shall be a change in the composition of the
Board of Directors of  the Company at any time within two years after any
tender offer, exchange offer,  merger,  consolidation,  sale of assets or
contested   election,  or  any  combination  of  those  transactions   (a
"Transaction"), so that (A) the persons who were directors of the Company
immediately before  the  first  such  Transaction  cease  to constitute a
majority  of  the  Board  of  Directors  of  the corporation which  shall
thereafter  be  in  control  of the companies that  were  parties  to  or
otherwise  involved in such first  Transaction,  or  (B)  the  number  of
persons who  shall  thereafter  be directors of such corporation shall be
fewer  than  two-thirds  of  the  number  of  directors  of  the  Company
immediately prior to such first Transaction.   A  Change in Control shall
be deemed to take place upon the first to occur of  the  events specified
in the foregoing clauses (i) and (ii).

          (e)  Committee:  The Committee designated pursuant  to  Section
2.1.  Until otherwise determined by the Board of Directors, the Corporate
Personnel Committee designated by such Board shall be the Committee under
the Plan.

          (f)   Company Common Stock:  Common Stock, par value $0.01,  of
the Company.

          (g)  Covered  Employee:   At  any date, (i) any individual who,
with respect to the previous taxable year  of the Company, was a "covered
employee" of the Company within the meaning  of  Section  162(m)  of  the
Internal  Revenue  Code  of  1986,  as amended, and the rules promulgated
thereunder  by the Internal Revenue Service  of  the  Department  of  the
Treasury, provided,  however,  the  term  "Covered  Employee"  shall  not
include  any  such  individual who is designated by the Committee, in its
discretion, at the time  of  any  grant  or  at  any  subsequent  time as
reasonably  expected not to be such a "covered employee" with respect  to
the current taxable  year  of  the Company and (ii) any individual who is
designated by the Committee, in  its discretion, at the time of any grant
or at any subsequent time as reasonably  expected  to  be such a "covered
employee"  with  respect  to  the  current  taxable year of the  Company.
Notwithstanding the foregoing, at any date in  fiscal year 1994, "Covered
Employee" shall mean any individual designated by  the  Committee, in its
discretion,  as  reasonably  expected  to  be  a "covered employee"  with
respect to the Company's taxable year 1994.

          (h)   Disability:   In the case of any Participant,  disability
which after the expiration of more  than  26 weeks after its commencement
is determined to be total and permanent by  a  physician  selected by the
Company and acceptable to such Participant or his legal representatives.

          (i)    Discharge   for   Cause:   Involuntary  Termination   of
Employment  as  a  result of dishonesty  or  similar  serious  misconduct
directly related to  the  performance  of  duties  for any and all of the
Related Entities.

          (j)  Net Income:  With respect to any year,  the sum of (i) the
net income (or net loss) of the Company and its consolidated subsidiaries
for such year as shown in the Company's Annual Report to Stockholders for
such year; plus (or minus) (ii) the minority interests'  share in the net
income (or net loss) of the Company's consolidated subsidiaries  for such
year  as  shown  in  the Company's Annual Report to Stockholders for such
year; plus (or minus)  (iii)  changes  in  accounting  principles  of the
Company  and  its consolidated subsidiaries for such year plus (or minus)
the minority interests' share in such changes in accounting principles as
shown in the Company's  Annual Report to Stockholders for such year; plus
(iv) the portion for such  year  of the deferred gain on the 1992 sale of
newly  issued  Freeport-McMoRan Resource  Partners,  Limited  Partnership
depositary units  as shown in the Company's Annual Report to Stockholders
for such year.

          (k)  Net  Loss  Carryforward:   With respect to any Performance
Award Account, (i) an amount equal to the Net Loss Per Share for any year
times the number of Performance Units then  outstanding  and  credited to
such Performance Award Account, reduced by (ii) any portion thereof which
has been applied in any prior year as provided in Section 4.1.

          (l)   Net  Loss  Per  Share:   The  amount  obtained  when  the
calculation of Annual Earnings Per Share results in a number that is less
than zero.

          (m)   Participant:   An individual who has been selected by the
Committee  to  receive  a Performance  Award  and  in  respect  of  whose
Performance Award Account any amounts remain payable.

          (n)  Performance  Award:  The grant of Performance Units by the
Committee to a Participant pursuant to Section 3.1 or 3.4.

          (o)  Performance Award  Account:   An account established for a
Participant pursuant to Section 3.2.

          (p)  Performance Unit:  A unit covered  by  Performance  Awards
granted or subject to grant pursuant to Article III.

          (q)   Related  Entities:   The  Company,  any Subsidiary of the
Company, Freeport-McMoRan Copper & Gold Inc., any Subsidiary of Freeport-
McMoRan  Copper  &  Gold Inc., McMoRan Oil & Gas Co., any  Subsidiary  of
McMoRan Oil & Gas Co.,  and any law firm rendering services to any of the
foregoing entities provided  such  law  firm  consists of at least two or
more members or associates who are or were officers of the Company or any
Subsidiary of the Company.

          (r)  Subsidiary:  (i) Any corporation  or other entity in which
the   Company   possesses   directly   or  indirectly  equity   interests
representing at least 50% of the total ordinary  voting power or at least
50%  of  the  total  value  of  all classes of equity interests  of  such
corporation  or other entity and (ii)  any  other  entity  in  which  the
Company has a  direct or indirect economic interest that is designated as
a Subsidiary by the Committee.

          (s) Termination  of Employment:  The cessation of the rendering
of services, whether or not as an employee, to any and all of the Related
Entities.


                           As amended effective December 10, 1996