UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                   FORM 8-K
                                CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the
                       Securities Exchange Act of 1934



Date of Report (Date of earliest event reported): November 29, 1994  

                             MAGMA COPPER COMPANY
- ----------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)



       Delaware                     1-10122         86-0219794
- ----------------------------------------------------------------------
(State or other jurisdiction      (Commission    (IRS Employer
 of incorporation)                File Number)   Identification        
                                                     Number) 


7400 North Oracle Road, Suite 200, Tucson, Arizona       85704
- ----------------------------------------------------------------------
(Address of principal executive offices)               (Zip Code)



Registrant's telephone number, including area code:(602) 575-5600
                                                    


                                Not Applicable
- ----------------------------------------------------------------------
       (Former name or former address, if changed since last report.) 

<PAGE>

Item 2.   Acquisition or Disposition of Assets

     On November 29, 1994, Magma Copper Company (the "Company")
consummated the acquisition of Empresa Minera Especial Tintaya S.A.
("Tintaya"), a Peruvian company which owns mining concessions and
conducts mining operations in Southern Peru.  The Company was the
winning bidder in the privatization of Tintaya, which was acquired
from the Government of Peru.  Following the closing, Tintaya's name
was changed to Magma Tintaya S.A.

     Under the terms of the purchase, which was determined through a
bid process, the Company paid US$214 in cash and delivered US$55
million face value of Peruvian government debt (which the Company
purchased for a discount), for a 98.43% interest in Tintaya (the
remainder of Tintaya is owned by employees).  Magma funded the
purchase through the sale of short-term marketable securities.  In
conjunction with the acquisition, Magma also agreed to spend US$85
million for certain capital expenditures over the next 5 years.

     Tintaya owns various mining concessions in Southern Peru, as well
as plant and equipment to support ongoing mining operations.  The
Company intends to continue to operate these mining properties, to
expand existing operations, and to explore for additional ore
reserves.  In this regard, based upon information provided to the
Company in connection with the acquisition, the Tintaya Project
contains nearly 2 billion pounds of recoverable copper. The project
currently consists of an open pit mine which has established reserves
of 58 million tonnes of 1.78% sulfide copper ore.  Current operations
process 1.75% copper sulfide ore at the rate of 8,000 tonnes per day,
producing approximately 110 million pounds of copper per year.  Over
the next two years the Company intends to expand the mining rate to
10,000 tonnes of ore per day, which would boost sulfide ore production
to 135 million pounds of copper per year.  The Company also intends to
do a feasibility study to evaluate how best to exploit a proven and
probable mineral resource estimated at 21.7 million tonnes of 1.57%
oxide copper ore.  Based upon a preliminary analysis of the oxide
orebody at Tintaya, the Company believes that the project could
support an SX-EW operation capable of producing 70 million pounds of
copper per year.  The Company also believes that if it is successful
in expanding the current rate of sulfide production and in
establishing SX-EW production to achieve total copper production of
200 million pounds per year, Tintaya should be able to reduce its net
cash operating costs to the 50 cents per pound range.

     Although the Company made an extensive evaluation of the Tintaya
Project prior to its acquisition, there are certain risks inherent in
the acquisition and operation of foreign properties including the risk
of political instability, the possibility of adverse economic or tax
reforms, restrictions on the repatriation of funds and currency risks. 
The Company is pursuing measures to mitigate some of these risks.

<PAGE>

Item 7.   Financial Statements and Exhibits

          (a)  Financial Statements of Business Acquired.
               ------------------------------------------
               It is impracticable to provide the required financial
               information for Tintaya at the time this report on Form
               8-K is filed.  The required financial statements will
               be filed under Form 8-K/A as soon as practicable but in
               no event later than February 13, 1995.

          (b)  Pro Forma Financial Information.
               --------------------------------
               It is impracticable to provide the required pro forma
               financial information for Tintaya at the time this
               report on Form 8-K is filed.  The required pro forma
               financial information will be filed under cover of a
               Form 8-K/A as soon as practicable but in no event later
               than February 13, 1995.

          (c)  Exhibits.
               ---------
                2.1 Stock Purchase Agreement between Empresa Mineral
                    Especial Tintaya S.A. and Magma Copper Company
                    (official translation).
<PAGE>
                                SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.



                                    MAGMA COPPER COMPANY



                                    By    \s\ Douglas J. Purdom
                                         ------------------------
                                        Douglas J. Purdom
                                        Vice President and 
                                        Chief Financial Officer



Date:  December 14, 1994
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UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 8-K
                                CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the
                       Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 29, 1994  

                             MAGMA COPPER COMPANY
- ----------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

       Delaware                     1-10122         86-0219794
- ----------------------------------------------------------------------
(State or other jurisdiction      (Commission    (IRS Employer
 of incorporation)                File Number)   Identification        
                                                     Number) 

7400 North Oracle Road, Suite 200, Tucson, Arizona       85704
- ----------------------------------------------------------------------
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code:(602) 575-5600
                                                    

                                Not Applicable
- ----------------------------------------------------------------------
       (Former name or former address, if changed since last report.)
Item 2.   Acquisition or Disposition of Assets

     On November 29, 1994, Magma Copper Company (the "Company")
consummated the acquisition of Empresa Minera Especial Tintaya S.A.
("Tintaya"), a Peruvian company which owns mining concessions and
conducts mining operations in Southern Peru.  The Company was the
winning bidder in the privatization of Tintaya, which was acquired
from the Government of Peru.  Following the closing, Tintaya's name
was changed to Magma Tintaya S.A.

     Under the terms of the purchase, which was determined through a
bid process, the Company paid US$214 in cash and delivered US$55
million face value of Peruvian government debt (which the Company
purchased for a discount), for a 98.43% interest in Tintaya (the
remainder of Tintaya is owned by employees).  Magma funded the
purchase through the sale of short-term marketable securities.  In
conjunction with the acquisition, Magma also agreed to spend US$85
million for certain capital expenditures over the next 5 years.

     Tintaya owns various mining concessions in Southern Peru, as well
as plant and equipment to support ongoing mining operations.  The
Company intends to continue to operate these mining properties, to
expand existing operations, and to explore for additional ore
reserves.  In this regard, based upon information provided to the
Company in connection with the acquisition, the Tintaya Project
contains nearly 2 billion pounds of recoverable copper. The project
currently consists of an open pit mine which has established reserves
of 58 million tonnes of 1.78% sulfide copper ore.  Current operations
process 1.75% copper sulfide ore at the rate of 8,000 tonnes per day,
producing approximately 110 million pounds of copper per year.  Over
the next two years the Company intends to expand the mining rate to
10,000 tonnes of ore per day, which would boost sulfide ore production
to 135 million pounds of copper per year.  The Company also intends to
do a feasibility study to evaluate how best to exploit a proven and
probable mineral resource estimated at 21.7 million tonnes of 1.57%
oxide copper ore.  Based upon a preliminary analysis of the oxide
orebody at Tintaya, the Company believes that the project could
support an SX-EW operation capable of producing 70 million pounds of
copper per year.  The Company also believes that if it is successful
in expanding the current rate of sulfide production and in
establishing SX-EW production to achieve total copper production of
200 million pounds per year, Tintaya should be able to reduce its net
cash operating costs to the 50 cents per pound range.

     Although the Company made an extensive evaluation of the Tintaya
Project prior to its acquisition, there are certain risks inherent in
the acquisition and operation of foreign properties including the risk
of political instability, the possibility of adverse economic or tax
reforms, restrictions on the repatriation of funds and currency risks. 
The Company is pursuing measures to mitigate some of these risks.
Item 7.   Financial Statements and Exhibits

          (a)  Financial Statements of Business Acquired.
               ------------------------------------------
               It is impracticable to provide the required financial
               information for Tintaya at the time this report on Form
               8-K is filed.  The required financial statements will
               be filed under Form 8-K/A as soon as practicable but in
               no event later than February 13, 1995.

          (b)  Pro Forma Financial Information.
               --------------------------------
               It is impracticable to provide the required pro forma
               financial information for Tintaya at the time this
               report on Form 8-K is filed.  The required pro forma
               financial information will be filed under cover of a
               Form 8-K/A as soon as practicable but in no event later
               than February 13, 1995.

          (c)  Exhibits.
               ---------
                2.1 Stock Purchase Agreement between Empresa Mineral
                    Especial Tintaya S.A. and Magma Copper Company
                    (official translation).
SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.

                                    MAGMA COPPER COMPANY

                                    By    \s\ Douglas J. Purdom
                                         ------------------------
                                        Douglas J. Purdom
                                        Vice President and 
                                        Chief Financial Officer

Date:  December 14, 1994