MOSAIC CO — Director's Dealing 2011

Jan 27, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOSAIC CO (MOS)
CIK: 0001285785
Period of Report: 2011-01-25

Reporting Person: MACKAY HAROLD H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-25	Common Stock	S	3100	$73.70	Disposed	12653	Direct
2011-01-25	Common Stock	S	1900	$73.71	Disposed	10753	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 (2327)	2327	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 vest on October 7, 2011. Vested shares will be delivered to the reporting person on October 7, 2013.