MOSAIC CO — Director's Dealing 2011

Oct 11, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOSAIC CO (MOS)
CIK: 0001285785
Period of Report: 2011-10-06

Reporting Person: MACKAY HAROLD H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-10-09	Common Stock	M	1163	$0.00	Acquired	11916	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-09	Restricted Stock Units	$0.00	M	2327	Disposed		Common Stock (2327)	Direct
2011-10-06	Restricted Stock Units	$0.00	A	2908	Acquired		Common Stock (2908)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$12.1500	2012-05-10	Common Stock (4800)	4800	Direct
Stock Option (right to buy)	$9.7500	2013-05-16	Common Stock (9150)	9150	Direct
Stock Option (right to buy)	$11.5900	2014-05-14	Common Stock (7800)	7800	Direct
Restricted Stock Units	$0.00		Common Stock (1712)	1712	Direct
Restricted Stock Units	$0.00		Common Stock (1381)	1381	Direct

Footnotes

F1: One for one

F2: Not applicable

F3: The restricted stock units vested on October 9, 2009. Vested shares will be delivered to the reporting person on October 9, 2011.

F4: The restricted stock units vested on October 8, 2010. Vested shares will be delivered to the reporting person on October 8, 2012.

F5: The restricted stock units vested on October 7, 2011. Vested shares will be delivered to the reporting person on October 7, 2013.

F6: The reporting person, pursuant to the terms of the Restricted Stock Unit Agreement under which the award of restricted stock units was made, elected to receive 50% of the restricted stock units in the form of cash with the balance paid in the form of shares of common stock at the time the award was paid.

F7: The restricted stock units vest on October 6, 2012. Vested shares will be delivered to the reporting person on October 6, 2014.