EXHIBIT INDEX
TO
FORM 10-Q
EXHIBIT PAGE
NUMBER DESCRIPTION NUMBER
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2.1 Asset Purchase Agreement, dated as of May 21, 1996, by
and among the Company, Mississippi Acquisition I, Inc.,
Mississippi Acquisition II, Inc., Xxxx Xxxxxx, Inc., and
New Mexico Potash Corporation; filed as Exhibit 2.1 to
the Company's Current Report on Form 8-K filed September
3, 1996, SEC File No. 0-20411, and incorporated herein by
reference.
2.2 Agreement and Plan of Merger and Reorganization, dated as
of August 27, 1996, by and among the Company, MISS SUB,
INC., and First Mississippi Corporation; filed as
Exhibit 2.2 to the Company's Annual Report on Form 10-K
for the fiscal year ended June 30, 1996, SEC File No. 0-
20411, and incorporated herein by reference.
3.1 Articles of Incorporation of the Company; filed as
Exhibit 3.1 to the Company's Amendment No. 1 to Form S-1
Registration Statement filed August 2, 1994, SEC File
No. 33-53119, and incorporated herein by reference.
3.2 Bylaws of the Company, filed as Exhibit 3.2 to the
Company's Annual Report on Form 10-K for the fiscal year
ended June 30, 1997, SEC File No. 1-12217.
4.1 Mississippi Phosphates Corporation 401(k) Retirement
Plan; filed as Exhibit 4.3(a) to the Company's Post-
Effective Amendment No. 1 to Form S-8 Registration
Statement filed June 6, 1995, SEC File No. 33-59577, and
incorporated herein by reference.
4.2 Mississippi Chemical Corporation Thrift Plan Plus; filed
as Exhibit 4.3(b) to the Company's Post-Effective
Amendment No. 1 to Form S-8 Registration Statement filed
June 6, 1995, SEC File No. 33-59577, and incorporated
herein by reference.
4.3 Mississippi Chemical Corporation 1994 Stock Incentive
Plan; filed as Exhibit 4.2 to the Company's Form S-8
Registration Statement filed December 21, 1995, SEC File
No. 33-65209, and incorporated herein by reference.
4.4 Mississippi Chemical Corporation 1995 Stock Option Plan
for Nonemployee Directors; filed as Exhibit 4.3 to the
Company's Form S-8 Registration Statement filed
December 21, 1995, SEC File No. 33-65209, and
incorporated herein by reference.
4.5 Mississippi Chemical Corporation 1995 Restricted Stock
Purchase Plan for Nonemployee Directors; filed as Exhibit
4.4 to the Company's Form S-8 Registration Statement
filed December 21, 1995, SEC File No. 33-65209, and
incorporated herein by reference.
4.6 Shareholder Rights Plan; filed as Exhibit 1 to the
Company's Form 8-A Registration Statement dated
August 15, 1994, SEC File No. 2-7803, and incorporated
herein by reference.
10.1 Agreement effective as of October 1, 1991, entered into
by the Company's subsidiary Mississippi Phosphates
Corporation for the exclusive distribution of diammonium
phosphate produced by Mississippi Phosphates Corporation;
filed as Exhibit 10.1 to Amendment No. 1 to the Company's
Report on Form 8 dated January 7, 1993, SEC File No.
2-7803, and incorporated herein by reference.
10.2 Amendment of Agreement, effective as of July 1, 1993, to
the Agreement entered into as of October 1, 1991, by the
Company's subsidiary Mississippi Phosphates Corporation
for the exclusive distribution of diammonium phosphate
produced by Mississippi Phosphates Corporation; filed as
Exhibit 10.3 to the Company's Annual Report on Form 10-K
for the fiscal year ended June 30, 1993, SEC File No. 2-
7803, and incorporated herein by reference.
10.3 Amendment of Agreement, effective as of August 1, 1994,
to the Agreement entered into as of October 1, 1991, by
the Company's subsidiary Mississippi Phosphates
Corporation for the exclusive distribution of diammonium
phosphate produced by Mississippi Phosphates Corporation;
filed as Exhibit 10.7 to the Company's Annual Report on
Form 10-K for the fiscal year ended June 30, 1995, SEC
File No. 2-7803, and incorporated herein by reference.
10.4 Agreement made and entered into as of September 15, 1991,
between Office Cherifien des Phosphates and the Company's
subsidiary Mississippi Phosphates Corporation for the
sale and purchase of phosphate rock; filed as
Exhibit 10.1 to the Company's Annual Report on Form 10-K
for the fiscal year ended June 30, 1991, File No. 2-7803,
and incorporated herein by reference.
10.5 Amendment No. 1, effective as of July 1, 1992, to the
Agreement effective as of September 15, 1991, between
Office Cherifien des Phosphates and the Company's
subsidiary Mississippi Phosphates Corporation for the
sale and purchase of phosphate rock; filed as
Exhibit 10.12 to the Company's Annual Report on Form 10-K
for the fiscal year ended June 30, 1995, SEC File
No. 2-7803, and incorporated herein by reference1
10.6 Amendment No. 2, effective as of July 1, 1993, to the
Agreement effective as of September 15, 1991, between
Office Cherifien des Phosphates and the Company's
subsidiary Mississippi Phosphates Corporation for the
sale and purchase of phosphate rock; filed as Exhibit
10.11 to the Company's Annual Report on Form 10-K for the
fiscal year ended June 30, 1995, SEC File No. 2-7803, and
incorporated herein by reference.2
10.7 Amendment No. 3, effective as of January 1, 1995, to the
Agreement effective as of September 15, 1991, between
Office Cherifien des Phosphates and the Company's
subsidiary Mississippi Phosphates Corporation for the
sale and purchase of phosphate rock; filed as
Exhibit 10.10 to the Company's Annual Report on Form 10-K
for the fiscal year ended June 30, 1995, SEC File No. 2-7803,
and incorporated herein by reference.3
10.8 Amendment No. 4, effective as of January 1, 1997, to the
Agreement effective as of September 15, 1991, between
Office Cherifien des Phosphates and the Company's
subsidiary Mississippi Phosphates Corporation for the
sale and purchase of phosphate rock; filed as Exibit 10.8
to the Company's Annual Report on Form 10-K for the
fiscal year ended June 30, 1997, SEC File No. 1-12217,
and incorported herein by reference.
10.9 Gas Sales Agreement entered into by the Company and Sonat
Marketing Company as of July 13, 1995, for the sale and
purchase of natural gas; filed as Exhibit 10.13 to the
Company's Annual Report on Form 10-K for the fiscal year
ended June 30, 1995, SEC File No. 2-7803, and
incorporated herein by reference.4
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1
Pursuant to the Securities Exchange Act of 1934, Rule 24b-2,
confidential business information has been deleted from the first
and second paragraphs of paragraph numbered 1 of Amendment No. 1 and
an application for confidential treatment has been filed separately
with the Commission.
2
Pursuant to the Securities Exchange Act of 1934, Rule 24b-2,
confidential business information has been deleted from paragraphs numbered
5 and 8 of Amendment No. 2; from the first paragraph, paragraph numbered 1,
paragraph numbered 2, and paragraph numbered 3 of Schedule 1, Exhibit A;
from Schedule 2, Exhibit B; from Schedule 3, Exhibit C, and from Schedule 4,
Exhibit D; and an application for confidential treatment has been filed
separately with the Commission.
3
Pursuant to the Securities Exchange Act of 1934, Rule 24b-2,
confidential business information has been deleted from Schedule 1 to
Amendment No. 3, Exhibit B, and an application for confidential treatment
has been filed separately with the Commission.
4
Pursuant to the Securities Exchange Act of 1934, Rule 24b-2,
confidential business information has been deleted from Article IV, Price,
and an application for confidential treatment has been filed separately
with the Commission.
------------------------
10.10 Agreement for Real Estate Purchase Option dated July 16,
1990, for the sale of the Company's Xxxxxx County,
Florida, property and underlying phosphate reserves;
filed as an exhibit to Exhibit 4.2 to the Company's
Annual Report on Form 10-K for the fiscal year ended
June 30, 1990, SEC File No. 2-7803, and incorporated
herein by reference.
10.11 Form of Severance Agreement dated July 29, 1996, by and
between the Company and each of its Executive Officers;
filed as Exhibit 10.14 to the Company's Annual Report on
Form 10-K for the fiscal year ended June 30, 1996, SEC
File No. 2-7803, and incorporated herein by reference.
10.12 Credit Agreement dated as of December 23, 1996, by and
among First Mississippi Corporation; AMPRO Fertilizer,
Inc.; Xxxxxx Trust and Savings Bank, as Administrative
Agent; Bank of Montreal, Chicago Branch, as Syndication
Agent; Caisse Nationale de Credit Agricole and CIBC Inc.
as Co-Agents; and the other lenders party thereto; filed
as Exhibit 10.1 to the Company's Current Report on Form
8-K filed January 6, 1997, SEC File No. 0-20411, and
incorporated herein by reference.
10.13 Credit Agreement dated as of December 23, 1996, by and
among Mississippi Chemical Corporation; Mississippi
Phosphates Corporation; Mississippi Potash, Inc.; Xxxxxx
Trust and Savings Bank, as Administrative Agent; Bank of
Montreal, Chicago Branch, as Syndication Agent; Caisse
Nationale de Credit Agricole and CIBC Inc. as Co-Agents;
and the other lenders party thereto; filed as Exhibit
10.2 to the Company's Current Report on Form 8-K filed
January 6, 1997, SEC File No. 0-20411, and incorporated
herein by reference.
10.14 Anhydrous Ammonia Purchase Agreement (AMRO) dated as of
October 18, 1996, among Mississippi Chemical Corporation,
Farmland Industries, Inc., and Farmland MissChem Limited
whereby Mississippi Chemical Corporation and Farmland
Industries, Inc., on an individual basis, will purchase
from Farmland MissChem Limited, a portion of the total
anhydrous ammonia output produced by its facility located
on the island of Trinidad in The Republic of Trinidad and
Tobago, which Agreement will be in place during the term
of the AMRO permanent financing facility.
10.15 Anhydrous Ammonia Purchase Agreement (EX-IM) dated as of
October 18, 1996, among Mississippi Chemical Corporation,
Farmland Industries, Inc., and Farmland MissChem Limited
whereby Mississippi Chemical Corporation and Farmland
Industries, Inc., on an individual basis, will purchase
from Farmland MissChem Limited, a portion of the total
anhydrous ammonia output produced by its facility located
on the island of Trinidad in The Republic of Trinidad and
Tobago, which Agreement will be in place during the term
of the EximBank permanent financing facility.
23 Consent of Xxxxxx Xxxxxxxx LLP; filed as Exhibit 23 to the
Company's Annual Report on Form 10-K for the fiscal year
ended June 30, 1997, SEC File No. 1-12217, and
incorporated herein by reference.
27 Financial Data Schedule.
