0001193125-04-161599 Sample Contracts

FORM OF SUPPLEMENTAL INDENTURE
Supplemental Indenture • September 24th, 2004 • Cargill Fertilizer, LLC • Agricultural chemicals • New York

This Supplemental Indenture (this “Supplemental Indenture”), dated as of [ ], 2004, is by and among IMC Global Inc., a Delaware corporation (the “Company”), The Mosaic Company, a Delaware corporation (“Mosaic”), Cargill Fertilizer, LLC, a Delaware limited liability company, and The Bank of New York, a New York banking corporation, as trustee under the Original Indenture referred to below (the “Trustee”).

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IMC GLOBAL INC., THE MOSAIC COMPANY, CARGILL FERTILIZER, LLC and THE BANK OF NEW YORK, as Trustee
Supplemental Indenture • September 24th, 2004 • Cargill Fertilizer, LLC • Agricultural chemicals • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of , 2004, among IMC GLOBAL INC., a Delaware corporation, as issuer (the “Company” or “IMC”), The Mosaic Company, a Delaware corporation, Cargill Fertilizer, LLC, a Delaware limited liability company, and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “Trustee”).

FORM OF [ ] SUPPLEMENTAL INDENTURE
Supplemental Indenture • September 24th, 2004 • Cargill Fertilizer, LLC • Agricultural chemicals • New York

This [ ] Supplemental Indenture (this “Supplemental Indenture”), dated as of [ ], 2004, is by and among Phosphate Acquisition Partners L.P., a Delaware limited partnership (as successor to Phosphate Resource Partners Limited Partnership (formerly known as Freeport-McMoRan Resource Partners, Limited Partnership)) (the “Issuer”), The Mosaic Company, a Delaware corporation (“Mosaic”), Cargill Fertilizer, LLC, a Delaware limited liability company, and JPMorgan Chase Bank (formerly known as Chemical Bank), a New York banking corporation, as trustee under the Original Indenture referred to below (the “Trustee”).

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