Sec Form 13D Filing - CERRO TRADING CO INC filing for SOUTHERN COPPER CORP (SCCO) - 2005-06-24

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

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

1	NAME OF REPORTING PERSON
	I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
	Cerro Trading Company, Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)
				(b)
3	SEC USE ONLY
4	SOURCE OF FUNDS
	N/A
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF  SHARES  BENEFICIALLY   OWNED BY   EACH REPORTING   PERSON   WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			0
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0 shares of Common Stock
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0% of  Common Stock (as hereinafter defined) outstanding. See Item 5 below.
14	TYPE OF REPORTING PERSON
	CO

1	NAME OF REPORTING PERSON
	I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
	SPC Investors, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)
				(b)
3	SEC USE ONLY
4	SOURCE OF FUNDS
	N/A
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF  SHARES  BENEFICIALLY  OWNED BY  EACH REPORTING  PERSON  WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			0
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0 shares of Class A Common Stock
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0% of  Common Stock (as hereinafter defined) outstanding. See Item 5 below.
14	TYPE OF REPORTING PERSON
	CO

Except as specifically amended by this Amendment No. 9, all other provisions of Cerro's Schedule 13D filed on January 2, 1996, as amended by Amendment Nos. 1-8, remain in full force and effect. Capitalized terms used herein and not otherwise defined shall have the same meanings ascribed to them in such Schedule 13D.

Item 4 is amended and supplemented by adding the following:

On June 15, 2005, pursuant to an underwriting agreement dated as of the same date among the Issuer, the several underwriters named therein, Cerro, SPC Investors and the other selling stockholders named therein (the "Underwriting Agreement"), Cerro sold 9,498,088 shares of Common Stock of the Issuer and SPC Investors sold 1,880,000 shares of Common Stock of the Issuer, in each case for a price of $40.635 per share, net of underwriter discounts and commissions. Simultaneous with Cerro's and SPC Investors' sale of these shares, certain other shareholders of Common Stock of the Issuer also sold their shares of Common Stock of the Issuer for a price of $40.635 per share, net of underwriter discounts and commissions, pursuant to the Underwriting Agreement. In total, 22,551,884 shares of Common Stock of the Issuer were sold pursuant to the Underwriting Agreement. The preceding description of the Underwriting Agre ement, a copy of which is filed as Exhibit 1 hereto and is incorporated herein by reference, is qualified by reference to the full text of the Underwriting Agreement.

As a result of this sale of shares of Common Stock of the Issuer by Cerro and SPC Investors, neither Cerro nor SPC Investors retains any ownership interests in the Issuer.

Except as set forth above, neither Cerro nor SPC Investors has any plans or proposals which relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

Item 5 is amended and restated in its entirety as follows:

(a) For the purpose of Rule 13d-3 promulgated under the Exchange Act, each of Cerro and SPC Investors currently beneficially own 0 shares of Common Stock, in each case representing 0% of the outstanding shares of Common Stock of the Issuer. Neither Cerro, nor SPC Investors, nor, to the best of its knowledge, any other individuals named in Appendix A or Appendix B to this Schedule 13D, beneficially owns any shares of Common Stock.

(b) Each of Cerro and SPC Investors currently have sole or shared power to vote, or direct the vote, or to dispose, or to direct the disposition, with respect to 0 shares of Common Stock. Neither Cerro, nor SPC Investors, nor, to the best of its knowledge, any other individuals named in Appendix A or Appendix B to this Schedule 13D, beneficially owns any shares of Common Stock.

(c) None, except for Item 4 above.

(d) Not applicable.